LAUREATE EDUCATION, INC. — Director's Dealing 2021

Jul 8, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: LAUREATE EDUCATION, INC. (LAUR)
CIK: 0000912766
Period of Report: 2021-07-06

Reporting Person: KKR 2006 Fund (Overseas), Limited Partnership (N/A)
Reporting Person: KKR Associates 2006 (Overseas, Limited Partnership (N/A)
Reporting Person: KKR 2006 LTD (N/A)
Reporting Person: KKR Partners II (International), LP (N/A)
Reporting Person: KKR PI-II GP LTD (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-07-06	Class A Common Stock	C	2937242	—	Acquired	2937242	Indirect
2021-07-06	Class A Common Stock	C	62758	—	Acquired	62758	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-07-06	Class B Common Stock	$	C	2937242	Disposed		Class A Common Stock (2937242)	Indirect
2021-07-06	Class B Common Stock	$	C	62758	Disposed		Class A Common Stock (62758)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	13480107	Indirect
Class A Common Stock	288021	Indirect

Footnotes

F1: Represents a conversion of shares of Class B common stock ("Class B Common Stock") of Laureate Education, Inc. (the "Issuer") into shares of Class A common stock of the Issuer ("Class A Common Stock") on a one-for-one basis.

F2: Each share of Class B Common Stock is convertible into one share of Class A Common Stock upon the election of the holder or upon transfer, subject to the terms of the Issuer's Amended and Restated Certificate of Incorporation.

F3: Represents securities held directly by Wengen Alberta, Limited Partnership ("Wengen"). Wengen Investments Limited ("Wengen GP") is the general partner of Wengen. Certain investors, including, but not limited to, certain investment funds and other persons affiliated with or managed by Kohlberg Kravis Roberts & Co. L.P. and certain other investors (collectively, the "Wengen Investors") have interests in the Issuer through Wengen. The Reporting Persons and certain of the other Wengen Investors have designated representatives who serve as the members of the board of directors of Wengen GP.

F4: KKR 2006 Fund (Overseas), Limited Partnership directly holds shares of Class A Common Stock of the Issuer and indirectly beneficially owns shares of Class A Common Stock and Class B Common Stock by virtue of the limited partnership interests it holds in Wengen. KKR Associates 2006 (Overseas), Limited Partnership is the general partner of KKR 2006 Fund (Overseas), Limited Partnership. KKR 2006 Limited is the general partner of KKR Associates 2006 (Overseas), Limited Partnership. KKR Group Partnership L.P. is the sole shareholder of KKR 2006 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: KKR Partners II (International), L.P. directly holds shares of Class A Common Stock of the Issuer and indirectly beneficially owns shares of Class A Common Stock and Class B Common Stock by virtue of the limited partnership interests it holds in Wengen. KKR PI-II GP Limited is the general partner of KKR Partners II (International), L.P.

F6: 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. This filing shall not be deemed an admission that the Reporting Persons are subject to Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act") and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of any securities reported herein for purposes of Section 16 of the Exchange Act otherwise.