KKR & Co. Inc. — Director's Dealing 2020

Jan 30, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Kimbell Royalty Partners, LP (KRP)
CIK: 0001657788
Period of Report: 2020-01-27

Reporting Person: KKR Group Partnership L.P. (N/A)
Reporting Person: KKR Group Holdings Corp. (N/A)
Reporting Person: KKR & Co. Inc. (N/A)
Reporting Person: KKR Management LLP (N/A)
Reporting Person: KRAVIS HENRY R (N/A)
Reporting Person: ROBERTS GEORGE R (N/A)
Reporting Person: KKR UPSTREAM LLC (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-01-27	Common units representing limited partner interests	C	702071	—	Acquired	702071	Indirect
2020-01-27	Common units representing limited partner interests	C	47929	—	Acquired	47929	Indirect
2020-01-28	Common units representing limited partner interests	S	702071	$14.8025	Disposed	0	Indirect
2020-01-28	Common units representing limited partner interests	S	47929	$14.8025	Disposed	0	Indirect
2020-01-28	Common units representing limited partner interests	C	3897483	—	Acquired	3897483	Indirect
2020-01-28	Common units representing limited partner interests	C	266076	—	Acquired	266076	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-01-27	OpCo Units	$	C	702071	Acquired		Common units representing limited partner interests (702071)	Indirect
2020-01-27	OpCo Units	$	C	47929	Acquired		Common units representing limited partner interests (47929)	Indirect
2020-01-28	OpCo Units	$	C	3897483	Acquired		Common units representing limited partner interests (3897483)	Indirect
2020-01-28	OpCo Units	$	C	266076	Acquired		Common units representing limited partner interests (266076)	Indirect

Footnotes

F1: Pursuant to the terms of an Exchange Agreement, dated September 23, 2018, at the request of the holder, each limited liability company unit (an "OpCo Unit") of Kimbell Royalty Operating, LLC ("OpCo"), together with a Class B common unit (a "Class B Unit") of Kimbell Royalty Partners, LP (the "Issuer"), may be redeemed for, at OpCo's election, a newly-issued common unit representing a limited partner interest of the Issuer (a "Common Unit") or the Cash Amount (as defined therein). The OpCo Units do not expire.

F2: On January 27, 2020, EIGF Aggregator III LLC ("EIGF Aggregator III") requested that 702,071 OpCo Units and 702,071 Class B Units be redeemed, and OpCo elected to redeem such securities for an aggregate of 702,071 Common Units. On January 28, 2020, EIGF Aggregator III requested that 3,897,483 OpCo Units and 3,897,483 Class B Units be redeemed, and OpCo elected to redeem such securities for an aggregate of 3,897,483 Common Units.

F3: These securities are held by EIGF Aggregator III. EIGF Aggregator LLC ("EIGF Aggregator") is the managing member of EIGF Aggregator III. KKR Energy Income and Growth Fund I L.P. ("KKR Energy Income") is the managing member of EIGF Aggregator. KKR Associates EIGF L.P. ("KKR Associates") is the general partner of KKR Energy Income.

F4: On January 27, 2020, TE Drilling Aggregator LLC ("TE Drilling Aggregator") requested that 47,929 OpCo Units and 47,929 Class B Units be redeemed, and OpCo elected to redeem such securities for an aggregate of 47,929 Common Units. On January 28, 2020, TE Drilling Aggregator requested that 266,076 OpCo Units and 266,076 Class B Units be redeemed, and OpCo elected to redeem such securities for an aggregate of 266,076 Common Units.

F5: These securities are held by TE Drilling Aggregator. KKR Energy Income and Growth Fund I-TE L.P. ("KKR Energy Income TE") is the sole member of TE Drilling Aggregator, and KKR Associates EIGF TE L.P. ("KKR Associates TE") is the general partner of KKR Energy Income TE.

F6: KKR EIGF LLC ("KKR EIGF") is the general partner of KKR Associates and the general partner of KKR Associates TE. KKR Upstream Associates LLC ("KKR Upstream Associates") is the sole member of KKR EIGF. KKR Group Partnership L.P. ("KKR Group Partnership") and KKR Upstream LLC ("KKR Upstream") are the members of KKR Upstream Associates. KKR Group Partnership is the sole member of KKR Upstream. KKR Group Holdings Corp. ("KKR Group Holdings") is the general partner of KKR Group Partnership. KKR & Co. Inc. ("KKR & Co.") is the sole shareholder of KKR Group Holdings. KKR Management LLP ("KKR Management") is the Class B shareholder of KKR & Co. Messrs. Kravis and Roberts are the founding partners of KKR Management.

F7: Each of the persons referred to in the above footnotes are collectively referred to herein as the "Reporting Persons." Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.