KKR & Co. Inc. — Director's Dealing 2014

Oct 28, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KKR & Co. L.P. (KKR)
CIK: 0001404912
Period of Report: 2014-10-24

Reporting Person: KKR Holdings L.P (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-10-24	Common Units	C	400000	—	Acquired	409697	Direct
2014-10-24	Common Units	J	253559	—	Disposed	156138	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-10-24	KKR Group Partnership Units	$	C	400000	Disposed		Common Units (400000)	Direct

Footnotes

F1: KKR Holdings L.P. initiated a process to exchange certain KKR Group Partnership Units (which refers collectively to Class A partner interests in each of KKR Management Holdings L.P., KKR Fund Holdings L.P. and KKR International Holdings L.P.) for common units of KKR & Co. L.P. and to deliver these common units along with additional common units it previously held to satisfy its obligations to holders of restricted equity units. As a result of this exchange, KKR & Co. L.P.'s percentage ownership in the KKR Group Partnerships (consisting of KKR Management Holdings L.P., KKR Fund Holdings L.P. and KKR International Holdings L.P.) increased, and KKR Holdings L.P.'s percentage ownership in the KKR Group Partnerships decreased.

F2: KKR Holdings L.P. initiated the delivery of 253,559 common units of KKR & Co. L.P. that it received in exchange for KKR Group Partnership Units to holders of vested restricted equity units that were granted pursuant to the KKR Holdings L.P. Equity Incentive Plan as contemplated by KKR & Co. L.P.'s prospectus dated September 21, 2011, filed with the Securities and Exchange Commission on September 23, 2011.

F3: Pursuant to an exchange agreement, KKR Holdings L.P. may exchange KKR Group Partnership Units held by it for common units of KKR & Co. L.P. on a one-for-one basis.