| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | IR | Common Stock | Sale | -$725M | -14.9M | -33.32% | $48.57 | 29.9M | May 13, 2021 | See footnotes | F1, F2, F3, F7 |
| transaction | IR | Common Stock | Other | $0 | -75.9K | -0.25% | $0.00 | 29.8M | May 13, 2021 | See footnotes | F2, F3, F4, F7 |
| holding | IR | Common Stock | 17.5K | May 13, 2021 | See footnote | F5, F7 | |||||
| holding | IR | Common Stock | 7.1K | May 13, 2021 | See footnotes | F6, F7 |
KKR Group Partnership L.P. is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.
| Id | Content |
|---|---|
| F1 | This amount represents the $49.00 secondary public offering price per share of common stock, par value $0.01 per share ("Common Stock"), of Ingersoll Rand Inc. (the "Issuer"), less the underwriting discount of $0.43 per share for shares sold pursuant to an underwritten public offering. |
| F2 | These securities of Ingersoll Rand Inc. are held by KKR Renaissance Aggregator L.P. The general partner of KKR Renaissance Aggregator L.P. is KKR Renaissance Aggregator GP LLC. The sole member of KKR Renaissance Aggregator GP LLC is KKR North America Fund XI L.P. The general partner of KKR North America Fund XI L.P. is KKR Associates North America XI L.P. The general partner of KKR Associates North America XI L.P. is KKR North America XI Limited. The sole shareholder of KKR North America XI Limited is KKR Group Partnership L.P. |
| F3 | KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR & Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Messrs. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP. |
| F4 | Represents distributions of such shares in connection with the sale reported herein by KKR Renaissance Aggregator L.P. and certain of its affiliates to their respective partners and shareholders as in-kind distributions. These in-kind distributions are for the purpose of the ultimate recipients making charitable donations of shares of common stock. |
| F5 | Represents shares of Common Stock held by Henry R. Kravis immediately following the receipt of such shares in connection with the distributions of shares of Common Stock reported above. The receipt of such shares of Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act. |
| F6 | Represents shares of Common Stock held in a trust immediately following the receipt of such shares in connection with the distributions of shares of Common Stock reported above. Such trust is revocable by George R. Roberts during his life. Mr. Roberts is the sole beneficiary and the sole trustee of this trust. The receipt of such shares of Common Stock was exempt from reporting pursuant to Rule 16a-13 of the Exchange Act. |
| F7 | Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein. |
Following the transactions reported herein, KKR Renaissance Aggregator L.P. holds shares of Common Stock representing less than 10% of the outstanding Common Stock of the Issuer. However, KKR Renaissance Aggregator L.P.. may be deemed to beneficially own the 15,000,000 shares disposed of after the record date for the Issuer's annual meeting of shareholders to be held on June 16, 2021 solely with respect to the right to vote such shares of Common Stock at the annual meeting. Because no more than 10 reporting persons can file any one Form 4 through the Securities and Exchange Commission's EDGAR system, certain affiliates of the Reporting Persons have filed a separate Form 4.