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.
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