KKR & Co. Inc.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Share Repurchases in the Three Months Ended September 30, 2025

Under our current share repurchase program, KKR is authorized to repurchase its common stock from time to time in open market transactions, in privately negotiated transactions or otherwise. The timing, manner, price and amount of any common stock repurchases will be determined by KKR in its discretion and will depend on a variety of factors, including legal requirements, price and economic and market conditions. KKR expects that the program, which has no expiration date, will continue to be in effect until the maximum approved dollar amount has been used. The program does not require KKR to repurchase any specific number of shares of common stock, and the program may be suspended, extended, modified or discontinued at any time. In addition to the repurchases of common stock described above, the repurchase program is used for the retirement (by cash settlement or the payment of tax withholding amounts upon net settlement) of equity awards issued pursuant to our Equity Incentive Plan representing the right to receive shares of common stock.

As of October 31, 2025, there is approximately $440 million remaining under KKR's share repurchase program.

The table below sets forth the information with respect to repurchases made by or on behalf of KKR & Co. Inc. or any "affiliated purchaser" (as defined in Rule 10b-18(a)(3) under the Exchange Act) of our common stock for the periods presented. During the three months ended September 30, 2025, no shares of common stock were repurchased, and 8,333 equity awards were retired.

(1)As previously announced in April 2024, the share repurchase program was amended such that when the remaining available amount under the share repurchase program becomes $50 million or less (the “Share Repurchase Program Increase Threshold”), the total available amount under the share repurchase program would automatically add an additional $500 million to the then remaining available amount of $50 million or less. The Share Repurchase Program Increase Threshold was reached during the three months ended June 30, 2025, and the share repurchase program total available amount increased by $500 million. Any additional increases to this remaining available amount would require a separate approval by the Board of Directors of KKR & Co. Inc.

Unregistered Sales of Equity in the Three Months Ended September 30, 2025

On July 30, 2025, and September 29, 2025, in connection with our acquisition of a majority ownership stake in HealthCare Royalty Management, LLC, a biopharma royalty acquisition company, we issued an aggregate of 0.4 million restricted holdings units through KKR Holdings III (“Holdings III Units”) as partial consideration for the transaction. Holdings III Units may be exchanged for shares of KKR common stock on a one-for-one basis, subject to applicable vesting and certain other conditions. The Holdings III Units were issued pursuant to Section 4(a)(2) of the Securities Act, exempting issuances by an issuer not involving a public offering.