GEORGE R. ROBERTS - 27 May 2022 Form 4 Insider Report for KKR & Co. Inc. (KKR)

Role
Co-Executive Chairman, Director, 10%+ Owner
Signature
/s/ Christopher Lee, Attorney-in-fact
Issuer symbol
KKR
Transactions as of
27 May 2022
Transactions value $
$0
Form type
4
Filing time
31 May 2022, 18:12:44 UTC
Previous filing
10 Feb 2022
Next filing
13 Feb 2023
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction KKR Common Stock Other +1.34K +0.11% 1.19M 27 May 2022 See footnote F1, F4
transaction KKR Common Stock Options Exercise +79.6M +6684.65% 80.7M 31 May 2022 See footnote F2, F4
transaction KKR Common Stock Award +2.62M +3.24% 83.4M 31 May 2022 See footnote F3, F4
transaction KKR Common Stock Options Exercise +1.01M 1.01M 31 May 2022 See footnote F2, F5
transaction KKR Common Stock Award +33.2K +3.29% 1.04M 31 May 2022 See footnote F3, F5
transaction KKR Common Stock Options Exercise +249K 249K 31 May 2022 See footnote F2, F6
transaction KKR Common Stock Award +8.21K +3.29% 258K 31 May 2022 See footnote F3, F6
holding KKR Common Stock 2M 27 May 2022 See footnote F7

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 Holdings L.P. Units Other $0 +535K +0.68% $0.00 79.6M 27 May 2022 Common Stock 535K See Footnote F1, F2, F4
transaction KKR KKR Holdings L.P. Units Options Exercise $0 -79.6M -100% $0.00* 0 31 May 2022 Common Stock 79.6M See Footnote F2, F4
transaction KKR KKR Holdings L.P. Units Options Exercise $0 -1.01M -100% $0.00* 0 31 May 2022 Common Stock 1.01M See Footnote F2, F5
transaction KKR KKR Holdings L.P. Units Options Exercise $0 -249K -100% $0.00* 0 31 May 2022 Common Stock 249K See Footnote F2, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents a distribution of common stock from an affiliate of KKR Holdings L.P. to the Reporting Person and an allocation of units of KKR Holdings L.P. to the Reporting Person, in each case, prior to the Mergers (as defined below).
F2 In connection with certain mergers pursuant to a Reorganization Agreement, dated as of October 8, 2021 (the "Mergers"), on May 31, 2022 holders of common stock of KKR & Co. Inc. immediately prior to the Mergers ("Former KKR") and all holders of interests in KKR Holdings L.P. immediately prior to the Mergers received shares of the same common stock on a one-for-one basis in a new parent company for Former KKR's business ("New KKR"), following which, New KKR was renamed "KKR & Co. Inc." and Former KKR was renamed "KKR Group Co. Inc.", which is now a wholly-owned subsidiary of New KKR. Prior to the Mergers, units of KKR Holdings L.P. were exchangeable for KKR Group Partnership Units (which term refers to Class A partner interests in KKR Group Partnership L.P.) and with shares of Series II preferred stock of Former KKR on a one-for-one basis, which together were exchangeable for shares of common stock of Former KKR on a one-for-one basis.
F3 In connection with the Mergers and in addition to the issuance of shares of New KKR as noted above, KKR Holdings L.P. merged with a subsidiary of New KKR and limited partners of KKR Holdings L.P. were issued an aggregate of 8.5 million shares of common stock of New KKR, which shares are not transferable prior to the earlier of (i) December 31, 2026 and (ii) the six-month anniversary of the first date on which the death or permanent disability of both Mr. Henry Kravis and Mr. George Roberts has occurred (or any earlier date consented to by KKR Management LLP in its sole discretion). The number of shares reported as acquired herein represents the holder's pro rata portion of the 8.5 million shares issued to the former limited partners of KKR Holdings L.P.
F4 These securities are held in a trust revocable by the Reporting Person during his life. The Reporting Person is the sole beneficiary and the sole trustee of this trust.
F5 These securities are held by a limited partnership, whose general partner is a limited liability company over which the Reporting Person has investment discretion.
F6 These securities are held in a corporation owned by the Reporting Person and of which the Reporting Person is the president.
F7 These shares of common stock are being held by a limited partnership controlled by the Reporting Person solely for purposes of future charitable donations.

Remarks:

Pursuant to Rule 16a-1(a)(4) under the Exchange Act, 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 as indirectly owned, and the Reporting Person disclaims beneficial ownership of such securities except to the extent of the Reporting Person's pecuniary interest therein.