SEC Form 4 · accession 0001104659-16-100087
KKR & Co. Inc. · KKR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David Sorkin
Officer — General Counsel and Secretary
Period of report
Feb 23, 2016
Accepted (ET)
Feb 25, 2016 · 5:47 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001404912
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Equity UnitsF2,F1 | — | Feb 23, 2016 | A | 59,799 | A | — | — | Common Units | 59,799 | 322,070 | D |
| KKR Holdings L.P. UnitsF5,F3,F4 | — | Feb 23, 2016 | J | 550,000 | A | — | — | Common Units | 550,000 | 3,273,593 | D |
| KKR Holdings L.P. UnitsF5,F6,F3 | — | holding | — | — | — | — | — | Common Units | 400,000 | 400,000 | I |
Explanation of responses
- F1These restricted equity units were approved for grant under the KKR & Co. L.P. 2010 Equity Incentive Plan and will generally vest in equal annual installments over a three-year period with the initial vesting on April 1, 2017. Upon vesting, each restricted equity unit may be settled by delivery of one common unit of KKR & Co. L.P.
- F2262,271 of these restricted equity units were previously granted to the Reporting Person and consist of 16,622 restricted equity units of KKR & Co. L.P. that will generally vest on April 1, 2016 and 24,860 and 220,789 restricted equity units of KKR & Co L.P., which will generally vest in two or three equal installments, respectively, on April 1st of each year with the next vesting on April 1, 2016.
- F3Pursuant to an exchange agreement as contemplated by KKR & Co. L.P.'s prospectus dated September 21, 2011, filed with the Securities and Exchange Commission on September 23, 2011, units of KKR Holdings L.P. are exchangeable for KKR Group Partnership Units (which term refers collectively to Class A partner interests in each of KKR Management Holdings L.P., KKR Fund Holdings L.P. and KKR International Holdings L.P.) on a one-for-one basis, and KKR Group Partnership Units are exchangeable for common units of KKR & Co. L.P. on a one-for-one basis.
- F4The grant of these units by KKR Holdings L.P. to the Reporting Person was authorized, and they will generally vest in part over a three year period beginning on January 1, 2018, subject to the public market price of common units of KKR & Co. L.P. meeting certain pre-determined targets during such period. This grant does not change the number of common units of KKR & Co. L.P. on a fully-diluted basis.
- F5Reflects a transfer of 90,000 KKR Holdings L.P. units from the Reporting Person to the limited partnership described in footnote 6 below. This transfer, which was exempt from reporting pursuant to Rule 16a-13 under the Exchange Act, merely changed the form of the Reporting Person's pecuniary interest in such securities from direct to indirect.
- F6These securities are held by a limited partnership, whose general partner is a limited liability company over which the Reporting Person has investment discretion.
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 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.