Statement of Changes in Beneficial Ownership (4)
November 05 2021 - 7:01PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
KRAVIS HENRY R |
2. Issuer Name and Ticker or Trading Symbol
KKR & Co. Inc.
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KKR
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Executive Co-Chairman |
(Last)
(First)
(Middle)
C/O KKR & CO. INC.,, 30 HUDSON YARDS |
3. Date of Earliest Transaction
(MM/DD/YYYY)
11/3/2021 |
(Street)
NEW YORK, NY 10001
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 11/3/2021 | | S(1) | | 4667166 | D | $82.25 | 0 | I | See Footnote (2)(3) |
Common Stock | | | | | | | | 1149131 | D | |
Common Stock | | | | | | | | 7000000 | I | See footnote (4) |
Common Stock | | | | | | | | 130925 | I | See Footnote (5) |
Common Stock | | | | | | | | 15227 | I | See Footnote (6) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
(1) | This form does not report a sale of shares made personally by Henry Kravis or George Roberts. Instead this form reports the sale of shares held by KKR-managed investment vehicles that are required to be liquidated, and all proceeds of the sale other than remuneration to KKR were distributed to third party investors. We believe that approximately 3 million shares were hedged by third party investors. None of the shares sold were part of the personal investment portfolios of Henry Kravis, George Roberts or any other executive officer of KKR. |
(2) | Represents shares of common stock held by KKR MIF Fund Holdings L.P. and KKR Reference Fund Investments L.P. KKR IFI GP L.P. is the general partner of KKR Reference Fund Investments L.P. and the general partner of KKR Index Fund Investments L.P., which is the sole shareholder of KKR MIF Carry Limited, which is the general partner of KKR MIF Carry Holdings L.P., which is the general partner of KKR MIF Fund Holdings L.P. The general partner of KKR IFI GP L.P. is KKR IFI Limited. The sole shareholder of KKR IFI Limited is KKR Group Partnership L.P. The general partner of KKR Group Partnership L.P. is KKR Group Holdings Corp. (Continued in footnote 4) |
(3) | (Continued from footnote 3) The sole shareholder of KKR Group Holdings Corp. is KKR & Co. Inc. The Series I preferred stockholder of KKR & Co. Inc. is KKR Management LLP. In his capacity as a founding partner of KKR Management LLP, the Reporting Person may be deemed to be a beneficial owner of the securities held by KKR MIF Fund Holdings, L.P. and KKR Reference Fund Investments L.P. |
(4) | These shares of common stock are held by a limited partnership controlled by the Reporting Person. These shares of common stock are being held by the limited partnership solely for purposes of future charitable donations. |
(5) | These shares of common stock are held by a limited liability company of which the Reporting Person is the managing member. |
(6) | These shares of common stock are held by the Reporting Person's spouse. |
Remarks: Pursuant to Rule 16a-1(a)(4) of 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 held, and the Reporting Person disclaims beneficial ownership of such securities except to the extent of the Reporting Person's pecuniary interest therein. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
KRAVIS HENRY R C/O KKR & CO. INC., 30 HUDSON YARDS NEW YORK, NY 10001 | X | X | Executive Co-Chairman |
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Signatures
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/s/ Christopher Lee, Attorney-in-fact | | 11/5/2021 |
**Signature of Reporting Person | Date |
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