SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): December 4, 2024
KKR Private Equity Conglomerate LLC
(Exact name of registrant as specified in its charter)
Delaware
| 000-56540
| 88-4368033
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| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
| 30 Hudson Yards, New York, NY | | 10001
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| (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:
| ☐ | 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:
| | | | Name of each exchange on which registered |
| None. | | None. | | None. |
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). ☒
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 5.03. | Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. |
Sixth Amended and Restated Limited Liability Company Agreement
On December 4, 2024, KKR Private Equity Conglomerate LLC (the “Company”) entered into the Sixth Amended and Restated Limited Liability Company Agreement (the “Sixth A&R LLCA”) of the Company, which amended and restated the Company’s Fifth Amended and Restated Limited Liability Company Agreement, dated as of June 21, 2024.
The amendment and restatement effects certain changes, including, among other things, removing the automatic conversion provisions with respect to the Company’s Class R-S Shares, Class R-U Shares and Class R-I Shares.
The foregoing summary description of the Sixth A&R LLCA does not purport to be complete and is qualified in its entirety by reference to the Sixth A&R LLCA, a copy of which is included as Exhibit 3.1 to this Current Report on Form 8-K and incorporated herein by reference.
| Item 5.07. | Submission of Matters to a Vote of Security Holders. |
On December 4, 2024, by a written consent, KKR Group Assets Holdings III L.P., the Company’s sole Class G Member, approved the Sixth A&R LLCA described under Item 5.03 of this Current Report on Form 8-K.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
| | |
| | Sixth Amended and Restated Limited Liability Company Agreement |
| 104 | | Cover Page Interactive Data File, formatted in Inline XBRL |
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 PRIVATE EQUITY CONGLOMERATE LLC |
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| By: | /s/ Sung Bum Cho |
| Name: | Sung Bum Cho |
| Title: | General Counsel & Secretary |
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Date: December 5, 2024 |
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