KKR & (KKR) risk factors, 2026 10-K

What changed since the prior 10-K

New

• NewRisks Related to Our Business

  may materially and adversely affect our business and financial results include negative impacts to us from any or all of the

  Investment performance, fundraising, capital-markets fees, insurance policyholder behavior, and financing or collateral costs could hurt results.

• NewRisks Related to Our Business

  premiums altogether, or surrender their policies, and

  Geopolitical events, sanctions, tariffs, export controls, and other protectionist measures could disrupt KKR’s global investments and capital flows.

• NewRisks Related to Our Business

  expand into new investment strategies or geographic markets, or enter into a new line of business, we will face numerous

  Entering new strategies, geographies, or businesses could create acquisition, integration, litigation, financing, and execution problems.

• NewRisks Related to Our Investment Activities

  impacts, business trends, and changes in consumer behavior related to climate change and technology; and

  Climate change and artificial intelligence could impair portfolio companies, while illiquid investments may not produce realizable value for long periods.

• NewRisks Related to Our Investment Activities

  time consuming to finance and execute, and it can be more difficult to manage or realize value from these types of

  Complex transactions can bring regulatory scrutiny, challenged tax structures, unknown liabilities, and higher costs across asset classes and jurisdictions.

• NewRisks Related to Our Investment Activities

  Our investments in real assets, such as real estate, infrastructure and energy, may subject us and our investment vehicles

  Real assets face environmental liability, disasters, climate-related losses, equipment failures, construction problems, and misconduct by third-party operators.

• NewRisks Related to Our Investment Activities

  financing on acceptable terms (including exposure under “bad boy” guarantees or similar arrangements); and

  Foreign investments expose KKR to country-specific political, tax, legal, currency, accounting, regulatory, and enforcement risks.

• NewRisks Related to Our Investment Activities

  investments in companies or assets established in the United States. These risks may include, in addition to more volatile or

  Emerging-market investments may face unstable politics, weaker bankruptcy and reporting systems, foreign-exchange volatility, and limited government oversight.

• NewRisks Related to Our Investment Activities

  As we have expanded and as we continue to grow and expand our businesses, we often confront potential conflicts of

  KKR’s expanding businesses increase conflicts over allocating opportunities among funds, affiliates, its balance sheet, and individual-investor products.

• NewRisks Related to Our Investment Activities

  were to become financially distressed; and

  Co-investments and continuation vehicles require subjective allocation decisions that investors or regulators could challenge as conflicted or noncompliant.

• NewRisks Related to our Insurance Activities

  downgrades or changes in outlook to the financial strength ratings of Global Atlantic’s insurance subsidiaries, could have a

  Downgrades or weaker outlooks for Global Atlantic subsidiaries could restrict distribution, new policies, liquidity, pricing, and trigger collateral or termination rights.

• NewRisks Related to Our Organizational Structure

  report, certain provisions in our certificate of incorporation and bylaws may discourage, delay or prevent a merger or

  KKR’s charter and bylaws may deter favorable acquisitions through preferred-stock authority and advance-notice or ownership-related restrictions.

• NewRisks Related to Our Organizational Structure

  any class of stock then outstanding to vote such stock without the consent of our board of directors; and

Dropped

• DroppedRisks Related to Our Business

  Difficult market and economic conditions can, and periodically do, materially and adversely affect KKR

  Broad market and economic conditions affecting investment management, insurance operations, and financial results.

• DroppedRisks Related to Our Business

  Geopolitical developments and other local and global events outside of our control can materially and adversely impact KKR

  General geopolitical and local or global events affecting KKR’s worldwide businesses.

• DroppedRisks Related to Our Business

  Natural disasters and catastrophes could materially and adversely affect KKR

  Natural disasters, public-health crises, and extreme weather disrupting operations and investments.

• DroppedRisks Related to Our Business

  We have significant liquidity requirements, and adverse market and economic conditions may adversely affect our sources of liquidity, which could materially and adversely affect KKR

  Liquidity needs, debt obligations, policyholder payments, and reduced funding sources during adverse markets.

• DroppedRisks Related to Our Business

  AUM, referred to as perpetual capital, is subject to material reduction, including through withdrawal, redemption or dividends, and termination

  Reduction, withdrawal, redemption, or termination of perpetual-capital assets under management.

• DroppedRisks Related to Our Business

  Many parts of our earnings and cash flow are highly variable due to the nature of our business

  Quarter-to-quarter earnings and cash-flow volatility from valuations, returns, carried interest, and fees.

• DroppedRisks Related to Our Business

  The "clawback" provisions in the agreements governing our carry-paying funds may give rise to a contingent obligation that may require us to return or contribute significant amounts to our funds and fund investors

  Potential clawback obligations requiring KKR to return carried-interest distributions to funds or investors.

• DroppedRisks Related to Our Business

  Our inability to raise additional or successor funds, to raise funds with as favorable terms or comparable size as existing or predecessor funds, or to raise capital for other investment vehicles could materially and adversely affect KKR

  Failure to raise successor funds or insurance capital on comparable size or favorable terms.

• DroppedRisks Related to Our Business

  The investment management and insurance businesses are intensely competitive

  Competition for investors, investment opportunities, and insurance business.

• DroppedRisks Related to Our Business

  We are subject to focus by some of our fund investors, stockholders, regulators and other stakeholders on environmental, social and governance matters

  Investor, stockholder, regulator, and stakeholder scrutiny of environmental, social, and governance matters.

• DroppedRisks Related to Our Business

  Changes in relevant tax laws, regulations or treaties or an adverse interpretation of these items by tax authorities could adversely impact our effective tax rate and tax liability

  Changes or adverse interpretations of tax laws, regulations, or treaties affecting tax rates and liabilities.

• DroppedRisks Related to Our Business

  Additionally, foreign, state and local governments may enact laws that could result in further changes to foreign, state and local taxation and materially affect us in jurisdictions in which we or our portfolio companies operate

  Tax-law changes affecting carried interest and employee recruitment, retention, and incentives.

• DroppedRisks Related to Our Business

  We depend on the efforts, skills, reputations, business contacts, and conduct of our employees and our ability to retain our employees and to recruit prospective employees

• DroppedRisks Related to Our Business

  We rely significantly on third-party service providers and other intermediaries, which exposes us to operational, reputational and other risks that could materially and adversely affect KKR

• DroppedRisks Related to Our Business

  The inability to recover assets from the prime broker or custodian could have a material adverse impact on the performance of our investment vehicles and our financial results

• DroppedRisks Related to Our Business

  Cybersecurity failures and data security breaches may disrupt or have a material adverse impact on our businesses, operations and investments

• DroppedRisks Related to Our Business

  Artificial intelligence could increase competitive, operational, legal and regulatory risks to our businesses in ways that we cannot predict

• DroppedRisks Related to Our Business

  Rapidly developing and changing global privacy and data laws and regulations could further increase compliance costs and subject us to enforcement risks and reputational damage

• DroppedRisks Related to Our Business

  including obligations to protect and safeguard consumers’ nonpublic personal information and records, and limits the ability to share and reuse such information

• DroppedRisks Related to Our Business

  We may expand into new investment strategies, geographic markets and businesses and new types of investors or seek to expand our business or change our strategic focus with new strategic initiatives, which may result in additional risks and uncertainties in our businesses

• DroppedRisks Related to Our Business

  Our liquidity, business, results of operations and financial condition could be materially and adversely affected if we fail to manage our balance sheet commitments

• DroppedRisks Related to Our Business

  Extensive regulation of our businesses affects our activities and creates the potential for significant liabilities and penalties, which could materially and adversely affect KKR

• DroppedRisks Related to Our Business

  Certain Recent and Potential Regulatory Developments

• DroppedRisks Related to Our Business

  between the DOJ and us related to the accuracy and completeness of certain filings made by KKR pursuant to the premerger notification requirements under the HSR Act for certain transactions in 2021 and 2022

• DroppedRisks Related to Our Business

  Current Alternative Asset Manager Legal and Regulatory Environment

• DroppedRisks Related to Our Business

  Other Financial Markets Regulation

• DroppedRisks Related to Our Business

  Portfolio Company Legal and Regulatory Environment

• DroppedRisks Related to Our Business

  Anti-corruption, economic sanctions, trade controls, and foreign direct investment laws

• DroppedRisks Related to Our Business

  We face significant harm as a result of legal claims, litigations, investigations, and negative publicity

• DroppedRisks Related to Our Business

  Certain types of investment vehicles, especially those offered to individual investors, may subject us to a variety of risks, including new and greater levels of public and regulatory scrutiny, regulation, risk of litigation and reputational risk, which could materially and adversely affect us

• DroppedRisks Related to Our Business

  Our capital markets activities expose us to material risks

• DroppedRisks Related to Our Business

  Risk management activities may not be effective and, consequently, may adversely affect us

• DroppedRisks Related to Our Business

  limit the exposure to a market development that is so generally anticipated that a hedging or other derivative transaction cannot be entered into at an acceptable price

• DroppedRisks Related to Our Investment Activities

  Future results of our investments may be different than, and may not achieve the levels of, any of our historical returns

• DroppedRisks Related to Our Investment Activities

  Our valuation methodologies for certain assets can be subjective, and the fair value of assets established pursuant to such subjective methodologies is uncertain and may never be realized

• DroppedRisks Related to Our Investment Activities

  Various market and economic conditions and events outside of our control that are difficult to quantify or predict may have a significant impact on the valuation of our investments and, therefore, on our financial results

• DroppedRisks Related to Our Investment Activities

  Our investment activities have significant liquidity requirements, and changes in debt or equity markets may materially and adversely affect our investment activities

• DroppedRisks Related to Our Investment Activities

  Dependence on significant leverage in our investments could adversely affect our ability to achieve attractive rates of return on those investments

• DroppedRisks Related to Our Investment Activities

  Various exposures to, and investments in, the securities of leveraged companies or companies that are experiencing significant financial or business difficulties involve significant risks

• DroppedRisks Related to Our Investment Activities

  Our equity investments and some of our debt investments rank junior to investments made by others, exposing us to greater risk of losing our investment

• DroppedRisks Related to Our Investment Activities

  The due diligence process that we undertake in connection with our investments may not reveal all facts that may be relevant in connection with an investment

• DroppedRisks Related to Our Investment Activities

  We often pursue investment opportunities that involve unique business, regulatory, legal, tax or other complexities, including complexities arising from the large size of our investment or from a lack of control over the investment, which involves significant risks

• DroppedRisks Related to Our Investment Activities

  which the investment is made may make business, financial or management decisions with which we do not agree, or that the majority stakeholders or the management of the company may take risks or otherwise act in a manner that does not serve our interests

• DroppedRisks Related to Our Investment Activities

  We make investments that are highly concentrated by type of issuer, geographic region, asset types, or otherwise

• DroppedRisks Related to Our Investment Activities

  Many of our investments are illiquid, and we may fail to realize any profits from our investments for a considerable period of time or lose some or all of the capital invested

• DroppedRisks Related to Our Investment Activities

  time. Moreover, with respect to investments that we hold directly, we may determine that we may be required to sell these investments alongside our funds’ investments at such times

• DroppedRisks Related to Our Investment Activities

  Our investments in real assets such as real estate, infrastructure and energy may expose us to increased risks and liabilities

• DroppedRisks Related to Our Investment Activities

  For example, investments in real assets may, among other things, involve the following risks

• DroppedRisks Related to Our Investment Activities

  Our growth equity strategy invests in emerging and less established companies that are heavily dependent on new technologies where success is less certain

• DroppedRisks Related to Our Investment Activities

  Third-party investors in our investment vehicles with commitment-based structures may not satisfy their contractual obligation to fund capital calls when requested by us, which could adversely affect an investment vehicle's operations and performance

• DroppedRisks Related to Our Investment Activities

  Our business activities may give rise to a conflict of interest with our clients

• DroppedRisks Related to Our Investment Activities

  Investors in certain of our investment vehicles are entitled to redeem their investments in these vehicles on a periodic basis, and certain of our investment advisory agreements may be terminated with minimal notice

• DroppedRisks Related to Our Investment Activities

  Our stakes in our hedge fund partnerships subject us to numerous additional risks

• DroppedRisks Related to our Insurance Activities

  Our plans for Global Atlantic may not achieve their intended benefits, and certain challenges, costs or expenses may outweigh such intended benefits

• DroppedRisks Related to our Insurance Activities

  Volatile market and economic conditions, including sustained periods of low interest rates, a sustained increase in interest rates and other interest rate fluctuations, may adversely affect our insurance business

• DroppedRisks Related to our Insurance Activities

  Our insurance business relies on third parties to distribute its insurance products, and any disruption with our third-party distribution network could have a material adverse effect on us

• DroppedRisks Related to our Insurance Activities

  We may be required to accelerate the amortization of deferred revenues and expenses, including DAC and VOBA

• DroppedRisks Related to our Insurance Activities

  Differences between Global Atlantic's policyholder behavior estimates, reserve assumptions and actual claims experience, in particular with respect to the timing and magnitude of claims and surrenders, may adversely affect KKR

• DroppedRisks Related to our Insurance Activities

  Estimates used in the preparation of financial statements and models for insurance products may differ materially from actual experience as these determinations involve a significant degree of judgment

• DroppedRisks Related to our Insurance Activities

  Global Atlantic's growth strategy includes reinsurance of insurance obligations written by unaffiliated insurance companies, and its ability to both consummate and realize the anticipated financial benefits from reinsurance transactions is uncertain

• DroppedRisks Related to our Insurance Activities

  Global Atlantic's actual or perceived financial strength impacts its ability to sell its products, and a downgrade in Global Atlantic's ratings or in the ratings of its insurance subsidiaries could materially and adversely affect Global Atlantic's ability to compete, raise equity or issue debt

• DroppedRisks Related to our Insurance Activities

  Global Atlantic faces risks associated with business it reinsures and business it cedes to reinsurers, which could cause a material adverse effect on us

• DroppedRisks Related to our Insurance Activities

  Changes in accounting standards could adversely impact our insurance business

• DroppedRisks Related to our Insurance Activities

  Global Atlantic may experience volatility in its net income under GAAP due to its funds withheld and modified coinsurance transactions

• DroppedRisks Related to our Insurance Activities

  Global Atlantic holds a significant portion of its reinsurance assets in trust, which may restrict Global Atlantic's ability to invest those assets and also may permit the ceding company to withdraw those assets from the trust in certain circumstances

• DroppedRisks Related to our Insurance Activities

  Certain of Global Atlantic's reinsurance agreements contain triggers that permit the reinsurance client to recapture some or all of the reinsured portfolio, which, if triggered, may have a material adverse effect on us

• DroppedRisks Related to our Insurance Activities

  The determination of the amount of impairments and allowances for credit losses recognized on Global Atlantic's investments is highly subjective and could materially affect us

• DroppedRisks Related to our Insurance Activities

  Global Atlantic's membership in Federal Home Loan Banks subjects Global Atlantic to potential liquidity and other risks

• DroppedRisks Related to our Insurance Activities

  From time to time, Global Atlantic participates in repurchase and reverse repurchase transactions that subject Global Atlantic to liquidity risks

• DroppedRisks Related to our Insurance Activities

  Changes in relevant tax laws, regulations or treaties or an adverse interpretation of these items by tax authorities could adversely impact our insurance business

• DroppedRisks Related to our Insurance Activities

  the IRS were to successfully challenge the tax treatment of these transactions, or if legislation were enacted, or administrative guidance promulgated, that altered the expected tax treatment of such transactions, we could be materially and adversely affected

• DroppedRisks Related to our Insurance Activities

  Global Atlantic's businesses are heavily regulated across numerous jurisdictions and changes in regulation could reduce the profitability of our insurance business

• DroppedRisks Related to our Insurance Activities

  If our relationships, or our reputation with, various regulatory authorities were to deteriorate, we could be materially and adversely affected, including by making it more difficult, or impossible, for Global Atlantic to obtain necessary consents and approvals

• DroppedRisks Related to our Insurance Activities

  Our Bermuda insurance subsidiaries are subject to regulation by the BMA that may restrict their operations, and we cannot guarantee that insurance supervisors in the United States or elsewhere will not in the future assert that our Bermuda insurance subsidiaries are subject to additional licensing requirements

• DroppedRisks Related to our Insurance Activities

  The BMA continues to consider further revisions to the Bermuda capital ratio, called BSCR, and may propose further updates to certain aspects of the EBS Framework. Any such updates may materially increase the capital our Bermuda insurance subsidiaries must hold

• DroppedRisks Related to our Insurance Activities

  Global Atlantic may not be able to mitigate the reserve strain associated with statutory accounting rules, potentially resulting in a negative impact on Global Atlantic's capital position or in a need to increase prices or reduce sales of certain insurance products

• DroppedRisks Related to Our Organizational Structure

  The Series I preferred stockholder’s significant voting power limits the ability of holders of our common stock to influence our business, and conflicts of interest may arise among the Series I preferred stockholder and the holders of our common stock

• DroppedRisks Related to Our Organizational Structure

  The Series I preferred stockholder has significant voting power, which limits the ability of holders of our common stock to influence our business. Our Co-Executive Chairmen, when acting together, jointly control the Series I preferred stockholder and thereby the vote of the Series I preferred stock held by it

• DroppedRisks Related to Our Organizational Structure

  The vote of our Series I preferred stock will determine the outcome of all matters that are not listed below as being subject to a vote by our common stock

• DroppedRisks Related to Our Organizational Structure

  As a result, conflicts of interest may arise among the Series I preferred stockholder and its controlling persons, on the one hand, and us and the holders of our common stock, on the other hand

• DroppedRisks Related to Our Organizational Structure

  As a “controlled company,” we qualify for some exemptions from the corporate governance and other requirements of the NYSE and are not required to comply with certain provisions of U.S. securities laws

• DroppedRisks Related to Our Organizational Structure

  Our certificate of incorporation states that the Series I preferred stockholder is under no obligation to consider the separate interests of the other stockholders and contains provisions limiting the liability of the Series I preferred stockholder

• DroppedRisks Related to Our Organizational Structure

  The provision of our certificate of incorporation requiring exclusive venue in the state and federal courts located in the State of Delaware or federal district courts of the United States for certain types of lawsuits may have the effect of discouraging lawsuits against us and our directors, officers and stockholders

• DroppedRisks Related to Our Organizational Structure

  An investment in our common stock is not an investment in any of our investment vehicles, insurance companies or other businesses operated by our subsidiaries, and the assets and revenues of our investment vehicles are not directly available to us

• DroppedRisks Related to Our Organizational Structure

  Our common stock price may decline due to the large number of shares eligible for future sale, and issued or issuable pursuant to our equity incentive plans or as consideration in acquisitions

• DroppedRisks Related to Our Organizational Structure

  Incentive Plans that are settled in cash instead of shares of common stock. We may issue and sell shares of our common stock in the future for similar purposes or for any other purpose we deem to be appropriate

• DroppedRisks Related to Our Organizational Structure

  Future issuances of preferred stock may cause the price of our common stock to decline, which may negatively impact our common stockholders

• DroppedRisks Related to Our Organizational Structure

  Our certificate of incorporation provides us with a right to acquire all of the then outstanding shares of common stock under specified circumstances, which may adversely affect the price of our common stock and the ability of holders of our common stock to participate in further growth in our stock price

• DroppedRisks Related to Our Organizational Structure

  We intend to pay periodic dividends to the holders of our common stock, but our ability to do so may be limited by our holding company structure, contractual restrictions, our cash flow from operations and available liquidity

• DroppedRisks Related to Our Organizational Structure

  We will be required to pay certain principals for most of the benefits relating to our use of tax attributes we receive from historical exchanges of our common stock for KKR Group Partnership Units

• DroppedRisks Related to Our Organizational Structure

  If we were deemed to be an "investment company" subject to regulation under the Investment Company Act, applicable restrictions could make it impractical for us to continue our business as contemplated and could have a material adverse effect on our business

• DroppedRisks Related to Our Organizational Structure

  We may from time to time undertake reorganizations that may adversely impact us

• DroppedRisks Related to Our Organizational Structure

  Anti-takeover provisions in our organizational documents could delay or prevent a change of control

All 13 risk factors

Headings as the filing states them, in filing order.

About this page

Item 1A of the 10-K on EDGAR was split into its risk factors and, where the company's previous 10-K is on file, each heading was matched to last year's and the text compared word for word. The headings are the filing's own. The one-line readings and the overview were written by a language model from the text of the new, dropped, and rewritten risks; they refer to risks by position and cannot misquote a heading.