KKR & Co. Inc. — Director's Dealing 2012

Nov 7, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KKR & Co. L.P. (KKR)
CIK: 0001404912
Period of Report: 2011-01-01

Reporting Person: ROBERTS GEORGE R (Director, Co-Chairman and Co-CEO, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-01-01	Common units	J	3639010	$0.00	Disposed	4667166	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common units	275583	Indirect

Footnotes

F1: As a result of a reorganization of KKR MIF Fund Holdings, L.P., the Reporting Person ceased to have a reportable indirect pecuniary interest in a portion of the securities previously reported as held by KKR MIF Fund Holdings, L.P. due to the elimination of certain incentive fees. The total amount of securities shown as beneficially owned after the reported transaction is the same as the amount of securities beneficially owned prior to the reported transaction.

F2: KKR MIF Fund Holdings L.P. and KKR Reference Fund Investments L.P. hold an aggregate of 4,667,166 common units. 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 Fund Holdings L.P. [Footnote 2 continued in Footnote 3]

F3: [Continued from Footnote 2] A general partner of KKR Fund Holdings L.P. is KKR Fund Holdings GP Limited. The sole shareholder of KKR Fund Holdings GP Limited and a general partner of KKR Fund Holdings L.P. is KKR Group Holdings L.P. The sole partner of KKR Group Holdings L.P. is KKR Group Limited. The sole shareholder of KKR Group Limited is KKR & Co. L.P. The sole general partner of KKR & Co. L.P. is KKR Management LLC. In his capacity as a designated member of KKR Management LLC, 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.

F4: These common units are held by a KKR-related holding vehicle (other than KKR MIF Fund Holdings L.P. and KKR Reference Fund Investments L.P.) through which the Reporting Person may be deemed to have a pecuniary interest in the common units.

F5: 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 deemed to be an admission that the Reporting Person is the beneficial owner of any of the securities reported herein, and the Reporting Person disclaims beneficial ownership of such securities except to the extent of the Reporting Person's pecuniary interest therein.