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

Apr 22, 2021

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: KnowBe4, Inc. (KNBE)
CIK: 0001664998
Period of Report: 2021-04-21

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)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	282320	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Series C Convertible Preferred Stock	$		Common Stock (4431800)		Indirect
Series C-1 Convertible Preferred Stock	$		Common Stock (26438760)		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 common stock, par value $0.00001 per share ("Common Stock") will be reclassified into shares of the Issuer's Class B common stock, par value $0.00001 ("Class B Common Stock"). Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of 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.

F2: Shares of Series C Convertible Preferred Stock and Series C-1 Convertible Preferred Stock are convertible, at the option of the holder or automatically immediately prior to the closing of the initial public offering of the Issuer, into shares of 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 will be reclassified into shares of Class B Common Stock. Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of 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.