KKR & Co. Inc. Files 8-K with Bylaw Amendments

TL;DR

KKR filed an 8-K on Aug 5th for bylaw changes and financial updates.

AI Summary

On August 5, 2024, KKR & Co. Inc. filed an 8-K report detailing amendments to its bylaws and financial statements. The company, formerly known as KKR & Co. L.P., is incorporated in Delaware and headquartered at 30 Hudson Yards, New York, NY. The filing also references subordinated notes due in 2061.

Why It Matters

This filing provides updates on KKR's corporate governance and financial reporting, which are important for investors to understand the company's structure and financial health.

Risk Assessment

Risk Level: low — The filing is a routine disclosure of corporate governance and financial information, not indicating any immediate financial distress or significant operational changes.

Key Numbers

• 001-34820 — SEC File Number (Identifies KKR's filings with the SEC)
• 88-1203639 — IRS Employer Identification No. (KKR's tax identification number)

Key Players & Entities

• KKR & Co. Inc. (company) — Registrant
• KKR & Co. L.P. (company) — Former company name
• August 5, 2024 (date) — Date of earliest event reported
• 30 Hudson Yards, New York, NY (location) — Registrant's principal executive office
• 2061 (date) — Maturity year for subordinated notes

FAQ

Filing Documents

• ef2003_form8k.htm (8-K) — 34KB
• ef20033299_ex3-1.htm (EX-3.1) — 167KB
• ef20033299_ex3-2.htm (EX-3.2) — 84KB
• ef20033299_ex4-2.htm (EX-4.2) — 28KB
• ef20033299_ex10-4.htm (EX-10.4) — 779KB
• ef20033299_ex10-5.htm (EX-10.5) — 246KB
• 0001140361-24-036664.txt ( ) — 1793KB
• kkr-20240805.xsd (EX-101.SCH) — 4KB
• kkr-20240805_def.xml (EX-101.DEF) — 18KB
• kkr-20240805_lab.xml (EX-101.LAB) — 27KB
• kkr-20240805_pre.xml (EX-101.PRE) — 20KB
• ef2003_form8k_htm.xml (XML) — 6KB

03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. On August 5, 2024, KKR & Co. Inc. (the "Company") amended and restated its certificate of incorporation (as amended and restated, the "Second Amended and Restated Certificate of Incorporation"). The certificate of incorporation was amended to, among other things, (i) exculpate the Company's officers for monetary damages for breach of fiduciary duty, (ii) remove the right of affiliates that are not subsidiaries of the Company to be indemnified, (iii) eliminate the Company's previously outstanding 6.00% Series C Mandatory Convertible Preferred Stock ("Series C Preferred Stock"), and (iv) restore the number of shares previously reserved for the issuance of Series C Preferred Stock to the total current number of authorized shares of preferred stock. The amendment to exculpate officers of the Company for monetary damages for breach of fiduciary duty was approved by the Conflicts Committee of the Board of Directors, and the directors who are also officers of the Company recused themselves from the adoption of the Second Amended and Restated Certificate of Incorporation by the Board of Directors. KKR Management, as the holder of the sole outstanding share of our Series I preferred stock of the Company, approved the adoption of the Second Amended and Restated Certificate of Incorporation. Because the amendments to the certificate of incorporation of the Company did not adversely affect the stockholders of the Company considered as a whole (or adversely affect any particular class or series of stock as compared to another class of series of stock, treating the common stock as a separate class) in any material respect, no separate vote of the common stockholders of the Company was required. On August 5, 2024, the Company also amended and restated its bylaws (as amended and restated, the "Second Amended and Restated Bylaws"). The bylaws were amended to, among other things, update the scope of

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description Exhibit 3.1 Second Amended and Restated Certificate of Incorporation of KKR & Co. Inc. Exhibit 3.2 Second Amended and Restated Bylaws of KKR & Co. Inc. Exhibit 4.2 Fifth Supplemental Indenture, dated as of June 10, 2024, among KKR Group Finance Co. XI LLC, KKR & Co. Inc., KKR Group Partnership L.P. and The Bank of New York Mellon Trust Company, N.A., as trustee. Exhibit 10.4 Third Amended and Restated Credit Agreement, dated as of July 3, 2024, among Kohlberg Kravis Roberts & Co. L.P., KKR Group Partnership L.P., the Guarantors party thereto from time to time, the Lenders party thereto from time to time, and HSBC Bank USA, National Association, as Administrative Agent. Exhibit 10.5 Fourth Amended and Restated Limited Partnership Agreement of KKR Group Partnership L.P., dated August 6, 2024.

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. KKR & CO. INC. Date: August 9, 2024 By: /s/ Christopher Lee Name: Christopher Lee Title: Secretary

View Full Filing

View this 8-K filing on SEC EDGAR