SEC Form 4 · accession 0001140361-18-024753
KKR & Co. Inc. · KKR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Joseph Y Bae
Officer — Co-President & Co-COO · Director
Period of report
May 16, 2018
Accepted (ET)
May 18, 2018 · 6:24 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001404912
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common UnitsF2,F4 | May 16, 2018 | C | 350,000 | — | A | 350,000 | I | See Footnote |
| Common UnitsF2 | May 16, 2018 | C | 900,000 | — | A | 1,277,330 | D | |
| Common Units | May 16, 2018 | G | 900,000 | $0.00 | D | 377,330 | D | |
| Common UnitsF3,F4 | May 16, 2018 | G | 900,000 | $0.00 | A | 1,250,000 | I | See Footnote |
| Common Units | holding | — | — | — | 1,482 | I | By Trust | |
| Common Units | holding | — | — | — | 7,166 | I | By Limited Liability Company |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| KKR Holdings L.P. UnitsF2 | — | Jan 31, 2018 | G | 350,000 | D | — | — | Common Units | 350,000 | 7,676,819 | D |
| KKR Holdings L.P. UnitsF4,F2 | — | Jan 31, 2018 | G | 350,000 | A | — | — | Common Units | 350,000 | 350,000 | I |
| KKR Holdings L.P. UnitsF4,F2 | — | May 16, 2018 | C | 350,000 | D | — | — | Common Units | 350,000 | 0 | I |
| KKR Holdings L.P. UnitsF2 | — | May 16, 2018 | C | 900,000 | D | — | — | Common Units | 900,000 | 6,776,819 | D |
| KKR Holdings L.P. UnitsF2 | — | holding | — | — | — | — | — | Common Units | 370,578 | 370,578 | I |
| KKR Holdings L.P. UnitsF2 | — | holding | — | — | — | — | — | Common Units | 5,850,000 | 5,850,000 | I |
Explanation of responses
- F1KKR 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.) were received from KKR Holdings L.P. in exchange for units of KKR Holdings L.P. and exchanged for common units of KKR & Co. L.P. in each case as described in footnote 2 below.
- F2Pursuant 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 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.
- F3Reflects a transfer of common units received upon the exchange described in footnote 1 above from the Reporting Person to a limited partnership. These common units are being held by the limited partnership solely for purposes of future charitable donations.
- F4These common units are held by a limited partnership controlled by the Reporting Person.
- F5Reflects a transfer of KKR Holdings L.P. units into the limited partnership described in footnote 4.
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.