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

Nov 21, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KKR & Co. L.P. (KKR)
CIK: 0001404912
Period of Report: 2012-11-16

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

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-11-16	KKR Holdings L.P. Units	$	G	99990	Acquired		Common Units (99990)	Indirect
2012-11-16	KKR Holdings L.P. Units	$	G	99990	Disposed		Common Units (99990)	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
KKR Holdings L.P. Units	$		Common Units (83518379)	83518379	Indirect
KKR Holdings L.P. Units	$		Common Units (249426)	249426	Indirect

Footnotes

F1: This Form 4 reflects a gift of interests involving a limited partnership (the "Partnership"), whose general partner is a limited liability company of which the Reporting Person is the sole member and investment manager and whose limited partners are trusts (the "Trusts") of which the Reporting Person is not the trustee. The Reporting Person's spouse is a trustee and beneficiary of one of these Trusts, which, as previously reported, received its limited partnership interests in the Partnership from the Reporting Person on November 14, 2011 as a gift. [Continued in footnote 2]

F2: On November 16, 2012, such Trust distributed a portion of its limited partnership interests in the Partnership to the Reporting Person's spouse who then made a gift of such limited partnership interests in the Partnership to a trust of which neither the Reporting Person nor the Reporting Person's spouse is a beneficiary or a trustee.

F3: Pursuant to an exchange agreement as contemplated by KKR & Co. L.P.'s prospectus dated September 21, 2011, filed with the Securities and Exchange Commission on September 23, 2011, units of KKR Holdings L.P. are exchangeable for KKR Group Partnership Units (which term refers collectively to Class A partner interests in each of KKR Management Holdings L.P. and KKR Fund Holdings L.P.) on a one-for-one basis, and KKR Group Partnership Units are exchangeable for common units of KKR & Co. L.P. on a one-for-one basis.

F4: These units of KKR Holdings L.P. are held by the Partnership, and the number reported reflects the aggregate number of units of KKR Holdings L.P. held by the Partnership.

F5: These units of KKR Holdings L.P. are held in a trust revocable by the Reporting Person during his life. The Reporting Person is the sole beneficiary and the sole trustee of this trust.

F6: These units of KKR Holdings L.P. are held in a corporation owned by the Reporting Person and of which the Reporting Person is the president.