KKR-PD

• The complaint concerned alleged violations of Hart-Scott-Rodino premerger notification requirements for transactions by KKR affiliates in 2021 and 2022.
• Under the settlement, a KKR subsidiary will pay $250.0 million to the Antitrust Division, contingent on a proposed final judgment becoming effective.
• The Antitrust Division has terminated all related investigations against KKR and its affiliates.
• KKR stated the penalty will be fully reimbursed by outside law firms and will have no financial impact on the firm, its funds, or investors.

7.01 Regulation FD Disclosure · 8.01 Other Events

• The Corporate Credit Facility is a senior unsecured multicurrency revolving credit facility with an aggregate principal amount of $3.0 billion, with an option to increase by up to an additional $750 million subject to lender consent.
• The facility matures on July 30, 2031, with an option to extend, and borrowings are available for general corporate purposes in U.S. dollars and other currencies.
• Interest on U.S. dollar borrowings is based on term SOFR or alternate base rate, with margins ranging from 57.5 to 112.5 basis points for term SOFR, and a facility fee ranging from 5 to 12.25 basis points.
• The facility is guaranteed by KKR & Co. Inc. and includes financial covenants requiring a maximum leverage ratio of 4.0x and at least $195 billion in fee paying assets under management.

1.01 Entry into a Material Definitive Agreement · 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement

• Total Operating Earnings were $1.5 billion ($1.68 per adjusted share) in Q2 2026, up 29% year-over-year.
• Adjusted Net Income was $1.5 billion ($1.63 per adjusted share) in Q2 2026, up 40% year-over-year.
• Assets Under Management reached $796 billion, up 16% year-over-year.
• KKR closed its acquisition of Arctos Partners on May 4, 2026, adding $20 billion in AUM.

2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits

• On May 29, 2026, KKR & Co. Inc. elected 11 directors to its Board of Directors.
• The election was made by KKR Management LLP pursuant to Section 3.02 of the Company's Amended and Restated Bylaws.
• Each director was already serving as a director at the time of election.
• Non-employee directors will continue to receive compensation under the current director compensation program described in the Company's Annual Report on Form 10-K for the year ended December 31, 2025.

5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · 5.07 Submission of Matters to a Vote of Security Holders

• Proposal 1 sought to eliminate the supermajority voting requirement to amend certain provisions of the Company's Second Amended and Restated Certificate of Incorporation, requiring approval from at least 90% of outstanding common stock.
• At the April 21 meeting, stockholders had already approved Proposals 2, 3, and 4, which also related to charter amendments.
• At the reconvened meeting, Proposal 1 received 772,091,964 votes for, 17,097,954 against, and 1,035,107 abstained, representing 97.83% of votes cast but only 86.60% of outstanding shares.
• A quorum of 802,395,805 shares (90% of outstanding common stock) was not present, so the meeting concluded without voting on Proposal 1 and was not further adjourned.

5.07 Submission of Matters to a Vote of Security Holders

• Total Operating Earnings (TOE) were $1.3 billion ($1.47 per adjusted share) in Q1 2026, up 19% year-over-year.
• Adjusted Net Income (ANI) was $1.2 billion ($1.39 per adjusted share) in Q1 2026, up 21% year-over-year.
• Assets Under Management (AUM) reached $758 billion, up 14% year-over-year; Fee Paying AUM was $615 billion, up 17%.
• KKR closed its acquisition of Arctos Partners on May 5, 2026, adding $16 billion in AUM.

2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits

• Proposal 1, to eliminate the supermajority voting requirement to amend certain charter provisions, received 85.97% of outstanding common stock votes (766,481,570 for), below the required 90%, so the meeting was adjourned to May 21, 2026 at 2:00 P.M. ET.
• Proposal 2, to make stockholders' meetings the sole mechanism for approving matters on which common stockholders vote, was approved with 59.03% of outstanding shares for (526,274,221 votes).
• Proposal 3, granting the Board sole authority to fill vacancies and newly created directorships, was approved with 71.82% of outstanding shares for (640,273,079 votes).
• Proposal 4, to fix the Board size and streamline the charter, was approved with 70.09% of outstanding shares for (624,929,832 votes); the Series I preferred stockholder voted 'For' all proposals.

5.07 Submission of Matters to a Vote of Security Holders

• Initial consideration is $1.4 billion: $300 million in cash, $900 million in KKR equity to existing Arctos shareholders (management's portion vests through 2030), and $200 million in additional equity allocated by 2028 and vesting through 2033.
• Up to $550 million in additional equity is tied to KKR share price and business-specific performance targets, vesting through 2031.
• The equity component of the initial consideration includes $920 million of unregistered securities: 1.504 million shares of KKR common stock and 5.540 million KKR Restricted Units, issued under Section 4(a)(2) of the Securities Act.
• Closing is subject to regulatory and specified sports league approvals and other customary conditions; Arctos will become part of a new KKR business called KKR Solutions, led by Arctos Managing Partner Ian Charles.
• Arctos, founded in 2019 and headquartered in Dallas, manages approximately $15 billion in AUM and is the largest institutional investor in professional sports franchises.