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KKR UPSTREAM ASSOCIATES LLC

Disclosed activity across 2 companies

Tapewire entity
80988
SEC CIK
0001746582

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Reported relationships

Latest disclosed role at each company.

CompanyLast reported asReport datePublished
Crescent Energy CoCRGY · Entity 384610% ownerApril 04, 2025April 08, 2025

Disclosed balances

About these balances

Latest available filing per company, not a reconstructed current portfolio. Matching sequences show the last reported balance with all source rows expandable; grouping alone does not establish account ownership. Do not add unresolved positions together. Filings may omit unchanged positions, and amendments may correct only part of an older disclosure. Jointly reported shares are not necessarily this owner's personal holdings.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Class B Common StockSEC Table I · non-derivativeIndirectSee footnotes0 Reported balance After 2025-04-04 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2025-04-04 · Other · Disposed 26,185,773 · Balance 0

F1: Shares of Class B Common Stock of Crescent Energy Company (the "Issuer") have no economic rights but entitle its holder to one vote per share of Class B Common Stock on all matters to be voted on by shareholders generally.

F6: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F2: Reflects securities held directly by Independence Energy Aggregator L.P. ("IE Aggregator"). Independence Energy Aggregator GP LLC is the general partner of IE Aggregator. KKR Upstream Associates LLC is the sole member of Independence Energy Aggregator GP LLC.

F4: KKR Group Assets Holdings III L.P. and KKR Financial Holdings LLC are the controlling members of KKR Upstream Associates LLC. KKR Group Assets III GP LLC is the general partner of KKR Group Assets Holdings III L.P. KKR Group Partnership L.P. is the sole member of each of KKR Group Assets III GP LLC and KKR Financial Holdings LLC. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR Group Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR & Co. Inc. is the sole shareholder of KKR Group Co. Inc. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.

F5: 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.

Class A Common StockSEC Table I · non-derivativeIndirectSee footnotes26,185,773 Reported balance After 2025-04-04 transaction · row 2 Holding and transaction disclosures are not merged.
1 source row

Row 2 · 2025-04-04 · Conversion · Acquired 26,185,773 · Balance 26,185,773

F6: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F2: Reflects securities held directly by Independence Energy Aggregator L.P. ("IE Aggregator"). Independence Energy Aggregator GP LLC is the general partner of IE Aggregator. KKR Upstream Associates LLC is the sole member of Independence Energy Aggregator GP LLC.

F4: KKR Group Assets Holdings III L.P. and KKR Financial Holdings LLC are the controlling members of KKR Upstream Associates LLC. KKR Group Assets III GP LLC is the general partner of KKR Group Assets Holdings III L.P. KKR Group Partnership L.P. is the sole member of each of KKR Group Assets III GP LLC and KKR Financial Holdings LLC. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR Group Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR & Co. Inc. is the sole shareholder of KKR Group Co. Inc. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.

F5: 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.

Class A Common StockSEC Table I · non-derivativeIndirectSee footnotes572,354 Reported balance Holding disclosure · report date 2025-04-04 · row 3 Holding and transaction disclosures are not merged.
1 source row

Row 3 · Balance 572,354

F3: Reflects securities held directly by KKR Upstream Associates LLC.

F4: KKR Group Assets Holdings III L.P. and KKR Financial Holdings LLC are the controlling members of KKR Upstream Associates LLC. KKR Group Assets III GP LLC is the general partner of KKR Group Assets Holdings III L.P. KKR Group Partnership L.P. is the sole member of each of KKR Group Assets III GP LLC and KKR Financial Holdings LLC. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR Group Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR & Co. Inc. is the sole shareholder of KKR Group Co. Inc. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.

F5: 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.

Crescent Energy OpCo LLC UnitsSEC Table II · derivative / convertible securityIndirectSee footnotes0 Reported balance After 2025-04-04 transaction · row 4 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 4 · 2025-04-04 · Conversion · Disposed 26,185,773 · Balance 0

F6: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F2: Reflects securities held directly by Independence Energy Aggregator L.P. ("IE Aggregator"). Independence Energy Aggregator GP LLC is the general partner of IE Aggregator. KKR Upstream Associates LLC is the sole member of Independence Energy Aggregator GP LLC.

F4: KKR Group Assets Holdings III L.P. and KKR Financial Holdings LLC are the controlling members of KKR Upstream Associates LLC. KKR Group Assets III GP LLC is the general partner of KKR Group Assets Holdings III L.P. KKR Group Partnership L.P. is the sole member of each of KKR Group Assets III GP LLC and KKR Financial Holdings LLC. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR Group Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR & Co. Inc. is the sole shareholder of KKR Group Co. Inc. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.

F5: 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.

Filing footnotes · ownership attribution and instrument terms

F1: Shares of Class B Common Stock of Crescent Energy Company (the "Issuer") have no economic rights but entitle its holder to one vote per share of Class B Common Stock on all matters to be voted on by shareholders generally.

F2: Reflects securities held directly by Independence Energy Aggregator L.P. ("IE Aggregator"). Independence Energy Aggregator GP LLC is the general partner of IE Aggregator. KKR Upstream Associates LLC is the sole member of Independence Energy Aggregator GP LLC.

F3: Reflects securities held directly by KKR Upstream Associates LLC.

F4: KKR Group Assets Holdings III L.P. and KKR Financial Holdings LLC are the controlling members of KKR Upstream Associates LLC. KKR Group Assets III GP LLC is the general partner of KKR Group Assets Holdings III L.P. KKR Group Partnership L.P. is the sole member of each of KKR Group Assets III GP LLC and KKR Financial Holdings LLC. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR Group Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR & Co. Inc. is the sole shareholder of KKR Group Co. Inc. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.

F5: 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.

F6: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

Past disclosures · reporting ended (1)

No longer tracked through insider filings. These historical balances do not imply present ownership or a zero position.

Section 16 reporting ended · disclosed 2021-07-14. Current position is not established by this disclosure.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Common units representing limited partner interestsSEC Table I · non-derivativeIndirectSee footnotes2,961,389 Reported balance After 2021-07-12 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2021-07-12 · Sale · Disposed 936,094 · Balance 2,961,389

F1: These securities are held by M&E Mineral Holdings LLC (f/k/a EIGF Aggregator III LLC) ("M&E Mineral Holdings"). EIGF Aggregator LLC ("EIGF Aggregator") is the managing member of M&E Mineral Holdings. KKR Energy Income and Growth Fund I L.P. ("KKR Energy Income") is the managing member of EIGF Aggregator. KKR Associates EIGF L.P. ("KKR Associates") is the general partner of KKR Energy Income.

F3: KKR EIGF LLC ("KKR EIGF") is the general partner of KKR Associates and the general partner of KKR Associates TE. KKR Upstream Associates LLC ("KKR Upstream Associates") is the sole member of KKR EIGF. KKR Group Partnership L.P. ("KKR Group Partnership") and KKR Upstream LLC ("KKR Upstream") are the members of KKR Upstream Associates. KKR Group Partnership is the sole member of KKR Upstream. KKR Group Holdings Corp. ("KKR Group Holdings") is the general partner of KKR Group Partnership. KKR & Co. Inc. ("KKR & Co.") is the sole shareholder of KKR Group Holdings. KKR Management LLP ("KKR Management") is the Class B shareholder of KKR & Co. Messrs. Kravis and Roberts are the founding partners of KKR Management.

F4: Each of the persons referred to in the above footnotes are collectively referred to herein as the "Reporting Persons." 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.

Common units representing limited partner interestsSEC Table I · non-derivativeIndirectSee footnotes202,170 Reported balance After 2021-07-12 transaction · row 2 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 2 · 2021-07-12 · Sale · Disposed 63,906 · Balance 202,170

F2: These securities are held by TE Drilling Aggregator LLC ("TE Drilling Aggregator"). KKR Energy Income and Growth Fund I-TE L.P. ("KKR Energy Income TE") is the sole member of TE Drilling Aggregator, and KKR Associates EIGF TE L.P. ("KKR Associates TE") is the general partner of KKR Energy Income TE.

F3: KKR EIGF LLC ("KKR EIGF") is the general partner of KKR Associates and the general partner of KKR Associates TE. KKR Upstream Associates LLC ("KKR Upstream Associates") is the sole member of KKR EIGF. KKR Group Partnership L.P. ("KKR Group Partnership") and KKR Upstream LLC ("KKR Upstream") are the members of KKR Upstream Associates. KKR Group Partnership is the sole member of KKR Upstream. KKR Group Holdings Corp. ("KKR Group Holdings") is the general partner of KKR Group Partnership. KKR & Co. Inc. ("KKR & Co.") is the sole shareholder of KKR Group Holdings. KKR Management LLP ("KKR Management") is the Class B shareholder of KKR & Co. Messrs. Kravis and Roberts are the founding partners of KKR Management.

F4: Each of the persons referred to in the above footnotes are collectively referred to herein as the "Reporting Persons." 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.

Filing footnotes · ownership attribution and instrument terms

F1: These securities are held by M&E Mineral Holdings LLC (f/k/a EIGF Aggregator III LLC) ("M&E Mineral Holdings"). EIGF Aggregator LLC ("EIGF Aggregator") is the managing member of M&E Mineral Holdings. KKR Energy Income and Growth Fund I L.P. ("KKR Energy Income") is the managing member of EIGF Aggregator. KKR Associates EIGF L.P. ("KKR Associates") is the general partner of KKR Energy Income.

F2: These securities are held by TE Drilling Aggregator LLC ("TE Drilling Aggregator"). KKR Energy Income and Growth Fund I-TE L.P. ("KKR Energy Income TE") is the sole member of TE Drilling Aggregator, and KKR Associates EIGF TE L.P. ("KKR Associates TE") is the general partner of KKR Energy Income TE.

F3: KKR EIGF LLC ("KKR EIGF") is the general partner of KKR Associates and the general partner of KKR Associates TE. KKR Upstream Associates LLC ("KKR Upstream Associates") is the sole member of KKR EIGF. KKR Group Partnership L.P. ("KKR Group Partnership") and KKR Upstream LLC ("KKR Upstream") are the members of KKR Upstream Associates. KKR Group Partnership is the sole member of KKR Upstream. KKR Group Holdings Corp. ("KKR Group Holdings") is the general partner of KKR Group Partnership. KKR & Co. Inc. ("KKR & Co.") is the sole shareholder of KKR Group Holdings. KKR Management LLP ("KKR Management") is the Class B shareholder of KKR & Co. Messrs. Kravis and Roberts are the founding partners of KKR Management.

F4: Each of the persons referred to in the above footnotes are collectively referred to herein as the "Reporting Persons." 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.

Transaction history

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Purchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”

The cutoff filters transaction history only. Company summaries and owner relationships show the latest available disclosures. Parser corrections can improve historical records.

Transaction dateCompanyActivity / securityShares / unitsReported priceReported valueDetails
April 04, 2025 Filed Apr 8, 2025 17:08 UTC Crescent Energy Co CRGY · Entity 3846 ConversionCrescent Energy OpCo LLC Units · Derivative 26,185,773 $0.00 $0.00
Disclosure

SEC source: 0001140361-25-012879 · form4.xml · derivative · entry 4

Independence Energy Aggregator L.P. · CIK 0001868340 · 10% owner

KKR Financial Holdings LLC · CIK 0001386926 · 10% owner

KKR Group Assets Holdings III L.P. · CIK 0001868946 · 10% owner

KKR Group Assets III GP LLC · CIK 0001868421 · 10% owner

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

Independence Energy Aggregator GP LLC · CIK 0001868377 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: 0

Underlying: Class A Common Stock · 26,185,773 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F6 · security: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F6 · derivative.exercise_price: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F6 · kind: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F6 · derivative.exercise_date: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F6 · derivative.expiration_date: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F2 · ownership.nature: Reflects securities held directly by Independence Energy Aggregator L.P. ("IE Aggregator"). Independence Energy Aggregator GP LLC is the general partner of IE Aggregator. KKR Upstream Associates LLC is the sole member of Independence Energy Aggregator GP LLC.

F4 · ownership.nature: KKR Group Assets Holdings III L.P. and KKR Financial Holdings LLC are the controlling members of KKR Upstream Associates LLC. KKR Group Assets III GP LLC is the general partner of KKR Group Assets Holdings III L.P. KKR Group Partnership L.P. is the sole member of each of KKR Group Assets III GP LLC and KKR Financial Holdings LLC. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR Group Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR & Co. Inc. is the sole shareholder of KKR Group Co. Inc. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.

F5 · ownership.nature: 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.

Read SEC document
April 04, 2025 Filed Apr 8, 2025 17:08 UTC Crescent Energy Co CRGY · Entity 3846 ConversionClass A Common Stock 26,185,773 $0.00 $0.00
Disclosure

SEC source: 0001140361-25-012879 · form4.xml · nonDerivative · entry 2

Independence Energy Aggregator L.P. · CIK 0001868340 · 10% owner

KKR Financial Holdings LLC · CIK 0001386926 · 10% owner

KKR Group Assets Holdings III L.P. · CIK 0001868946 · 10% owner

KKR Group Assets III GP LLC · CIK 0001868421 · 10% owner

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

Independence Energy Aggregator GP LLC · CIK 0001868377 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: 26,185,773

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F6 · kind: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F6 · price: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F2 · ownership.nature: Reflects securities held directly by Independence Energy Aggregator L.P. ("IE Aggregator"). Independence Energy Aggregator GP LLC is the general partner of IE Aggregator. KKR Upstream Associates LLC is the sole member of Independence Energy Aggregator GP LLC.

F4 · ownership.nature: KKR Group Assets Holdings III L.P. and KKR Financial Holdings LLC are the controlling members of KKR Upstream Associates LLC. KKR Group Assets III GP LLC is the general partner of KKR Group Assets Holdings III L.P. KKR Group Partnership L.P. is the sole member of each of KKR Group Assets III GP LLC and KKR Financial Holdings LLC. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR Group Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR & Co. Inc. is the sole shareholder of KKR Group Co. Inc. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.

F5 · ownership.nature: 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.

Read SEC document
April 04, 2025 Filed Apr 8, 2025 17:08 UTC Crescent Energy Co CRGY · Entity 3846 OtherClass B Common Stock 26,185,773 $0.00 $0.00
Disclosure

SEC source: 0001140361-25-012879 · form4.xml · nonDerivative · entry 1

Independence Energy Aggregator L.P. · CIK 0001868340 · 10% owner

KKR Financial Holdings LLC · CIK 0001386926 · 10% owner

KKR Group Assets Holdings III L.P. · CIK 0001868946 · 10% owner

KKR Group Assets III GP LLC · CIK 0001868421 · 10% owner

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

Independence Energy Aggregator GP LLC · CIK 0001868377 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: 0

F1 · security: Shares of Class B Common Stock of Crescent Energy Company (the "Issuer") have no economic rights but entitle its holder to one vote per share of Class B Common Stock on all matters to be voted on by shareholders generally.

F6 · kind: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F6 · price: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F2 · ownership.nature: Reflects securities held directly by Independence Energy Aggregator L.P. ("IE Aggregator"). Independence Energy Aggregator GP LLC is the general partner of IE Aggregator. KKR Upstream Associates LLC is the sole member of Independence Energy Aggregator GP LLC.

F4 · ownership.nature: KKR Group Assets Holdings III L.P. and KKR Financial Holdings LLC are the controlling members of KKR Upstream Associates LLC. KKR Group Assets III GP LLC is the general partner of KKR Group Assets Holdings III L.P. KKR Group Partnership L.P. is the sole member of each of KKR Group Assets III GP LLC and KKR Financial Holdings LLC. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR Group Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR & Co. Inc. is the sole shareholder of KKR Group Co. Inc. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.

F5 · ownership.nature: 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.

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March 10, 2025 Filed Mar 11, 2025 19:14 UTC Crescent Energy Co CRGY · Entity 3846 ConversionCrescent Energy OpCo LLC Units · Derivative 2,948,723 $0.00 $0.00
Disclosure

SEC source: 0001140361-25-008150 · form4.xml · derivative · entry 5

Independence Energy Aggregator L.P. · CIK 0001868340 · 10% owner

KKR Financial Holdings LLC · CIK 0001386926 · 10% owner

KKR Group Assets Holdings III L.P. · CIK 0001868946 · 10% owner

KKR Group Assets III GP LLC · CIK 0001868421 · 10% owner

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

Independence Energy Aggregator GP LLC · CIK 0001868377 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: 26,185,773

Underlying: Class A Common Stock · 2,948,723 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F6 · security: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F7 · security: In connection with the sale on March 10, 2025 by IE Aggregator of Class A Common Stock on behalf of certain unaffiliated limited partners pursuant to Rule 144 of the Securities Act of 1933, as amended, through a broker-dealer, IE Aggregator (i) converted 2,948,723 shares of Class B Common Stock and OpCo LLC Units into 2,948,723 shares of Class A Common Stock and (ii) sold 2,948,723 shares of Class A Common Stock at a price per share of $9.91.

F6 · derivative.exercise_price: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F6 · kind: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F7 · kind: In connection with the sale on March 10, 2025 by IE Aggregator of Class A Common Stock on behalf of certain unaffiliated limited partners pursuant to Rule 144 of the Securities Act of 1933, as amended, through a broker-dealer, IE Aggregator (i) converted 2,948,723 shares of Class B Common Stock and OpCo LLC Units into 2,948,723 shares of Class A Common Stock and (ii) sold 2,948,723 shares of Class A Common Stock at a price per share of $9.91.

F6 · derivative.exercise_date: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F6 · derivative.expiration_date: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F2 · ownership.nature: Reflects securities held directly by Independence Energy Aggregator L.P. ("IE Aggregator"). Independence Energy Aggregator GP LLC is the general partner of IE Aggregator. KKR Upstream Associates LLC is the sole member of Independence Energy Aggregator GP LLC.

F4 · ownership.nature: KKR Group Assets Holdings III L.P. and KKR Financial Holdings LLC are the controlling members of KKR Upstream Associates LLC. KKR Group Assets III GP LLC is the general partner of KKR Group Assets Holdings III L.P. KKR Group Partnership L.P. is the sole member of each of KKR Group Assets III GP LLC and KKR Financial Holdings LLC. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR Group Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR & Co. Inc. is the sole shareholder of KKR Group Co. Inc. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.

F5 · ownership.nature: 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.

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March 10, 2025 Filed Mar 11, 2025 19:14 UTC Crescent Energy Co CRGY · Entity 3846 SaleClass A Common Stock 2,948,723 $9.91 $29,221,844.93
Disclosure

SEC source: 0001140361-25-008150 · form4.xml · nonDerivative · entry 3

Independence Energy Aggregator L.P. · CIK 0001868340 · 10% owner

KKR Financial Holdings LLC · CIK 0001386926 · 10% owner

KKR Group Assets Holdings III L.P. · CIK 0001868946 · 10% owner

KKR Group Assets III GP LLC · CIK 0001868421 · 10% owner

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

Independence Energy Aggregator GP LLC · CIK 0001868377 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: 0

F7 · kind: In connection with the sale on March 10, 2025 by IE Aggregator of Class A Common Stock on behalf of certain unaffiliated limited partners pursuant to Rule 144 of the Securities Act of 1933, as amended, through a broker-dealer, IE Aggregator (i) converted 2,948,723 shares of Class B Common Stock and OpCo LLC Units into 2,948,723 shares of Class A Common Stock and (ii) sold 2,948,723 shares of Class A Common Stock at a price per share of $9.91.

F7 · price: In connection with the sale on March 10, 2025 by IE Aggregator of Class A Common Stock on behalf of certain unaffiliated limited partners pursuant to Rule 144 of the Securities Act of 1933, as amended, through a broker-dealer, IE Aggregator (i) converted 2,948,723 shares of Class B Common Stock and OpCo LLC Units into 2,948,723 shares of Class A Common Stock and (ii) sold 2,948,723 shares of Class A Common Stock at a price per share of $9.91.

F2 · ownership.nature: Reflects securities held directly by Independence Energy Aggregator L.P. ("IE Aggregator"). Independence Energy Aggregator GP LLC is the general partner of IE Aggregator. KKR Upstream Associates LLC is the sole member of Independence Energy Aggregator GP LLC.

F4 · ownership.nature: KKR Group Assets Holdings III L.P. and KKR Financial Holdings LLC are the controlling members of KKR Upstream Associates LLC. KKR Group Assets III GP LLC is the general partner of KKR Group Assets Holdings III L.P. KKR Group Partnership L.P. is the sole member of each of KKR Group Assets III GP LLC and KKR Financial Holdings LLC. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR Group Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR & Co. Inc. is the sole shareholder of KKR Group Co. Inc. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.

F5 · ownership.nature: 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.

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March 10, 2025 Filed Mar 11, 2025 19:14 UTC Crescent Energy Co CRGY · Entity 3846 ConversionClass A Common Stock 2,948,723 $0.00 $0.00
Disclosure

SEC source: 0001140361-25-008150 · form4.xml · nonDerivative · entry 2

Independence Energy Aggregator L.P. · CIK 0001868340 · 10% owner

KKR Financial Holdings LLC · CIK 0001386926 · 10% owner

KKR Group Assets Holdings III L.P. · CIK 0001868946 · 10% owner

KKR Group Assets III GP LLC · CIK 0001868421 · 10% owner

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

Independence Energy Aggregator GP LLC · CIK 0001868377 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: 2,948,723

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F6 · kind: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F7 · kind: In connection with the sale on March 10, 2025 by IE Aggregator of Class A Common Stock on behalf of certain unaffiliated limited partners pursuant to Rule 144 of the Securities Act of 1933, as amended, through a broker-dealer, IE Aggregator (i) converted 2,948,723 shares of Class B Common Stock and OpCo LLC Units into 2,948,723 shares of Class A Common Stock and (ii) sold 2,948,723 shares of Class A Common Stock at a price per share of $9.91.

F6 · price: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F2 · ownership.nature: Reflects securities held directly by Independence Energy Aggregator L.P. ("IE Aggregator"). Independence Energy Aggregator GP LLC is the general partner of IE Aggregator. KKR Upstream Associates LLC is the sole member of Independence Energy Aggregator GP LLC.

F4 · ownership.nature: KKR Group Assets Holdings III L.P. and KKR Financial Holdings LLC are the controlling members of KKR Upstream Associates LLC. KKR Group Assets III GP LLC is the general partner of KKR Group Assets Holdings III L.P. KKR Group Partnership L.P. is the sole member of each of KKR Group Assets III GP LLC and KKR Financial Holdings LLC. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR Group Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR & Co. Inc. is the sole shareholder of KKR Group Co. Inc. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.

F5 · ownership.nature: 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.

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March 10, 2025 Filed Mar 11, 2025 19:14 UTC Crescent Energy Co CRGY · Entity 3846 OtherClass B Common Stock 2,948,723 $0.00 $0.00
Disclosure

SEC source: 0001140361-25-008150 · form4.xml · nonDerivative · entry 1

Independence Energy Aggregator L.P. · CIK 0001868340 · 10% owner

KKR Financial Holdings LLC · CIK 0001386926 · 10% owner

KKR Group Assets Holdings III L.P. · CIK 0001868946 · 10% owner

KKR Group Assets III GP LLC · CIK 0001868421 · 10% owner

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

Independence Energy Aggregator GP LLC · CIK 0001868377 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: 26,185,773

F1 · security: Shares of Class B Common Stock of Crescent Energy Company (the "Issuer") have no economic rights but entitle its holder to one vote per share of Class B Common Stock on all matters to be voted on by shareholders generally.

F6 · kind: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F7 · kind: In connection with the sale on March 10, 2025 by IE Aggregator of Class A Common Stock on behalf of certain unaffiliated limited partners pursuant to Rule 144 of the Securities Act of 1933, as amended, through a broker-dealer, IE Aggregator (i) converted 2,948,723 shares of Class B Common Stock and OpCo LLC Units into 2,948,723 shares of Class A Common Stock and (ii) sold 2,948,723 shares of Class A Common Stock at a price per share of $9.91.

F6 · price: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F2 · ownership.nature: Reflects securities held directly by Independence Energy Aggregator L.P. ("IE Aggregator"). Independence Energy Aggregator GP LLC is the general partner of IE Aggregator. KKR Upstream Associates LLC is the sole member of Independence Energy Aggregator GP LLC.

F4 · ownership.nature: KKR Group Assets Holdings III L.P. and KKR Financial Holdings LLC are the controlling members of KKR Upstream Associates LLC. KKR Group Assets III GP LLC is the general partner of KKR Group Assets Holdings III L.P. KKR Group Partnership L.P. is the sole member of each of KKR Group Assets III GP LLC and KKR Financial Holdings LLC. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR Group Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR & Co. Inc. is the sole shareholder of KKR Group Co. Inc. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.

F5 · ownership.nature: 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.

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April 01, 2024 Filed Apr 3, 2024 18:15 UTC Crescent Energy Co CRGY · Entity 3846 ConversionCrescent Energy OpCo LLC Units · Derivative 6,000,000 $0.00 $0.00
Disclosure

SEC source: 0001140361-24-017690 · form4.xml · derivative · entry 5

Independence Energy Aggregator L.P. · CIK 0001868340 · 10% owner

KKR Financial Holdings LLC · CIK 0001386926 · 10% owner

KKR Group Assets Holdings III L.P. · CIK 0001868946 · 10% owner

KKR Group Assets III GP LLC · CIK 0001868421 · 10% owner

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

Independence Energy Aggregator GP LLC · CIK 0001868377 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · Seefootnotes

Disclosed balance after: 29,134,496

Underlying: Class A Common Stock · 6,000,000 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F6 · security: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F7 · security: In connection with the sale on April 1, 2024 by IE Aggregator of Class A Common Stock pursuant to Rule 144 of the Securities Act of 1933, as amended, through a broker-dealer, IE Aggregator (i) converted 6,000,000 shares of Class B Common Stock and OpCo LLC Units into 6,000,000 shares of Class A Common Stock and (ii) sold 6,000,000 shares of Class A Common Stock at a price per share of $10.74.

F6 · derivative.exercise_price: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F6 · kind: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F7 · kind: In connection with the sale on April 1, 2024 by IE Aggregator of Class A Common Stock pursuant to Rule 144 of the Securities Act of 1933, as amended, through a broker-dealer, IE Aggregator (i) converted 6,000,000 shares of Class B Common Stock and OpCo LLC Units into 6,000,000 shares of Class A Common Stock and (ii) sold 6,000,000 shares of Class A Common Stock at a price per share of $10.74.

F6 · derivative.exercise_date: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F6 · derivative.expiration_date: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F2 · ownership.nature: Reflects securities held directly by Independence Energy Aggregator L.P. ("IE Aggregator"). Independence Energy Aggregator GP LLC is the general partner of IE Aggregator. KKR Upstream Associates LLC is the sole member of Independence Energy Aggregator GP LLC.

F4 · ownership.nature: KKR Group Assets Holdings III L.P. and KKR Financial Holdings LLC are the controlling members of KKR Upstream Associates LLC. KKR Group Assets III GP LLC is the general partner of KKR Group Assets Holdings III L.P. KKR Group Partnership L.P. is the sole member of each of KKR Group Assets III GP LLC and KKR Financial Holdings LLC. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR Group Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR & Co. Inc. is the sole shareholder of KKR Group Co. Inc. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.

F5 · ownership.nature: 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.

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April 01, 2024 Filed Apr 3, 2024 18:15 UTC Crescent Energy Co CRGY · Entity 3846 SaleClass A Common Stock 6,000,000 $10.74 $64,440,000.00
Disclosure

SEC source: 0001140361-24-017690 · form4.xml · nonDerivative · entry 3

Independence Energy Aggregator L.P. · CIK 0001868340 · 10% owner

KKR Financial Holdings LLC · CIK 0001386926 · 10% owner

KKR Group Assets Holdings III L.P. · CIK 0001868946 · 10% owner

KKR Group Assets III GP LLC · CIK 0001868421 · 10% owner

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

Independence Energy Aggregator GP LLC · CIK 0001868377 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · Seefootnotes

Disclosed balance after: 0

F7 · kind: In connection with the sale on April 1, 2024 by IE Aggregator of Class A Common Stock pursuant to Rule 144 of the Securities Act of 1933, as amended, through a broker-dealer, IE Aggregator (i) converted 6,000,000 shares of Class B Common Stock and OpCo LLC Units into 6,000,000 shares of Class A Common Stock and (ii) sold 6,000,000 shares of Class A Common Stock at a price per share of $10.74.

F7 · price: In connection with the sale on April 1, 2024 by IE Aggregator of Class A Common Stock pursuant to Rule 144 of the Securities Act of 1933, as amended, through a broker-dealer, IE Aggregator (i) converted 6,000,000 shares of Class B Common Stock and OpCo LLC Units into 6,000,000 shares of Class A Common Stock and (ii) sold 6,000,000 shares of Class A Common Stock at a price per share of $10.74.

F2 · ownership.nature: Reflects securities held directly by Independence Energy Aggregator L.P. ("IE Aggregator"). Independence Energy Aggregator GP LLC is the general partner of IE Aggregator. KKR Upstream Associates LLC is the sole member of Independence Energy Aggregator GP LLC.

F4 · ownership.nature: KKR Group Assets Holdings III L.P. and KKR Financial Holdings LLC are the controlling members of KKR Upstream Associates LLC. KKR Group Assets III GP LLC is the general partner of KKR Group Assets Holdings III L.P. KKR Group Partnership L.P. is the sole member of each of KKR Group Assets III GP LLC and KKR Financial Holdings LLC. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR Group Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR & Co. Inc. is the sole shareholder of KKR Group Co. Inc. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.

F5 · ownership.nature: 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.

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April 01, 2024 Filed Apr 3, 2024 18:15 UTC Crescent Energy Co CRGY · Entity 3846 ConversionClass A Common Stock 6,000,000 $0.00 $0.00
Disclosure

SEC source: 0001140361-24-017690 · form4.xml · nonDerivative · entry 2

Independence Energy Aggregator L.P. · CIK 0001868340 · 10% owner

KKR Financial Holdings LLC · CIK 0001386926 · 10% owner

KKR Group Assets Holdings III L.P. · CIK 0001868946 · 10% owner

KKR Group Assets III GP LLC · CIK 0001868421 · 10% owner

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

Independence Energy Aggregator GP LLC · CIK 0001868377 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · Seefootnotes

Disclosed balance after: 6,000,000

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F6 · kind: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F7 · kind: In connection with the sale on April 1, 2024 by IE Aggregator of Class A Common Stock pursuant to Rule 144 of the Securities Act of 1933, as amended, through a broker-dealer, IE Aggregator (i) converted 6,000,000 shares of Class B Common Stock and OpCo LLC Units into 6,000,000 shares of Class A Common Stock and (ii) sold 6,000,000 shares of Class A Common Stock at a price per share of $10.74.

F6 · price: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F2 · ownership.nature: Reflects securities held directly by Independence Energy Aggregator L.P. ("IE Aggregator"). Independence Energy Aggregator GP LLC is the general partner of IE Aggregator. KKR Upstream Associates LLC is the sole member of Independence Energy Aggregator GP LLC.

F4 · ownership.nature: KKR Group Assets Holdings III L.P. and KKR Financial Holdings LLC are the controlling members of KKR Upstream Associates LLC. KKR Group Assets III GP LLC is the general partner of KKR Group Assets Holdings III L.P. KKR Group Partnership L.P. is the sole member of each of KKR Group Assets III GP LLC and KKR Financial Holdings LLC. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR Group Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR & Co. Inc. is the sole shareholder of KKR Group Co. Inc. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.

F5 · ownership.nature: 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.

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April 01, 2024 Filed Apr 3, 2024 18:15 UTC Crescent Energy Co CRGY · Entity 3846 OtherClass B Common Stock 6,000,000 $0.00 $0.00
Disclosure

SEC source: 0001140361-24-017690 · form4.xml · nonDerivative · entry 1

Independence Energy Aggregator L.P. · CIK 0001868340 · 10% owner

KKR Financial Holdings LLC · CIK 0001386926 · 10% owner

KKR Group Assets Holdings III L.P. · CIK 0001868946 · 10% owner

KKR Group Assets III GP LLC · CIK 0001868421 · 10% owner

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

Independence Energy Aggregator GP LLC · CIK 0001868377 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · Seefootnotes

Disclosed balance after: 29,134,496

F1 · security: Shares of Class B Common Stock of Crescent Energy Company (the "Issuer") have no economic rights but entitle its holder to one vote per share of Class B Common Stock on all matters to be voted on by shareholders generally.

F6 · kind: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F7 · kind: In connection with the sale on April 1, 2024 by IE Aggregator of Class A Common Stock pursuant to Rule 144 of the Securities Act of 1933, as amended, through a broker-dealer, IE Aggregator (i) converted 6,000,000 shares of Class B Common Stock and OpCo LLC Units into 6,000,000 shares of Class A Common Stock and (ii) sold 6,000,000 shares of Class A Common Stock at a price per share of $10.74.

F6 · price: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F2 · ownership.nature: Reflects securities held directly by Independence Energy Aggregator L.P. ("IE Aggregator"). Independence Energy Aggregator GP LLC is the general partner of IE Aggregator. KKR Upstream Associates LLC is the sole member of Independence Energy Aggregator GP LLC.

F4 · ownership.nature: KKR Group Assets Holdings III L.P. and KKR Financial Holdings LLC are the controlling members of KKR Upstream Associates LLC. KKR Group Assets III GP LLC is the general partner of KKR Group Assets Holdings III L.P. KKR Group Partnership L.P. is the sole member of each of KKR Group Assets III GP LLC and KKR Financial Holdings LLC. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR Group Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR & Co. Inc. is the sole shareholder of KKR Group Co. Inc. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.

F5 · ownership.nature: 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.

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March 11, 2024 Filed Mar 11, 2024 17:37 UTC Crescent Energy Co CRGY · Entity 3846 ConversionCrescent Energy OpCo LLC Units · Derivative 13,800,000 $0.00 $0.00
Disclosure

SEC source: 0001140361-24-012663 · form4.xml · derivative · entry 7

Independence Energy Aggregator L.P. · CIK 0001868340 · 10% owner

KKR Financial Holdings LLC · CIK 0001386926 · 10% owner

KKR Group Assets Holdings III L.P. · CIK 0001868946 · 10% owner

KKR Group Assets III GP LLC · CIK 0001868421 · 10% owner

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

Independence Energy Aggregator GP LLC · CIK 0001868377 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: 35,134,496

Underlying: Class A Common Stock · 13,800,000 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F7 · security: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F8 · security: On March 11, 2024, IE Aggregator converted 13,800,000 shares of Class B Common Stock and OpCo LLC Units into 13,800,000 shares of Class A Common Stock. On March 11, 2024, IE Aggregator sold 13,800,000 shares of Class A Common Stock at a price per share of $9.87 in an underwritten public offering.

F7 · derivative.exercise_price: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F7 · kind: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F8 · kind: On March 11, 2024, IE Aggregator converted 13,800,000 shares of Class B Common Stock and OpCo LLC Units into 13,800,000 shares of Class A Common Stock. On March 11, 2024, IE Aggregator sold 13,800,000 shares of Class A Common Stock at a price per share of $9.87 in an underwritten public offering.

F7 · derivative.exercise_date: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F7 · derivative.expiration_date: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F3 · ownership.nature: Reflects securities held directly by Independence Energy Aggregator L.P. ("IE Aggregator"). Independence Energy Aggregator GP LLC is the general partner of IE Aggregator. KKR Upstream Associates LLC is the sole member of Independence Energy Aggregator GP LLC.

F5 · ownership.nature: KKR Group Assets Holdings III L.P. and KKR Financial Holdings LLC are the controlling members of KKR Upstream Associates LLC. KKR Group Assets III GP LLC is the general partner of KKR Group Assets Holdings III L.P. KKR Group Partnership L.P. is the sole member of each of KKR Group Assets III GP LLC and KKR Financial Holdings LLC. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR Group Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR & Co. Inc. is the sole shareholder of KKR Group Co. Inc. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.

F6 · ownership.nature: 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.

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March 11, 2024 Filed Mar 11, 2024 17:37 UTC Crescent Energy Co CRGY · Entity 3846 SaleCrescent Energy OpCo LLC Units · Derivative 2,300,000 $9.87 $22,701,000.00
Disclosure

SEC source: 0001140361-24-012663 · form4.xml · derivative · entry 6

Independence Energy Aggregator L.P. · CIK 0001868340 · 10% owner

KKR Financial Holdings LLC · CIK 0001386926 · 10% owner

KKR Group Assets Holdings III L.P. · CIK 0001868946 · 10% owner

KKR Group Assets III GP LLC · CIK 0001868421 · 10% owner

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

Independence Energy Aggregator GP LLC · CIK 0001868377 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: 48,934,496

Underlying: Class A Common Stock · 2,300,000 shares

Expires not disclosed

F7 · derivative.exercise_price: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F2 · kind: Represents 2,300,000 units of Crescent Energy OpCo LLC ("OpCo") transferred to the Issuer by the Reporting Person and an equal number of shares of Class B Common Stock subsequently forfeited by the Reporting Person and canceled by the Issuer in exchange for $9.87 per unit of OpCo ("OpCo LLC Unit") (the "OpCo Unit Repurchase"). On March 11, 2024, IE Aggregator completed the OpCo Unit Repurchase pursuant to a Repurchase Agreement, dated March 6, 2024, by and among IE Aggregator, OpCo and, for the purposes of consent to the transfer of OpCo LLC Units, the Issuer (the "Repurchase Agreement").

F2 · price: Represents 2,300,000 units of Crescent Energy OpCo LLC ("OpCo") transferred to the Issuer by the Reporting Person and an equal number of shares of Class B Common Stock subsequently forfeited by the Reporting Person and canceled by the Issuer in exchange for $9.87 per unit of OpCo ("OpCo LLC Unit") (the "OpCo Unit Repurchase"). On March 11, 2024, IE Aggregator completed the OpCo Unit Repurchase pursuant to a Repurchase Agreement, dated March 6, 2024, by and among IE Aggregator, OpCo and, for the purposes of consent to the transfer of OpCo LLC Units, the Issuer (the "Repurchase Agreement").

F7 · derivative.exercise_date: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F7 · derivative.expiration_date: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F3 · ownership.nature: Reflects securities held directly by Independence Energy Aggregator L.P. ("IE Aggregator"). Independence Energy Aggregator GP LLC is the general partner of IE Aggregator. KKR Upstream Associates LLC is the sole member of Independence Energy Aggregator GP LLC.

F5 · ownership.nature: KKR Group Assets Holdings III L.P. and KKR Financial Holdings LLC are the controlling members of KKR Upstream Associates LLC. KKR Group Assets III GP LLC is the general partner of KKR Group Assets Holdings III L.P. KKR Group Partnership L.P. is the sole member of each of KKR Group Assets III GP LLC and KKR Financial Holdings LLC. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR Group Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR & Co. Inc. is the sole shareholder of KKR Group Co. Inc. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.

F6 · ownership.nature: 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.

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March 11, 2024 Filed Mar 11, 2024 17:37 UTC Crescent Energy Co CRGY · Entity 3846 SaleClass A Common Stock 13,800,000 $9.87 $136,206,000.00
Disclosure

SEC source: 0001140361-24-012663 · form4.xml · nonDerivative · entry 4

Independence Energy Aggregator L.P. · CIK 0001868340 · 10% owner

KKR Financial Holdings LLC · CIK 0001386926 · 10% owner

KKR Group Assets Holdings III L.P. · CIK 0001868946 · 10% owner

KKR Group Assets III GP LLC · CIK 0001868421 · 10% owner

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

Independence Energy Aggregator GP LLC · CIK 0001868377 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: 0

F8 · kind: On March 11, 2024, IE Aggregator converted 13,800,000 shares of Class B Common Stock and OpCo LLC Units into 13,800,000 shares of Class A Common Stock. On March 11, 2024, IE Aggregator sold 13,800,000 shares of Class A Common Stock at a price per share of $9.87 in an underwritten public offering.

F9 · price: This amount represents the $10.50 secondary price per share of Class A Common Stock of the Issuer less the underwriting discount of $0.63 per share for shares sold by IE Aggregator in connection with an underwritten public offering.

F3 · ownership.nature: Reflects securities held directly by Independence Energy Aggregator L.P. ("IE Aggregator"). Independence Energy Aggregator GP LLC is the general partner of IE Aggregator. KKR Upstream Associates LLC is the sole member of Independence Energy Aggregator GP LLC.

F5 · ownership.nature: KKR Group Assets Holdings III L.P. and KKR Financial Holdings LLC are the controlling members of KKR Upstream Associates LLC. KKR Group Assets III GP LLC is the general partner of KKR Group Assets Holdings III L.P. KKR Group Partnership L.P. is the sole member of each of KKR Group Assets III GP LLC and KKR Financial Holdings LLC. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR Group Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR & Co. Inc. is the sole shareholder of KKR Group Co. Inc. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.

F6 · ownership.nature: 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.

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March 11, 2024 Filed Mar 11, 2024 17:37 UTC Crescent Energy Co CRGY · Entity 3846 ConversionClass A Common Stock 13,800,000 $0.00 $0.00
Disclosure

SEC source: 0001140361-24-012663 · form4.xml · nonDerivative · entry 3

Independence Energy Aggregator L.P. · CIK 0001868340 · 10% owner

KKR Financial Holdings LLC · CIK 0001386926 · 10% owner

KKR Group Assets Holdings III L.P. · CIK 0001868946 · 10% owner

KKR Group Assets III GP LLC · CIK 0001868421 · 10% owner

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

Independence Energy Aggregator GP LLC · CIK 0001868377 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: 13,800,000

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F7 · kind: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F8 · kind: On March 11, 2024, IE Aggregator converted 13,800,000 shares of Class B Common Stock and OpCo LLC Units into 13,800,000 shares of Class A Common Stock. On March 11, 2024, IE Aggregator sold 13,800,000 shares of Class A Common Stock at a price per share of $9.87 in an underwritten public offering.

F7 · price: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F3 · ownership.nature: Reflects securities held directly by Independence Energy Aggregator L.P. ("IE Aggregator"). Independence Energy Aggregator GP LLC is the general partner of IE Aggregator. KKR Upstream Associates LLC is the sole member of Independence Energy Aggregator GP LLC.

F5 · ownership.nature: KKR Group Assets Holdings III L.P. and KKR Financial Holdings LLC are the controlling members of KKR Upstream Associates LLC. KKR Group Assets III GP LLC is the general partner of KKR Group Assets Holdings III L.P. KKR Group Partnership L.P. is the sole member of each of KKR Group Assets III GP LLC and KKR Financial Holdings LLC. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR Group Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR & Co. Inc. is the sole shareholder of KKR Group Co. Inc. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.

F6 · ownership.nature: 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.

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March 11, 2024 Filed Mar 11, 2024 17:37 UTC Crescent Energy Co CRGY · Entity 3846 OtherClass B Common Stock 13,800,000 $0.00 $0.00
Disclosure

SEC source: 0001140361-24-012663 · form4.xml · nonDerivative · entry 2

Independence Energy Aggregator L.P. · CIK 0001868340 · 10% owner

KKR Financial Holdings LLC · CIK 0001386926 · 10% owner

KKR Group Assets Holdings III L.P. · CIK 0001868946 · 10% owner

KKR Group Assets III GP LLC · CIK 0001868421 · 10% owner

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

Independence Energy Aggregator GP LLC · CIK 0001868377 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: 35,134,496

F1 · security: Shares of Class B Common Stock of Crescent Energy Company (the "Issuer") have no economic rights but entitle its holder to one vote per share of Class B Common Stock on all matters to be voted on by shareholders generally.

F7 · kind: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F8 · kind: On March 11, 2024, IE Aggregator converted 13,800,000 shares of Class B Common Stock and OpCo LLC Units into 13,800,000 shares of Class A Common Stock. On March 11, 2024, IE Aggregator sold 13,800,000 shares of Class A Common Stock at a price per share of $9.87 in an underwritten public offering.

F7 · price: The terms of the Amended and Restated Limited Liability Company Agreement of OpCo provide certain holders of the OpCo LLC Units with the right to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, together with an equal number of shares of Class B Common Stock (subject to customary conversion rate adjustments for stock splits, stock dividends and reclassification and similar transactions), or (b) cash. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F3 · ownership.nature: Reflects securities held directly by Independence Energy Aggregator L.P. ("IE Aggregator"). Independence Energy Aggregator GP LLC is the general partner of IE Aggregator. KKR Upstream Associates LLC is the sole member of Independence Energy Aggregator GP LLC.

F5 · ownership.nature: KKR Group Assets Holdings III L.P. and KKR Financial Holdings LLC are the controlling members of KKR Upstream Associates LLC. KKR Group Assets III GP LLC is the general partner of KKR Group Assets Holdings III L.P. KKR Group Partnership L.P. is the sole member of each of KKR Group Assets III GP LLC and KKR Financial Holdings LLC. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR Group Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR & Co. Inc. is the sole shareholder of KKR Group Co. Inc. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.

F6 · ownership.nature: 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.

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March 11, 2024 Filed Mar 11, 2024 17:37 UTC Crescent Energy Co CRGY · Entity 3846 OtherClass B Common Stock 2,300,000 Not disclosed Not disclosed
Disclosure

SEC source: 0001140361-24-012663 · form4.xml · nonDerivative · entry 1

Independence Energy Aggregator L.P. · CIK 0001868340 · 10% owner

KKR Financial Holdings LLC · CIK 0001386926 · 10% owner

KKR Group Assets Holdings III L.P. · CIK 0001868946 · 10% owner

KKR Group Assets III GP LLC · CIK 0001868421 · 10% owner

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

Independence Energy Aggregator GP LLC · CIK 0001868377 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: 48,934,496

F1 · security: Shares of Class B Common Stock of Crescent Energy Company (the "Issuer") have no economic rights but entitle its holder to one vote per share of Class B Common Stock on all matters to be voted on by shareholders generally.

F2 · shares: Represents 2,300,000 units of Crescent Energy OpCo LLC ("OpCo") transferred to the Issuer by the Reporting Person and an equal number of shares of Class B Common Stock subsequently forfeited by the Reporting Person and canceled by the Issuer in exchange for $9.87 per unit of OpCo ("OpCo LLC Unit") (the "OpCo Unit Repurchase"). On March 11, 2024, IE Aggregator completed the OpCo Unit Repurchase pursuant to a Repurchase Agreement, dated March 6, 2024, by and among IE Aggregator, OpCo and, for the purposes of consent to the transfer of OpCo LLC Units, the Issuer (the "Repurchase Agreement").

F2 · price: Represents 2,300,000 units of Crescent Energy OpCo LLC ("OpCo") transferred to the Issuer by the Reporting Person and an equal number of shares of Class B Common Stock subsequently forfeited by the Reporting Person and canceled by the Issuer in exchange for $9.87 per unit of OpCo ("OpCo LLC Unit") (the "OpCo Unit Repurchase"). On March 11, 2024, IE Aggregator completed the OpCo Unit Repurchase pursuant to a Repurchase Agreement, dated March 6, 2024, by and among IE Aggregator, OpCo and, for the purposes of consent to the transfer of OpCo LLC Units, the Issuer (the "Repurchase Agreement").

F3 · ownership.nature: Reflects securities held directly by Independence Energy Aggregator L.P. ("IE Aggregator"). Independence Energy Aggregator GP LLC is the general partner of IE Aggregator. KKR Upstream Associates LLC is the sole member of Independence Energy Aggregator GP LLC.

F5 · ownership.nature: KKR Group Assets Holdings III L.P. and KKR Financial Holdings LLC are the controlling members of KKR Upstream Associates LLC. KKR Group Assets III GP LLC is the general partner of KKR Group Assets Holdings III L.P. KKR Group Partnership L.P. is the sole member of each of KKR Group Assets III GP LLC and KKR Financial Holdings LLC. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR Group Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR & Co. Inc. is the sole shareholder of KKR Group Co. Inc. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.

F6 · ownership.nature: 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.

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November 15, 2023 Filed Nov 17, 2023 16:16 UTC Crescent Energy Co CRGY · Entity 3846 ConversionCrescent Energy OpCo LLC Units · Derivative 3,000,000 $0.00 $0.00
Disclosure

SEC source: 0001140361-23-053865 · form4.xml · derivative · entry 5

Independence Energy Aggregator L.P. · CIK 0001868340 · 10% owner

KKR Financial Holdings LLC · CIK 0001386926 · 10% owner

KKR Group Assets Holdings III L.P. · CIK 0001868946 · 10% owner

KKR Group Assets III GP LLC · CIK 0001868421 · 10% owner

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

Independence Energy Aggregator GP LLC · CIK 0001868377 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: 51,234,496

Underlying: Class A Common Stock · 3,000,000 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F6 · security: The terms of the Amended and Restated Limited Liability Company of Crescent Energy OpCo LLC ("OpCo") provide certain holders of units of OpCo ("OpCo LLC Units") with certain rights to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, subject to conversion rate adjustments for any equity split, equity distribution, reclassification or other similar transaction, or (b) an equivalent amount of cash based on the trading price of a share of Class A Common Stock of the Issuer on the trading day that is immediately prior to the date of the redemption. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F7 · security: On November 15, 2023, IE Aggregator converted 3,000,000 shares of Class B Common Stock and OpCo LLC Units into an equal number of shares of Class A Common Stock. On November 15, 2023, IE Aggregator sold 3,000,000 shares of Class A Common Stock at a price per share of $10.90.

F6 · derivative.exercise_price: The terms of the Amended and Restated Limited Liability Company of Crescent Energy OpCo LLC ("OpCo") provide certain holders of units of OpCo ("OpCo LLC Units") with certain rights to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, subject to conversion rate adjustments for any equity split, equity distribution, reclassification or other similar transaction, or (b) an equivalent amount of cash based on the trading price of a share of Class A Common Stock of the Issuer on the trading day that is immediately prior to the date of the redemption. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F7 · derivative.exercise_price: On November 15, 2023, IE Aggregator converted 3,000,000 shares of Class B Common Stock and OpCo LLC Units into an equal number of shares of Class A Common Stock. On November 15, 2023, IE Aggregator sold 3,000,000 shares of Class A Common Stock at a price per share of $10.90.

F6 · date: The terms of the Amended and Restated Limited Liability Company of Crescent Energy OpCo LLC ("OpCo") provide certain holders of units of OpCo ("OpCo LLC Units") with certain rights to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, subject to conversion rate adjustments for any equity split, equity distribution, reclassification or other similar transaction, or (b) an equivalent amount of cash based on the trading price of a share of Class A Common Stock of the Issuer on the trading day that is immediately prior to the date of the redemption. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F7 · date: On November 15, 2023, IE Aggregator converted 3,000,000 shares of Class B Common Stock and OpCo LLC Units into an equal number of shares of Class A Common Stock. On November 15, 2023, IE Aggregator sold 3,000,000 shares of Class A Common Stock at a price per share of $10.90.

F6 · deemedExecutionDate: The terms of the Amended and Restated Limited Liability Company of Crescent Energy OpCo LLC ("OpCo") provide certain holders of units of OpCo ("OpCo LLC Units") with certain rights to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, subject to conversion rate adjustments for any equity split, equity distribution, reclassification or other similar transaction, or (b) an equivalent amount of cash based on the trading price of a share of Class A Common Stock of the Issuer on the trading day that is immediately prior to the date of the redemption. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F7 · deemedExecutionDate: On November 15, 2023, IE Aggregator converted 3,000,000 shares of Class B Common Stock and OpCo LLC Units into an equal number of shares of Class A Common Stock. On November 15, 2023, IE Aggregator sold 3,000,000 shares of Class A Common Stock at a price per share of $10.90.

F6 · kind: The terms of the Amended and Restated Limited Liability Company of Crescent Energy OpCo LLC ("OpCo") provide certain holders of units of OpCo ("OpCo LLC Units") with certain rights to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, subject to conversion rate adjustments for any equity split, equity distribution, reclassification or other similar transaction, or (b) an equivalent amount of cash based on the trading price of a share of Class A Common Stock of the Issuer on the trading day that is immediately prior to the date of the redemption. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F7 · kind: On November 15, 2023, IE Aggregator converted 3,000,000 shares of Class B Common Stock and OpCo LLC Units into an equal number of shares of Class A Common Stock. On November 15, 2023, IE Aggregator sold 3,000,000 shares of Class A Common Stock at a price per share of $10.90.

F6 · shares: The terms of the Amended and Restated Limited Liability Company of Crescent Energy OpCo LLC ("OpCo") provide certain holders of units of OpCo ("OpCo LLC Units") with certain rights to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, subject to conversion rate adjustments for any equity split, equity distribution, reclassification or other similar transaction, or (b) an equivalent amount of cash based on the trading price of a share of Class A Common Stock of the Issuer on the trading day that is immediately prior to the date of the redemption. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F7 · shares: On November 15, 2023, IE Aggregator converted 3,000,000 shares of Class B Common Stock and OpCo LLC Units into an equal number of shares of Class A Common Stock. On November 15, 2023, IE Aggregator sold 3,000,000 shares of Class A Common Stock at a price per share of $10.90.

F6 · price: The terms of the Amended and Restated Limited Liability Company of Crescent Energy OpCo LLC ("OpCo") provide certain holders of units of OpCo ("OpCo LLC Units") with certain rights to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, subject to conversion rate adjustments for any equity split, equity distribution, reclassification or other similar transaction, or (b) an equivalent amount of cash based on the trading price of a share of Class A Common Stock of the Issuer on the trading day that is immediately prior to the date of the redemption. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F7 · price: On November 15, 2023, IE Aggregator converted 3,000,000 shares of Class B Common Stock and OpCo LLC Units into an equal number of shares of Class A Common Stock. On November 15, 2023, IE Aggregator sold 3,000,000 shares of Class A Common Stock at a price per share of $10.90.

F6 · derivative.exercise_date: The terms of the Amended and Restated Limited Liability Company of Crescent Energy OpCo LLC ("OpCo") provide certain holders of units of OpCo ("OpCo LLC Units") with certain rights to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, subject to conversion rate adjustments for any equity split, equity distribution, reclassification or other similar transaction, or (b) an equivalent amount of cash based on the trading price of a share of Class A Common Stock of the Issuer on the trading day that is immediately prior to the date of the redemption. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F7 · derivative.exercise_date: On November 15, 2023, IE Aggregator converted 3,000,000 shares of Class B Common Stock and OpCo LLC Units into an equal number of shares of Class A Common Stock. On November 15, 2023, IE Aggregator sold 3,000,000 shares of Class A Common Stock at a price per share of $10.90.

F6 · derivative.expiration_date: The terms of the Amended and Restated Limited Liability Company of Crescent Energy OpCo LLC ("OpCo") provide certain holders of units of OpCo ("OpCo LLC Units") with certain rights to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, subject to conversion rate adjustments for any equity split, equity distribution, reclassification or other similar transaction, or (b) an equivalent amount of cash based on the trading price of a share of Class A Common Stock of the Issuer on the trading day that is immediately prior to the date of the redemption. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F7 · derivative.expiration_date: On November 15, 2023, IE Aggregator converted 3,000,000 shares of Class B Common Stock and OpCo LLC Units into an equal number of shares of Class A Common Stock. On November 15, 2023, IE Aggregator sold 3,000,000 shares of Class A Common Stock at a price per share of $10.90.

F6 · derivative.underlying: The terms of the Amended and Restated Limited Liability Company of Crescent Energy OpCo LLC ("OpCo") provide certain holders of units of OpCo ("OpCo LLC Units") with certain rights to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, subject to conversion rate adjustments for any equity split, equity distribution, reclassification or other similar transaction, or (b) an equivalent amount of cash based on the trading price of a share of Class A Common Stock of the Issuer on the trading day that is immediately prior to the date of the redemption. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F7 · derivative.underlying: On November 15, 2023, IE Aggregator converted 3,000,000 shares of Class B Common Stock and OpCo LLC Units into an equal number of shares of Class A Common Stock. On November 15, 2023, IE Aggregator sold 3,000,000 shares of Class A Common Stock at a price per share of $10.90.

F6 · derivative.underlying_shares: The terms of the Amended and Restated Limited Liability Company of Crescent Energy OpCo LLC ("OpCo") provide certain holders of units of OpCo ("OpCo LLC Units") with certain rights to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, subject to conversion rate adjustments for any equity split, equity distribution, reclassification or other similar transaction, or (b) an equivalent amount of cash based on the trading price of a share of Class A Common Stock of the Issuer on the trading day that is immediately prior to the date of the redemption. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F7 · derivative.underlying_shares: On November 15, 2023, IE Aggregator converted 3,000,000 shares of Class B Common Stock and OpCo LLC Units into an equal number of shares of Class A Common Stock. On November 15, 2023, IE Aggregator sold 3,000,000 shares of Class A Common Stock at a price per share of $10.90.

F6 · balance_after: The terms of the Amended and Restated Limited Liability Company of Crescent Energy OpCo LLC ("OpCo") provide certain holders of units of OpCo ("OpCo LLC Units") with certain rights to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, subject to conversion rate adjustments for any equity split, equity distribution, reclassification or other similar transaction, or (b) an equivalent amount of cash based on the trading price of a share of Class A Common Stock of the Issuer on the trading day that is immediately prior to the date of the redemption. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F7 · balance_after: On November 15, 2023, IE Aggregator converted 3,000,000 shares of Class B Common Stock and OpCo LLC Units into an equal number of shares of Class A Common Stock. On November 15, 2023, IE Aggregator sold 3,000,000 shares of Class A Common Stock at a price per share of $10.90.

F6 · ownership.direct: The terms of the Amended and Restated Limited Liability Company of Crescent Energy OpCo LLC ("OpCo") provide certain holders of units of OpCo ("OpCo LLC Units") with certain rights to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, subject to conversion rate adjustments for any equity split, equity distribution, reclassification or other similar transaction, or (b) an equivalent amount of cash based on the trading price of a share of Class A Common Stock of the Issuer on the trading day that is immediately prior to the date of the redemption. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F7 · ownership.direct: On November 15, 2023, IE Aggregator converted 3,000,000 shares of Class B Common Stock and OpCo LLC Units into an equal number of shares of Class A Common Stock. On November 15, 2023, IE Aggregator sold 3,000,000 shares of Class A Common Stock at a price per share of $10.90.

F6 · ownership.nature: The terms of the Amended and Restated Limited Liability Company of Crescent Energy OpCo LLC ("OpCo") provide certain holders of units of OpCo ("OpCo LLC Units") with certain rights to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, subject to conversion rate adjustments for any equity split, equity distribution, reclassification or other similar transaction, or (b) an equivalent amount of cash based on the trading price of a share of Class A Common Stock of the Issuer on the trading day that is immediately prior to the date of the redemption. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F7 · ownership.nature: On November 15, 2023, IE Aggregator converted 3,000,000 shares of Class B Common Stock and OpCo LLC Units into an equal number of shares of Class A Common Stock. On November 15, 2023, IE Aggregator sold 3,000,000 shares of Class A Common Stock at a price per share of $10.90.

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November 15, 2023 Filed Nov 17, 2023 16:16 UTC Crescent Energy Co CRGY · Entity 3846 SaleClass A Common Stock 3,000,000 $10.90 $32,700,000.00
Disclosure

SEC source: 0001140361-23-053865 · form4.xml · nonDerivative · entry 3

Independence Energy Aggregator L.P. · CIK 0001868340 · 10% owner

KKR Financial Holdings LLC · CIK 0001386926 · 10% owner

KKR Group Assets Holdings III L.P. · CIK 0001868946 · 10% owner

KKR Group Assets III GP LLC · CIK 0001868421 · 10% owner

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

Independence Energy Aggregator GP LLC · CIK 0001868377 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: 0

F7 · kind: On November 15, 2023, IE Aggregator converted 3,000,000 shares of Class B Common Stock and OpCo LLC Units into an equal number of shares of Class A Common Stock. On November 15, 2023, IE Aggregator sold 3,000,000 shares of Class A Common Stock at a price per share of $10.90.

F7 · price: On November 15, 2023, IE Aggregator converted 3,000,000 shares of Class B Common Stock and OpCo LLC Units into an equal number of shares of Class A Common Stock. On November 15, 2023, IE Aggregator sold 3,000,000 shares of Class A Common Stock at a price per share of $10.90.

F2 · ownership.nature: Reflects securities held directly by Independence Energy Aggregator L.P. ("IE Aggregator"). Independence Energy Aggregator GP LLC is the general partner of IE Aggregator. KKR Upstream Associates LLC is the sole member of Independence Energy Aggregator GP LLC.

F4 · ownership.nature: KKR Group Assets Holdings III L.P. and KKR Financial Holdings LLC are the controlling members of KKR Upstream Associates LLC. KKR Group Assets III GP LLC is the general partner of KKR Group Assets Holdings III L.P. KKR Group Partnership L.P. is the sole member of each of KKR Group Assets III GP LLC and KKR Financial Holdings LLC. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR Group Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR & Co. Inc. is the sole shareholder of KKR Group Co. Inc. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.

F5 · ownership.nature: 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.

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November 15, 2023 Filed Nov 17, 2023 16:16 UTC Crescent Energy Co CRGY · Entity 3846 ConversionClass A Common Stock 3,000,000 $0.00 $0.00
Disclosure

SEC source: 0001140361-23-053865 · form4.xml · nonDerivative · entry 2

Independence Energy Aggregator L.P. · CIK 0001868340 · 10% owner

KKR Financial Holdings LLC · CIK 0001386926 · 10% owner

KKR Group Assets Holdings III L.P. · CIK 0001868946 · 10% owner

KKR Group Assets III GP LLC · CIK 0001868421 · 10% owner

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

Independence Energy Aggregator GP LLC · CIK 0001868377 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: 3,000,000

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F6 · kind: The terms of the Amended and Restated Limited Liability Company of Crescent Energy OpCo LLC ("OpCo") provide certain holders of units of OpCo ("OpCo LLC Units") with certain rights to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, subject to conversion rate adjustments for any equity split, equity distribution, reclassification or other similar transaction, or (b) an equivalent amount of cash based on the trading price of a share of Class A Common Stock of the Issuer on the trading day that is immediately prior to the date of the redemption. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F7 · kind: On November 15, 2023, IE Aggregator converted 3,000,000 shares of Class B Common Stock and OpCo LLC Units into an equal number of shares of Class A Common Stock. On November 15, 2023, IE Aggregator sold 3,000,000 shares of Class A Common Stock at a price per share of $10.90.

F6 · price: The terms of the Amended and Restated Limited Liability Company of Crescent Energy OpCo LLC ("OpCo") provide certain holders of units of OpCo ("OpCo LLC Units") with certain rights to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, subject to conversion rate adjustments for any equity split, equity distribution, reclassification or other similar transaction, or (b) an equivalent amount of cash based on the trading price of a share of Class A Common Stock of the Issuer on the trading day that is immediately prior to the date of the redemption. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F2 · ownership.nature: Reflects securities held directly by Independence Energy Aggregator L.P. ("IE Aggregator"). Independence Energy Aggregator GP LLC is the general partner of IE Aggregator. KKR Upstream Associates LLC is the sole member of Independence Energy Aggregator GP LLC.

F4 · ownership.nature: KKR Group Assets Holdings III L.P. and KKR Financial Holdings LLC are the controlling members of KKR Upstream Associates LLC. KKR Group Assets III GP LLC is the general partner of KKR Group Assets Holdings III L.P. KKR Group Partnership L.P. is the sole member of each of KKR Group Assets III GP LLC and KKR Financial Holdings LLC. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR Group Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR & Co. Inc. is the sole shareholder of KKR Group Co. Inc. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.

F5 · ownership.nature: 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.

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November 15, 2023 Filed Nov 17, 2023 16:16 UTC Crescent Energy Co CRGY · Entity 3846 OtherClass B Common Stock 3,000,000 $0.00 $0.00
Disclosure

SEC source: 0001140361-23-053865 · form4.xml · nonDerivative · entry 1

Independence Energy Aggregator L.P. · CIK 0001868340 · 10% owner

KKR Financial Holdings LLC · CIK 0001386926 · 10% owner

KKR Group Assets Holdings III L.P. · CIK 0001868946 · 10% owner

KKR Group Assets III GP LLC · CIK 0001868421 · 10% owner

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

Independence Energy Aggregator GP LLC · CIK 0001868377 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: 51,234,496

F1 · security: Shares of Class B Common Stock of Crescent Energy Company (the "Issuer") have no economic rights but entitle its holder to one vote per share of Class B Common Stock on all matters to be voted on by shareholders generally.

F6 · kind: The terms of the Amended and Restated Limited Liability Company of Crescent Energy OpCo LLC ("OpCo") provide certain holders of units of OpCo ("OpCo LLC Units") with certain rights to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, subject to conversion rate adjustments for any equity split, equity distribution, reclassification or other similar transaction, or (b) an equivalent amount of cash based on the trading price of a share of Class A Common Stock of the Issuer on the trading day that is immediately prior to the date of the redemption. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F7 · kind: On November 15, 2023, IE Aggregator converted 3,000,000 shares of Class B Common Stock and OpCo LLC Units into an equal number of shares of Class A Common Stock. On November 15, 2023, IE Aggregator sold 3,000,000 shares of Class A Common Stock at a price per share of $10.90.

F6 · price: The terms of the Amended and Restated Limited Liability Company of Crescent Energy OpCo LLC ("OpCo") provide certain holders of units of OpCo ("OpCo LLC Units") with certain rights to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, subject to conversion rate adjustments for any equity split, equity distribution, reclassification or other similar transaction, or (b) an equivalent amount of cash based on the trading price of a share of Class A Common Stock of the Issuer on the trading day that is immediately prior to the date of the redemption. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F2 · ownership.nature: Reflects securities held directly by Independence Energy Aggregator L.P. ("IE Aggregator"). Independence Energy Aggregator GP LLC is the general partner of IE Aggregator. KKR Upstream Associates LLC is the sole member of Independence Energy Aggregator GP LLC.

F4 · ownership.nature: KKR Group Assets Holdings III L.P. and KKR Financial Holdings LLC are the controlling members of KKR Upstream Associates LLC. KKR Group Assets III GP LLC is the general partner of KKR Group Assets Holdings III L.P. KKR Group Partnership L.P. is the sole member of each of KKR Group Assets III GP LLC and KKR Financial Holdings LLC. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR Group Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR & Co. Inc. is the sole shareholder of KKR Group Co. Inc. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.

F5 · ownership.nature: 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.

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July 03, 2023 Filed Jul 5, 2023 16:17 UTC Crescent Energy Co CRGY · Entity 3846 OtherClass A Common Stock 27,597,199 $0.00 $0.00
Disclosure

SEC source: 0001140361-23-033060 · form4.xml · nonDerivative · entry 3

Independence Energy Aggregator L.P. · CIK 0001868340 · 10% owner

KKR Financial Holdings LLC · CIK 0001386926 · 10% owner

KKR Group Assets Holdings III L.P. · CIK 0001868946 · 10% owner

KKR Group Assets III GP LLC · CIK 0001868421 · 10% owner

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

Independence Energy Aggregator GP LLC · CIK 0001868377 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: 0

F7 · kind: On June 30, 2023, IE Aggregator converted 27,597,199 shares of Class B Common Stock and OpCo LLC Units into an equal number of shares of Class A Common Stock. On July 3, 2023, IE Aggregator made an in-kind distribution of 27,597,199 shares of Class A Common Stock to certain of its indirect limited partners (the "IE Aggregator Distribution"). The IE Aggregator Distribution was made solely to unaffiliated third parties and does not represent any sale of shares of Class A Common Stock by affiliates of KKR or funds or accounts managed by KKR or its affiliates.

F7 · price: On June 30, 2023, IE Aggregator converted 27,597,199 shares of Class B Common Stock and OpCo LLC Units into an equal number of shares of Class A Common Stock. On July 3, 2023, IE Aggregator made an in-kind distribution of 27,597,199 shares of Class A Common Stock to certain of its indirect limited partners (the "IE Aggregator Distribution"). The IE Aggregator Distribution was made solely to unaffiliated third parties and does not represent any sale of shares of Class A Common Stock by affiliates of KKR or funds or accounts managed by KKR or its affiliates.

F2 · ownership.nature: Reflects securities held directly by Independence Energy Aggregator L.P. ("IE Aggregator"). Independence Energy Aggregator GP LLC is the general partner of IE Aggregator. KKR Upstream Associates LLC is the sole member of Independence Energy Aggregator GP LLC.

F4 · ownership.nature: KKR Group Assets Holdings III L.P. and KKR Financial Holdings LLC are the controlling members of KKR Upstream Associates LLC. KKR Group Assets III GP LLC is the general partner of KKR Group Assets Holdings III L.P. KKR Group Partnership L.P. is the sole member of each of KKR Group Assets III GP LLC and KKR Financial Holdings LLC. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR Group Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR & Co. Inc. is the sole shareholder of KKR Group Co. Inc. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.

F5 · ownership.nature: 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.

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June 30, 2023 Filed Jul 5, 2023 16:17 UTC Crescent Energy Co CRGY · Entity 3846 ConversionCrescent Energy OpCo LLC Units · Derivative 27,597,199 $0.00 $0.00
Disclosure

SEC source: 0001140361-23-033060 · form4.xml · derivative · entry 5

Independence Energy Aggregator L.P. · CIK 0001868340 · 10% owner

KKR Financial Holdings LLC · CIK 0001386926 · 10% owner

KKR Group Assets Holdings III L.P. · CIK 0001868946 · 10% owner

KKR Group Assets III GP LLC · CIK 0001868421 · 10% owner

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

Independence Energy Aggregator GP LLC · CIK 0001868377 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: 54,234,496

Underlying: Class A Common Stock · 27,597,199 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F6 · security: The terms of the Amended and Restated Limited Liability Company of Crescent Energy OpCo LLC ("OpCo") provide certain holders of units of OpCo ("OpCo LLC Units") with certain rights to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, subject to conversion rate adjustments for any equity split, equity distribution, reclassification or other similar transaction, or (b) an equivalent amount of cash based on the trading price of a share of Class A Common Stock of the Issuer on the trading day that is immediately prior to the date of the redemption. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F6 · derivative.exercise_price: The terms of the Amended and Restated Limited Liability Company of Crescent Energy OpCo LLC ("OpCo") provide certain holders of units of OpCo ("OpCo LLC Units") with certain rights to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, subject to conversion rate adjustments for any equity split, equity distribution, reclassification or other similar transaction, or (b) an equivalent amount of cash based on the trading price of a share of Class A Common Stock of the Issuer on the trading day that is immediately prior to the date of the redemption. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F6 · kind: The terms of the Amended and Restated Limited Liability Company of Crescent Energy OpCo LLC ("OpCo") provide certain holders of units of OpCo ("OpCo LLC Units") with certain rights to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, subject to conversion rate adjustments for any equity split, equity distribution, reclassification or other similar transaction, or (b) an equivalent amount of cash based on the trading price of a share of Class A Common Stock of the Issuer on the trading day that is immediately prior to the date of the redemption. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F6 · derivative.exercise_date: The terms of the Amended and Restated Limited Liability Company of Crescent Energy OpCo LLC ("OpCo") provide certain holders of units of OpCo ("OpCo LLC Units") with certain rights to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, subject to conversion rate adjustments for any equity split, equity distribution, reclassification or other similar transaction, or (b) an equivalent amount of cash based on the trading price of a share of Class A Common Stock of the Issuer on the trading day that is immediately prior to the date of the redemption. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F6 · derivative.expiration_date: The terms of the Amended and Restated Limited Liability Company of Crescent Energy OpCo LLC ("OpCo") provide certain holders of units of OpCo ("OpCo LLC Units") with certain rights to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, subject to conversion rate adjustments for any equity split, equity distribution, reclassification or other similar transaction, or (b) an equivalent amount of cash based on the trading price of a share of Class A Common Stock of the Issuer on the trading day that is immediately prior to the date of the redemption. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F2 · ownership.nature: Reflects securities held directly by Independence Energy Aggregator L.P. ("IE Aggregator"). Independence Energy Aggregator GP LLC is the general partner of IE Aggregator. KKR Upstream Associates LLC is the sole member of Independence Energy Aggregator GP LLC.

F4 · ownership.nature: KKR Group Assets Holdings III L.P. and KKR Financial Holdings LLC are the controlling members of KKR Upstream Associates LLC. KKR Group Assets III GP LLC is the general partner of KKR Group Assets Holdings III L.P. KKR Group Partnership L.P. is the sole member of each of KKR Group Assets III GP LLC and KKR Financial Holdings LLC. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR Group Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR & Co. Inc. is the sole shareholder of KKR Group Co. Inc. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.

F5 · ownership.nature: 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.

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June 30, 2023 Filed Jul 5, 2023 16:17 UTC Crescent Energy Co CRGY · Entity 3846 ConversionClass A Common Stock 27,597,199 $0.00 $0.00
Disclosure

SEC source: 0001140361-23-033060 · form4.xml · nonDerivative · entry 2

Independence Energy Aggregator L.P. · CIK 0001868340 · 10% owner

KKR Financial Holdings LLC · CIK 0001386926 · 10% owner

KKR Group Assets Holdings III L.P. · CIK 0001868946 · 10% owner

KKR Group Assets III GP LLC · CIK 0001868421 · 10% owner

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

Independence Energy Aggregator GP LLC · CIK 0001868377 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: 27,597,199

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F6 · kind: The terms of the Amended and Restated Limited Liability Company of Crescent Energy OpCo LLC ("OpCo") provide certain holders of units of OpCo ("OpCo LLC Units") with certain rights to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, subject to conversion rate adjustments for any equity split, equity distribution, reclassification or other similar transaction, or (b) an equivalent amount of cash based on the trading price of a share of Class A Common Stock of the Issuer on the trading day that is immediately prior to the date of the redemption. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F6 · price: The terms of the Amended and Restated Limited Liability Company of Crescent Energy OpCo LLC ("OpCo") provide certain holders of units of OpCo ("OpCo LLC Units") with certain rights to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, subject to conversion rate adjustments for any equity split, equity distribution, reclassification or other similar transaction, or (b) an equivalent amount of cash based on the trading price of a share of Class A Common Stock of the Issuer on the trading day that is immediately prior to the date of the redemption. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F2 · ownership.nature: Reflects securities held directly by Independence Energy Aggregator L.P. ("IE Aggregator"). Independence Energy Aggregator GP LLC is the general partner of IE Aggregator. KKR Upstream Associates LLC is the sole member of Independence Energy Aggregator GP LLC.

F4 · ownership.nature: KKR Group Assets Holdings III L.P. and KKR Financial Holdings LLC are the controlling members of KKR Upstream Associates LLC. KKR Group Assets III GP LLC is the general partner of KKR Group Assets Holdings III L.P. KKR Group Partnership L.P. is the sole member of each of KKR Group Assets III GP LLC and KKR Financial Holdings LLC. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR Group Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR & Co. Inc. is the sole shareholder of KKR Group Co. Inc. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.

F5 · ownership.nature: 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.

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June 30, 2023 Filed Jul 5, 2023 16:17 UTC Crescent Energy Co CRGY · Entity 3846 OtherClass B Common Stock 27,597,199 $0.00 $0.00
Disclosure

SEC source: 0001140361-23-033060 · form4.xml · nonDerivative · entry 1

Independence Energy Aggregator L.P. · CIK 0001868340 · 10% owner

KKR Financial Holdings LLC · CIK 0001386926 · 10% owner

KKR Group Assets Holdings III L.P. · CIK 0001868946 · 10% owner

KKR Group Assets III GP LLC · CIK 0001868421 · 10% owner

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

Independence Energy Aggregator GP LLC · CIK 0001868377 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See footnotes

Disclosed balance after: 54,234,496

F1 · security: Shares of Class B Common Stock of Crescent Energy Company (the "Issuer") have no economic rights but entitle its holder to one vote per share of Class B Common Stock on all matters to be voted on by shareholders generally.

F6 · kind: The terms of the Amended and Restated Limited Liability Company of Crescent Energy OpCo LLC ("OpCo") provide certain holders of units of OpCo ("OpCo LLC Units") with certain rights to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, subject to conversion rate adjustments for any equity split, equity distribution, reclassification or other similar transaction, or (b) an equivalent amount of cash based on the trading price of a share of Class A Common Stock of the Issuer on the trading day that is immediately prior to the date of the redemption. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F6 · price: The terms of the Amended and Restated Limited Liability Company of Crescent Energy OpCo LLC ("OpCo") provide certain holders of units of OpCo ("OpCo LLC Units") with certain rights to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, subject to conversion rate adjustments for any equity split, equity distribution, reclassification or other similar transaction, or (b) an equivalent amount of cash based on the trading price of a share of Class A Common Stock of the Issuer on the trading day that is immediately prior to the date of the redemption. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled. The OpCo LLC Units and the Redemption Right have no expiration date.

F2 · ownership.nature: Reflects securities held directly by Independence Energy Aggregator L.P. ("IE Aggregator"). Independence Energy Aggregator GP LLC is the general partner of IE Aggregator. KKR Upstream Associates LLC is the sole member of Independence Energy Aggregator GP LLC.

F4 · ownership.nature: KKR Group Assets Holdings III L.P. and KKR Financial Holdings LLC are the controlling members of KKR Upstream Associates LLC. KKR Group Assets III GP LLC is the general partner of KKR Group Assets Holdings III L.P. KKR Group Partnership L.P. is the sole member of each of KKR Group Assets III GP LLC and KKR Financial Holdings LLC. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR Group Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR & Co. Inc. is the sole shareholder of KKR Group Co. Inc. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.

F5 · ownership.nature: 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.

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September 13, 2022 Filed Sep 15, 2022 16:42 UTC Crescent Energy Co CRGY · Entity 3846 ConversionCrescent Energy OpCo LLC Units · Derivative 6,322,354 $0.00 $0.00
Disclosure

SEC source: 0000899243-22-031157 · doc4.xml · derivative · entry 4

Independence Energy Aggregator L.P. · CIK 0001868340 · 10% owner

KKR Financial Holdings LLC · CIK 0001386926 · 10% owner

KKR Group Assets Holdings III L.P. · CIK 0001868946 · 10% owner

KKR Group Assets III GP LLC · CIK 0001868421 · 10% owner

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

Independence Energy Aggregator GP LLC · CIK 0001868377 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 81,831,695

Underlying: Class A Common Stock · 6,322,354 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F5 · security: The terms of the Amended and Restated Limited Liability Company of Crescent Energy OpCo LLC ("OpCo") provide certain holders of units of OpCo ("OpCo LLC Units") with certain rights to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, subject to conversion rate adjustments for any equity split, equity distribution, reclassification or other similar transaction, or (b) an equivalent amount of cash based on the trading price of a share of Class A Common Stock of the Issuer on the trading day that is immediately prior to the date of the redemption. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled.

F6 · security: (Continued from Footnote 5) The OpCo LLC Units and the right to exercise the Redemption Right have no expiration date.

F5 · derivative.exercise_price: The terms of the Amended and Restated Limited Liability Company of Crescent Energy OpCo LLC ("OpCo") provide certain holders of units of OpCo ("OpCo LLC Units") with certain rights to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, subject to conversion rate adjustments for any equity split, equity distribution, reclassification or other similar transaction, or (b) an equivalent amount of cash based on the trading price of a share of Class A Common Stock of the Issuer on the trading day that is immediately prior to the date of the redemption. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled.

F6 · derivative.exercise_price: (Continued from Footnote 5) The OpCo LLC Units and the right to exercise the Redemption Right have no expiration date.

F5 · kind: The terms of the Amended and Restated Limited Liability Company of Crescent Energy OpCo LLC ("OpCo") provide certain holders of units of OpCo ("OpCo LLC Units") with certain rights to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, subject to conversion rate adjustments for any equity split, equity distribution, reclassification or other similar transaction, or (b) an equivalent amount of cash based on the trading price of a share of Class A Common Stock of the Issuer on the trading day that is immediately prior to the date of the redemption. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled.

F5 · derivative.exercise_date: The terms of the Amended and Restated Limited Liability Company of Crescent Energy OpCo LLC ("OpCo") provide certain holders of units of OpCo ("OpCo LLC Units") with certain rights to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, subject to conversion rate adjustments for any equity split, equity distribution, reclassification or other similar transaction, or (b) an equivalent amount of cash based on the trading price of a share of Class A Common Stock of the Issuer on the trading day that is immediately prior to the date of the redemption. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled.

F6 · derivative.exercise_date: (Continued from Footnote 5) The OpCo LLC Units and the right to exercise the Redemption Right have no expiration date.

F5 · derivative.expiration_date: The terms of the Amended and Restated Limited Liability Company of Crescent Energy OpCo LLC ("OpCo") provide certain holders of units of OpCo ("OpCo LLC Units") with certain rights to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, subject to conversion rate adjustments for any equity split, equity distribution, reclassification or other similar transaction, or (b) an equivalent amount of cash based on the trading price of a share of Class A Common Stock of the Issuer on the trading day that is immediately prior to the date of the redemption. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled.

F6 · derivative.expiration_date: (Continued from Footnote 5) The OpCo LLC Units and the right to exercise the Redemption Right have no expiration date.

F3 · ownership.nature: Reflects securities held by Independence Energy Aggregator L.P. Independence Energy Aggregator GP LLC is the general partner of Independence Energy Aggregator L.P. KKR Upstream Associates LLC is the sole member of Independence Energy Aggregator GP LLC. KKR Group Assets Holdings III L.P. and KKR Financial Holdings LLC are the controlling members of KKR Upstream Associates LLC. KKR Group Assets III GP LLC is the general partner of KKR Group Assets Holdings III L.P. KKR Group Partnership L.P. is the sole member of each of KKR Group Assets III GP LLC and KKR Financial Holdings LLC. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR Group Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR & Co. Inc. is the sole shareholder of KKR Group Co. Inc. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.

F4 · ownership.nature: 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.

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September 13, 2022 Filed Sep 15, 2022 16:42 UTC Crescent Energy Co CRGY · Entity 3846 SaleClass A Common Stock 5,750,000 $14.10 $81,075,000.00
Disclosure

SEC source: 0000899243-22-031157 · doc4.xml · nonDerivative · entry 3

Independence Energy Aggregator L.P. · CIK 0001868340 · 10% owner

KKR Financial Holdings LLC · CIK 0001386926 · 10% owner

KKR Group Assets Holdings III L.P. · CIK 0001868946 · 10% owner

KKR Group Assets III GP LLC · CIK 0001868421 · 10% owner

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

Independence Energy Aggregator GP LLC · CIK 0001868377 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 572,354

F2 · price: This amount represents the $15.00 secondary price per share of Class A Common Stock of the Issuer less the underwriting discount of $0.90 per share for shares sold by Independence Energy Aggregator L.P. in connection with an underwritten public offering.

F3 · ownership.nature: Reflects securities held by Independence Energy Aggregator L.P. Independence Energy Aggregator GP LLC is the general partner of Independence Energy Aggregator L.P. KKR Upstream Associates LLC is the sole member of Independence Energy Aggregator GP LLC. KKR Group Assets Holdings III L.P. and KKR Financial Holdings LLC are the controlling members of KKR Upstream Associates LLC. KKR Group Assets III GP LLC is the general partner of KKR Group Assets Holdings III L.P. KKR Group Partnership L.P. is the sole member of each of KKR Group Assets III GP LLC and KKR Financial Holdings LLC. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR Group Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR & Co. Inc. is the sole shareholder of KKR Group Co. Inc. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.

F4 · ownership.nature: 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.

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September 13, 2022 Filed Sep 15, 2022 16:42 UTC Crescent Energy Co CRGY · Entity 3846 ConversionClass A Common Stock 6,322,354 $0.00 $0.00
Disclosure

SEC source: 0000899243-22-031157 · doc4.xml · nonDerivative · entry 2

Independence Energy Aggregator L.P. · CIK 0001868340 · 10% owner

KKR Financial Holdings LLC · CIK 0001386926 · 10% owner

KKR Group Assets Holdings III L.P. · CIK 0001868946 · 10% owner

KKR Group Assets III GP LLC · CIK 0001868421 · 10% owner

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

Independence Energy Aggregator GP LLC · CIK 0001868377 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 6,322,354

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F5 · kind: The terms of the Amended and Restated Limited Liability Company of Crescent Energy OpCo LLC ("OpCo") provide certain holders of units of OpCo ("OpCo LLC Units") with certain rights to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, subject to conversion rate adjustments for any equity split, equity distribution, reclassification or other similar transaction, or (b) an equivalent amount of cash based on the trading price of a share of Class A Common Stock of the Issuer on the trading day that is immediately prior to the date of the redemption. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled.

F3 · ownership.nature: Reflects securities held by Independence Energy Aggregator L.P. Independence Energy Aggregator GP LLC is the general partner of Independence Energy Aggregator L.P. KKR Upstream Associates LLC is the sole member of Independence Energy Aggregator GP LLC. KKR Group Assets Holdings III L.P. and KKR Financial Holdings LLC are the controlling members of KKR Upstream Associates LLC. KKR Group Assets III GP LLC is the general partner of KKR Group Assets Holdings III L.P. KKR Group Partnership L.P. is the sole member of each of KKR Group Assets III GP LLC and KKR Financial Holdings LLC. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR Group Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR & Co. Inc. is the sole shareholder of KKR Group Co. Inc. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.

F4 · ownership.nature: 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.

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September 13, 2022 Filed Sep 15, 2022 16:42 UTC Crescent Energy Co CRGY · Entity 3846 OtherClass B Common Stock 6,322,354 $0.00 $0.00
Disclosure

SEC source: 0000899243-22-031157 · doc4.xml · nonDerivative · entry 1

Independence Energy Aggregator L.P. · CIK 0001868340 · 10% owner

KKR Financial Holdings LLC · CIK 0001386926 · 10% owner

KKR Group Assets Holdings III L.P. · CIK 0001868946 · 10% owner

KKR Group Assets III GP LLC · CIK 0001868421 · 10% owner

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

Independence Energy Aggregator GP LLC · CIK 0001868377 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 81,831,695

F1 · security: Shares of Class B Common Stock of Crescent Energy Company (the "Issuer") have no economic rights but entitle its holder to one vote per share of Class B Common Stock on all matters to be voted on by shareholders generally.

F5 · kind: The terms of the Amended and Restated Limited Liability Company of Crescent Energy OpCo LLC ("OpCo") provide certain holders of units of OpCo ("OpCo LLC Units") with certain rights to cause OpCo to acquire all or a portion of the OpCo LLC Units (the "Redemption Right") for, at OpCo's election, (a) shares of Class A Common Stock of the Issuer at a redemption ratio of one share of Class A Common Stock for each OpCo LLC Unit redeemed, subject to conversion rate adjustments for any equity split, equity distribution, reclassification or other similar transaction, or (b) an equivalent amount of cash based on the trading price of a share of Class A Common Stock of the Issuer on the trading day that is immediately prior to the date of the redemption. In connection with any redemption of OpCo LLC Units pursuant to the Redemption Right, the corresponding number of shares of the Class B Common Stock will be cancelled.

F3 · ownership.nature: Reflects securities held by Independence Energy Aggregator L.P. Independence Energy Aggregator GP LLC is the general partner of Independence Energy Aggregator L.P. KKR Upstream Associates LLC is the sole member of Independence Energy Aggregator GP LLC. KKR Group Assets Holdings III L.P. and KKR Financial Holdings LLC are the controlling members of KKR Upstream Associates LLC. KKR Group Assets III GP LLC is the general partner of KKR Group Assets Holdings III L.P. KKR Group Partnership L.P. is the sole member of each of KKR Group Assets III GP LLC and KKR Financial Holdings LLC. KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR Group Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR & Co. Inc. is the sole shareholder of KKR Group Co. Inc. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.

F4 · ownership.nature: 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.

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July 12, 2021 Filed Jul 14, 2021 16:40 UTC Kimbell Royalty Partners, LP KRP · Entity 4535 SaleCommon units representing limited partner interests 63,906 $12.20 $779,653.20
Disclosure

SEC source: 0001140361-21-024339 · form4.xml · nonDerivative · entry 2

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

M&E Mineral Holdings LLC · CIK 0001747006 · 10% owner

TE DRILLING AGGREGATOR LLC · CIK 0001747005 · 10% owner

EIGF AGGREGATOR LLC · CIK 0001747007 · 10% owner

KKR Energy Income & Growth Fund I L.P. · CIK 0001586530 · 10% owner

KKR Energy Income & Growth Fund I-TE L.P. · CIK 0001586531 · 10% owner

KKR ASSOCIATES EIGF L.P. · CIK 0001746580 · 10% owner

KKR ASSOCIATES EIGF TE L.P. · CIK 0001746581 · 10% owner

KKR EIGF LLC · CIK 0001594071 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 202,170

F2 · ownership.nature: These securities are held by TE Drilling Aggregator LLC ("TE Drilling Aggregator"). KKR Energy Income and Growth Fund I-TE L.P. ("KKR Energy Income TE") is the sole member of TE Drilling Aggregator, and KKR Associates EIGF TE L.P. ("KKR Associates TE") is the general partner of KKR Energy Income TE.

F3 · ownership.nature: KKR EIGF LLC ("KKR EIGF") is the general partner of KKR Associates and the general partner of KKR Associates TE. KKR Upstream Associates LLC ("KKR Upstream Associates") is the sole member of KKR EIGF. KKR Group Partnership L.P. ("KKR Group Partnership") and KKR Upstream LLC ("KKR Upstream") are the members of KKR Upstream Associates. KKR Group Partnership is the sole member of KKR Upstream. KKR Group Holdings Corp. ("KKR Group Holdings") is the general partner of KKR Group Partnership. KKR & Co. Inc. ("KKR & Co.") is the sole shareholder of KKR Group Holdings. KKR Management LLP ("KKR Management") is the Class B shareholder of KKR & Co. Messrs. Kravis and Roberts are the founding partners of KKR Management.

F4 · ownership.nature: Each of the persons referred to in the above footnotes are collectively referred to herein as the "Reporting Persons." 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.

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July 12, 2021 Filed Jul 14, 2021 16:40 UTC Kimbell Royalty Partners, LP KRP · Entity 4535 SaleCommon units representing limited partner interests 936,094 $12.20 $11,420,346.80
Disclosure

SEC source: 0001140361-21-024339 · form4.xml · nonDerivative · entry 1

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

M&E Mineral Holdings LLC · CIK 0001747006 · 10% owner

TE DRILLING AGGREGATOR LLC · CIK 0001747005 · 10% owner

EIGF AGGREGATOR LLC · CIK 0001747007 · 10% owner

KKR Energy Income & Growth Fund I L.P. · CIK 0001586530 · 10% owner

KKR Energy Income & Growth Fund I-TE L.P. · CIK 0001586531 · 10% owner

KKR ASSOCIATES EIGF L.P. · CIK 0001746580 · 10% owner

KKR ASSOCIATES EIGF TE L.P. · CIK 0001746581 · 10% owner

KKR EIGF LLC · CIK 0001594071 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 2,961,389

F1 · ownership.nature: These securities are held by M&E Mineral Holdings LLC (f/k/a EIGF Aggregator III LLC) ("M&E Mineral Holdings"). EIGF Aggregator LLC ("EIGF Aggregator") is the managing member of M&E Mineral Holdings. KKR Energy Income and Growth Fund I L.P. ("KKR Energy Income") is the managing member of EIGF Aggregator. KKR Associates EIGF L.P. ("KKR Associates") is the general partner of KKR Energy Income.

F3 · ownership.nature: KKR EIGF LLC ("KKR EIGF") is the general partner of KKR Associates and the general partner of KKR Associates TE. KKR Upstream Associates LLC ("KKR Upstream Associates") is the sole member of KKR EIGF. KKR Group Partnership L.P. ("KKR Group Partnership") and KKR Upstream LLC ("KKR Upstream") are the members of KKR Upstream Associates. KKR Group Partnership is the sole member of KKR Upstream. KKR Group Holdings Corp. ("KKR Group Holdings") is the general partner of KKR Group Partnership. KKR & Co. Inc. ("KKR & Co.") is the sole shareholder of KKR Group Holdings. KKR Management LLP ("KKR Management") is the Class B shareholder of KKR & Co. Messrs. Kravis and Roberts are the founding partners of KKR Management.

F4 · ownership.nature: Each of the persons referred to in the above footnotes are collectively referred to herein as the "Reporting Persons." 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.

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January 28, 2020 Filed Jan 29, 2020 18:35 UTC Kimbell Royalty Partners, LP KRP · Entity 4535 ConversionOpCo Units · Derivative 266,076 $0.00 $0.00
Disclosure

SEC source: 0001140361-20-001760 · form4.xml · derivative · entry 10

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

EIGF AGGREGATOR III LLC · CIK 0001747006 · 10% owner

TE DRILLING AGGREGATOR LLC · CIK 0001747005 · 10% owner

EIGF AGGREGATOR LLC · CIK 0001747007 · 10% owner

KKR Energy Income & Growth Fund I L.P. · CIK 0001586530 · 10% owner

KKR Energy Income & Growth Fund I-TE L.P. · CIK 0001586531 · 10% owner

KKR ASSOCIATES EIGF L.P. · CIK 0001746580 · 10% owner

KKR ASSOCIATES EIGF TE L.P. · CIK 0001746581 · 10% owner

KKR EIGF LLC · CIK 0001594071 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 0

Underlying: Common units representing limited partner interests · 266,076 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: Pursuant to the terms of an Exchange Agreement, dated September 23, 2018, at the request of the holder, each limited liability company unit (an "OpCo Unit") of Kimbell Royalty Operating, LLC ("OpCo"), together with a Class B common unit (a "Class B Unit") of Kimbell Royalty Partners, LP (the "Issuer"), may be redeemed for, at OpCo's election, a newly-issued common unit representing a limited partner interest of the Issuer (a "Common Unit") or the Cash Amount (as defined therein). The OpCo Units do not expire.

F4 · kind: On January 27, 2020, TE Drilling Aggregator LLC ("TE Drilling Aggregator") requested that 47,929 OpCo Units and 47,929 Class B Units be redeemed, and OpCo elected to redeem such securities for an aggregate of 47,929 Common Units. On January 28, 2020, TE Drilling Aggregator requested that 266,076 OpCo Units and 266,076 Class B Units be redeemed, and OpCo elected to redeem such securities for an aggregate of 266,076 Common Units.

F1 · derivative.exercise_date: Pursuant to the terms of an Exchange Agreement, dated September 23, 2018, at the request of the holder, each limited liability company unit (an "OpCo Unit") of Kimbell Royalty Operating, LLC ("OpCo"), together with a Class B common unit (a "Class B Unit") of Kimbell Royalty Partners, LP (the "Issuer"), may be redeemed for, at OpCo's election, a newly-issued common unit representing a limited partner interest of the Issuer (a "Common Unit") or the Cash Amount (as defined therein). The OpCo Units do not expire.

F1 · derivative.expiration_date: Pursuant to the terms of an Exchange Agreement, dated September 23, 2018, at the request of the holder, each limited liability company unit (an "OpCo Unit") of Kimbell Royalty Operating, LLC ("OpCo"), together with a Class B common unit (a "Class B Unit") of Kimbell Royalty Partners, LP (the "Issuer"), may be redeemed for, at OpCo's election, a newly-issued common unit representing a limited partner interest of the Issuer (a "Common Unit") or the Cash Amount (as defined therein). The OpCo Units do not expire.

F5 · ownership.nature: These securities are held by TE Drilling Aggregator. KKR Energy Income and Growth Fund I-TE L.P. ("KKR Energy Income TE") is the sole member of TE Drilling Aggregator, and KKR Associates EIGF TE L.P. ("KKR Associates TE") is the general partner of KKR Energy Income TE.

F6 · ownership.nature: KKR EIGF LLC ("KKR EIGF") is the general partner of KKR Associates and the general partner of KKR Associates TE. KKR Upstream Associates LLC ("KKR Upstream Associates") is the sole member of KKR EIGF. KKR Group Partnership L.P. ("KKR Group Partnership") and KKR Upstream LLC ("KKR Upstream") are the members of KKR Upstream Associates. KKR Group Partnership is the sole member of KKR Upstream. KKR Group Holdings Corp. ("KKR Group Holdings") is the general partner of KKR Group Partnership. KKR & Co. Inc. ("KKR & Co.") is the sole shareholder of KKR Group Holdings. KKR Management LLP ("KKR Management") is the Class B shareholder of KKR & Co. Messrs. Kravis and Roberts are the founding partners of KKR Management.

F7 · ownership.nature: Each of the persons referred to in the above footnotes are collectively referred to herein as the "Reporting Persons." 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.

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January 28, 2020 Filed Jan 29, 2020 18:35 UTC Kimbell Royalty Partners, LP KRP · Entity 4535 ConversionOpCo Units · Derivative 3,897,483 $0.00 $0.00
Disclosure

SEC source: 0001140361-20-001760 · form4.xml · derivative · entry 9

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

EIGF AGGREGATOR III LLC · CIK 0001747006 · 10% owner

TE DRILLING AGGREGATOR LLC · CIK 0001747005 · 10% owner

EIGF AGGREGATOR LLC · CIK 0001747007 · 10% owner

KKR Energy Income & Growth Fund I L.P. · CIK 0001586530 · 10% owner

KKR Energy Income & Growth Fund I-TE L.P. · CIK 0001586531 · 10% owner

KKR ASSOCIATES EIGF L.P. · CIK 0001746580 · 10% owner

KKR ASSOCIATES EIGF TE L.P. · CIK 0001746581 · 10% owner

KKR EIGF LLC · CIK 0001594071 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 0

Underlying: Common units representing limited partner interests · 3,897,483 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: Pursuant to the terms of an Exchange Agreement, dated September 23, 2018, at the request of the holder, each limited liability company unit (an "OpCo Unit") of Kimbell Royalty Operating, LLC ("OpCo"), together with a Class B common unit (a "Class B Unit") of Kimbell Royalty Partners, LP (the "Issuer"), may be redeemed for, at OpCo's election, a newly-issued common unit representing a limited partner interest of the Issuer (a "Common Unit") or the Cash Amount (as defined therein). The OpCo Units do not expire.

F2 · kind: On January 27, 2020, EIGF Aggregator III LLC ("EIGF Aggregator III") requested that 702,071 OpCo Units and 702,071 Class B Units be redeemed, and OpCo elected to redeem such securities for an aggregate of 702,071 Common Units. On January 28, 2020, EIGF Aggregator III requested that 3,897,483 OpCo Units and 3,897,483 Class B Units be redeemed, and OpCo elected to redeem such securities for an aggregate of 3,897,483 Common Units.

F1 · derivative.exercise_date: Pursuant to the terms of an Exchange Agreement, dated September 23, 2018, at the request of the holder, each limited liability company unit (an "OpCo Unit") of Kimbell Royalty Operating, LLC ("OpCo"), together with a Class B common unit (a "Class B Unit") of Kimbell Royalty Partners, LP (the "Issuer"), may be redeemed for, at OpCo's election, a newly-issued common unit representing a limited partner interest of the Issuer (a "Common Unit") or the Cash Amount (as defined therein). The OpCo Units do not expire.

F1 · derivative.expiration_date: Pursuant to the terms of an Exchange Agreement, dated September 23, 2018, at the request of the holder, each limited liability company unit (an "OpCo Unit") of Kimbell Royalty Operating, LLC ("OpCo"), together with a Class B common unit (a "Class B Unit") of Kimbell Royalty Partners, LP (the "Issuer"), may be redeemed for, at OpCo's election, a newly-issued common unit representing a limited partner interest of the Issuer (a "Common Unit") or the Cash Amount (as defined therein). The OpCo Units do not expire.

F3 · ownership.nature: These securities are held by EIGF Aggregator III. EIGF Aggregator LLC ("EIGF Aggregator") is the managing member of EIGF Aggregator III. KKR Energy Income and Growth Fund I L.P. ("KKR Energy Income") is the managing member of EIGF Aggregator. KKR Associates EIGF L.P. ("KKR Associates") is the general partner of KKR Energy Income.

F6 · ownership.nature: KKR EIGF LLC ("KKR EIGF") is the general partner of KKR Associates and the general partner of KKR Associates TE. KKR Upstream Associates LLC ("KKR Upstream Associates") is the sole member of KKR EIGF. KKR Group Partnership L.P. ("KKR Group Partnership") and KKR Upstream LLC ("KKR Upstream") are the members of KKR Upstream Associates. KKR Group Partnership is the sole member of KKR Upstream. KKR Group Holdings Corp. ("KKR Group Holdings") is the general partner of KKR Group Partnership. KKR & Co. Inc. ("KKR & Co.") is the sole shareholder of KKR Group Holdings. KKR Management LLP ("KKR Management") is the Class B shareholder of KKR & Co. Messrs. Kravis and Roberts are the founding partners of KKR Management.

F7 · ownership.nature: Each of the persons referred to in the above footnotes are collectively referred to herein as the "Reporting Persons." 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.

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January 28, 2020 Filed Jan 29, 2020 18:35 UTC Kimbell Royalty Partners, LP KRP · Entity 4535 ConversionCommon units representing limited partner interests 266,076 Not disclosed Not disclosed
Disclosure

SEC source: 0001140361-20-001760 · form4.xml · nonDerivative · entry 6

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

EIGF AGGREGATOR III LLC · CIK 0001747006 · 10% owner

TE DRILLING AGGREGATOR LLC · CIK 0001747005 · 10% owner

EIGF AGGREGATOR LLC · CIK 0001747007 · 10% owner

KKR Energy Income & Growth Fund I L.P. · CIK 0001586530 · 10% owner

KKR Energy Income & Growth Fund I-TE L.P. · CIK 0001586531 · 10% owner

KKR ASSOCIATES EIGF L.P. · CIK 0001746580 · 10% owner

KKR ASSOCIATES EIGF TE L.P. · CIK 0001746581 · 10% owner

KKR EIGF LLC · CIK 0001594071 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 266,076

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: Pursuant to the terms of an Exchange Agreement, dated September 23, 2018, at the request of the holder, each limited liability company unit (an "OpCo Unit") of Kimbell Royalty Operating, LLC ("OpCo"), together with a Class B common unit (a "Class B Unit") of Kimbell Royalty Partners, LP (the "Issuer"), may be redeemed for, at OpCo's election, a newly-issued common unit representing a limited partner interest of the Issuer (a "Common Unit") or the Cash Amount (as defined therein). The OpCo Units do not expire.

F4 · kind: On January 27, 2020, TE Drilling Aggregator LLC ("TE Drilling Aggregator") requested that 47,929 OpCo Units and 47,929 Class B Units be redeemed, and OpCo elected to redeem such securities for an aggregate of 47,929 Common Units. On January 28, 2020, TE Drilling Aggregator requested that 266,076 OpCo Units and 266,076 Class B Units be redeemed, and OpCo elected to redeem such securities for an aggregate of 266,076 Common Units.

F1 · price: Pursuant to the terms of an Exchange Agreement, dated September 23, 2018, at the request of the holder, each limited liability company unit (an "OpCo Unit") of Kimbell Royalty Operating, LLC ("OpCo"), together with a Class B common unit (a "Class B Unit") of Kimbell Royalty Partners, LP (the "Issuer"), may be redeemed for, at OpCo's election, a newly-issued common unit representing a limited partner interest of the Issuer (a "Common Unit") or the Cash Amount (as defined therein). The OpCo Units do not expire.

F5 · ownership.nature: These securities are held by TE Drilling Aggregator. KKR Energy Income and Growth Fund I-TE L.P. ("KKR Energy Income TE") is the sole member of TE Drilling Aggregator, and KKR Associates EIGF TE L.P. ("KKR Associates TE") is the general partner of KKR Energy Income TE.

F6 · ownership.nature: KKR EIGF LLC ("KKR EIGF") is the general partner of KKR Associates and the general partner of KKR Associates TE. KKR Upstream Associates LLC ("KKR Upstream Associates") is the sole member of KKR EIGF. KKR Group Partnership L.P. ("KKR Group Partnership") and KKR Upstream LLC ("KKR Upstream") are the members of KKR Upstream Associates. KKR Group Partnership is the sole member of KKR Upstream. KKR Group Holdings Corp. ("KKR Group Holdings") is the general partner of KKR Group Partnership. KKR & Co. Inc. ("KKR & Co.") is the sole shareholder of KKR Group Holdings. KKR Management LLP ("KKR Management") is the Class B shareholder of KKR & Co. Messrs. Kravis and Roberts are the founding partners of KKR Management.

F7 · ownership.nature: Each of the persons referred to in the above footnotes are collectively referred to herein as the "Reporting Persons." 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.

Read SEC document
January 28, 2020 Filed Jan 29, 2020 18:35 UTC Kimbell Royalty Partners, LP KRP · Entity 4535 ConversionCommon units representing limited partner interests 3,897,483 Not disclosed Not disclosed
Disclosure

SEC source: 0001140361-20-001760 · form4.xml · nonDerivative · entry 5

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

EIGF AGGREGATOR III LLC · CIK 0001747006 · 10% owner

TE DRILLING AGGREGATOR LLC · CIK 0001747005 · 10% owner

EIGF AGGREGATOR LLC · CIK 0001747007 · 10% owner

KKR Energy Income & Growth Fund I L.P. · CIK 0001586530 · 10% owner

KKR Energy Income & Growth Fund I-TE L.P. · CIK 0001586531 · 10% owner

KKR ASSOCIATES EIGF L.P. · CIK 0001746580 · 10% owner

KKR ASSOCIATES EIGF TE L.P. · CIK 0001746581 · 10% owner

KKR EIGF LLC · CIK 0001594071 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 3,897,483

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: Pursuant to the terms of an Exchange Agreement, dated September 23, 2018, at the request of the holder, each limited liability company unit (an "OpCo Unit") of Kimbell Royalty Operating, LLC ("OpCo"), together with a Class B common unit (a "Class B Unit") of Kimbell Royalty Partners, LP (the "Issuer"), may be redeemed for, at OpCo's election, a newly-issued common unit representing a limited partner interest of the Issuer (a "Common Unit") or the Cash Amount (as defined therein). The OpCo Units do not expire.

F2 · kind: On January 27, 2020, EIGF Aggregator III LLC ("EIGF Aggregator III") requested that 702,071 OpCo Units and 702,071 Class B Units be redeemed, and OpCo elected to redeem such securities for an aggregate of 702,071 Common Units. On January 28, 2020, EIGF Aggregator III requested that 3,897,483 OpCo Units and 3,897,483 Class B Units be redeemed, and OpCo elected to redeem such securities for an aggregate of 3,897,483 Common Units.

F1 · price: Pursuant to the terms of an Exchange Agreement, dated September 23, 2018, at the request of the holder, each limited liability company unit (an "OpCo Unit") of Kimbell Royalty Operating, LLC ("OpCo"), together with a Class B common unit (a "Class B Unit") of Kimbell Royalty Partners, LP (the "Issuer"), may be redeemed for, at OpCo's election, a newly-issued common unit representing a limited partner interest of the Issuer (a "Common Unit") or the Cash Amount (as defined therein). The OpCo Units do not expire.

F3 · ownership.nature: These securities are held by EIGF Aggregator III. EIGF Aggregator LLC ("EIGF Aggregator") is the managing member of EIGF Aggregator III. KKR Energy Income and Growth Fund I L.P. ("KKR Energy Income") is the managing member of EIGF Aggregator. KKR Associates EIGF L.P. ("KKR Associates") is the general partner of KKR Energy Income.

F6 · ownership.nature: KKR EIGF LLC ("KKR EIGF") is the general partner of KKR Associates and the general partner of KKR Associates TE. KKR Upstream Associates LLC ("KKR Upstream Associates") is the sole member of KKR EIGF. KKR Group Partnership L.P. ("KKR Group Partnership") and KKR Upstream LLC ("KKR Upstream") are the members of KKR Upstream Associates. KKR Group Partnership is the sole member of KKR Upstream. KKR Group Holdings Corp. ("KKR Group Holdings") is the general partner of KKR Group Partnership. KKR & Co. Inc. ("KKR & Co.") is the sole shareholder of KKR Group Holdings. KKR Management LLP ("KKR Management") is the Class B shareholder of KKR & Co. Messrs. Kravis and Roberts are the founding partners of KKR Management.

F7 · ownership.nature: Each of the persons referred to in the above footnotes are collectively referred to herein as the "Reporting Persons." 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.

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January 28, 2020 Filed Jan 29, 2020 18:35 UTC Kimbell Royalty Partners, LP KRP · Entity 4535 SaleCommon units representing limited partner interests 47,929 $14.80 $709,469.02
Disclosure

SEC source: 0001140361-20-001760 · form4.xml · nonDerivative · entry 4

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

EIGF AGGREGATOR III LLC · CIK 0001747006 · 10% owner

TE DRILLING AGGREGATOR LLC · CIK 0001747005 · 10% owner

EIGF AGGREGATOR LLC · CIK 0001747007 · 10% owner

KKR Energy Income & Growth Fund I L.P. · CIK 0001586530 · 10% owner

KKR Energy Income & Growth Fund I-TE L.P. · CIK 0001586531 · 10% owner

KKR ASSOCIATES EIGF L.P. · CIK 0001746580 · 10% owner

KKR ASSOCIATES EIGF TE L.P. · CIK 0001746581 · 10% owner

KKR EIGF LLC · CIK 0001594071 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 0

F5 · ownership.nature: These securities are held by TE Drilling Aggregator. KKR Energy Income and Growth Fund I-TE L.P. ("KKR Energy Income TE") is the sole member of TE Drilling Aggregator, and KKR Associates EIGF TE L.P. ("KKR Associates TE") is the general partner of KKR Energy Income TE.

F6 · ownership.nature: KKR EIGF LLC ("KKR EIGF") is the general partner of KKR Associates and the general partner of KKR Associates TE. KKR Upstream Associates LLC ("KKR Upstream Associates") is the sole member of KKR EIGF. KKR Group Partnership L.P. ("KKR Group Partnership") and KKR Upstream LLC ("KKR Upstream") are the members of KKR Upstream Associates. KKR Group Partnership is the sole member of KKR Upstream. KKR Group Holdings Corp. ("KKR Group Holdings") is the general partner of KKR Group Partnership. KKR & Co. Inc. ("KKR & Co.") is the sole shareholder of KKR Group Holdings. KKR Management LLP ("KKR Management") is the Class B shareholder of KKR & Co. Messrs. Kravis and Roberts are the founding partners of KKR Management.

F7 · ownership.nature: Each of the persons referred to in the above footnotes are collectively referred to herein as the "Reporting Persons." 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.

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January 28, 2020 Filed Jan 29, 2020 18:35 UTC Kimbell Royalty Partners, LP KRP · Entity 4535 SaleCommon units representing limited partner interests 702,071 $14.80 $10,392,405.98
Disclosure

SEC source: 0001140361-20-001760 · form4.xml · nonDerivative · entry 3

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

EIGF AGGREGATOR III LLC · CIK 0001747006 · 10% owner

TE DRILLING AGGREGATOR LLC · CIK 0001747005 · 10% owner

EIGF AGGREGATOR LLC · CIK 0001747007 · 10% owner

KKR Energy Income & Growth Fund I L.P. · CIK 0001586530 · 10% owner

KKR Energy Income & Growth Fund I-TE L.P. · CIK 0001586531 · 10% owner

KKR ASSOCIATES EIGF L.P. · CIK 0001746580 · 10% owner

KKR ASSOCIATES EIGF TE L.P. · CIK 0001746581 · 10% owner

KKR EIGF LLC · CIK 0001594071 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 0

F3 · ownership.nature: These securities are held by EIGF Aggregator III. EIGF Aggregator LLC ("EIGF Aggregator") is the managing member of EIGF Aggregator III. KKR Energy Income and Growth Fund I L.P. ("KKR Energy Income") is the managing member of EIGF Aggregator. KKR Associates EIGF L.P. ("KKR Associates") is the general partner of KKR Energy Income.

F6 · ownership.nature: KKR EIGF LLC ("KKR EIGF") is the general partner of KKR Associates and the general partner of KKR Associates TE. KKR Upstream Associates LLC ("KKR Upstream Associates") is the sole member of KKR EIGF. KKR Group Partnership L.P. ("KKR Group Partnership") and KKR Upstream LLC ("KKR Upstream") are the members of KKR Upstream Associates. KKR Group Partnership is the sole member of KKR Upstream. KKR Group Holdings Corp. ("KKR Group Holdings") is the general partner of KKR Group Partnership. KKR & Co. Inc. ("KKR & Co.") is the sole shareholder of KKR Group Holdings. KKR Management LLP ("KKR Management") is the Class B shareholder of KKR & Co. Messrs. Kravis and Roberts are the founding partners of KKR Management.

F7 · ownership.nature: Each of the persons referred to in the above footnotes are collectively referred to herein as the "Reporting Persons." 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.

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January 27, 2020 Filed Jan 29, 2020 18:35 UTC Kimbell Royalty Partners, LP KRP · Entity 4535 ConversionOpCo Units · Derivative 47,929 $0.00 $0.00
Disclosure

SEC source: 0001140361-20-001760 · form4.xml · derivative · entry 8

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

EIGF AGGREGATOR III LLC · CIK 0001747006 · 10% owner

TE DRILLING AGGREGATOR LLC · CIK 0001747005 · 10% owner

EIGF AGGREGATOR LLC · CIK 0001747007 · 10% owner

KKR Energy Income & Growth Fund I L.P. · CIK 0001586530 · 10% owner

KKR Energy Income & Growth Fund I-TE L.P. · CIK 0001586531 · 10% owner

KKR ASSOCIATES EIGF L.P. · CIK 0001746580 · 10% owner

KKR ASSOCIATES EIGF TE L.P. · CIK 0001746581 · 10% owner

KKR EIGF LLC · CIK 0001594071 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 266,076

Underlying: Common units representing limited partner interests · 47,929 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: Pursuant to the terms of an Exchange Agreement, dated September 23, 2018, at the request of the holder, each limited liability company unit (an "OpCo Unit") of Kimbell Royalty Operating, LLC ("OpCo"), together with a Class B common unit (a "Class B Unit") of Kimbell Royalty Partners, LP (the "Issuer"), may be redeemed for, at OpCo's election, a newly-issued common unit representing a limited partner interest of the Issuer (a "Common Unit") or the Cash Amount (as defined therein). The OpCo Units do not expire.

F4 · kind: On January 27, 2020, TE Drilling Aggregator LLC ("TE Drilling Aggregator") requested that 47,929 OpCo Units and 47,929 Class B Units be redeemed, and OpCo elected to redeem such securities for an aggregate of 47,929 Common Units. On January 28, 2020, TE Drilling Aggregator requested that 266,076 OpCo Units and 266,076 Class B Units be redeemed, and OpCo elected to redeem such securities for an aggregate of 266,076 Common Units.

F1 · derivative.exercise_date: Pursuant to the terms of an Exchange Agreement, dated September 23, 2018, at the request of the holder, each limited liability company unit (an "OpCo Unit") of Kimbell Royalty Operating, LLC ("OpCo"), together with a Class B common unit (a "Class B Unit") of Kimbell Royalty Partners, LP (the "Issuer"), may be redeemed for, at OpCo's election, a newly-issued common unit representing a limited partner interest of the Issuer (a "Common Unit") or the Cash Amount (as defined therein). The OpCo Units do not expire.

F1 · derivative.expiration_date: Pursuant to the terms of an Exchange Agreement, dated September 23, 2018, at the request of the holder, each limited liability company unit (an "OpCo Unit") of Kimbell Royalty Operating, LLC ("OpCo"), together with a Class B common unit (a "Class B Unit") of Kimbell Royalty Partners, LP (the "Issuer"), may be redeemed for, at OpCo's election, a newly-issued common unit representing a limited partner interest of the Issuer (a "Common Unit") or the Cash Amount (as defined therein). The OpCo Units do not expire.

F5 · ownership.nature: These securities are held by TE Drilling Aggregator. KKR Energy Income and Growth Fund I-TE L.P. ("KKR Energy Income TE") is the sole member of TE Drilling Aggregator, and KKR Associates EIGF TE L.P. ("KKR Associates TE") is the general partner of KKR Energy Income TE.

F6 · ownership.nature: KKR EIGF LLC ("KKR EIGF") is the general partner of KKR Associates and the general partner of KKR Associates TE. KKR Upstream Associates LLC ("KKR Upstream Associates") is the sole member of KKR EIGF. KKR Group Partnership L.P. ("KKR Group Partnership") and KKR Upstream LLC ("KKR Upstream") are the members of KKR Upstream Associates. KKR Group Partnership is the sole member of KKR Upstream. KKR Group Holdings Corp. ("KKR Group Holdings") is the general partner of KKR Group Partnership. KKR & Co. Inc. ("KKR & Co.") is the sole shareholder of KKR Group Holdings. KKR Management LLP ("KKR Management") is the Class B shareholder of KKR & Co. Messrs. Kravis and Roberts are the founding partners of KKR Management.

F7 · ownership.nature: Each of the persons referred to in the above footnotes are collectively referred to herein as the "Reporting Persons." 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.

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January 27, 2020 Filed Jan 29, 2020 18:35 UTC Kimbell Royalty Partners, LP KRP · Entity 4535 ConversionOpCo Units · Derivative 702,071 $0.00 $0.00
Disclosure

SEC source: 0001140361-20-001760 · form4.xml · derivative · entry 7

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

EIGF AGGREGATOR III LLC · CIK 0001747006 · 10% owner

TE DRILLING AGGREGATOR LLC · CIK 0001747005 · 10% owner

EIGF AGGREGATOR LLC · CIK 0001747007 · 10% owner

KKR Energy Income & Growth Fund I L.P. · CIK 0001586530 · 10% owner

KKR Energy Income & Growth Fund I-TE L.P. · CIK 0001586531 · 10% owner

KKR ASSOCIATES EIGF L.P. · CIK 0001746580 · 10% owner

KKR ASSOCIATES EIGF TE L.P. · CIK 0001746581 · 10% owner

KKR EIGF LLC · CIK 0001594071 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 3,897,483

Underlying: Common units representing limited partner interests · 702,071 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: Pursuant to the terms of an Exchange Agreement, dated September 23, 2018, at the request of the holder, each limited liability company unit (an "OpCo Unit") of Kimbell Royalty Operating, LLC ("OpCo"), together with a Class B common unit (a "Class B Unit") of Kimbell Royalty Partners, LP (the "Issuer"), may be redeemed for, at OpCo's election, a newly-issued common unit representing a limited partner interest of the Issuer (a "Common Unit") or the Cash Amount (as defined therein). The OpCo Units do not expire.

F2 · kind: On January 27, 2020, EIGF Aggregator III LLC ("EIGF Aggregator III") requested that 702,071 OpCo Units and 702,071 Class B Units be redeemed, and OpCo elected to redeem such securities for an aggregate of 702,071 Common Units. On January 28, 2020, EIGF Aggregator III requested that 3,897,483 OpCo Units and 3,897,483 Class B Units be redeemed, and OpCo elected to redeem such securities for an aggregate of 3,897,483 Common Units.

F1 · derivative.exercise_date: Pursuant to the terms of an Exchange Agreement, dated September 23, 2018, at the request of the holder, each limited liability company unit (an "OpCo Unit") of Kimbell Royalty Operating, LLC ("OpCo"), together with a Class B common unit (a "Class B Unit") of Kimbell Royalty Partners, LP (the "Issuer"), may be redeemed for, at OpCo's election, a newly-issued common unit representing a limited partner interest of the Issuer (a "Common Unit") or the Cash Amount (as defined therein). The OpCo Units do not expire.

F1 · derivative.expiration_date: Pursuant to the terms of an Exchange Agreement, dated September 23, 2018, at the request of the holder, each limited liability company unit (an "OpCo Unit") of Kimbell Royalty Operating, LLC ("OpCo"), together with a Class B common unit (a "Class B Unit") of Kimbell Royalty Partners, LP (the "Issuer"), may be redeemed for, at OpCo's election, a newly-issued common unit representing a limited partner interest of the Issuer (a "Common Unit") or the Cash Amount (as defined therein). The OpCo Units do not expire.

F3 · ownership.nature: These securities are held by EIGF Aggregator III. EIGF Aggregator LLC ("EIGF Aggregator") is the managing member of EIGF Aggregator III. KKR Energy Income and Growth Fund I L.P. ("KKR Energy Income") is the managing member of EIGF Aggregator. KKR Associates EIGF L.P. ("KKR Associates") is the general partner of KKR Energy Income.

F6 · ownership.nature: KKR EIGF LLC ("KKR EIGF") is the general partner of KKR Associates and the general partner of KKR Associates TE. KKR Upstream Associates LLC ("KKR Upstream Associates") is the sole member of KKR EIGF. KKR Group Partnership L.P. ("KKR Group Partnership") and KKR Upstream LLC ("KKR Upstream") are the members of KKR Upstream Associates. KKR Group Partnership is the sole member of KKR Upstream. KKR Group Holdings Corp. ("KKR Group Holdings") is the general partner of KKR Group Partnership. KKR & Co. Inc. ("KKR & Co.") is the sole shareholder of KKR Group Holdings. KKR Management LLP ("KKR Management") is the Class B shareholder of KKR & Co. Messrs. Kravis and Roberts are the founding partners of KKR Management.

F7 · ownership.nature: Each of the persons referred to in the above footnotes are collectively referred to herein as the "Reporting Persons." 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.

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January 27, 2020 Filed Jan 29, 2020 18:35 UTC Kimbell Royalty Partners, LP KRP · Entity 4535 ConversionCommon units representing limited partner interests 47,929 Not disclosed Not disclosed
Disclosure

SEC source: 0001140361-20-001760 · form4.xml · nonDerivative · entry 2

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

EIGF AGGREGATOR III LLC · CIK 0001747006 · 10% owner

TE DRILLING AGGREGATOR LLC · CIK 0001747005 · 10% owner

EIGF AGGREGATOR LLC · CIK 0001747007 · 10% owner

KKR Energy Income & Growth Fund I L.P. · CIK 0001586530 · 10% owner

KKR Energy Income & Growth Fund I-TE L.P. · CIK 0001586531 · 10% owner

KKR ASSOCIATES EIGF L.P. · CIK 0001746580 · 10% owner

KKR ASSOCIATES EIGF TE L.P. · CIK 0001746581 · 10% owner

KKR EIGF LLC · CIK 0001594071 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 47,929

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: Pursuant to the terms of an Exchange Agreement, dated September 23, 2018, at the request of the holder, each limited liability company unit (an "OpCo Unit") of Kimbell Royalty Operating, LLC ("OpCo"), together with a Class B common unit (a "Class B Unit") of Kimbell Royalty Partners, LP (the "Issuer"), may be redeemed for, at OpCo's election, a newly-issued common unit representing a limited partner interest of the Issuer (a "Common Unit") or the Cash Amount (as defined therein). The OpCo Units do not expire.

F4 · kind: On January 27, 2020, TE Drilling Aggregator LLC ("TE Drilling Aggregator") requested that 47,929 OpCo Units and 47,929 Class B Units be redeemed, and OpCo elected to redeem such securities for an aggregate of 47,929 Common Units. On January 28, 2020, TE Drilling Aggregator requested that 266,076 OpCo Units and 266,076 Class B Units be redeemed, and OpCo elected to redeem such securities for an aggregate of 266,076 Common Units.

F1 · price: Pursuant to the terms of an Exchange Agreement, dated September 23, 2018, at the request of the holder, each limited liability company unit (an "OpCo Unit") of Kimbell Royalty Operating, LLC ("OpCo"), together with a Class B common unit (a "Class B Unit") of Kimbell Royalty Partners, LP (the "Issuer"), may be redeemed for, at OpCo's election, a newly-issued common unit representing a limited partner interest of the Issuer (a "Common Unit") or the Cash Amount (as defined therein). The OpCo Units do not expire.

F5 · ownership.nature: These securities are held by TE Drilling Aggregator. KKR Energy Income and Growth Fund I-TE L.P. ("KKR Energy Income TE") is the sole member of TE Drilling Aggregator, and KKR Associates EIGF TE L.P. ("KKR Associates TE") is the general partner of KKR Energy Income TE.

F6 · ownership.nature: KKR EIGF LLC ("KKR EIGF") is the general partner of KKR Associates and the general partner of KKR Associates TE. KKR Upstream Associates LLC ("KKR Upstream Associates") is the sole member of KKR EIGF. KKR Group Partnership L.P. ("KKR Group Partnership") and KKR Upstream LLC ("KKR Upstream") are the members of KKR Upstream Associates. KKR Group Partnership is the sole member of KKR Upstream. KKR Group Holdings Corp. ("KKR Group Holdings") is the general partner of KKR Group Partnership. KKR & Co. Inc. ("KKR & Co.") is the sole shareholder of KKR Group Holdings. KKR Management LLP ("KKR Management") is the Class B shareholder of KKR & Co. Messrs. Kravis and Roberts are the founding partners of KKR Management.

F7 · ownership.nature: Each of the persons referred to in the above footnotes are collectively referred to herein as the "Reporting Persons." 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.

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January 27, 2020 Filed Jan 29, 2020 18:35 UTC Kimbell Royalty Partners, LP KRP · Entity 4535 ConversionCommon units representing limited partner interests 702,071 Not disclosed Not disclosed
Disclosure

SEC source: 0001140361-20-001760 · form4.xml · nonDerivative · entry 1

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

EIGF AGGREGATOR III LLC · CIK 0001747006 · 10% owner

TE DRILLING AGGREGATOR LLC · CIK 0001747005 · 10% owner

EIGF AGGREGATOR LLC · CIK 0001747007 · 10% owner

KKR Energy Income & Growth Fund I L.P. · CIK 0001586530 · 10% owner

KKR Energy Income & Growth Fund I-TE L.P. · CIK 0001586531 · 10% owner

KKR ASSOCIATES EIGF L.P. · CIK 0001746580 · 10% owner

KKR ASSOCIATES EIGF TE L.P. · CIK 0001746581 · 10% owner

KKR EIGF LLC · CIK 0001594071 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 702,071

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: Pursuant to the terms of an Exchange Agreement, dated September 23, 2018, at the request of the holder, each limited liability company unit (an "OpCo Unit") of Kimbell Royalty Operating, LLC ("OpCo"), together with a Class B common unit (a "Class B Unit") of Kimbell Royalty Partners, LP (the "Issuer"), may be redeemed for, at OpCo's election, a newly-issued common unit representing a limited partner interest of the Issuer (a "Common Unit") or the Cash Amount (as defined therein). The OpCo Units do not expire.

F2 · kind: On January 27, 2020, EIGF Aggregator III LLC ("EIGF Aggregator III") requested that 702,071 OpCo Units and 702,071 Class B Units be redeemed, and OpCo elected to redeem such securities for an aggregate of 702,071 Common Units. On January 28, 2020, EIGF Aggregator III requested that 3,897,483 OpCo Units and 3,897,483 Class B Units be redeemed, and OpCo elected to redeem such securities for an aggregate of 3,897,483 Common Units.

F1 · price: Pursuant to the terms of an Exchange Agreement, dated September 23, 2018, at the request of the holder, each limited liability company unit (an "OpCo Unit") of Kimbell Royalty Operating, LLC ("OpCo"), together with a Class B common unit (a "Class B Unit") of Kimbell Royalty Partners, LP (the "Issuer"), may be redeemed for, at OpCo's election, a newly-issued common unit representing a limited partner interest of the Issuer (a "Common Unit") or the Cash Amount (as defined therein). The OpCo Units do not expire.

F3 · ownership.nature: These securities are held by EIGF Aggregator III. EIGF Aggregator LLC ("EIGF Aggregator") is the managing member of EIGF Aggregator III. KKR Energy Income and Growth Fund I L.P. ("KKR Energy Income") is the managing member of EIGF Aggregator. KKR Associates EIGF L.P. ("KKR Associates") is the general partner of KKR Energy Income.

F6 · ownership.nature: KKR EIGF LLC ("KKR EIGF") is the general partner of KKR Associates and the general partner of KKR Associates TE. KKR Upstream Associates LLC ("KKR Upstream Associates") is the sole member of KKR EIGF. KKR Group Partnership L.P. ("KKR Group Partnership") and KKR Upstream LLC ("KKR Upstream") are the members of KKR Upstream Associates. KKR Group Partnership is the sole member of KKR Upstream. KKR Group Holdings Corp. ("KKR Group Holdings") is the general partner of KKR Group Partnership. KKR & Co. Inc. ("KKR & Co.") is the sole shareholder of KKR Group Holdings. KKR Management LLP ("KKR Management") is the Class B shareholder of KKR & Co. Messrs. Kravis and Roberts are the founding partners of KKR Management.

F7 · ownership.nature: Each of the persons referred to in the above footnotes are collectively referred to herein as the "Reporting Persons." 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.

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September 23, 2018 Filed Sep 25, 2018 17:13 UTC Kimbell Royalty Partners, LP KRP · Entity 4535 OtherOpCo Units · Derivative 314,005 $0.00 $0.00
Disclosure

SEC source: 0001140361-18-039055 · form4.xml · derivative · entry 4

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

EIGF AGGREGATOR III LLC · CIK 0001747006 · 10% owner

TE DRILLING AGGREGATOR LLC · CIK 0001747005 · 10% owner

EIGF AGGREGATOR LLC · CIK 0001747007 · 10% owner

KKR Energy Income & Growth Fund I L.P. · CIK 0001586530 · 10% owner

KKR Energy Income & Growth Fund I-TE L.P. · CIK 0001586531 · 10% owner

KKR ASSOCIATES EIGF L.P. · CIK 0001746580 · 10% owner

KKR ASSOCIATES EIGF TE L.P. · CIK 0001746581 · 10% owner

KKR EIGF LLC · CIK 0001594071 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 314,005

Underlying: Common units representing limited partner interests · 314,005 shares

Expires not disclosed

F1 · derivative.exercise_price: Pursuant to the terms of a Recapitalization Agreement, dated July 24, 2018, the Reporting Persons exchanged all common units representing limited partner interests ("Common Units") of Kimbell Royalty Partners, LP (the "Issuer") owned on a one-for-one basis for "OpCo Units", which represent limited liability company units of Kimbell Royalty Operating, LLC, and an equal number of Class B common units ("Class B Units") of the Issuer. Pursuant to the terms of an Exchange Agreement, dated September 23, 2018, OpCo Units, together with an equal number of Class B Units, are exchangeable on a one-for-one basis for Common Units at the discretion of the holder.

F1 · kind: Pursuant to the terms of a Recapitalization Agreement, dated July 24, 2018, the Reporting Persons exchanged all common units representing limited partner interests ("Common Units") of Kimbell Royalty Partners, LP (the "Issuer") owned on a one-for-one basis for "OpCo Units", which represent limited liability company units of Kimbell Royalty Operating, LLC, and an equal number of Class B common units ("Class B Units") of the Issuer. Pursuant to the terms of an Exchange Agreement, dated September 23, 2018, OpCo Units, together with an equal number of Class B Units, are exchangeable on a one-for-one basis for Common Units at the discretion of the holder.

F1 · derivative.exercise_date: Pursuant to the terms of a Recapitalization Agreement, dated July 24, 2018, the Reporting Persons exchanged all common units representing limited partner interests ("Common Units") of Kimbell Royalty Partners, LP (the "Issuer") owned on a one-for-one basis for "OpCo Units", which represent limited liability company units of Kimbell Royalty Operating, LLC, and an equal number of Class B common units ("Class B Units") of the Issuer. Pursuant to the terms of an Exchange Agreement, dated September 23, 2018, OpCo Units, together with an equal number of Class B Units, are exchangeable on a one-for-one basis for Common Units at the discretion of the holder.

F1 · derivative.expiration_date: Pursuant to the terms of a Recapitalization Agreement, dated July 24, 2018, the Reporting Persons exchanged all common units representing limited partner interests ("Common Units") of Kimbell Royalty Partners, LP (the "Issuer") owned on a one-for-one basis for "OpCo Units", which represent limited liability company units of Kimbell Royalty Operating, LLC, and an equal number of Class B common units ("Class B Units") of the Issuer. Pursuant to the terms of an Exchange Agreement, dated September 23, 2018, OpCo Units, together with an equal number of Class B Units, are exchangeable on a one-for-one basis for Common Units at the discretion of the holder.

F1 · ownership.nature: Pursuant to the terms of a Recapitalization Agreement, dated July 24, 2018, the Reporting Persons exchanged all common units representing limited partner interests ("Common Units") of Kimbell Royalty Partners, LP (the "Issuer") owned on a one-for-one basis for "OpCo Units", which represent limited liability company units of Kimbell Royalty Operating, LLC, and an equal number of Class B common units ("Class B Units") of the Issuer. Pursuant to the terms of an Exchange Agreement, dated September 23, 2018, OpCo Units, together with an equal number of Class B Units, are exchangeable on a one-for-one basis for Common Units at the discretion of the holder.

F3 · ownership.nature: These securities are held by TE Drilling Aggregator LLC ("TE Drilling Aggregator"). KKR Energy Income and Growth Fund I-TE L.P. ("KKR Energy Income TE") is the sole member of TE Drilling Aggregator, and KKR Associates EIGF TE L.P. ("KKR Associates TE") is the general partner of KKR Energy Income TE.

F4 · ownership.nature: KKR EIGF LLC ("KKR EIGF") is the general partner of KKR Associates and the general partner of KKR Associates TE. KKR Upstream Associates LLC ("KKR Upstream Associates") is the sole member of KKR EIGF. KKR Fund Holdings L.P. ("KKR Fund Holdings") and KKR Upstream LLC ("KKR Upstream") are the members of KKR Upstream Associates and KKR Fund Holdings is the sole member of KKR Upstream. KKR Fund Holdings GP Limited ("KKR Fund Holdings GP") is a general partner of KKR Fund Holdings. KKR Group Holdings Corp. ("KKR Group Holdings") is the sole shareholder of KKR Fund Holdings GP and a general partner of KKR Fund Holdings. KKR & Co. Inc. ("KKR & Co.") is the sole shareholder of KKR Group Holdings. KKR Management LLC ("KKR Management") is the controlling shareholder of KKR & Co. Messrs. Kravis and Roberts are the designated members of KKR Management.

F5 · ownership.nature: 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.

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September 23, 2018 Filed Sep 25, 2018 17:13 UTC Kimbell Royalty Partners, LP KRP · Entity 4535 OtherOpCo Units · Derivative 4,599,554 $0.00 $0.00
Disclosure

SEC source: 0001140361-18-039055 · form4.xml · derivative · entry 3

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

EIGF AGGREGATOR III LLC · CIK 0001747006 · 10% owner

TE DRILLING AGGREGATOR LLC · CIK 0001747005 · 10% owner

EIGF AGGREGATOR LLC · CIK 0001747007 · 10% owner

KKR Energy Income & Growth Fund I L.P. · CIK 0001586530 · 10% owner

KKR Energy Income & Growth Fund I-TE L.P. · CIK 0001586531 · 10% owner

KKR ASSOCIATES EIGF L.P. · CIK 0001746580 · 10% owner

KKR ASSOCIATES EIGF TE L.P. · CIK 0001746581 · 10% owner

KKR EIGF LLC · CIK 0001594071 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 4,599,554

Underlying: Common units representing limited partner interests · 4,599,554 shares

Expires not disclosed

F1 · derivative.exercise_price: Pursuant to the terms of a Recapitalization Agreement, dated July 24, 2018, the Reporting Persons exchanged all common units representing limited partner interests ("Common Units") of Kimbell Royalty Partners, LP (the "Issuer") owned on a one-for-one basis for "OpCo Units", which represent limited liability company units of Kimbell Royalty Operating, LLC, and an equal number of Class B common units ("Class B Units") of the Issuer. Pursuant to the terms of an Exchange Agreement, dated September 23, 2018, OpCo Units, together with an equal number of Class B Units, are exchangeable on a one-for-one basis for Common Units at the discretion of the holder.

F1 · kind: Pursuant to the terms of a Recapitalization Agreement, dated July 24, 2018, the Reporting Persons exchanged all common units representing limited partner interests ("Common Units") of Kimbell Royalty Partners, LP (the "Issuer") owned on a one-for-one basis for "OpCo Units", which represent limited liability company units of Kimbell Royalty Operating, LLC, and an equal number of Class B common units ("Class B Units") of the Issuer. Pursuant to the terms of an Exchange Agreement, dated September 23, 2018, OpCo Units, together with an equal number of Class B Units, are exchangeable on a one-for-one basis for Common Units at the discretion of the holder.

F1 · derivative.exercise_date: Pursuant to the terms of a Recapitalization Agreement, dated July 24, 2018, the Reporting Persons exchanged all common units representing limited partner interests ("Common Units") of Kimbell Royalty Partners, LP (the "Issuer") owned on a one-for-one basis for "OpCo Units", which represent limited liability company units of Kimbell Royalty Operating, LLC, and an equal number of Class B common units ("Class B Units") of the Issuer. Pursuant to the terms of an Exchange Agreement, dated September 23, 2018, OpCo Units, together with an equal number of Class B Units, are exchangeable on a one-for-one basis for Common Units at the discretion of the holder.

F1 · derivative.expiration_date: Pursuant to the terms of a Recapitalization Agreement, dated July 24, 2018, the Reporting Persons exchanged all common units representing limited partner interests ("Common Units") of Kimbell Royalty Partners, LP (the "Issuer") owned on a one-for-one basis for "OpCo Units", which represent limited liability company units of Kimbell Royalty Operating, LLC, and an equal number of Class B common units ("Class B Units") of the Issuer. Pursuant to the terms of an Exchange Agreement, dated September 23, 2018, OpCo Units, together with an equal number of Class B Units, are exchangeable on a one-for-one basis for Common Units at the discretion of the holder.

F1 · ownership.nature: Pursuant to the terms of a Recapitalization Agreement, dated July 24, 2018, the Reporting Persons exchanged all common units representing limited partner interests ("Common Units") of Kimbell Royalty Partners, LP (the "Issuer") owned on a one-for-one basis for "OpCo Units", which represent limited liability company units of Kimbell Royalty Operating, LLC, and an equal number of Class B common units ("Class B Units") of the Issuer. Pursuant to the terms of an Exchange Agreement, dated September 23, 2018, OpCo Units, together with an equal number of Class B Units, are exchangeable on a one-for-one basis for Common Units at the discretion of the holder.

F2 · ownership.nature: These securities are held by EIGF Aggregator III LLC ("EIGF Aggregator III"). EIGF Aggregator LLC ("EIGF Aggregator") is the managing member of EIGF Aggregator III. KKR Energy Income and Growth Fund I L.P. ("KKR Energy Income") is the managing member of EIGF Aggregator. KKR Associates EIGF L.P. ("KKR Associates") is the general partner of KKR Energy Income.

F4 · ownership.nature: KKR EIGF LLC ("KKR EIGF") is the general partner of KKR Associates and the general partner of KKR Associates TE. KKR Upstream Associates LLC ("KKR Upstream Associates") is the sole member of KKR EIGF. KKR Fund Holdings L.P. ("KKR Fund Holdings") and KKR Upstream LLC ("KKR Upstream") are the members of KKR Upstream Associates and KKR Fund Holdings is the sole member of KKR Upstream. KKR Fund Holdings GP Limited ("KKR Fund Holdings GP") is a general partner of KKR Fund Holdings. KKR Group Holdings Corp. ("KKR Group Holdings") is the sole shareholder of KKR Fund Holdings GP and a general partner of KKR Fund Holdings. KKR & Co. Inc. ("KKR & Co.") is the sole shareholder of KKR Group Holdings. KKR Management LLC ("KKR Management") is the controlling shareholder of KKR & Co. Messrs. Kravis and Roberts are the designated members of KKR Management.

F5 · ownership.nature: 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.

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September 23, 2018 Filed Sep 25, 2018 17:13 UTC Kimbell Royalty Partners, LP KRP · Entity 4535 OtherCommon units representing limited partner interests 314,005 Not disclosed Not disclosed
Disclosure

SEC source: 0001140361-18-039055 · form4.xml · nonDerivative · entry 2

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

EIGF AGGREGATOR III LLC · CIK 0001747006 · 10% owner

TE DRILLING AGGREGATOR LLC · CIK 0001747005 · 10% owner

EIGF AGGREGATOR LLC · CIK 0001747007 · 10% owner

KKR Energy Income & Growth Fund I L.P. · CIK 0001586530 · 10% owner

KKR Energy Income & Growth Fund I-TE L.P. · CIK 0001586531 · 10% owner

KKR ASSOCIATES EIGF L.P. · CIK 0001746580 · 10% owner

KKR ASSOCIATES EIGF TE L.P. · CIK 0001746581 · 10% owner

KKR EIGF LLC · CIK 0001594071 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 0

F1 · kind: Pursuant to the terms of a Recapitalization Agreement, dated July 24, 2018, the Reporting Persons exchanged all common units representing limited partner interests ("Common Units") of Kimbell Royalty Partners, LP (the "Issuer") owned on a one-for-one basis for "OpCo Units", which represent limited liability company units of Kimbell Royalty Operating, LLC, and an equal number of Class B common units ("Class B Units") of the Issuer. Pursuant to the terms of an Exchange Agreement, dated September 23, 2018, OpCo Units, together with an equal number of Class B Units, are exchangeable on a one-for-one basis for Common Units at the discretion of the holder.

F1 · price: Pursuant to the terms of a Recapitalization Agreement, dated July 24, 2018, the Reporting Persons exchanged all common units representing limited partner interests ("Common Units") of Kimbell Royalty Partners, LP (the "Issuer") owned on a one-for-one basis for "OpCo Units", which represent limited liability company units of Kimbell Royalty Operating, LLC, and an equal number of Class B common units ("Class B Units") of the Issuer. Pursuant to the terms of an Exchange Agreement, dated September 23, 2018, OpCo Units, together with an equal number of Class B Units, are exchangeable on a one-for-one basis for Common Units at the discretion of the holder.

F1 · balance_after: Pursuant to the terms of a Recapitalization Agreement, dated July 24, 2018, the Reporting Persons exchanged all common units representing limited partner interests ("Common Units") of Kimbell Royalty Partners, LP (the "Issuer") owned on a one-for-one basis for "OpCo Units", which represent limited liability company units of Kimbell Royalty Operating, LLC, and an equal number of Class B common units ("Class B Units") of the Issuer. Pursuant to the terms of an Exchange Agreement, dated September 23, 2018, OpCo Units, together with an equal number of Class B Units, are exchangeable on a one-for-one basis for Common Units at the discretion of the holder.

F1 · ownership.nature: Pursuant to the terms of a Recapitalization Agreement, dated July 24, 2018, the Reporting Persons exchanged all common units representing limited partner interests ("Common Units") of Kimbell Royalty Partners, LP (the "Issuer") owned on a one-for-one basis for "OpCo Units", which represent limited liability company units of Kimbell Royalty Operating, LLC, and an equal number of Class B common units ("Class B Units") of the Issuer. Pursuant to the terms of an Exchange Agreement, dated September 23, 2018, OpCo Units, together with an equal number of Class B Units, are exchangeable on a one-for-one basis for Common Units at the discretion of the holder.

F3 · ownership.nature: These securities are held by TE Drilling Aggregator LLC ("TE Drilling Aggregator"). KKR Energy Income and Growth Fund I-TE L.P. ("KKR Energy Income TE") is the sole member of TE Drilling Aggregator, and KKR Associates EIGF TE L.P. ("KKR Associates TE") is the general partner of KKR Energy Income TE.

F4 · ownership.nature: KKR EIGF LLC ("KKR EIGF") is the general partner of KKR Associates and the general partner of KKR Associates TE. KKR Upstream Associates LLC ("KKR Upstream Associates") is the sole member of KKR EIGF. KKR Fund Holdings L.P. ("KKR Fund Holdings") and KKR Upstream LLC ("KKR Upstream") are the members of KKR Upstream Associates and KKR Fund Holdings is the sole member of KKR Upstream. KKR Fund Holdings GP Limited ("KKR Fund Holdings GP") is a general partner of KKR Fund Holdings. KKR Group Holdings Corp. ("KKR Group Holdings") is the sole shareholder of KKR Fund Holdings GP and a general partner of KKR Fund Holdings. KKR & Co. Inc. ("KKR & Co.") is the sole shareholder of KKR Group Holdings. KKR Management LLC ("KKR Management") is the controlling shareholder of KKR & Co. Messrs. Kravis and Roberts are the designated members of KKR Management.

F5 · ownership.nature: 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.

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September 23, 2018 Filed Sep 25, 2018 17:13 UTC Kimbell Royalty Partners, LP KRP · Entity 4535 OtherCommon units representing limited partner interests 4,599,554 Not disclosed Not disclosed
Disclosure

SEC source: 0001140361-18-039055 · form4.xml · nonDerivative · entry 1

KKR UPSTREAM ASSOCIATES LLC · CIK 0001746582 · 10% owner

EIGF AGGREGATOR III LLC · CIK 0001747006 · 10% owner

TE DRILLING AGGREGATOR LLC · CIK 0001747005 · 10% owner

EIGF AGGREGATOR LLC · CIK 0001747007 · 10% owner

KKR Energy Income & Growth Fund I L.P. · CIK 0001586530 · 10% owner

KKR Energy Income & Growth Fund I-TE L.P. · CIK 0001586531 · 10% owner

KKR ASSOCIATES EIGF L.P. · CIK 0001746580 · 10% owner

KKR ASSOCIATES EIGF TE L.P. · CIK 0001746581 · 10% owner

KKR EIGF LLC · CIK 0001594071 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnotes

Disclosed balance after: 0

F1 · kind: Pursuant to the terms of a Recapitalization Agreement, dated July 24, 2018, the Reporting Persons exchanged all common units representing limited partner interests ("Common Units") of Kimbell Royalty Partners, LP (the "Issuer") owned on a one-for-one basis for "OpCo Units", which represent limited liability company units of Kimbell Royalty Operating, LLC, and an equal number of Class B common units ("Class B Units") of the Issuer. Pursuant to the terms of an Exchange Agreement, dated September 23, 2018, OpCo Units, together with an equal number of Class B Units, are exchangeable on a one-for-one basis for Common Units at the discretion of the holder.

F1 · price: Pursuant to the terms of a Recapitalization Agreement, dated July 24, 2018, the Reporting Persons exchanged all common units representing limited partner interests ("Common Units") of Kimbell Royalty Partners, LP (the "Issuer") owned on a one-for-one basis for "OpCo Units", which represent limited liability company units of Kimbell Royalty Operating, LLC, and an equal number of Class B common units ("Class B Units") of the Issuer. Pursuant to the terms of an Exchange Agreement, dated September 23, 2018, OpCo Units, together with an equal number of Class B Units, are exchangeable on a one-for-one basis for Common Units at the discretion of the holder.

F1 · balance_after: Pursuant to the terms of a Recapitalization Agreement, dated July 24, 2018, the Reporting Persons exchanged all common units representing limited partner interests ("Common Units") of Kimbell Royalty Partners, LP (the "Issuer") owned on a one-for-one basis for "OpCo Units", which represent limited liability company units of Kimbell Royalty Operating, LLC, and an equal number of Class B common units ("Class B Units") of the Issuer. Pursuant to the terms of an Exchange Agreement, dated September 23, 2018, OpCo Units, together with an equal number of Class B Units, are exchangeable on a one-for-one basis for Common Units at the discretion of the holder.

F1 · ownership.nature: Pursuant to the terms of a Recapitalization Agreement, dated July 24, 2018, the Reporting Persons exchanged all common units representing limited partner interests ("Common Units") of Kimbell Royalty Partners, LP (the "Issuer") owned on a one-for-one basis for "OpCo Units", which represent limited liability company units of Kimbell Royalty Operating, LLC, and an equal number of Class B common units ("Class B Units") of the Issuer. Pursuant to the terms of an Exchange Agreement, dated September 23, 2018, OpCo Units, together with an equal number of Class B Units, are exchangeable on a one-for-one basis for Common Units at the discretion of the holder.

F2 · ownership.nature: These securities are held by EIGF Aggregator III LLC ("EIGF Aggregator III"). EIGF Aggregator LLC ("EIGF Aggregator") is the managing member of EIGF Aggregator III. KKR Energy Income and Growth Fund I L.P. ("KKR Energy Income") is the managing member of EIGF Aggregator. KKR Associates EIGF L.P. ("KKR Associates") is the general partner of KKR Energy Income.

F4 · ownership.nature: KKR EIGF LLC ("KKR EIGF") is the general partner of KKR Associates and the general partner of KKR Associates TE. KKR Upstream Associates LLC ("KKR Upstream Associates") is the sole member of KKR EIGF. KKR Fund Holdings L.P. ("KKR Fund Holdings") and KKR Upstream LLC ("KKR Upstream") are the members of KKR Upstream Associates and KKR Fund Holdings is the sole member of KKR Upstream. KKR Fund Holdings GP Limited ("KKR Fund Holdings GP") is a general partner of KKR Fund Holdings. KKR Group Holdings Corp. ("KKR Group Holdings") is the sole shareholder of KKR Fund Holdings GP and a general partner of KKR Fund Holdings. KKR & Co. Inc. ("KKR & Co.") is the sole shareholder of KKR Group Holdings. KKR Management LLC ("KKR Management") is the controlling shareholder of KKR & Co. Messrs. Kravis and Roberts are the designated members of KKR Management.

F5 · ownership.nature: 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.

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Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.