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

Apr 15, 2021

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: Applovin Corp (APP)
CIK: 0001751008
Period of Report: 2021-04-14

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 (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Series A Preferred Stock	$		Class A Common Stock (109090908)		Indirect
Class B Common Stock	$		Class A Common Stock (1459581)		Indirect

Footnotes

F1: Shares of Series A Preferred Stock are convertible, at the option of the holder or automatically in connection with the closing of the initial public offering of Applovin Corporation (the "Issuer"), into an equal number of shares of Class A common stock, $0.00003 par value per share ("Class A Common Stock") of the Issuer, which shares of Class A Common Stock of the Issuer will be automatically immediately exchanged for an equal number of shares of Class B common stock, par value $0.00003 per share ("Class B Common Stock") of the Issuer, pursuant to an Exchange Agreement with the Issuer, dated March 16, 2021 (the "Exchange Agreement").

F2: Represents shares of Class A Common Stock of the Issuer which, pursuant to the terms of the Exchange Agreement, will be automatically exchanged into shares of Class B Common Stock in connection with the closing of the initial public offering of the Issuer.

F3: Shares of Class B Common Stock of the Issuer are exchangeable at any time, at the option of the holder and automatically in connection with certain transfers and upon certain other events, into an equal number of shares of Class A Common Stock the Issuer.

F4: The securities reported herein are held by KKR Denali Holdings L.P. KKR Denali Holdings GP LLC is the general partner of KKR Denali Holdings L.P. KKR Americas Fund XII L.P. is the managing member of KKR Denali Holdings GP LLC. KKR Associates Americas XII L.P. is the general partner of KKR Americas Fund XII L.P. KKR Americas XII Limited is the general partner of KKR Associates Americas XII L.P. KKR Group Partnership L.P. is the sole member of KKR Americas XII 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.

F5: 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.