Joseph P. Disabato - Nov 15, 2021 Form 4 Insider Report for KnowBe4, Inc. (KNBE)

Role: Director
Signature: /s/ Crystal Orgill, as Attorney-in-Fact
Stock symbol: KNBE
Transactions as of: Nov 15, 2021
Transactions value $: -$38,025,441
Form type: 4
Date filed: 11/17/2021, 07:43 PM
Previous filing: Aug 18, 2021
Next filing: Feb 25, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	KNBE	Class A Common Stock	Conversion of derivative security		+1.54M	+156963.88%		1.54M	Nov 15, 2021	See Footnote	F1, F2, F3
transaction	KNBE	Class A Common Stock	Sale	-$38M	-1.54M	-99.94%	$24.72	980	Nov 15, 2021	See Footnote	F2, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	KNBE	Class B Common Stock	Conversion of derivative security		-1.54M	-11.82%		11.5M	Nov 15, 2021	Class A Common Stock	1.54M		See Footnote	F1, F2, F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock. Additionally, each share of Class B Common Stock will, subject to certain conditions and exceptions, convert automatically into one share of Class A Common Stock upon any transfer. The Class B Common Stock has no expiration date.
F2	The Reporting Person, a managing director of Goldman Sachs & Co. LLC ("Goldman Sachs"), is a member of the board of directors of the Issuer. Goldman Sachs is a subsidiary of The Goldman Sachs Group, Inc. ("GS Group").
F3	Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, (i) prior to the conversion described in footnote 1, 13,019,279 shares of Class B Common Stock, (ii) immediately following the conversion described in footnote 1, 1,538,246 shares of Class A Common Stock and 11,481,033 shares of Class B Common Stock, in each case beneficially owned directly by certain investment partnerships (the "GS Funds"), because affiliates of Goldman Sachs and GS Group are the general partner, managing limited partner, managing general partner, managing partner, managing member or member of each of the GS Funds. Goldman Sachs is the investment manager of the GS Funds. The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein, if any.