KKR Holdings L.P - May 18, 2022 Form 4 Insider Report for KKR & Co. Inc. (KKR)

Role: 10%+ Owner
Signature: /s/ Christopher Lee, Attorney-in-fact
Stock symbol: KKR
Transactions as of: May 18, 2022
Transactions value $: $0
Form type: 4
Date filed: 5/20/2022, 06:01 PM
Previous filing: Dec 17, 2021

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	KKR	KKR Group Partnership Units	-Other	$0	-467,020	-0.18%	$0.00	258,259,143	May 18, 2022	Common Stock	467,020		Direct	F1, F2

Explanation of Responses:

Id	Content
F1	On May 18, 2022, KKR Holdings L.P. distributed 467,020 KKR Group Partnership Units (which refers to Class A partner interests in KKR Group Partnership L.P.) along with shares of Series II preferred stock of KKR & Co. Inc. to certain KKR employees and other persons.
F2	These KKR Group Partnership Units together with shares of Series II preferred stock were exchanged by those employees and other persons for shares of common stock of KKR & Co. Inc. on a one-for-one basis pursuant to an exchange agreement as disclosed in KKR & Co. Inc.'s prospectus dated September 21, 2011, filed with the Securities and Exchange Commission (the "SEC") on September 23, 2011, as amended by a post-effective amendment filed with the SEC on July 2, 2018. As a result, KKR & Co. Inc.'s percentage ownership in KKR Group Partnership L.P. increased, and KKR Holdings L.P.'s percentage ownership in KKR Group Partnership L.P. decreased.

Content

On May 18, 2022, KKR Holdings L.P. distributed 467,020 KKR Group Partnership Units (which refers to Class A partner interests in KKR Group Partnership L.P.) along with shares of Series II preferred stock of KKR & Co. Inc. to certain KKR employees and other persons.

These KKR Group Partnership Units together with shares of Series II preferred stock were exchanged by those employees and other persons for shares of common stock of KKR & Co. Inc. on a one-for-one basis pursuant to an exchange agreement as disclosed in KKR & Co. Inc.'s prospectus dated September 21, 2011, filed with the Securities and Exchange Commission (the "SEC") on September 23, 2011, as amended by a post-effective amendment filed with the SEC on July 2, 2018. As a result, KKR & Co. Inc.'s percentage ownership in KKR Group Partnership L.P. increased, and KKR Holdings L.P.'s percentage ownership in KKR Group Partnership L.P. decreased.

Remarks:

Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended, the Reporting Person states that this filing shall not be an admission that the Reporting Person is the beneficial owner of any of the securities reported herein, and the Reporting Person disclaims beneficial ownership of such securities except to the extent of the Reporting Person's pecuniary interest therein.