AppLovin Corp — Director's Dealing 2021

Apr 22, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Applovin Corp (APP)
CIK: 0001751008
Period of Report: 2021-04-19

Reporting Person: KKR Denali Holdings L.P. (N/A)
Reporting Person: KKR Denali Holdings GP LLC (N/A)
Reporting Person: KKR Americas Fund XII L.P. (N/A)
Reporting Person: KKR Associates Americas XII L.P. (N/A)
Reporting Person: KKR Americas XII Ltd (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-04-19	Class A Common Stock	C	2500000	—	Acquired	2500000	Indirect
2021-04-19	Class A Common Stock	S	2500000	$77.904	Disposed	0	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-04-19	Series A Preferred Stock	$	C	109090908	Disposed		Class A Common Stock (109090908)	Indirect
2021-04-19	Class B Common Stock	$	C	109090908	Acquired		Class A Common Stock (109090908)	Indirect
2021-04-19	Class B Common Stock	$	C	2500000	Disposed		Class A Common Stock (2500000)	Indirect

Footnotes

F1: Represents a conversion of shares of Class B common stock, par value $0.00003 per share ("Class B Common Stock") of Applovin Corporation (the "Issuer") into an equal number of shares of Class A common stock, $0.00003 par value per share ("Class A Common Stock") of the Issuer.

F2: This amount represents the $80.00 initial public offering price per share of Class A Common Stock, less the underwriting discount of $2.096 per share.

F3: In connection with the closing of the initial public offering of the Issuer , all shares of Series A Preferred Stock of the Issuer were converted automatically into an equal number of shares of Class A Common Stock of the Issuer, which shares of Class A Common Stock of the Issuer were automatically immediately exchanged for an equal number of shares of Class B Common Stock of the Issuer, pursuant to an Exchange Agreement with the Issuer, dated March 16, 2021.

F4: Shares of Class B Common Stock of the Issuer are exchangeable at any time, at the option of the holder and automatically in connection with certain transfers and upon certain other events, into an equal number of shares of Class A Common Stock the Issuer.

F5: The securities reported herein are held by KKR Denali Holdings L.P. KKR Denali Holdings GP LLC is the general partner of KKR Denali Holdings L.P. KKR Americas Fund XII L.P. is the managing member of KKR Denali Holdings GP LLC. KKR Associates Americas XII L.P. is the general partner of KKR Americas Fund XII L.P. KKR Americas XII Limited is the general partner of KKR Associates Americas XII L.P. KKR Group Partnership L.P. is the sole member of KKR Americas XII Limited. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR & Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Messrs. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.

F6: Each 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.