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: 2012-11-06

Reporting Person: Sorkin David (General Counsel and Secretary)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-11-06	Common Units	C	75000	—	Acquired	75000	Indirect
2012-11-06	Common Units	G	63750	—	Disposed	11250	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-11-06	KKR Holdings L.P. Units	$	C	75000	Disposed		Common Units (75000)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Units	5000	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
KKR Holdings L.P. Units	$		Common Units (2992216)	2992216	Direct
KKR Holdings L.P. Units	$		Common Units (350000)	350000	Indirect

Footnotes

F1: A limited liability company established for the purposes of making charitable donations (the "Charitable Company") of which the Reporting Person is a member and a manager received 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.) from KKR Holdings L.P. in exchange for units of KKR Holdings L.P. and exchanged such KKR Group Partnership Units for common units of KKR & Co. L.P., in each case as described in footnote 2 below.

F2: 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 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.

F3: These securities are held by the Charitable Company, and the securities remaining after the charitable gift described in footnote 4 below will not be sold in 2012.

F4: Represents a gift from the Charitable Company to a charitable organization.

F5: These common units of KKR & Co. L.P. are held through a KKR-related holding vehicle.

F6: The Reporting Person had previously contributed 75,000 units of KKR Holdings L.P. from the Reporting Person's direct ownership to the Charitable Company in a transaction exempt from reporting pursuant to Rule 16a-13 under the Securities Exchange Act of 1934, as amended, which merely changed the form of the Reporting Person's pecuniary interest in such securities from direct to indirect.

F7: These units of KKR Holdings L.P. are held by a limited partnership, whose general partner is a limited liability company (different than the Charitable Company referred to in the footnotes above) of which the Reporting Person is the sole member and investment manager. The number of units reported reflects the aggregate number of units of KKR Holdings L.P. held by the limited partnership.