KKR Denali Holdings L.P. - Nov 21, 2024 Form 4 Insider Report for AppLovin Corp (APP)

Role
10%+ Owner
Signature
See Exhibit 99.1
Stock symbol
APP
Transactions as of
Nov 21, 2024
Transactions value $
-$1,634,860,909
Form type
4
Date filed
11/25/2024, 04:30 PM
Previous filing
May 15, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction APP Class A Common Stock Conversion of derivative security +5.21M +3805.35% 5.34M Nov 21, 2024 See footnotes F1, F2, F3
transaction APP Class A Common Stock Sale -$1.15B -3.77M -70.65% $305.57 1.57M Nov 21, 2024 See footnotes F2, F3
transaction APP Class A Common Stock Sale -$618K -2K -0.13% $309.00 1.57M Nov 21, 2024 See footnotes F2, F3, F4
transaction APP Class A Common Stock Sale -$1.68M -5.41K -0.35% $310.16 1.56M Nov 21, 2024 See footnotes F2, F3, F5
transaction APP Class A Common Stock Sale -$1.53M -4.9K -0.31% $311.84 1.56M Nov 21, 2024 See footnotes F2, F3, F6
transaction APP Class A Common Stock Sale -$1.6M -5.12K -0.33% $312.83 1.55M Nov 21, 2024 See footnotes F2, F3, F7
transaction APP Class A Common Stock Sale -$2.17M -6.9K -0.44% $313.82 1.54M Nov 21, 2024 See footnotes F2, F3, F8
transaction APP Class A Common Stock Sale -$7.34M -23.3K -1.51% $315.04 1.52M Nov 21, 2024 See footnotes F2, F3, F9
transaction APP Class A Common Stock Sale -$22.7M -71.8K -4.72% $315.69 1.45M Nov 21, 2024 See footnotes F2, F3, F10
transaction APP Class A Common Stock Sale -$36.1M -114K -7.87% $316.89 1.33M Nov 21, 2024 See footnotes F2, F3, F11
transaction APP Class A Common Stock Sale -$38.3M -120K -9.03% $317.84 1.21M Nov 21, 2024 See footnotes F2, F3, F12
transaction APP Class A Common Stock Sale -$67.6M -212K -17.47% $318.80 1M Nov 21, 2024 See footnotes F2, F3, F13
transaction APP Class A Common Stock Sale -$52.7M -165K -16.46% $319.81 837K Nov 21, 2024 See footnotes F2, F3, F14
transaction APP Class A Common Stock Sale -$24.4M -76K -9.07% $321.02 761K Nov 21, 2024 See footnotes F2, F3, F15
transaction APP Class A Common Stock Sale -$17.1M -53.1K -6.98% $321.91 708K Nov 21, 2024 See footnotes F2, F3, F16
transaction APP Class A Common Stock Sale -$33.8M -105K -14.77% $322.98 603K Nov 21, 2024 See footnotes F2, F3, F17
transaction APP Class A Common Stock Sale -$70.3M -217K -35.99% $323.90 386K Nov 21, 2024 See footnotes F2, F3, F18
transaction APP Class A Common Stock Sale -$58.1M -179K -46.31% $324.94 207K Nov 21, 2024 See footnotes F2, F3, F19
transaction APP Class A Common Stock Sale -$32.1M -98.5K -47.51% $325.84 109K Nov 21, 2024 See footnotes F2, F3, F20
transaction APP Class A Common Stock Sale -$11.4M -34.8K -31.94% $326.92 74.1K Nov 21, 2024 See footnotes F2, F3, F21
transaction APP Class A Common Stock Sale -$1.92M -5.84K -7.88% $327.88 68.2K Nov 21, 2024 See footnotes F2, F3, F22
transaction APP Class A Common Stock Sale -$65.8K -200 -0.29% $329.06 68K Nov 21, 2024 See footnotes F2, F3, F23
transaction APP Class A Common Stock Other $0 -68K -100% $0.00 0 Nov 21, 2024 See footnotes F2, F3, F24

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 APP Class B Common Stock Conversion of derivative security $0 -5.21M -100% $0.00 0 Nov 21, 2024 Class A Common Stock 5.21M See footnotes F1, F2, F3, F25
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

KKR Denali Holdings L.P. is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Represents a conversion of shares of Class B common stock, par value $0.00003 per share ("Class B Common Stock"), of AppLovin Corporation (the "Issuer") into an equal number of shares of Class A common stock, $0.00003 par value per share ("Class A Common Stock"), of the Issuer.
F2 The securities reported herein are held by KKR Denali Holdings L.P. KKR Denali Holdings GP LLC is the general partner of KKR Denali Holdings L.P. KKR Americas Fund XII L.P. is the managing member of KKR Denali Holdings GP LLC. KKR Associates Americas XII L.P. is the general partner of KKR Americas Fund XII L.P. KKR Americas XII Limited is the general partner of KKR Associates Americas XII L.P. KKR Group Partnership L.P. is the sole shareholder of KKR Americas XII Limited. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR Group Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR & Co. Inc. is the sole shareholder of KKR Group Co. Inc. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Messrs. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.
F3 Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.
F4 The sales were effectuated in multiple transactions at prices ranging from $309.000 to $309.020. The price reported in Column 4 is the weighted average price. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F5 The sales were effectuated in multiple transactions at prices ranging from $310.000 to $310.840. The price reported in Column 4 is the weighted average price. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F6 The sales were effectuated in multiple transactions at prices ranging from $311.500 to $312.450. The price reported in Column 4 is the weighted average price. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F7 The sales were effectuated in multiple transactions at prices ranging from $312.500 to $313.465. The price reported in Column 4 is the weighted average price. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F8 The sales were effectuated in multiple transactions at prices ranging from $313.500 to $314.090. The price reported in Column 4 is the weighted average price. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F9 The sales were effectuated in multiple transactions at prices ranging from $314.500 to $315.390. The price reported in Column 4 is the weighted average price. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F10 The sales were effectuated in multiple transactions at prices ranging from $315.500 to $316.460. The price reported in Column 4 is the weighted average price. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F11 The sales were effectuated in multiple transactions at prices ranging from $316.500 to $317.480. The price reported in Column 4 is the weighted average price. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F12 The sales were effectuated in multiple transactions at prices ranging from $317.500 to $318.495. The price reported in Column 4 is the weighted average price. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F13 The sales were effectuated in multiple transactions at prices ranging from $318.500 to $319.490. The price reported in Column 4 is the weighted average price. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F14 The sales were effectuated in multiple transactions at prices ranging from $319.500 to $320.495. The price reported in Column 4 is the weighted average price. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F15 The sales were effectuated in multiple transactions at prices ranging from $320.500 to $321.490. The price reported in Column 4 is the weighted average price. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F16 The sales were effectuated in multiple transactions at prices ranging from $321.500 to $322.470. The price reported in Column 4 is the weighted average price. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F17 The sales were effectuated in multiple transactions at prices ranging from $322.500 to $323.480. The price reported in Column 4 is the weighted average price. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F18 The sales were effectuated in multiple transactions at prices ranging from $323.500 to $324.470. The price reported in Column 4 is the weighted average price. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F19 The sales were effectuated in multiple transactions at prices ranging from $324.500 to $325.490. The price reported in Column 4 is the weighted average price. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F20 The sales were effectuated in multiple transactions at prices ranging from $325.500 to $326.490. The price reported in Column 4 is the weighted average price. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F21 The sales were effectuated in multiple transactions at prices ranging from $326.500 to $327.490. The price reported in Column 4 is the weighted average price. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F22 The sales were effectuated in multiple transactions at prices ranging from $327.500 to $328.250. The price reported in Column 4 is the weighted average price. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F23 The sales were effectuated in multiple transactions at prices ranging from $328.930 to $329.190. The price reported in Column 4 is the weighted average price. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F24 Represents distributions of such shares in connection with the sale reported herein by KKR Denali Holdings L.P. and certain of its affiliates to their respective partners and shareholders as in-kind distributions. These in-kind distributions are for the purpose of the ultimate recipients making charitable donations of shares of common stock.
F25 Shares of Class B Common Stock of the Issuer are exchangeable at any time, at the option of the holder and automatically in connection with certain transfers and upon certain other events, into an equal number of shares of Class A Common Stock of the Issuer.

Remarks:

Because no more than 10 reporting persons can file any one Form 4 through the Securities and Exchange Commission's EDGAR system, certain affiliates of the Reporting Persons have filed a separate Form 4.