UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 15, 2023
KKR & Co. Inc.
(Exact name of registrant as specified in its charter)
Delaware
| 001-34820
| 88-1203639
|
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
30 Hudson Yards
New York, New York | | 10001
|
| (Address of principal executive offices) | | (Zip Code) |
(212) 750-8300
(Registrant's telephone number, including area code)
NOT APPLICABLE
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
☐
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
☐
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
☐
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | | Trading symbol(s) | | Name of each exchange on which registered |
Common Stock
| | KKR
| | New York Stock Exchange
|
6.00% Series C Mandatory Convertible Preferred Stock
| | KKR PR C
| | New York Stock Exchange
|
4.625% Subordinated Notes due 2061 of KKR Group Finance Co. IX LLC
| | KKRS
| | New York Stock Exchange
|
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
☐ Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On June 15, 2023, Henry R. Kravis, George R. Roberts, Joseph Y. Bae, Scott C. Nuttall, Adriane M. Brown, Matthew R. Cohler, Mary N. Dillon, Arturo Gutiérrez Hernández, Dane E. Holmes, Xavier B. Niel, Patricia F. Russo, Robert W. Scully and Evan T. Spiegel were elected to the Board of Directors of KKR & Co. Inc. (the "Company") by KKR Management LLP (pursuant to Section 3.02 of the Company's Amended and Restated Bylaws) to serve as provided in the Company’s Amended and Restated Certificate of Incorporation and Amended and Restated Bylaws. Each director was serving as a director of the Company at the time of election.
The Audit Committee consists of Messrs. Holmes (Chair) and Scully and Ms. Russo. The Conflicts Committee consists of Messrs. Scully (Chair) and Gutiérrez Hernández and Mses. Dillon and Russo. The Nominating and Corporate Governance Committee consists of Messrs. Kravis (Co-Chair), Roberts (Co-Chair) and Scully. The newly created Risk Committee consists of Mr. Cohler (Chair) and Mses. Dillon and Brown. The Executive Committee consists of Messrs. Kravis and Roberts.
Each non-employee director will continue to receive director compensation under the current director compensation program of the Company, described in Item 11 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2022 (the “Annual Report”), which disclosure is incorporated herein by reference. Each director has previously entered into the Company’s indemnification agreement for non-executive directors, a form of which has previously been filed as Exhibit 10.15 to the Annual Report.
Certain transactions between the Company and such directors required to be disclosed pursuant to Item 404(a) of Regulation S-K are described in Item 13 of the Annual Report, which disclosure is incorporated herein by reference.
| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
The information set forth in Item 5.02 is incorporated by reference into this Item 5.07.
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: June 15, 2023 | By: | /s/ Christopher Lee |
| | Name: | Christopher Lee |
| | Title: | Secretary |
