KKR re-elects 11-member board under existing bylaws
KKR & Co. Inc. reported that its managing partner, KKR Management LLP, elected a slate of 11 directors to the Company’s Board.
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Form Type
8-K
Rhea-AI Filing Summary
KKR & Co. Inc. reported that its managing partner, KKR Management LLP, elected a slate of 11 directors to the Company’s Board. Henry R. Kravis, George R. Roberts, Joseph Y. Bae, Scott C. Nuttall and seven other current directors were re-elected under the Company’s amended charter and bylaws.
All non-employee directors will continue to receive compensation under KKR’s existing director compensation program described in its Annual Report on Form 10-K for the year ended December 31, 2025. Each director is already party to KKR’s standard indemnification agreement and any required related-party transactions are incorporated by reference from the same Annual Report.
8-K Event Classification
2 items: 5.02, 5.07
2 items
Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers
Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 5.07
Submission of Matters to a Vote of Security Holders
Governance
Results of a shareholder vote on proposals at an annual or special meeting.
Key Figures
Number of directors elected: 11 directors
Series D preferred coupon: 6.25%
Subordinated notes coupon: 4.625%
+3 more
6 metrics
Number of directors elected
11 directors
Board election by KKR Management LLP on May 29, 2026
Series D preferred coupon
6.25%
6.25% Series D Mandatory Convertible Preferred Stock listed on NYSE
Subordinated notes coupon
4.625%
4.625% Subordinated Notes due 2061 of KKR Group Finance Co. IX LLC
Subordinated notes coupon
6.875%
6.875% Subordinated Notes due 2065 listed on NYSE
Fiscal year referenced
Year ended December 31, 2025
Form 10-K incorporated by reference for compensation and related-party items
Filing date
May 29, 2026
Date directors were elected and report signed
Key Terms
Mandatory Convertible Preferred Stock, Subordinated Notes, Emerging growth company, indemnification agreement, +1 more
5 terms
Mandatory Convertible Preferred Stock financial
"6.25% Series D Mandatory Convertible Preferred Stock"
A mandatory convertible preferred stock is a type of investment that pays regular income like a preferred share but is designed to automatically turn into a set number of common shares at a future date, much like a timed coupon that becomes company ownership. It matters to investors because it combines a near-term income stream with a guaranteed future increase in the company’s share count, which can dilute existing owners and change earnings-per-share and voting balance.
Subordinated Notes financial
"4.625% Subordinated Notes due 2061 of KKR Group Finance Co. IX LLC"
Subordinated notes are loans companies issue that rank below other debts for repayment, meaning holders get paid only after higher-priority creditors if the issuer runs into trouble. Because they act like being farther back in line at a buffet, they usually offer higher interest to compensate for greater risk, so investors watch them for potential higher returns but also increased chance of loss and sensitivity to the issuer’s financial health.
Emerging growth company regulatory
"Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
indemnification agreement regulatory
"Each director has previously entered into the Company’s indemnification agreement"
An indemnification agreement is a contract in which one party promises to cover losses, costs, or legal claims that another party might face, acting like a tailored safety net or private insurance policy. For investors, it matters because such agreements shift potential financial risk away from a company or its officers and onto the indemnifier, which can affect a company’s future liabilities, cash flow and how risky the investment appears during deal-making or litigation.
Regulation S-K regulatory
"required to be disclosed pursuant to Item 404(a) of Regulation S-K"
A set of U.S. Securities and Exchange Commission rules that tell public companies which narrative and qualitative details must be disclosed in filings, such as risk factors, management discussion, executive pay, legal proceedings and business description. Think of it as a standardized checklist or blueprint that ensures investors get the same types of background information from every company so they can compare risks, management quality and strategy before making investment decisions.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What board change did KKR (KKR) report in this 8-K filing?
KKR reported the election of its full 11-member Board by KKR Management LLP. All named directors, including Henry R. Kravis and George R. Roberts, were already serving and will continue under the Company’s amended charter and bylaws, indicating continuity in board composition.
Who were elected as directors of KKR (KKR) on May 29, 2026?
Eleven directors were elected to KKR’s Board. They are Henry R. Kravis, George R. Roberts, Joseph Y. Bae, Scott C. Nuttall, Craig Arnold, Timothy R. Barakett, Matthew R. Cohler, Mary N. Dillon, Xavier B. Niel, Kimberly A. Ross and Patricia F. Russo, all previously serving directors.
How will non-employee directors of KKR (KKR) be compensated going forward?
Non-employee directors will continue under KKR’s existing director compensation program. The program is described in Item 11 of KKR’s Form 10-K for the year ended December 31, 2025, which is incorporated by reference, so no compensation framework change is disclosed here.
What governance documents govern KKR (KKR) director elections?
Director elections are governed by KKR’s amended charter and bylaws. KKR Management LLP elected the directors pursuant to Section 3.02 of the amended and restated bylaws, and they will serve as provided in the Company’s amended and restated certificate of incorporation and bylaws.
Do KKR (KKR) directors have indemnification protection?
Each KKR non-executive director is party to the Company’s indemnification agreement. The form of this agreement was previously filed as an exhibit to KKR’s Annual Report, and the filing confirms that all listed directors have already entered into this standard indemnification arrangement.
AI-generated analysis. How Rhea-AI works. Not financial advice.
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