Amendment: SEC Form SCHEDULE 13D/A filed by Kennedy-Wilson Holdings Inc.

Item 3 of the Existing Schedule 13D is hereby amended and supplemented to incorporated by reference the information set forth in Item 4 below.

The disclosure in Item 4 of the Existing Schedule 13D is hereby amended and supplemented by adding the following: On June 16, 2026, the merger (the "Merger") contemplated by the Agreement and Plan of Merger, dated as of February 16, 2026, as amended on March 15, 2026 (the "Merger Agreement"), by and among Kennedy-Wilson Holdings, Inc., a Delaware corporation (the "Issuer"), Kona Bidco, LLC, a Delaware limited liability company ("Parent"), and Kona Merger Subsidiary, Inc., a Delaware corporation and wholly owned subsidiary of Parent ("Merger Sub"), was consummated. Pursuant to the Merger Agreement, Merger Sub merged with and into the Issuer, with the Issuer continuing as the surviving corporation. At the effective time of the Merger (the "Effective Time"), each share of common stock, par value $0.0001 per share, of the Issuer (the "Common Stock") outstanding immediately prior to the Effective Time (other than Rollover Shares, Cancelled Shares and Dissenting Shares, each as defined in the Merger Agreement) was converted into the right to receive $10.90 per share in cash, without interest (the "Merger Consideration"). Pursuant to the rollover agreement (the "Rollover Agreement") entered into by McMorrow and the Trust with Parent, immediately prior to the Effective Time, all shares of Common Stock subject to the Rollover Agreement (the "Rollover Shares") held by McMorrow and the Trust were contributed to Parent (or its designee) in exchange for limited liability company units or other equity securities of Parent or its affiliates. All other shares of Common Stock beneficially owned by the Reporting Persons were converted into the right to receive the Merger Consideration at the Effective Time. Following the consummation of the Merger, the Reporting Persons no longer beneficially own any shares of Common Stock. Each of the Reporting Persons retains an indirect equity interest in the surviving corporation through its ownership of limited liability company units of Parent.

Item 5 of the Existing Schedule 13D is hereby amended and restated in its entirety to read as follows: The responses of each of the Reporting Persons with respect to Rows 11, 12 and 13 of the cover pages of this Schedule 13D that relate to the aggregate number and percentage of Common Stock are incorporated by reference herein.

The responses of each of the Reporting Persons with respect to Rows 7, 8, 9, and 10 of the cover pages of this Schedule 13D that relate to the number of shares of Common Stock as to which each of the Reporting Persons has sole or shared power to vote or to direct the vote of and sole or shared power to dispose of or to direct the disposition of are incorporated herein by reference.

Other than as described elsewhere in this Schedule 13D (including the information in Item 3 which is incorporated herein by reference), the Reporting Persons have effected no transactions in shares of Common Stock during the last sixty (60) days.

Not applicable.

On June 16, 2026, after the consummation of the Merger, the Reporting Persons ceased to be the beneficial owners of more than five percent of the shares of Common Stock.

Item 6 of the Existing Schedule 13D is hereby amended and supplemented by adding the following at the end thereof: Item 6 of this Schedule 13D is hereby amended and restated to incorporate by reference the Information set forth in Item 4 of this Amendment No. 5.