| FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
(Country) | 2. Date of Event Requiring Statement
(Month/Day/Year) 03/31/2026 | 3. Issuer Name and Ticker or Trading Symbol
Klarna Group plc [ KLAR ] | |||||||||||||||
| 3a. Foreign Trading Symbol
| 5. If Amendment, Date of Original Filed
(Month/Day/Year) | ||||||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
| 6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
|---|---|---|---|
| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Klarna Grou plc Ordinary Shares | 78,310(1) | D | |
| Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
|---|---|---|---|---|---|---|---|
| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Larkan SPV Warrants L10:1 | 09/01/2028 | 11/30/2028 | Klarna Group plc ordinary shares | 17,796 | $2,295.11(2)(3) | D | |
| Klarna Group plc Options | 09/11/2026 | 03/11/2031 | Klarna Group plc Ordinary Shares | 9,135 | $40(4) | D | |
| Explanation of Responses: |
| 1. In addition to the ordinary shares reported in this Form 3, the reporting person beneficially owns a number of the Klarna Group plcs (the Issuer) Class B shares. Each Class B share is entitled to 10 votes per share. Class B shares are not transferable and are not exchangeable for or convertible into ordinary shares. Following certain transfers of interests in ordinary shares by holders of Class B shares or their affiliates, an equivalent number of Class B shares will automatically convert into deferred shares, which have no voting rights, are non-transferable and have no economic value. In addition, the Class B shares automatically convert into deferred shares in certain other circumstances as specified in the Issuer's organizational documents. |
| 2. Represents a fully vested warrant to acquire 1,483 shares of Larkan X AB, a direct subsidiary of the Issuer. Each underlying share of Larkan X AB is convertible into approximately twelve Shares based on a formula set forth in the applicable award agreement, resulting in 17,796 Shares being subject to the warrant, that is vesting annually for a period of four years in equal installments, beginning on the first anniversary of the grant date. |
| 3. This is SEK |
| 4. Represents an option to acquire Shares that vest in four equal annual installments starting from the first anniversary of the grant date. |
| Boudien Moerman, as attorney-in-fact | 03/31/2026 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||
| * Form 3: SEC 1473 (03-26) | ||