• Live Feeds
    • Press Releases
    • Insider Trading
    • FDA Approvals
    • Analyst Ratings
    • Insider Trading
    • SEC filings
    • Market insights
  • Analyst Ratings
  • Alerts
  • Subscriptions
  • Settings
  • RSS Feeds
Quantisnow Logo
  • Live Feeds
    • Press Releases
    • Insider Trading
    • FDA Approvals
    • Analyst Ratings
    • Insider Trading
    • SEC filings
    • Market insights
  • Analyst Ratings
  • Alerts
  • Subscriptions
  • Settings
  • RSS Feeds
Dashboard
    Quantisnow Logo

    © 2025 quantisnow.com
    Democratizing insights since 2022

    Services
    Live news feedsRSS FeedsAlerts
    Company
    AboutQuantisnow PlusContactJobs
    Legal
    Terms of usePrivacy policyCookie policy

    SEC Form SC 13D/A filed by FS KKR Capital Corp. (Amendment)

    10/6/23 7:45:19 AM ET
    $FSK
    Investment Managers
    Finance
    Get the next $FSK alert in real time by email
    SC 13D/A 1 ef20011994_sc13da.htm SC 13D/A

    UNITED STATES
    SECURITIES AND EXCHANGE COMMISSION
    Washington, D.C. 20549

    SCHEDULE 13D
    Under the Securities Exchange Act of 1934
    (Amendment No. 2)*



    FS KKR Capital Corp.
    (Name of Issuer)

    Common stock, $0.001 par value
    (Title of Class of Securities)

    302635206
    (CUSIP Number)

    Noah Greenhill, Esq.
    KKR Credit Advisors (US) LLC
    30 Hudson Yards
    New York, NY 10001
    (212) 750-8300

    (Name, Address and Telephone Number of Person
    Authorized to Receive Notices and Communications)

    October 4, 2023
    (Date of Event Which Requires Filing of this Statement)

    If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box ☐.

    Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.

    * The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

    The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).



    CUSIP No. 302635206
    1
    NAMES OF REPORTING PERSONS
     
     
    KKR FSK Aggregator (UNLEV) L.P.
     
     
     
     
    2
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    (a)
    ☐
     
    (b)
    ☐
     
     
    3
    SEC USE ONLY
     
     
     
     
     
     
     
    4
    SOURCE OF FUNDS (SEE INSTRUCTIONS)
     
     
    OO
     
     
     
     
    5
    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
     
    ☐
     
     
     
     
     
    6
    CITIZENSHIP OR PLACE OF ORGANIZATION
     
     
    Delaware
     
     
     
     
    NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
    7
    SOLE VOTING POWER
     
     
    11,797,265
     
     
     
     
    8
    SHARED VOTING POWER
     
     
    0
     
     
     
     
    9
    SOLE DISPOSITIVE POWER
     
     
    11,797,265
     
     
     
     
    10
    SHARED DISPOSITIVE POWER
     
     
    0
     
     
     
     
    11
    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
     
    11,797,265
     
     
     
     
    12
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
     
    ☐
     
     
     
     
     
    13
    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     
     
    4.2%
     
     
     
     
    14
    TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
     
     
    PN
     
     
     
     

    2

    CUSIP No. 302635206
    1
    NAMES OF REPORTING PERSONS
     
     
    KKR FSK II Aggregator (UNLEV) L.P.
     
     
     
     
    2
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    (a)
    ☐
     
    (b)
    ☐
     
     
    3
    SEC USE ONLY
     
     
     
     
     
     
     
    4
    SOURCE OF FUNDS (SEE INSTRUCTIONS)
     
     
    OO
     
     
     
     
    5
    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
     
    ☐
     
     
     
     
     
    6
    CITIZENSHIP OR PLACE OF ORGANIZATION
     
     
    Delaware
     
     
     
     
    NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
    7
    SOLE VOTING POWER
     
     
    4,046,909
     
     
     
     
    8
    SHARED VOTING POWER
     
     
    0
     
     
     
     
    9
    SOLE DISPOSITIVE POWER
     
     
    4,046,909
     
     
     
     
    10
    SHARED DISPOSITIVE POWER
     
     
    0
     
     
     
     
    11
    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
     
    4,046,909
     
     
     
     
    12
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
     
    ☐
     
     
     
     
     
    13
    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     
     
    1.4%
     
     
     
     
    14
    TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
     
     
    PN
     
     
     
     

    3

    CUSIP No. 302635206
    1
    NAMES OF REPORTING PERSONS
     
     
    KKR Alternative Assets L.P.
     
     
     
     
    2
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    (a)
    ☐
     
    (b)
    ☐
     
     
    3
    SEC USE ONLY
     
     
     
     
     
     
     
    4
    SOURCE OF FUNDS (SEE INSTRUCTIONS)
     
     
    OO
     
     
     
     
    5
    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
     
    ☐
     
     
     
     
     
    6
    CITIZENSHIP OR PLACE OF ORGANIZATION
     
     
    Delaware
     
     
     
     
    NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
    7
    SOLE VOTING POWER
     
     
    980,587
     
     
     
     
    8
    SHARED VOTING POWER
     
     
    0
     
     
     
     
    9
    SOLE DISPOSITIVE POWER
     
     
    980,587
     
     
     
     
    10
    SHARED DISPOSITIVE POWER
     
     
    0
     
     
     
     
    11
    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
     
    980,587
     
     
     
     
    12
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
     
    ☐
     
     
     
     
     
    13
    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     
     
    0.4%
     
     
     
     
    14
    TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
     
     
    PN
     
     
     
     

    4

    CUSIP No. 302635206
    1
    NAMES OF REPORTING PERSONS
     
     
    KKR FSK Aggregator (UNLEV) GP LLC
     
     
     
     
    2
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    (a)
    ☐
     
    (b)
    ☐
     
     
    3
    SEC USE ONLY
     
     
     
     
     
     
     
    4
    SOURCE OF FUNDS (SEE INSTRUCTIONS)
     
     
    OO
     
     
     
     
    5
    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
     
    ☐
     
     
     
     
     
    6
    CITIZENSHIP OR PLACE OF ORGANIZATION
     
     
    Delaware
     
     
     
     
    NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
    7
    SOLE VOTING POWER
     
     
    15,844,174
     
     
     
     
    8
    SHARED VOTING POWER
     
     
    0
     
     
     
     
    9
    SOLE DISPOSITIVE POWER
     
     
    15,844,174
     
     
     
     
    10
    SHARED DISPOSITIVE POWER
     
     
    0
     
     
     
     
    11
    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
     
    15,844,174
     
     
     
     
    12
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
     
    ☐

     
     
     
     
    13
    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     
     
    5.7%
     
     
     
     
    14
    TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
     
     
    OO
     
     
     
     
     
    5

    CUSIP No. 302635206
    1
    NAMES OF REPORTING PERSONS
     
     
    KKR Financial Holdings LLC
     
     
     
     
    2
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    (a)
    ☐
     
    (b)
    ☐
     
     
    3
    SEC USE ONLY
     
     
     
     
     
     
     
    4
    SOURCE OF FUNDS (SEE INSTRUCTIONS)
     
     
    OO
     
     
     
     
    5
    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
     
    ☐
     
     
     
     
     
    6
    CITIZENSHIP OR PLACE OF ORGANIZATION
     
     
    Delaware
     
     
     
     
    NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
    7
    SOLE VOTING POWER
     
     
    15,844,174
     
     
     
     
    8
    SHARED VOTING POWER
     
     
    0
     
     
     
     
    9
    SOLE DISPOSITIVE POWER
     
     
    15,844,174
     
     
     
     
    10
    SHARED DISPOSITIVE POWER
     
     
    0
     
     
     
     
    11
    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
     
    15,844,174
     
     
     
     
    12
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
     
    ☐
     
     
     
     
     
    13
    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     
     
    5.7%
     
     
     
     
    14
    TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
     
     
    OO
     
     
     
     

    6

    CUSIP No. 302635206
    1
    NAMES OF REPORTING PERSONS
     
     
    KKR Credit Advisors (US) LLC
     
     
     
     
    2
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    (a)
    ☐
     
    (b)
    ☐
     
     
    3
    SEC USE ONLY
     
     
     
     
     
     
     
    4
    SOURCE OF FUNDS (SEE INSTRUCTIONS)
     
     
    OO
     
     
     
     
    5
    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
     
    ☐
     
     
     
     
     
    6
    CITIZENSHIP OR PLACE OF ORGANIZATION
     
     
    Delaware
     
     
     
     
    NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
    7
    SOLE VOTING POWER
     
     
    15,844,174
     
     
     
     
    8
    SHARED VOTING POWER
     
     
    0
     
     
     
     
    9
    SOLE DISPOSITIVE POWER
     
     
    15,844,174
     
     
     
     
    10
    SHARED DISPOSITIVE POWER
     
     
    0
     
     
     
     
    11
    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
     
    15,844,174
     
     
     
     
    12
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
     
    ☐
     
     
     
     
     
    13
    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     
     
    5.7%
     
     
     
     
    14
    TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
     
     
    IA
     
     
     
     

    7

    CUSIP No. 302635206
    1
    NAMES OF REPORTING PERSONS
     
     
    Kohlberg Kravis Roberts & Co. L.P.
     
     
     
     
    2
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    (a)
    ☐
     
    (b)
    ☐
     
     
    3
    SEC USE ONLY
     
     
     
     
     
     
     
    4
    SOURCE OF FUNDS (SEE INSTRUCTIONS)
     
     
    OO
     
     
     
     
    5
    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
     
    ☐
     
     
     
     
     
    6
    CITIZENSHIP OR PLACE OF ORGANIZATION
     
     
    Delaware
     
     
     
     
    NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
    7
    SOLE VOTING POWER
     
     
    15,844,174
     
     
     
     
    8
    SHARED VOTING POWER
     
     
    0
     
     
     
     
    9
    SOLE DISPOSITIVE POWER
     
     
    15,844,174
     
     
     
     
    10
    SHARED DISPOSITIVE POWER
     
     
    0
     
     
     
     
    11
    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
     
    15,844,174
     
     
     
     
    12
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
     
    ☐
     
     
     
     
     
    13
    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     
     
    5.7%
     
     
     
     
    14
    TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
     
     
    PN
     
     
     
     

    8

    CUSIP No. 302635206
    1
    NAMES OF REPORTING PERSONS
     
     
    KKR & Co. GP LLC
     
     
     
     
    2
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    (a)
    ☐
     
    (b)
    ☐
     
     
    3
    SEC USE ONLY
     
     
     
     
     
     
     
    4
    SOURCE OF FUNDS (SEE INSTRUCTIONS)
     
     
    OO
     
     
     
     
    5
    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
     
    ☐
     
     
     
     
     
    6
    CITIZENSHIP OR PLACE OF ORGANIZATION
     
     
    Delaware
     
     
     
     
    NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
    7
    SOLE VOTING POWER
     
     
    15,844,174
     
     
     
     
    8
    SHARED VOTING POWER
     
     
    0
     
     
     
     
    9
    SOLE DISPOSITIVE POWER
     
     
    15,844,174
     
     
     
     
    10
    SHARED DISPOSITIVE POWER
     
     
    0
     
     
     
     
    11
    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
     
    15,844,174
     
     
     
     
    12
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
     
    ☐
     
     
     
     
     
    13
    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     
     
    5.7%
     
     
     
     
    14
    TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
     
     
    OO
     
     
     
     

    9

    CUSIP No. 302635206
    1
    NAMES OF REPORTING PERSONS
     
     
    KKR Holdco LLC
     
     
     
     
    2
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    (a)
    ☐
     
    (b)
    ☐
     
     
    3
    SEC USE ONLY
     
     
     
     
     
     
     
    4
    SOURCE OF FUNDS (SEE INSTRUCTIONS)
     
     
    OO
     
     
     
     
    5
    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
     
    ☐
     
     
     
     
     
    6
    CITIZENSHIP OR PLACE OF ORGANIZATION
     
     
    Delaware
     
     
     
     
    NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
    7
    SOLE VOTING POWER
     
     
    15,844,174
     
     
     
     
    8
    SHARED VOTING POWER
     
     
    0
     
     
     
     
    9
    SOLE DISPOSITIVE POWER
     
     
    15,844,174
     
     
     
     
    10
    SHARED DISPOSITIVE POWER
     
     
    0
     
     
     
     
    11
    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
     
    15,844,174
     
     
     
     
    12
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
     
    ☐
     
     
     
     
     
    13
    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     
     
    5.7%
     
     
     
     
    14
    TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
     
     
    OO
     
     
     
     

    10

    CUSIP No. 302635206
    1
    NAMES OF REPORTING PERSONS
     
     
    KKR Alternative Assets Limited
     
     
     
     
    2
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    (a)
    ☐
     
    (b)
    ☐
     
     
    3
    SEC USE ONLY
     
     
     
     
     
     
     
    4
    SOURCE OF FUNDS (SEE INSTRUCTIONS)
     
     
    OO
     
     
     
     
    5
    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
     
    ☐
     
     
     
     
     
    6
    CITIZENSHIP OR PLACE OF ORGANIZATION
     
     
    Cayman Islands
     
     
     
     
    NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
    7
    SOLE VOTING POWER
     
     
    980,587
     
     
     
     
    8
    SHARED VOTING POWER
     
     
    0
     
     
     
     
    9
    SOLE DISPOSITIVE POWER
     
     
    980,587
     
     
     
     
    10
    SHARED DISPOSITIVE POWER
     
     
    0
     
     
     
     
    11
    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
     
    980,587
     
     
     
     
    12
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
     
    ☐
     
     
     
     
     
    13
    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     
     
    0.4%
     
     
     
     
    14
    TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
     
     
    CO
     
     
     
     

    11

    CUSIP No. 302635206
    1
    NAMES OF REPORTING PERSONS
     
     
    KKR Group Assets Holdings II L.P.
     
     
     
     
    2
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    (a)
    ☐
     
    (b)
    ☐
     
     
    3
    SEC USE ONLY
     
     
     
     
     
     
     
    4
    SOURCE OF FUNDS (SEE INSTRUCTIONS)
     
     
    OO
     
     
     
     
    5
    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
     
    ☐
     
     
     
     
     
    6
    CITIZENSHIP OR PLACE OF ORGANIZATION
     
     
    Delaware
     
     
     
     
    NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
    7
    SOLE VOTING POWER
     
     
    980,587
     
     
     
     
    8
    SHARED VOTING POWER
     
     
    0
     
     
     
     
    9
    SOLE DISPOSITIVE POWER
     
     
    980,587
     
     
     
     
    10
    SHARED DISPOSITIVE POWER
     
     
    0
     
     
     
     
    11
    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
     
    980,587
     
     
     
     
    12
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
     
    ☐
     
     
     
     
     
    13
    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     
     
    0.4%
     
     
     
     
    14
    TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
     
     
    PN
     
     
     
     

    12

    CUSIP No. 302635206
    1
    NAMES OF REPORTING PERSONS
     
     
    KKR Group Assets II GP LLC
     
     
     
     
    2
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    (a)
    ☐
     
    (b)
    ☐
     
     
    3
    SEC USE ONLY
     
     
     
     
     
     
     
    4
    SOURCE OF FUNDS (SEE INSTRUCTIONS)
     
     
    OO
     
     
     
     
    5
    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
     
    ☐
     
     
     
     
     
    6
    CITIZENSHIP OR PLACE OF ORGANIZATION
     
     
    Delaware
     
     
     
     
    NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
    7
    SOLE VOTING POWER
     
     
    980,587
     
     
     
     
    8
    SHARED VOTING POWER
     
     
    0
     
     
     
     
    9
    SOLE DISPOSITIVE POWER
     
     
    980,587
     
     
     
     
    10
    SHARED DISPOSITIVE POWER
     
     
    0
     
     
     
     
    11
    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
     
    980,587
     
     
     
     
    12
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
     
    ☐
     
     
     
     
     
    13
    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     
     
    0.4%
     
     
     
     
    14
    TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
     
     
    OO
     
     
     
     

    13

    CUSIP No. 302635206
    1
    NAMES OF REPORTING PERSONS
     
     
    KKR Group Partnership L.P.
     
     
     
     
    2
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    (a)
    ☐
     
    (b)
    ☐
     
     
    3
    SEC USE ONLY
     
     
     
     
     
     
     
    4
    SOURCE OF FUNDS (SEE INSTRUCTIONS)
     
     
    OO
     
     
     
     
    5
    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
     
    ☐
     
     
     
     
     
    6
    CITIZENSHIP OR PLACE OF ORGANIZATION
     
     
    Cayman Islands
     
     
     
     
    NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
    7
    SOLE VOTING POWER
     
     
    16,824,761
     
     
     
     
    8
    SHARED VOTING POWER
     
     
    0
     
     
     
     
    9
    SOLE DISPOSITIVE POWER
     
     
    16,824,761
     
     
     
     
    10
    SHARED DISPOSITIVE POWER
     
     
    0
     
     
     
     
    11
    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
     
    16,824,761
     
     
     
     
    12
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
     
    ☐
     
     
     
     
     
    13
    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     
     
    6.0%
     
     
     
     
    14
    TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
     
     
    PN
     
     
     
     

    14

    CUSIP No. 302635206
    1
    NAMES OF REPORTING PERSONS
     
     
    KKR Group Holdings Corp.
     
     
     
     
    2
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    (a)
    ☐
     
    (b)
    ☐
     
     
    3
    SEC USE ONLY
     
     
     
     
     
     
     
    4
    SOURCE OF FUNDS (SEE INSTRUCTIONS)
     
     
    OO
     
     
     
     
    5
    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
     
    ☐
     
     
     
     
     
    6
    CITIZENSHIP OR PLACE OF ORGANIZATION
     
     
    Delaware
     
     
     
     
    NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
    7
    SOLE VOTING POWER
     
     
    16,824,761
     
     
     
     
    8
    SHARED VOTING POWER
     
     
    0
     
     
     
     
    9
    SOLE DISPOSITIVE POWER
     
     
    16,824,761
     
     
     
     
    10
    SHARED DISPOSITIVE POWER
     
     
    0
     
     
     
     
    11
    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
     
    16,824,761
     
     
     
     
    12
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
     
    ☐
     
     
     
     
     
    13
    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     
     
    6.0%
     
     
     
     
    14
    TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
     
     
    CO
     
     
     
     

    15

    CUSIP No. 302635206
    1
    NAMES OF REPORTING PERSONS
     
     
    KKR Group Co. Inc.
     
     
     
     
    2
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    (a)
    ☐
     
    (b)
    ☐
     
     
    3
    SEC USE ONLY
     
     
     
     
     
     
     
    4
    SOURCE OF FUNDS (SEE INSTRUCTIONS)
     
     
    OO
     
     
     
     
    5
    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
     
    ☐
     
     
     
     
     
    6
    CITIZENSHIP OR PLACE OF ORGANIZATION
     
     
    Delaware
     
     
     
     
    NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
    7
    SOLE VOTING POWER
     
     
    16,824,761
     
     
     
     
    8
    SHARED VOTING POWER
     
     
    0
     
     
     
     
    9
    SOLE DISPOSITIVE POWER
     
     
    16,824,761
     
     
     
     
    10
    SHARED DISPOSITIVE POWER
     
     
    0
     
     
     
     
    11
    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
     
    16,824,761
     
     
     
     
    12
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
     
    ☐
     
     
     
     
     
    13
    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     
     
    6.0%
     
     
     
     
    14
    TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
     
     
    CO
     
     
     
     

    16

    CUSIP No. 302635206
    1
    NAMES OF REPORTING PERSONS
     
     
    KKR & Co. Inc.
     
     
     
     
    2
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    (a)
    ☐
     
    (b)
    ☐
     
     
    3
    SEC USE ONLY
     
     
     
     
     
     
     
    4
    SOURCE OF FUNDS (SEE INSTRUCTIONS)
     
     
    OO
     
     
     
     
    5
    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
     
    ☐
     
     
     
     
     
    6
    CITIZENSHIP OR PLACE OF ORGANIZATION
     
     
    Delaware
     
     
     
     
    NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
    7
    SOLE VOTING POWER
     
     
    16,824,761
     
     
     
     
    8
    SHARED VOTING POWER
     
     
    0
     
     
     
     
    9
    SOLE DISPOSITIVE POWER
     
     
    16,824,761
     
     
     
     
    10
    SHARED DISPOSITIVE POWER
     
     
    0
     
     
     
     
    11
    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
     
    16,824,761
     
     
     
     
    12
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
     
    ☐
     
     
     
     
     
    13
    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     
     
    6.0%
     
     
     
     
    14
    TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
     
     
    CO
     
     
     
     

    17

    CUSIP No. 302635206
    1
    NAMES OF REPORTING PERSONS
     
     
    KKR Management LLP
     
     
     
     
    2
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    (a)
    ☐
     
    (b)
    ☐
     
     
    3
    SEC USE ONLY
     
     
     
     
     
     
     
    4
    SOURCE OF FUNDS (SEE INSTRUCTIONS)
     
     
    OO
     
     
     
     
    5
    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
     
    ☐
     
     
     
     
     
    6
    CITIZENSHIP OR PLACE OF ORGANIZATION
     
     
    Delaware
     
     
     
     
    NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
    7
    SOLE VOTING POWER
     
     
    16,824,761
     
     
     
     
    8
    SHARED VOTING POWER
     
     
    0
     
     
     
     
    9
    SOLE DISPOSITIVE POWER
     
     
    16,824,761
     
     
     
     
    10
    SHARED DISPOSITIVE POWER
     
     
    0
     
     
     
     
    11
    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
     
    16,824,761
     
     
     
     
    12
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
     
    ☐
     
     
     
     
     
    13
    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     
     
    6.0%
     
     
     
     
    14
    TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
     
     
    PN
     
     
     
     
     
    18

    CUSIP No. 302635206
    1
    NAMES OF REPORTING PERSONS
     
     
    Henry R. Kravis
     
     
     
     
    2
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    (a)
    ☐
     
    (b)
    ☐
     
     
    3
    SEC USE ONLY
     
     
     
     
     
     
     
    4
    SOURCE OF FUNDS (SEE INSTRUCTIONS)
     
     
    OO
     
     
     
     
    5
    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
     
    ☐
     
     
     
     
     
    6
    CITIZENSHIP OR PLACE OF ORGANIZATION
     
     
    United States
     
     
     
     
    NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
    7
    SOLE VOTING POWER
     
     
    0
     
     
     
     
    8
    SHARED VOTING POWER
     
     
    16,824,761
     
     
     
     
    9
    SOLE DISPOSITIVE POWER
     
     
    0
     
     
     
     
    10
    SHARED DISPOSITIVE POWER
     
     
    16,824,761
     
     
     
     
    11
    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
     
    16,824,761
     
     
     
     
    12
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
     
    ☐
     
     
     
     
     
    13
    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     
     
    6.0%
     
     
     
     
    14
    TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
     
     
    IN
     
     
     
     

    19

    CUSIP No. 302635206
    1
    NAMES OF REPORTING PERSONS
     
     
    George R. Roberts
     
     
     
     
    2
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    (a)
    ☐
     
    (b)
    ☐
     
     
    3
    SEC USE ONLY
     
     
     
     
     
     
     
    4
    SOURCE OF FUNDS (SEE INSTRUCTIONS)
     
     
    OO
     
     
     
     
    5
    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
     
    ☐
     
     
     
     
     
    6
    CITIZENSHIP OR PLACE OF ORGANIZATION
     
     
    United States
     
     
     
     
    NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
    7
    SOLE VOTING POWER
     
     
    0
     
     
     
     
    8
    SHARED VOTING POWER
     
     
    16,824,761
     
     
     
     
    9
    SOLE DISPOSITIVE POWER
     
     
    0
     
     
     
     
    10
    SHARED DISPOSITIVE POWER
     
     
    16,824,761
     
     
     
     
    11
    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
     
    16,824,761
     
     
     
     
    12
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
     
    ☐
     
     
     
     
     
    13
    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     
     
    6.0%
     
     
     
     
    14
    TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
     
     
    IN
     
     
     
     
     
    20

    Explanatory Note

    This Amendment No. 2 (“Amendment No. 2”) amends and supplements the Statement on Schedule 13D filed on February 16, 2022, as amended by Amendment No. 1 filed on September 13, 2022 (as amended, the “Schedule 13D”) relating to shares of common stock, $0.001 par value per share (the “Common Stock”), of FS KKR Capital Corp., a Maryland corporation (the “Issuer”). The Issuer’s principal executive offices are located at 201 Rouse Boulevard, Philadelphia, Pennsylvania 19112.

    Except as specifically provided herein, this Amendment No. 2 does not modify any of the information previously reported in the Schedule 13D. Capitalized terms used but not defined in this Amendment No. 2 shall have the same meanings herein as ascribed to such terms in the Schedule 13D.
     
    Item 2.
    Identity and Background.

    Items 2 (b)-(e) of the Schedule 13D are hereby amended and restated as follows:

    As of the date hereof, KKR FSK Aggregator (UNLEV) L.P. directly holds 11,797,265 shares of Common Stock of the Issuer, KKR FSK II Aggregator (UNLEV) L.P. directly holds 4,046,909 shares of Common Stock of the Issuer and KKR Alternative Assets L.P. directly holds 980,587 shares of Common Stock of the Issuer.

    KKR FSK Aggregator (UNLEV) GP LLC is the general partner of KKR FSK Aggregator (UNLEV) L.P. and KKR FSK II Aggregator (UNLEV) L.P. KKR Financial Holdings LLC is the sole member of KKR FSK Aggregator (UNLEV) GP LLC. KKR Credit Advisors (US) LLC acts as an investment advisor to KKR FSK Aggregator (UNLEV) L.P. and  KKR FSK II Aggregator (UNLEV) L.P. Kohlberg Kravis Roberts & Co. L.P. is the holder of all of the outstanding equity interests in KKR Credit Advisors (US) LLC. KKR & Co. GP LLC is the general partner of Kohlberg Kravis Roberts & Co. L.P. KKR Holdco LLC is the sole member of KKR & Co. GP LLC. The sole member of each of KKR Financial Holdings LLC and KKR Holdco LLC is KKR Group Partnership L.P.

    The general partner of KKR Alternative Assets L.P. is KKR Alternative Assets Limited. KKR Alternative Assets Limited is wholly owned by KKR Group Assets Holdings II L.P. The general partner of KKR Group Assets Holdings II L.P. is KKR Group Assets II GP LLC. The sole member of KKR Group Assets II GP LLC is KKR Group Partnership L.P.

    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. Messrs. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.

    Each of Joseph Bae, Scott Nuttall, Robert Lewin, Ryan Stork, and Kathryn King Sudol is a director and executive officer of KKR Group Holdings Corp. and KKR Group Co. Inc. The executive officers of KKR & Co. Inc. are Messrs. Kravis, Roberts, Bae, Nuttall, Lewin and Stork and Ms. Sudol.  The directors of KKR & Co. Inc. are listed on amended and restated Annex A attached hereto, which is incorporated herein by reference.

    Each of Messrs. Bae, Nuttall, and Stork and Ms. Sudol is a United States citizen. Mr. Lewin is a Canadian citizen.

    (b) The address of the business office of each of the Reporting Persons and the other individuals named in this Item 2, unless as otherwise noted below, is:

    30 Hudson Yards
    New York, New York 10001

    21

    The address of the principal business office of Messrs. Kravis, Bae, Nuttall, Lewin, and Stork and Ms. Sudol is:

    c/o Kohlberg Kravis Roberts & Co. L.P.
    30 Hudson Yards
    New York, New York 10001

    The address of the principal business office of Mr. Roberts is:

    c/o Kohlberg Kravis Roberts & Co. L.P.
    2800 Sand Hill Road, Suite 200
    Menlo Park, California 94025
     
    The address of the principal business office of KKR Credit Advisors (US) LLC is:

    555 California Street, 50th Floor
    San Francisco, California 94104
     
    The address of the business office of each of the individuals listed on Annex A (other than Messrs. Kravis, Roberts, Bae, and Nuttall) is listed therein.
     
    (c)  Each of KKR Financial Holdings LLC, KKR Group Assets Holdings II L.P., KKR Holdco LLC, KKR Group Partnership L.P., KKR Group Co. Inc., KKR & Co. Inc., and KKR Management LLP is principally engaged as a holding company. Each of KKR FSK Aggregator (UNLEV) L.P., KKR FSK II Aggregator (UNLEV) L.P., and KKR Alternative Assets L.P. is principally engaged in making investments. Each of KKR FSK Aggregator (UNLEV) GP LLC, KKR Alternative Assets Limited, KKR Group Assets II GP LLC, KKR & Co. GP LLC, and KKR Group Holdings Corp. is principally engaged in being the general partner of its respective partnerships.  Each of KKR Credit Advisors (US) LLC and Kohlberg Kravis Roberts & Co. L.P. is principally engaged in the investment management business.

    The present principal occupation or employment of each of Messrs. Kravis, Roberts, Bae, Nuttall, Lewin, and Stork and Ms. Sudol is as an executive of Kohlberg Kravis Roberts & Co. L.P. and/or one or more of its affiliates. The present principal occupation of each of the other individuals named in Item 2 is listed on Annex A.

    (d) During the last five years, none of the Reporting Persons or, to the best knowledge of the Reporting Persons, any of the other individuals named in this Item 2, has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

    (e) During the last five years, none of the Reporting Persons or, to the best knowledge of the Reporting Persons, any of the other individuals named in this Item 2, has been party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding were or are subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

    Item 4.
    Purpose of Transaction.

    Item 4 of the Schedule 13D is hereby amended and supplemented with the following:

    22

    As previously disclosed, on September 9, 2022, KKR FSK Aggregator (UNLEV) L.P. and KKR FSK II Aggregator (UNLEV) L.P. entered into a 10b5-1 sales plan (the “10b5-1 Plan”) pursuant to which, over a period from October 10, 2022 through March 4, 2024 or an earlier date at which all shares of Common Stock under the 10b5-1 Plan have been sold, such persons may sell up to 11,797,265 and 6,949,129 shares of Common Stock, respectively, subject to certain pricing limits and volume limits, including pursuant to Rule 144 of the Securities Act of 1933, as amended.  The 10b5-1 Plan was terminated on August 28, 2023 at which time, KKR FSK Aggregator (UNLEV) L.P. and KKR FSK II Aggregator (UNLEV) L.P. entered into a new 10b5-1 sales plan (the “August 10b5-1 Plan”) pursuant to which, over the same period remaining under the terminated 10b5-1 Plan (through March 4, 2024 or an earlier date at which all shares of Common Stock under the August 10b5-1 Plan have been sold),  such persons may sell up to the same aggregate number of shares covered by the terminated 10b5-1 Plan (11,797,265 and 4,591,362 shares of Common Stock, respectively), subject to certain pricing limits and volume limits, including pursuant to Rule 144 of the Securities Act of 1933, as amended. The amount and timing of any sales, if any, may vary and will be determined based on market conditions, share price and other factors. The program will not require KKR FSK Aggregator (UNLEV) L.P. or KKR FSK II Aggregator (UNLEV) L.P. to sell any specific number of shares of Common Stock or at all, and may be modified, suspended or terminated at any time without notice.

     The foregoing description of the August 10b5-1 Plan is qualified in its entirety by reference to the 10b5-1 Plan, which is filed as Exhibit F to this Schedule 13D and incorporated by reference herein.
     
    Item 5.
    Interest in Securities of the Issuer.

    Item 5 of the Schedule 13D is hereby amended and restated as follows:

    The information set forth in the cover pages of this Schedule 13D is hereby incorporated by reference into this Item 5.

    (a) and (b). The Reporting Persons beneficially own an aggregate of 16,824,761 shares of Common Stock, representing 6.0% of the outstanding shares. The percentages of beneficial ownership in this Schedule 13D are based on 280,066,433 shares of Common Stock outstanding as of July 31, 2023, as set forth in the Issuer’s Quarterly Report on Form 10-Q filed by the Issuer on August 7, 2023.

    KKR FSK Aggregator (UNLEV) GP LLC (as the general partner of KKR FSK Aggregator (UNLEV) L.P. and KKR FSK II Aggregator (UNLEV) L.P.), KKR Financial Holdings LLC (as the sole member of KKR FSK Aggregator (UNLEV) GP LLC), KKR Credit Advisors (US) LLC (as the investment advisor to KKR FSK Aggregator (UNLEV) L.P. and KKR FSK II Aggregator (UNLEV) L.P.), Kohlberg Kravis Roberts & Co. L.P. (as the holder of all of the outstanding equity interests in KKR Credit Advisors (US) LLC), KKR & Co. GP LLC (as the general partner of Kohlberg Kravis Roberts & Co. L.P.), KKR Holdco LLC (as the sole member of KKR & Co. GP LLC), KKR Alternative Assets Limited (as the general partner of KKR Alternative Assets L.P.), KKR Group Assets Holding II L.P. (as the sole owner of KKR Alternative Assets Limited), KKR Group Assets II GP LLC (as the general partner of KKR Group Assets Holding II L.P.), KKR Group Partnership L.P. (as the sole member of KKR Group Assets II GP LLC and the sole member of KKR Financial Holdings LLC), KKR Group Holdings Corp. (as the general partner of KKR Group Partnership L.P.), KKR Group Co. Inc.  (as the sole shareholder of KKR Group Holdings Corp.), KKR & Co. Inc. (as the sole shareholder of KKR Group Co. Inc.), KKR Management LLP (as the Series I preferred stockholder of KKR & Co. Inc.), and Messrs. Kravis and Roberts (as the founding partners of KKR Management LLP) may be deemed to be the beneficial owner of the securities reported herein.

    The filing of this Schedule 13D shall not be construed as an admission that any of the above-listed entities or individuals is the beneficial owner of any securities covered by this Schedule 13D.

    To the best knowledge of the Reporting Persons, none of the individuals named in Item 2 beneficially owns any shares of Common Stock except as described herein.

    (c) Except as set forth on Schedule 1 of this Schedule 13D, which presents information as of 4:30 p.m. Eastern on Thursday, October 5, 2023, none of the Reporting Persons, or, to the best knowledge of the Reporting Persons, any other individual named in Item 2 has engaged in any transaction in any shares of Common Stock in the past 60 days.

    (d) To the best knowledge of the Reporting Persons, no one other than the Reporting Persons, or the partners, members, affiliates or shareholders of the Reporting Persons has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the securities of the Issuer reported as beneficially owned by the Reporting Persons herein.

    23

    (e) Not applicable.

    Item 6.
    Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.

    Item 6 of the Schedule 13D is hereby amended and supplemented as follows:

    The information set forth in Items 3, 4 and 5 of the Schedule 13D is hereby incorporated by reference into this Item 6.

    Except for the matters described herein, the Reporting Persons have no contract, arrangement, understanding or relationship (legal or otherwise) among the Reporting Persons or between the Reporting Persons and any other person with respect to the securities of the Issuer.
     
    Item 7.
    Materials to be Filed as Exhibits.
     
     
    Exhibit No.
    Description
         
      Exhibit F
    August 10b5-1 Sales Plan Agreement

    24

    SIGNATURE

    After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
     
    Dated: October 6, 2023
     
       
     
    KKR FSK AGGREGATOR (UNLEV) L.P.
     
    By: KKR FSK Aggregator (Unlev) GP LLC, its general partner
       
     
    By: /s/ Christopher Lee
     
    Name:  Christopher Lee
     
    Title:  Assistant Secretary
       
     
    KKR FSK II AGGREGATOR (UNLEV) L.P.
     
    By: KKR FSK Aggregator (Unlev) GP LLC, its general partner
       
     
    By: /s/ Christopher Lee
     
    Name:  Christopher Lee
     
    Title:  Assistant Secretary
       
     
    KKR ALTERNATIVE ASSETS L.P.
     
    By: KKR Alternative Assets Limited, its general partner
       
     
    By: /s/ Christopher Lee
     
    Name:  Christopher Lee
     
    Title:  Secretary
       
     
    KKR FSK AGGREGATOR (UNLEV) GP LLC
       
     
    By: /s/ Christopher Lee
     
    Name:  Christopher Lee
     
    Title:  Assistant Secretary
       
     
    KKR FINANCIAL HOLDINGS LLC
       
     
    By: /s/ Christopher Lee
     
    Name:  Christopher Lee
     
    Title:  Attorney-in-fact for Robert H. Lewin, Chief Executive Officer
       
     
    KKR CREDIT ADVISORS (US) LLC
       
     
    By: /s/ Christopher Lee
     
    Name: Christopher Lee
     
    Title: Attorney-in-Fact for Jeff Van Horn, Chief Financial Officer
     

     
    KOHLBERG KRAVIS ROBERTS & CO. L.P.
     
    By: KKR & Co. GP LLC, its general partner
       
     
    By: /s/ Christopher Lee
     
    Name: Christopher Lee
     
    Title: Attorney-in-fact for Robert H. Lewin, Chief Financial Officer
       
     
    KKR & CO. GP LLC
       
     
    By: /s/ Christopher Lee
     
    Name: Christopher Lee
     
    Title: Attorney-in-fact for Robert H. Lewin, Chief Financial Officer
       
     
    KKR HOLDCO LLC
       
     
    By: /s/ Christopher Lee
     
    Name: Christopher Lee
     
    Title: Attorney-in-fact for Robert H. Lewin, Chief Financial Officer
       
     
    KKR ALTERNATIVE ASSETS LIMITED
       
     
    By: /s/ Christopher Lee
     
    Name: Christopher Lee
     
    Title: Secretary
       
     
    KKR GROUP ASSETS HOLDINGS II L.P.
     
    By: KKR Group Assets II GP LLC, its general partner
       
     
    By: /s/ Christopher Lee
     
    Name: Christopher Lee
     
    Title: Attorney-in-fact for Robert H. Lewin, Chief Financial Officer
       
     
    KKR GROUP ASSETS II GP LLC
       
     
    By: /s/ Christopher Lee
     
    Name: Christopher Lee
     
    Title: Attorney-in-fact for Robert H. Lewin, Chief Financial Officer
       
     
    KKR GROUP PARTNERSHIP L.P.
     
    By: KKR Group Holdings Corp., its general partner
       
     
    By: /s/ Christopher Lee
     
    Name: Christopher Lee
     
    Title: Secretary

     
    KKR GROUP HOLDINGS CORP.
       
     
    By: /s/ Christopher Lee
     
    Name: Christopher Lee
     
    Title: Secretary


     
    KKR GROUP CO. INC.
       
     
    By: /s/ Christopher Lee
     
    Name: Christopher Lee
     
    Title: Secretary
       
     
    KKR & CO. INC.
       
     
    By: /s/ Christopher Lee
     
    Name: Christopher Lee
     
    Title: Secretary
       
     
    KKR MANAGEMENT LLP
       
     
    By: /s/ Christopher Lee
     
    Name: Christopher Lee
     
    Title: Assistant Secretary
       
     
    HENRY R. KRAVIS
       
     
    By: /s/ Christopher Lee
     
    Name: Christopher Lee
     
    Title: Attorney-in-fact
       
     
    GEORGE R. ROBERTS
       
     
    By: /s/ Christopher Lee
     
    Name: Christopher Lee
     
    Title: Attorney-in-fact


    Schedule 1

    Transactions during the past 60 days all of which were open market sales of Common Stock by KKR FSK II Aggregator (Unlev) L.P. pursuant to the 10b5-1 Plan.

     
    Date
     
    Number of Shares
    Sold
       
    Weighted Average
    Price Per Share
       
    Price Range per
    Share Low
       
    Price Range per
    Share High
     
     
    8/4/23
       
    98,677
       
    $
    20.2449
       
    $
    20.14
       
    $
    20.32
     
     
    8/7/23
       
    98,100
       
    $
    20.3581
       
    $
    20.21
       
    $
    20.46
     
     
    8/8/23
       
    98,600
       
    $
    20.2622
       
    $
    20.08
       
    $
    20.39
     
     
    8/9/23
       
    98,600
       
    $
    20.2629
       
    $
    20.15
       
    $
    20.45
     
     
    8/10/23
       
    98,800
       
    $
    20.2118
       
    $
    20.11
       
    $
    20.36
     
     
    8/11/23
       
    99,000
       
    $
    20.1628
       
    $
    20.12
       
    $
    20.22
     
     
    8/14/23
       
    99,000
       
    $
    20.1905
       
    $
    20.09
       
    $
    20.29
     
     
    8/15/23
       
    99,661
       
    $
    20.0670
       
    $
    20.00
       
    $
    20.18
     
     
    8/16/23
       
    99,461
       
    $
    20.0938
       
    $
    20.00
       
    $
    20.14
     
     
    8/17/23
       
    13,444
       
    $
    20.0511
       
    $
    20.00
       
    $
    20.10
     
     
    8/18/23
       
    99,900
       
    $
    20.0137
       
    $
    20.00
       
    $
    20.08
     
     
    8/21/23
       
    99,900
       
    $
    20.0173
       
    $
    20.00
       
    $
    20.05
     
     
    8/22/23
       
    2,200
       
    $
    20.0300
       
    $
    20.03
       
    $
    20.04
     
     
    8/23/23
       
    24,289
       
    $
    20.0010
       
    $
    20.00
       
    $
    20.01
     
     
    8/24/23
       
    50,205
       
    $
    20.0251
       
    $
    20.00
       
    $
    20.11
     
     
    8/25/23
       
    83,528
       
    $
    20.0135
       
    $
    20.00
       
    $
    20.09
     
     
    8/28/23
       
    99,465
       
    $
    20.1127
       
    $
    20.04
       
    $
    20.16
     
     
    9/28/2023
       
    201,000
       
    $
    19.8893
       
    $
    19.82
       
    $
    20.00
     
     
    9/29/2023
       
    149,983
       
    $
    19.8523
       
    $
    19.69
       
    $
    19.99
     
     
    10/2/2023
       
    51,100
       
    $
    19.5469
       
    $
    19.46
       
    $
    19.75
     
     
    10/3/2023
       
    38,290
       
    $
    19.0606
       
    $
    19.00
       
    $
    19.53
     
     
    10/4/2023
       
    52,100
       
    $
    19.1830
       
    $
    19.00
       
    $
    19.33
     
     
    10/5/2023
        51,980
        $
    19.2395
        $
    19.15
        $
    19.32
     

    The Reporting Persons undertake to provide, upon request of the staff of the Securities and Exchange Commission, full information regarding the number of shares of Common Stock sold at each separate price within the price ranges set forth on the table above.


    Annex A
     
    Annex A is hereby amended and restated as follows:

    Directors of KKR & Co. Inc.

    The following sets forth the name and principal occupation of each of the directors of KKR & Co. Inc., whose address (unless otherwise specified in the Schedule 13D) is c/o KKR & Co. Inc., 30 Hudson Yards, New York, New York, 10001. Each of such persons is a citizen of the United States other than Arturo Gutiérrez Hernández, who is a citizen of Mexico, Xavier B. Niel, who is a citizen of France, Evan T. Spiegel, who is a citizen of the United States and France, and Matthew R. Cohler, who is a citizen of the United States and Malta.
     
    Name
     
    Principal Occupation
    Henry R. Kravis
     
    Co-Executive Chairman of KKR & Co. Inc.
    George R. Roberts
     
    Co-Executive Chairman of KKR & Co. Inc.
    Joseph Y. Bae
     
    Co-Chief Executive Officer of KKR & Co. Inc.
    Scott C. Nuttall
     
    Co-Chief Executive Officer of KKR & Co. Inc.
    Adriane M. Brown
     
    Managing Partner of Flying Fish Partners
    Matthew R. Cohler
     
    Former General Partner of Benchmark
    Mary N. Dillon
     
    President and Chief Executive Officer of Foot Locker, Inc.
    Arturo Gutiérrez Hernández
     
    Chief Executive Officer of Arca Continental, S.A.B. de C.V.
    Dane E. Holmes
     
    Chief Executive Officer, Co-Founder, and Chairman of Eskalera Inc.
    Xavier B. Niel
     
    Founder and Chairman of the Board of Iliad SA
    Kimberly A. Ross
     
    Former Senior Vice President and Chief Financial Officer of Baker Hughes Company
    Patricia F. Russo
     
    Retired, Former Chief Executive Officer of Alcatel-Lucent
    Robert W. Scully
     
    Retired, Former Member of the Office of the Chairman of Morgan Stanley
    Evan T. Spiegel
     
    Co-Founder and Chief Executive Officer of Snap Inc.



    Get the next $FSK alert in real time by email

    Chat with this insight

    Save time and jump to the most important pieces.

    Recent Analyst Ratings for
    $FSK

    DatePrice TargetRatingAnalyst
    3/17/2025$21.00 → $19.00Equal Weight → Underweight
    Wells Fargo
    12/11/2024$21.50Buy → Neutral
    B. Riley Securities
    12/2/2024$21.00Overweight → Equal Weight
    Wells Fargo
    5/29/2024$19.00 → $21.00Equal Weight → Overweight
    Wells Fargo
    2/28/2024$20.00Outperform → Market Perform
    Hovde Group
    2/27/2024$21.50 → $19.50Buy → Neutral
    Compass Point
    7/28/2023$21.00Buy
    B. Riley Securities
    4/12/2023$21.00Perform
    Oppenheimer
    More analyst ratings

    $FSK
    Insider Purchases

    Insider purchases reveal critical bullish sentiment about the company from key stakeholders. See them live in this feed.

    See more
    • Director Hopkins Jerel A bought $10,732 worth of shares (500 units at $21.46) (SEC Form 4)

      4 - FS KKR Capital Corp (0001422183) (Issuer)

      12/10/24 2:59:40 PM ET
      $FSK
      Investment Managers
      Finance
    • Co-President and CIO Pietrzak Daniel bought $106,550 worth of shares (5,000 units at $21.31), increasing direct ownership by 11% to 49,800 units (SEC Form 4)

      4 - FS KKR Capital Corp (0001422183) (Issuer)

      12/6/24 1:52:03 PM ET
      $FSK
      Investment Managers
      Finance
    • Director Sandler Elizabeth bought $21,230 worth of shares (1,000 units at $21.23) (SEC Form 4)

      4 - FS KKR Capital Corp (0001422183) (Issuer)

      12/5/24 4:13:54 PM ET
      $FSK
      Investment Managers
      Finance

    $FSK
    Financials

    Live finance-specific insights

    See more
    • FS KKR Capital Corp. Announces First Quarter 2025 Results

      Declares Second Quarter 2025 Distribution of $0.70 per share PHILADELPHIA and NEW YORK, May 7, 2025 /PRNewswire/ -- FS KKR Capital Corp. (NYSE:FSK), or the Company, today announced its financial and operating results for the quarter ended March 31, 2025, and that its board of directors has declared a second quarter 2025 distribution of $0.70 per share. Financial and Operating Highlights for the Quarter Ended March 31, 2025(1) Net investment income of $0.67 per share, compared to $0.61 per share for the quarter ended December 31, 2024Adjusted net investment income(2) of $0.65 p

      5/7/25 4:15:00 PM ET
      $FSK
      $KKR
      Investment Managers
      Finance
    • FSK Announces Earnings Release and Conference Call Schedule for First Quarter 2025

      PHILADELPHIA and NEW YORK, April 10, 2025 /PRNewswire/ -- FS KKR Capital Corp. (NYSE:FSK) announced today plans to release its first quarter 2025 results after the close of trading on the New York Stock Exchange on Wednesday, May 7, 2025. FSK will host its first quarter 2025 results conference call via live webcast on Thursday, May 8, 2025 at 9:00 a.m. (Eastern Time). All interested parties are welcome to participate and can access the live webcast from the Investor Relations section of FSK's website at www.fskkradvisor.com under Events or through the following URL: https://ed

      4/10/25 4:15:00 PM ET
      $FSK
      $KKR
      Investment Managers
      Finance
    • FS KKR Capital Corp. Announces Fourth Quarter and Full Year 2024 Results; Declares First Quarter 2025 Distribution of $0.70 per share

      PHILADELPHIA and NEW YORK, Feb. 26, 2025 /PRNewswire/ -- FS KKR Capital Corp. (NYSE:FSK), or the Company, today announced its financial and operating results for the quarter and year ended December 31, 2024, and that its board of directors has declared a first quarter 2025 distribution of $0.70 per share. Financial and Operating Highlights for the Quarter Ended December 31, 2024(1) Net investment income of $0.61 per share, compared to $0.77 per share for the quarter ended September 30, 2024Adjusted net investment income(2) of $0.66 per share, compared to $0.74 per share for th

      2/26/25 4:15:00 PM ET
      $FSK
      $KKR
      Investment Managers
      Finance

    $FSK
    Analyst Ratings

    Analyst ratings in real time. Analyst ratings have a very high impact on the underlying stock. See them live in this feed.

    See more
    • FS KKR Capital downgraded by Wells Fargo with a new price target

      Wells Fargo downgraded FS KKR Capital from Equal Weight to Underweight and set a new price target of $19.00 from $21.00 previously

      3/17/25 7:35:03 AM ET
      $FSK
      Investment Managers
      Finance
    • FS KKR Capital downgraded by B. Riley Securities with a new price target

      B. Riley Securities downgraded FS KKR Capital from Buy to Neutral and set a new price target of $21.50

      12/11/24 7:50:50 AM ET
      $FSK
      Investment Managers
      Finance
    • FS KKR Capital downgraded by Wells Fargo with a new price target

      Wells Fargo downgraded FS KKR Capital from Overweight to Equal Weight and set a new price target of $21.00

      12/2/24 9:59:42 AM ET
      $FSK
      Investment Managers
      Finance

    $FSK
    SEC Filings

    See more
    • FS KKR Capital Corp. filed SEC Form 8-K: Results of Operations and Financial Condition, Regulation FD Disclosure, Financial Statements and Exhibits

      8-K - FS KKR Capital Corp (0001422183) (Filer)

      5/7/25 4:39:51 PM ET
      $FSK
      Investment Managers
      Finance
    • SEC Form 10-Q filed by FS KKR Capital Corp.

      10-Q - FS KKR Capital Corp (0001422183) (Filer)

      5/7/25 4:28:15 PM ET
      $FSK
      Investment Managers
      Finance
    • SEC Form DEF 14A filed by FS KKR Capital Corp.

      DEF 14A - FS KKR Capital Corp (0001422183) (Filer)

      4/25/25 4:05:31 PM ET
      $FSK
      Investment Managers
      Finance

    $FSK
    Insider Trading

    Insider transactions reveal critical sentiment about the company from key stakeholders. See them live in this feed.

    See more
    • Chief Executive Officer Forman Michael C. sold 10,088 shares (SEC Form 4)

      4 - FS KKR Capital Corp (0001422183) (Issuer)

      1/3/25 8:34:20 AM ET
      $FSK
      Investment Managers
      Finance
    • Director Hopkins Jerel A bought $10,732 worth of shares (500 units at $21.46) (SEC Form 4)

      4 - FS KKR Capital Corp (0001422183) (Issuer)

      12/10/24 2:59:40 PM ET
      $FSK
      Investment Managers
      Finance
    • Co-President and CIO Pietrzak Daniel bought $106,550 worth of shares (5,000 units at $21.31), increasing direct ownership by 11% to 49,800 units (SEC Form 4)

      4 - FS KKR Capital Corp (0001422183) (Issuer)

      12/6/24 1:52:03 PM ET
      $FSK
      Investment Managers
      Finance

    $FSK
    Large Ownership Changes

    This live feed shows all institutional transactions in real time.

    See more
    • SEC Form SC 13D/A filed by FS KKR Capital Corp. (Amendment)

      SC 13D/A - FS KKR Capital Corp (0001422183) (Subject)

      11/22/23 7:30:08 AM ET
      $FSK
      Investment Managers
      Finance
    • SEC Form SC 13D/A filed by FS KKR Capital Corp. (Amendment)

      SC 13D/A - FS KKR Capital Corp (0001422183) (Subject)

      10/6/23 7:45:19 AM ET
      $FSK
      Investment Managers
      Finance
    • SEC Form SC 13D/A filed by FS KKR Capital Corp. (Amendment)

      SC 13D/A - FS KKR Capital Corp (0001422183) (Subject)

      9/13/22 5:00:34 PM ET
      $FSK
      Investment Managers
      Finance

    $FSK
    Press Releases

    Fastest customizable press release news feed in the world

    See more
    • FS KKR Capital Corp. Announces First Quarter 2025 Results

      Declares Second Quarter 2025 Distribution of $0.70 per share PHILADELPHIA and NEW YORK, May 7, 2025 /PRNewswire/ -- FS KKR Capital Corp. (NYSE:FSK), or the Company, today announced its financial and operating results for the quarter ended March 31, 2025, and that its board of directors has declared a second quarter 2025 distribution of $0.70 per share. Financial and Operating Highlights for the Quarter Ended March 31, 2025(1) Net investment income of $0.67 per share, compared to $0.61 per share for the quarter ended December 31, 2024Adjusted net investment income(2) of $0.65 p

      5/7/25 4:15:00 PM ET
      $FSK
      $KKR
      Investment Managers
      Finance
    • FSK Announces Earnings Release and Conference Call Schedule for First Quarter 2025

      PHILADELPHIA and NEW YORK, April 10, 2025 /PRNewswire/ -- FS KKR Capital Corp. (NYSE:FSK) announced today plans to release its first quarter 2025 results after the close of trading on the New York Stock Exchange on Wednesday, May 7, 2025. FSK will host its first quarter 2025 results conference call via live webcast on Thursday, May 8, 2025 at 9:00 a.m. (Eastern Time). All interested parties are welcome to participate and can access the live webcast from the Investor Relations section of FSK's website at www.fskkradvisor.com under Events or through the following URL: https://ed

      4/10/25 4:15:00 PM ET
      $FSK
      $KKR
      Investment Managers
      Finance
    • FS KKR Capital Corp. Announces Fourth Quarter and Full Year 2024 Results; Declares First Quarter 2025 Distribution of $0.70 per share

      PHILADELPHIA and NEW YORK, Feb. 26, 2025 /PRNewswire/ -- FS KKR Capital Corp. (NYSE:FSK), or the Company, today announced its financial and operating results for the quarter and year ended December 31, 2024, and that its board of directors has declared a first quarter 2025 distribution of $0.70 per share. Financial and Operating Highlights for the Quarter Ended December 31, 2024(1) Net investment income of $0.61 per share, compared to $0.77 per share for the quarter ended September 30, 2024Adjusted net investment income(2) of $0.66 per share, compared to $0.74 per share for th

      2/26/25 4:15:00 PM ET
      $FSK
      $KKR
      Investment Managers
      Finance