SEC Form 4 · accession 0001140361-18-030988
GoDaddy Inc. · GDDY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Jul 1, 2018
Accepted (ET)
Jul 2, 2018 · 6:20 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001609711
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1,F2,F7,F8 | Jul 1, 2018 | J | 2,227,477 | $0.00 | D | 0 | I | See Footnotes |
| Class A Common StockF1,F3,F7,F8 | Jul 1, 2018 | J | 1,001,846 | $0.00 | D | 0 | I | See Footnotes |
| Class A Common StockF1,F4,F7,F8 | Jul 1, 2018 | J | 374,147 | $0.00 | D | 0 | I | See Footnotes |
| Class A Common StockF1,F5 | Jul 1, 2018 | J | 36,864 | $0.00 | D | 0 | I | See Footnote |
| Class A Common StockF1,F6,F8 | Jul 1, 2018 | J | 8,050 | $0.00 | D | 0 | I | See Footnotes |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Units of Desert Newco, LLCF9,F1,F4,F7 | — | Jul 1, 2018 | J | 2,839,708 | D | — | — | Class A Common Stock | 2,839,708 | 0 | I |
| Units of Desert Newco, LLCF9,F1,F5 | — | Jul 1, 2018 | J | 312,562 | D | — | — | Class A Common Stock | 312,562 | 0 | I |
| Units of Desert Newco, LLCF9,F1,F6,F8 | — | Jul 1, 2018 | J | 68,254 | D | — | — | Class A Common Stock | 68,254 | 0 | I |
Explanation of responses
- F1Pursuant to an internal reorganization in connection with the conversion of KKR & Co. L.P., a Delaware limited partnership, into a Delaware corporation named KKR & Co. Inc., which became effective on July 1, 2018, KKR & Co. L.P. contributed all of its interests in two wholly-owned subsidiaries, KKR Group Holdings L.P. and KKR Group Limited, to a newly formed and wholly-owned subsidiary, KKR Group Holdings Corp., and KKR Group Holdings L.P. and KKR Group Limited were liquidated. KKR Group Holdings L.P. and KKR Group Limited are filing this "exit" Form 4 to report that they are no longer beneficial owners of securities of GoDaddy Inc. (the "Issuer"). KKR Group Holdings Corp. is separately filing a Form 3 to report beneficial ownership of Issuer securities in connection with the above reorganization. This internal reorganization did not involve any purchase or sale of securities of the Issuer.
- F2Shares of the Issuer are held by KKR 2006 GDG Blocker L.P. ("KKR 2006 GDG").
- F3Shares of the Issuer are held by GDG Co-Invest Blocker L.P. ("GDG Co-Invest"). GDG Co-Invest GP LLC is the general partner of GDG Co-Invest.
- F4Securities are held by KKR 2006 Fund (GDG) L.P. ("KKR 2006 Fund"). KKR Associates 2006 AIV L.P. ("KKR Associates 2006") is the general partner of KKR 2006 Fund.
- F5Securities are held by KKR Partners III, L.P. ("KKR Partners III"). KKR III GP LLC is the general partner of KKR Partners III. Messrs. Henry R. Kravis and George R. Roberts are the managers of KKR III GP LLC.
- F6Securities are held by OPERF Co-Investment LLC ("OPERF"). KKR Associates 2006 L.P. is the manager of OPERF. KKR 2006 GP LLC is the general partner of KKR Associates 2006 L.P. KKR Fund Holdings L.P. is the designated member of KKR 2006 GP LLC. KKR Fund Holdings GP Limited is a general partner of KKR Funds Holdings L.P. KKR Group Holdings Corp. is the sole shareholder of KKR Fund Holdings GP Limited and a general partner of KKR Fund Holdings L.P.
- F7KKR 2006 AIV GP LLC is the general partner of KKR 2006 GDG, the sole member of GDG Co-Invest GP LLC and the general partner of KKR Associates 2006. KKR Management Holdings L.P. is the designated member of KKR 2006 AIV GP LLC. KKR Management Holdings Corp. is the general partner of KKR Management Holdings L.P. KKR Group Holdings Corp. is the sole shareholder of KKR Management Holdings Corp.
- F8Prior to the reorganization, KKR Group Holdings L.P. was the general partner of KKR Fund Holdings L.P. and the sole shareholder of KKR Fund Holdings GP Limited and KKR Management Holdings Corp. and KKR Group Limited was the general partner of KKR Group Holdings L.P.
- F9Pursuant to an exchange agreement, Units of Desert Newco, LLC are exchangeable on a one-on-one basis for shares of Class A Common Stock at the discretion of the holder. The exchange rights under this exchange agreement do not expire.
Remarks
Each of the Reporting Persons may have been deemed to be the beneficial owner of all or a portion of the securities reported herein. 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 engaged in any transactions subject to Section 16 of the Securities Exchange Act of 1934 or are or were the beneficial owners of any securities reported herein, and the Reporting Persons disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein.