4//SEC Filing
KKR Associates NGT L.P. 4
Accession 0001140361-23-004491
CIK 0001664998other
Filed
Feb 2, 7:00 PM ET
Accepted
Feb 3, 6:12 PM ET
Size
16.8 KB
Accession
0001140361-23-004491
Insider Transaction Report
Form 4
KnowBe4, Inc.KNBE
KKR Knowledge Investors GP LLC
10% Owner
Transactions
- Disposition to Issuer
Class A Common Stock
2023-02-01$24.90/sh−12,048,193$300,000,006→ 0 total(indirect: See footnotes) - Disposition to Issuer
Class B Common Stock
2023-02-01$24.90/sh−14,067,702$350,285,780→ 0 total(indirect: See footnotes)Exercise: $0.00→ Class A Common Stock (14,067,702 underlying)
KKR Next Gen Tech Growth Ltd
10% Owner
Transactions
- Disposition to Issuer
Class B Common Stock
2023-02-01$24.90/sh−14,067,702$350,285,780→ 0 total(indirect: See footnotes)Exercise: $0.00→ Class A Common Stock (14,067,702 underlying) - Disposition to Issuer
Class A Common Stock
2023-02-01$24.90/sh−12,048,193$300,000,006→ 0 total(indirect: See footnotes)
Transactions
- Disposition to Issuer
Class A Common Stock
2023-02-01$24.90/sh−12,048,193$300,000,006→ 0 total(indirect: See footnotes) - Disposition to Issuer
Class B Common Stock
2023-02-01$24.90/sh−14,067,702$350,285,780→ 0 total(indirect: See footnotes)Exercise: $0.00→ Class A Common Stock (14,067,702 underlying)
KKR Associates NGT L.P.
10% Owner
Transactions
- Disposition to Issuer
Class A Common Stock
2023-02-01$24.90/sh−12,048,193$300,000,006→ 0 total(indirect: See footnotes) - Disposition to Issuer
Class B Common Stock
2023-02-01$24.90/sh−14,067,702$350,285,780→ 0 total(indirect: See footnotes)Exercise: $0.00→ Class A Common Stock (14,067,702 underlying)
KKR Knowledge Investors L.P.
10% Owner
Transactions
- Disposition to Issuer
Class A Common Stock
2023-02-01$24.90/sh−12,048,193$300,000,006→ 0 total(indirect: See footnotes) - Disposition to Issuer
Class B Common Stock
2023-02-01$24.90/sh−14,067,702$350,285,780→ 0 total(indirect: See footnotes)Exercise: $0.00→ Class A Common Stock (14,067,702 underlying)
Footnotes (5)
- [F1]Represents 12,048,193 shares of Class A Common Stock, par value $0.00001 per share ("Class A Common Stock"), that were disposed of at the effective time (the "Effective Time") of the merger (the "Merger") of Oranje Merger Sub, Inc. with and into KnowBe4, Inc. (the "Issuer") pursuant to an Agreement and Plan of Merger, dated October 11, 2022, by and among the Issuer, Oranje Holdco, LLC and Oranje Merger Sub, Inc.
- [F2]At the Effective Time, each outstanding share of the Issuer's Class A Common Stock was canceled and converted into the right to receive $24.90 in cash, without interest, per share.
- [F3]The securities reported herein are held by KKR Knowledge Investors L.P. KKR Knowledge Investors GP LLC is the general partner of KKR Knowledge Investors L.P. KKR Next Generation Technology Growth Fund L.P. is the sole member of KKR Knowledge Investors GP LLC. KKR Associates NGT L.P. is the general partner of KKR Next Generation Technology Growth Fund L.P. KKR Next Gen Tech Growth Limited is the general partner of KKR Associates NGT L.P. KKR Group Partnership L.P. is the sole shareholder of KKR Next Gen Tech Growth Limited. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR Group Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR & Co. Inc. is the sole shareholder of KKR Group Co. Inc. 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.
- [F4]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.
- [F5]Represents 14,067,702 shares of the Issuer's Class B Common Stock, par value $0.00001 per share ("Class B Common Stock"), that were disposed of at the Effective Time. At the Effective Time, each outstanding share of the Issuer's Class B Common Stock was canceled and converted into the right to receive $24.90 in cash, without interest, per share.
Documents
Issuer
KnowBe4, Inc.
CIK 0001664998
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001855206
Filing Metadata
- Form type
- 4
- Filed
- Feb 2, 7:00 PM ET
- Accepted
- Feb 3, 6:12 PM ET
- Size
- 16.8 KB