SEC Form 3 · accession 0001140361-17-018531
KKR Real Estate Finance Trust Inc. · KREF
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
KKR Financial Holdings LLC
10% Owner
KKR REFT Holdings GP LLC
10% Owner
KKR REFT Holdings L.P.
10% Owner
KKR REFT Asset Holdings LLC
10% Owner
Tactical Value SPN-SPV GP LLC
10% Owner
KKR Tactical Value SPN L.P.
10% Owner
KKR Associates TV SPN L.P.
10% Owner
KKR TV SPN GP Ltd
10% Owner
Period of report
May 4, 2017
Accepted (ET)
May 4, 2017 · 8:57 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001631596
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F4,F5,F7 | holding | — | — | — | 20,000,000 | I | See Footnotes | |
| Common StockF2,F5,F7 | holding | — | — | — | 3,758,616 | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Special Voting Preferred StockF3,F4,F5,F7,F6 | — | holding | — | — | — | — | — | Common Stock | 1 | — | I |
Explanation of responses
- F1Shares of common stock ("Common Stock") of KKR Real Estate Finance Trust Inc. (the "Issuer") are held by KKR REFT Holdings L.P. The general partner of KKR REFT Holdings L.P. is KKR REFT Holdings GP LLC, which is wholly owned by KKR REFT Asset Holdings LLC ("KKR REFT Asset Holdings").
- F2Shares of Common Stock of the Issuer are held by Tactical Value SPN-KREF Holdings L.P. The general partner of Tactical Value SPN-KREF Holdings L.P. is Tactical Value SPN-SPV GP LLC, the sole member of which is KKR Tactical Value SPN L.P. ("TV SPN"). The general partner of TV SPN is KKR Associates TV SPN L.P., whose general partner is KKR TV SPN GP Limited, the sole shareholder of which is KKR Management Holdings L.P. The general partner of KKR Management Holdings L.P. is KKR Management Holdings Corp., the sole shareholder of which is KKR Group Holdings L.P.
- F3The one share of Special Voting Preferred Stock is held by KKR REFT Asset Holdings.
- F4KKR REFT Asset Holdings is owned by KKR Fund Holdings L.P. and KKR Financial Holdings LLC, whose common shares are wholly owned by KKR Fund Holdings L.P. KKR Fund Holdings GP Limited is a general partner of KKR Fund Holdings L.P. KKR Group Holdings L.P. is a general partner of KKR Fund Holdings L.P. and the sole shareholder of KKR Fund Holdings GP Limited.
- F5KKR Group Limited is the general partner of KKR Group Holdings L.P. KKR & Co. L.P. is the sole shareholder of KKR Group Limited. KKR Management LLC is the general partner of KKR & Co. L.P. Henry R. Kravis and George R. Roberts are the designated members of KKR Management LLC.
- F6The one share of Special Voting Preferred Stock of the Issuer gives KKR REFT Asset Holdings certain additional voting rights as more fully described in the Issuer's Registration Statement on Form S-11 (File No. 333-217126) and is convertible into one share of Common Stock of the Issuer upon the election of the holder.
- F7Each 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.
Remarks
Because no more than 10 reporting persons can file any one Form 3 through the Securities and Exchange Commission's EDGAR system, certain affiliates of the Reporting Persons have filed a separate Form 3. Exhibit List: Exhibit 24 - Power of Attorney