KKR & Co. Inc. — Director's Dealing 2021

Apr 28, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KnowBe4, Inc. (KNBE)
CIK: 0001664998
Period of Report: 2021-04-26

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)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-04-26	Common Stock	C	4431800	—	Acquired	4714120	Indirect
2021-04-26	Common Stock	C	26438760	—	Acquired	31152880	Indirect
2021-04-26	Common Stock	J	31152880	—	Disposed	0	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-04-26	Series C Convertible Preferred Stock	$	C	4431800	Disposed		Common Stock (4431800)	Indirect
2021-04-26	Series C-1 Convertible Preferred Stock	$	C	26438760	Disposed		Common Stock (26438760)	Indirect
2021-04-26	Class B Common Stock	$	J	31152880	Acquired		Class A Common Stock (31152880)	Indirect

Footnotes

F1: Prior to the closing of the initial public offering of Class A common stock, par value $0.00001 per share ("Class A Common Stock") of KnowBe4, Inc. (the "Issuer"), all shares of Series C Convertible Preferred Stock and Series C-1 Convertible Preferred Stock automatically converted into shares of common stock, par value $0.00001 per share ("Common Stock") on a one-for-one basis. Immediately thereafter, but still prior to the closing of the initial public offering of the Issuer, all shares of Common Stock were automatically reclassified into shares of Class B common stock, par value $0.00001, of the Issuer ("Class B Common Stock").

F2: Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of the Class A Common Stock. Additionally, each share of Class B Common Stock will, subject to certain exceptions, convert automatically into one share of Class A Common Stock upon any transfer.

F3: The securities reported herein are held by KKR Knowledge Investors L.P. KKR Knowledge Investors GP LLC is the general partner of KKR Knowledge Investors L.P. KKR Next Generation Technology Growth Fund L.P. is the sole member of KKR Knowledge Investors GP LLC. KKR Associates NGT L.P. is the general partner of KKR Next Generation Technology Growth Fund L.P. KKR Next Gen Tech Growth Limited is the general partner of KKR Associates NGT L.P. KKR Group Partnership L.P. is the sole shareholder of KKR Next Gen Tech Growth Limited. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR & Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Messrs. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.

F4: 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.