KKR & Co. Inc. — Director's Dealing 2017

Jun 3, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KKR & Co. L.P. (KKR)
CIK: 0001404912
Period of Report: 2017-05-31

Reporting Person: Janetschek William J (N/A)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-05-31	KKR Holdings L.P. Units	$	J	2475000	Disposed		Common Units (2475000)	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
KKR Holdings L.P. Units	$		Common Units (1050000)	1050000	Direct

Footnotes

F1: 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., KKR Fund Holdings L.P. and KKR International 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.

F2: Reflects a transfer of 2,500,000 KKR Holdings L.P. units from the Reporting Person to a limited partnership whose general partner is a limited liability company over which the Reporting Person has investment discretion (the "Partnership"). This transfer, which was exempt from reporting pursuant to Rule 16a-13 under the Exchange Act, merely changed the form of the Reporting Person's pecuniary interest in such securities from direct to indirect.

F3: These securities are held by the Partnership. The number reported reflects the aggregate number of units of KKR Holdings L.P. held by the Partnership.

F4: On May 31, 2017, for estate planning purposes, the Reporting Person transferred certain limited partner interests in the Partnership, to a trust (the "Trust") of which the Reporting Person is not a trustee. The number reported reflects the number of units of KKR Holdings L.P. held by the Partnership that corresponds to the limited partner interests transferred to the Trust on such date.

F5: In connection with the transfer to the Trust described above, the Trust executed a promissory note payable to the Reporting Person in an aggregate amount of $28,101,472, based on an estimated appraised value of the limited partnership interests in the Partnership transferred, subject to receipt of the final valuation of such interest.