KLDI / KLDiscovery Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-38789 KLDiscovery Inc. (Exact name of registrant as specified in its cha

As filed with the Securities and Exchange Commission on September 24, 2024

As filed with the Securities and Exchange Commission on September 24, 2024 Registration No.

As filed with the Securities and Exchange Commission on September 24, 2024

As filed with the Securities and Exchange Commission on September 24, 2024 Registration No.

As filed with the Securities and Exchange Commission on September 24, 2024

As filed with the Securities and Exchange Commission on September 24, 2024 Registration No.

AMENDMENT AND TERMINATION AGREEMENT

AMENDMENT AND TERMINATION AGREEMENT This Amendment and Termination Agreement (this “Amendment”) is entered into as of August 14, 2024, by and between KLDiscovery Inc.

SECOND LIEN CREDIT AGREEMENT Dated as of August 14, 2024 KLDISCOVERY HOLDINGS, INC. as Borrower, LD TOPCO, INC. as Holdings Topco, MGG INVESTMENT GROUP LP, as the Administrative Agent and Collateral Agent, The Lenders Party Hereto TABLE OF CONTENTS

THIS INSTRUMENT, AS WELL AS THE INDEBTEDNESS, RIGHTS AND OBLIGATIONS EVIDENCED HEREBY, ARE AND SHALL AT ALL TIMES BE AND REMAIN SUBJECT TO THE TERMS OF AND SUBORDINATED IN RIGHT AND TIME OF PAYMENT TO THE EXTENT AND IN THE MANNER SET FORTH IN THAT CERTAIN SUBORDINATION AND INTERCREDITOR AGREEMENT (AS AMENDED, SUPPLEMENTED, RESTATED, REPLACED, REFINANCED OR OTHERWISE MODIFIED FROM TIME TO TIME IN A

THIRD AMENDMENT TO CREDIT AGREEMENT AND FIRST AMENDMENT TO SECURITY AGREEMENT

EXECUTION VERSION THIRD AMENDMENT TO CREDIT AGREEMENT AND FIRST AMENDMENT TO SECURITY AGREEMENT This THIRD AMENDMENT TO CREDIT AGREEMENT AND FIRST AMENDMENT TO SECURITY AGREEMENT, dated as of August 14, 2024 (this “Amendment”), among KLDiscovery Holdings, Inc.

Regulation FD Disclosure, Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 15, 2024 KLDiscovery Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38789 61-1898603 (State or Other Jurisdiction of Incorporation) (Commission File N

Second Amended and Restated Bylaws of KLDiscovery, Inc. (the “Corporation”) Article I – STOCKHOLDERS

Second Amended and Restated Bylaws of KLDiscovery, Inc. (the “Corporation”) Article I – STOCKHOLDERS Section 1 . Place of Meetings. Meetings of stockholders shall be held at such place, if any, either within or without the State of Delaware, as designated by the Board of Directors of the Corporation (the “Board”). The Board may, in its sole discretion, determine that a meeting of stockholders shal

KLDiscovery Closes Transaction to Significantly Strengthen Long-Term Financial Foundation and Support Continued Growth

KLDiscovery Closes Transaction to Significantly Strengthen Long-Term Financial Foundation and Support Continued Growth EDEN PRAIRIE, MN.

KLDiscovery Closes Transaction to Significantly Strengthen Long-Term Financial Foundation and Support Continued Growth

KLDiscovery Closes Transaction to Significantly Strengthen Long-Term Financial Foundation and Support Continued Growth EDEN PRAIRIE, MN.

Second Amended and Restated Bylaws of KLDiscovery, Inc. (the “Corporation”) Article I – STOCKHOLDERS

Second Amended and Restated Bylaws of KLDiscovery, Inc. (the “Corporation”) Article I – STOCKHOLDERS Section 1 . Place of Meetings. Meetings of stockholders shall be held at such place, if any, either within or without the State of Delaware, as designated by the Board of Directors of the Corporation (the “Board”). The Board may, in its sole discretion, determine that a meeting of stockholders shal

MUTUAL RELEASE

Execution Version MUTUAL RELEASE This Mutual Release Agreement (this “Release Agreement”) is entered into as of August 14, 2024, by and among: i.

THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION KLDISCOVERY INC. (Originally incorporated on August 2, 2018 under the name Pivotal Acquisition Corp.)

THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF KLDISCOVERY INC. (Originally incorporated on August 2, 2018 under the name Pivotal Acquisition Corp.) KLDiscovery Inc., a corporation organized and existing under the General Corporation Law of the State of Delaware (as it now exists or may hereafter be amended or supplemented, the “DGCL”), does hereby certify that: 1. The original Certifi

SECOND LIEN CREDIT AGREEMENT Dated as of August 14, 2024 KLDISCOVERY HOLDINGS, INC. as Borrower, LD TOPCO, INC. as Holdings Topco, MGG INVESTMENT GROUP LP, as the Administrative Agent and Collateral Agent, The Lenders Party Hereto TABLE OF CONTENTS

THIS INSTRUMENT, AS WELL AS THE INDEBTEDNESS, RIGHTS AND OBLIGATIONS EVIDENCED HEREBY, ARE AND SHALL AT ALL TIMES BE AND REMAIN SUBJECT TO THE TERMS OF AND SUBORDINATED IN RIGHT AND TIME OF PAYMENT TO THE EXTENT AND IN THE MANNER SET FORTH IN THAT CERTAIN SUBORDINATION AND INTERCREDITOR AGREEMENT (AS AMENDED, SUPPLEMENTED, RESTATED, REPLACED, REFINANCED OR OTHERWISE MODIFIED FROM TIME TO TIME IN A

Regulation FD Disclosure, Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 15, 2024 (August 12, 2024) KLDiscovery Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38789 61-1898603 (State or Other Jurisdiction of Incorporation

STOCKHOLDERS AGREEMENT by and among KLDISCOVERY INC. THE MAJOR STOCKHOLDERS NAMED HEREIN dated as of August 14, 2024 TABLE OF CONTENTS

Execution Version STOCKHOLDERS AGREEMENT by and among KLDISCOVERY INC. and THE MAJOR STOCKHOLDERS NAMED HEREIN dated as of August 14, 2024 TABLE OF CONTENTS 1. DEFINITIONS 1 2. BOARD ISSUES 8 2.1 Size of Board 8 2.2 Composition of Board 8 2.3 Failure to Designate a Director Candidate; Vacancies 9 2.4 Removal of Board Members 9 2.5 Notwithstanding anything to the contrary in this Agreement 9 2.6 No

STOCKHOLDERS AGREEMENT by and among KLDISCOVERY INC. THE MAJOR STOCKHOLDERS NAMED HEREIN dated as of August 14, 2024 TABLE OF CONTENTS

Execution Version STOCKHOLDERS AGREEMENT by and among KLDISCOVERY INC. and THE MAJOR STOCKHOLDERS NAMED HEREIN dated as of August 14, 2024 TABLE OF CONTENTS 1. DEFINITIONS 1 2. BOARD ISSUES 8 2.1 Size of Board 8 2.2 Composition of Board 8 2.3 Failure to Designate a Director Candidate; Vacancies 9 2.4 Removal of Board Members 9 2.5 Notwithstanding anything to the contrary in this Agreement 9 2.6 No

THIRD AMENDMENT TO CREDIT AGREEMENT AND FIRST AMENDMENT TO SECURITY AGREEMENT

EXECUTION VERSION THIRD AMENDMENT TO CREDIT AGREEMENT AND FIRST AMENDMENT TO SECURITY AGREEMENT This THIRD AMENDMENT TO CREDIT AGREEMENT AND FIRST AMENDMENT TO SECURITY AGREEMENT, dated as of August 14, 2024 (this “Amendment”), among KLDiscovery Holdings, Inc.

THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION KLDISCOVERY INC. (Originally incorporated on August 2, 2018 under the name Pivotal Acquisition Corp.)

THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF KLDISCOVERY INC. (Originally incorporated on August 2, 2018 under the name Pivotal Acquisition Corp.) KLDiscovery Inc., a corporation organized and existing under the General Corporation Law of the State of Delaware (as it now exists or may hereafter be amended or supplemented, the “DGCL”), does hereby certify that: 1. The original Certifi

MUTUAL RELEASE

Execution Version MUTUAL RELEASE This Mutual Release Agreement (this “Release Agreement”) is entered into as of August 14, 2024, by and among: i.

AMENDMENT AND TERMINATION AGREEMENT

AMENDMENT AND TERMINATION AGREEMENT This Amendment and Termination Agreement (this “Amendment”) is entered into as of August 14, 2024, by and between KLDiscovery Inc.

KLDiscovery Inc. Announces Second Quarter 2024 Financial Results Nebula adoption accelerating with Nebula revenue up 29% quarter-over-quarter and 51% year-over-year

KLDiscovery Inc. Announces Second Quarter 2024 Financial Results Nebula adoption accelerating with Nebula revenue up 29% quarter-over-quarter and 51% year-over-year EDEN PRAIRIE, MN — AUGUST 07, 2024 — KLDiscovery Inc. (“KLDiscovery” or the “Company”), a leading global provider of electronic discovery, information governance and data recovery technology solutions, announced today that revenue for

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

r UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38789 KLDiscove

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 07, 2024 KLDiscovery Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38789 61-1898603 (State or Other Jurisdiction of Incorporation) (Commission File N

KLDISCOVERY INC. NOTICE OF SPECIAL MEETING OF STOCKHOLDERS TO BE HELD ON AUGUST 12, 2024

Exhibit 99.1 July 23, 2024 Dear Fellow Stockholders: On behalf of our Board of Directors, I cordially invite you to participate in the Special Meeting of Stockholders of KLDiscovery Inc. (the “Special Meeting”). We will hold the Special Meeting on Monday, August 12, 2024, at 10:30 a.m., EDT in a virtual only format, which will be conducted via live audio webcast. Stockholders will have an equal op

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 25, 2024 KLDiscovery Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38789 61-1898603 (State or Other Jurisdiction of Incorporation) (Commission File Num

KLDiscovery Enters into Transaction Support Agreement and Exchange Agreement to Reinforce Long-Term Financial Foundation Signs definitive documentation with debenture holders, term loan lenders, revolving credit facility lender, and largest sharehold

Exhibit 99.1 KLDiscovery Enters into Transaction Support Agreement and Exchange Agreement to Reinforce Long-Term Financial Foundation Signs definitive documentation with debenture holders, term loan lenders, revolving credit facility lender, and largest shareholder to strengthen balance sheet and reduce debt, positioning the Company to execute its long-term strategic plan Company remains focused o

Transaction Support Agreement, dated July 3, 2024, by and among KLDiscovery Inc. and its direct and indirect affiliated entities, and the Consenting Stakeholders party thereto including the Debenture Holders, the Company’s term loan lenders and revolving credit facility lender under the Credit Agreement and certain holders of equity interests in the Company including: affiliates of Carlyle Equity Opportunity GP, L.P., Pivotal SPAC Funding LLC, Westview Capital Partners III, L.P., Conifer Partners, Radcliff Principal Holdings LLC and Christopher Weiler.

Exhibit 10.1 Execution Version THIS TRANSACTION SUPPORT AGREEMENT IS NOT AN OFFER, ACCEPTANCE OR SOLICITATION WITH RESPECT TO ANY SECURITIES, LOANS OR OTHER INSTRUMENTS. ANY SUCH OFFER OR SOLICITATION WILL COMPLY WITH ALL APPLICABLE SECURITIES LAWS. Nothing contained in thIS TRANSACTION SUPPORT AGREEMENT shall be an admission of fact or liability OR, UNTIL THE OCCURRENCE OF THE AGREEMENT EFFECTIVE

Exchange Agreement, dated July 3, 2024, by and among KLDiscovery Inc. and the Debenture holders listed on Schedule 1 attached thereto.

Exhibit 10.2 Confidential EXCHANGE AGREEMENT by and among KLDISCOVERY INC. and THE PARTICIPATING HOLDER PARTIES NAMED HEREIN dated as of July 3, 2024 107514262.13 TABLE OF CONTENTS Page ARTICLE 1 EXCHANGE OF DEBENTURES 1 1.01 Exchange of Debentures 1 1.02 Pre-Closing Revisions to Schedule I Allocations 2 1.03 Adjustments 2 1.04 Withholding 3 ARTICLE 2 CLOSING 3 2.01 Closing 3 2.02 Restructuring Tr

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 8, 2024 (July 03, 2024) KLDiscovery Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38789 61-1898603 (State or Other Jurisdiction of Incorporation) (Comm

Third Amendment to the Securities Purchase Agreement, dated as of July 2, 2024, by and among KLDiscovery Inc. (formerly known as Pivotal Acquisition Corp.) and the Purchasers named therein

Exhibit 2.1 THIRD AMENDMENT TO SECURITIES PURCHASE AGREEMENT This Third Amendment to Securities Purchase Agreement (the “Amendment”) is entered into as of July 2, 2024 among KLDiscovery Inc., a Delaware corporation (the “Company”), and the purchasers identified on the signature pages hereto (including their permitted successors and assigns, each a “Purchaser” and, collectively, the “Purchasers”).

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 02, 2024 KLDiscovery Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38789 61-1898603 (State or Other Jurisdiction of Incorporation) (Commission File Num

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 18, 2024 (June 13, 2024) KLDiscovery Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38789 61-1898603 (State or Other Jurisdiction of Incorporation) (Com

Certificate of Amendment to the Second Amended and Restated Certificate of Incorporation

EX-3.1 CERTIFICATE OF AMENDMENT TO THE SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF KLDISCOVERY INC. KLDiscovery Inc. (the “Corporation”), a corporation organized and existing under the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify that: 1. The name of the Corporation is KLDiscovery Inc. The Corporation was originally incorporated under the name

Second Amendment to the Securities Purchase Agreement, dated as of June 14, 2024, by and among KLDiscovery Inc. (formerly known as Pivotal Acquisition Corp.) and the Purchasers named therein (incorporated by reference to Exhibit 2.1 to the Current Report on Form 8-K filed June 14, 2024).

SECOND AMENDMENT TO SECURITIES PURCHASE AGREEMENT This Second Amendment to Securities Purchase Agreement (the “Amendment”) is entered into as of June 14, 2024 among KLDiscovery Inc.

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 14, 2024 KLDiscovery Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38789 61-1898603 (State or Other Jurisdiction of Incorporation) (Commission File Num

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38789 KLDiscover

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definit

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 08, 2024 KLDiscovery Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38789 61-1898603 (State or Other Jurisdiction of Incorporation) (Commission File Numb

KLDiscovery Inc. Announces First Quarter 2024 Financial Results Agreement in principle reached with debenture holders and term loan lender to reduce Company’s long-term debt and strengthen financial position Nebula adoption accelerating with Nebula r

Exhibit 99.1 KLDiscovery Inc. Announces First Quarter 2024 Financial Results Agreement in principle reached with debenture holders and term loan lender to reduce Company’s long-term debt and strengthen financial position Nebula adoption accelerating with Nebula revenue up 82% year-over-year EDEN PRAIRIE, MN — May 08, 2024 — KLDiscovery Inc. (“KLDiscovery” or the “Company”), a leading global provid

KLDiscovery Takes Steps to Strengthen Balance Sheet and Long-Term Financial Foundation Reaches agreement in principle with debenture holders and term loan lender to reduce debt Strong capital structure will support KLDiscovery’s growth model and inve

Exhibit 99.1 KLDiscovery Takes Steps to Strengthen Balance Sheet and Long-Term Financial Foundation Reaches agreement in principle with debenture holders and term loan lender to reduce debt Strong capital structure will support KLDiscovery’s growth model and investment in market-leading client solutions Transaction expected to close in the near term EDEN PRAIRIE, MN. – May 2, 2024 – (BUSINESS WIRE

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 02, 2024 KLDiscovery Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38789 61-1898603 (State or Other Jurisdiction of Incorporation) (Commission File Numb

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definit

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

Certain confidential information contained in this document, marked by brackets, has been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K. SIXTH AMENDMENT TO SOFTWARE LICENSE AGREEMENT

Exhibit 10.31 Certain confidential information contained in this document, marked by brackets, has been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K. SIXTH AMENDMENT TO SOFTWARE LICENSE AGREEMENT THIS SIXTH AMENDMENT TO SOFTWARE LICENSE AGREEMENT (“Amendment”) is made as of January 5, 2023 (“Effective Date”), by and between RELATIVITY ODA LLC, a Delaware limited liability company (“Re

Independent Director Agreement, dated March 5, 2024, by and between KLDiscovery, Inc. and Jill Frizzley

Exhibit 10.34 Independent DIRECTOR AGREEMENT THIS DIRECTOR AGREEMENT (the “Agreement”) is made as of March 5, 2024, by and among KLDiscovery Inc., a Delaware corporation (the “Company”), and Jill Frizzley (“Director”). BACKGROUND WHEREAS, Director has no prior or current affiliation, material business, or relationship, direct or indirect, with the Company or its affiliates, its debt holders or its

Independent Director Agreement, dated March 14, 2024, by and between KLDiscovery, Inc. and Neal P. Goldman

Exhibit 10.35 Independent DIRECTOR AGREEMENT THIS DIRECTOR AGREEMENT (the “Agreement”) is made as of March 14, 2024, by and among KLDiscovery Inc., a Delaware corporation (the “Company”), and Neal P. Goldman (“Director”). BACKGROUND WHEREAS, Director has no prior or current affiliation, material business, or relationship, direct or indirect, with the Company or its affiliates, its debt holders or

List of Subsidiaries

Exhibit 21.1 Subsidiaries Entity Name Country (State) Ibas Ontrack AB Sweden Ibas Ontrack ApS Denmark Ibas Ontrack AS Norway Ibas Ontrack OY Finland KLDiscovery Franchising, LLC United States (Delaware) KLDiscovery Holdings, Inc. United States (Delaware) KLDiscovery Limited Ireland KLDiscovery Limited United Kingdom KLDiscovery Ontrack (HK) Limited Hong Kong KLDiscovery Ontrack (Switzerland) GmbH

Certain confidential information contained in this document, marked by brackets, has been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K. 2023 Americas Legal Technology Sales Commission Plan Effective November 1, 2022

Exhibit 10.24 Certain confidential information contained in this document, marked by brackets, has been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K. KLDiscovery 2023 Americas Legal Technology Sales Commission Plan Effective November 1, 2022 1. Plan Purpose 1.1 This document outlines the terms and conditions of the Sales Commission Plan commencing from November 1, 2022 through Decembe

Software License Agreement dated as of January 1, 2024 by and between KLDiscovery Ontrack, LLC and Relativity ODA LLC

Exhibit 10.28 Certain confidential information contained in this document, marked by brackets, has been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K. ORDER NUMBER 654e596a455a99cc7aa4638d - RELATIVITY This Order Number 654e596a455a99cc7aa4638d (“Order”) is subject to and governed by the Master Terms and Conditions dated June 1, 2023 (“Master Terms”) executed between Relativity ODA LLC

Master Terms and Conditions for Software License Agreement dated June 1, 2023 by and between KLDiscovery Ontrack, LLC and Relativity ODA LLC

Exhibit 10.26 MASTER TERMS AND CONDITIONS These Master Terms and Conditions (“Master Terms”) effective on June 1, 2023 (“Effective Date”) are by and between Relativity ODA LLC, a Delaware limited liability company (“Relativity”) and KLDiscovery Ontrack, LLC, a Delaware limited liability company (“Customer”). 1. DEFINITIONS Access Credentials Any username, password, license or security key, or othe

Second Amendment to Credit Agreement, dated as of March 8, 2024, by and among KLDiscovery Holdings, Inc. (f/k/a LD Lower Holdings Inc.), LD Topco Inc, and other guarantors party thereto, the Lenders party thereto, Ally Bank as a lender and L/C Issuer, and Wilmington Trust National Association, as administrative agent and collateral agent

Exhibit 10.30 SECOND AMENDMENT TO CREDIT AGREEMENT This SECOND AMENDMENT TO CREDIT AGREEMENT, dated as of March 8, 2024 (this “Amendment”), among KLDiscovery Holdings, Inc. (f/k/a LD Lower Holdings, Inc.), a Delaware corporation (the “Borrower”), LD Topco, Inc., a Delaware corporation (“Holdings”), the other Guarantors party hereto, the lenders party hereto (the “Lenders”), Ally Bank, as a lender

Software License Agreement dated December 20, 2023 by and between KLDiscovery Ontrack, LLC and Relativity ODA LLC

Exhibit 10.27 Certain confidential information contained in this document, marked by brackets, has been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K ORDER NUMBER 6553c55bd633fe0673c6a69f - SAAS PRODUCT ADD-ONS This Order Number 6553c55bd633fe0673c6a69f (“Order”) is subject to and governed by the Master Terms and Conditions dated June 1, 2023 (“Master Terms”) executed between Relativit

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-38789 KLDiscovery Inc

Certain confidential information contained in this document, marked by brackets, has been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K. SEVENTH AMENDMENT TO SOFTWARE LICENSE AGREEMENT

Exhibit 10.32 Certain confidential information contained in this document, marked by brackets, has been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K. SEVENTH AMENDMENT TO SOFTWARE LICENSE AGREEMENT THIS SEVENTH AMENDMENT TO SOFTWARE LICENSE AGREEMENT (“Amendment”) is made as of February 28, 2023 for reference purposes (“Reference Date”) but made effective as of January 1, 2023 (“Effec

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 20, 2024 (March 14, 2024) KLDiscovery Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38789 61-1898603 (State or Other Jurisdiction of Incorporation) (C

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 11, 2024 (March 5, 2024) KLDiscovery Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38789 61-1898603 (State or Other Jurisdiction of Incorporation) (Co

Entry into a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 6, 2024 (February 1, 2024) KLDiscovery Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38789 61-1898603 (State or Other Jurisdiction of Incorporation

KLDI / KLDiscovery Inc. / ONTARIO TEACHERS PENSION PLAN BOARD - AMENDMENT TO FORM SC 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13D (Amendment No. 2) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) Under the Securities Exchange Act of 1934 KLDiscovery Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 498455104 (CUSIP Num

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 20, 2023 KLDiscovery Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38789 61-1898603 (State or Other Jurisdiction of Incorporation) (Commission File

KLDiscovery Inc. Completes Acquisition of Cenza Technologies Private Limited The acquisition establishes a Global Delivery Center in India to strengthen KLDiscovery’s Managed Document Review and enhance the Company’s contract lifecycle management off

Exhibit 99.1 KLDiscovery Inc. Completes Acquisition of Cenza Technologies Private Limited The acquisition establishes a Global Delivery Center in India to strengthen KLDiscovery’s Managed Document Review and enhance the Company’s contract lifecycle management offering. EDEN PRAIRIE, MN—November 20, 2023—KLDiscovery Inc. (“KLD”), a leading global provider of electronic discovery, information govern

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38789 KLDisc

KLDiscovery Inc. Announces Third Quarter 2023 Financial Results Year-over-year Quarterly Revenue Increases 6%, Net Loss Improves 34%, EBITDA Increases 173% and Adjusted EBITDA Increases 40% Nebula Revenue Increases 100%

Exhibit 99.1 KLDiscovery Inc. Announces Third Quarter 2023 Financial Results Year-over-year Quarterly Revenue Increases 6%, Net Loss Improves 34%, EBITDA Increases 173% and Adjusted EBITDA Increases 40% Nebula Revenue Increases 100% EDEN PRAIRIE, MN — November 8, 2023 — KLDiscovery Inc. (“KLDiscovery” or the “Company”), a leading global provider of electronic discovery, information governance and

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 08, 2023 KLDiscovery Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38789 61-1898603 (State or Other Jurisdiction of Incorporation) (Commission File

KLDiscovery Inc. Announces Agreement to Acquire Cenza Technologies Private Limited to Establish Global Delivery Center in India The acquisition will strengthen KLDiscovery’s Managed Document Review and enhance the Company’s contract lifecycle managem

Exhibit 99.1 KLDiscovery Inc. Announces Agreement to Acquire Cenza Technologies Private Limited to Establish Global Delivery Center in India The acquisition will strengthen KLDiscovery’s Managed Document Review and enhance the Company’s contract lifecycle management offering. Christopher Weiler, CEO of KLDiscovery, welcomes Aditya Mirza, CEO of Cenza, into the KLDiscovery family. EDEN PRAIRIE, MN—

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 22, 2023 KLDiscovery Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38789 61-1898603 (State or Other Jurisdiction of Incorporation) (Commission Fil

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

r UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38789 KLDiscove

Software License Agreement dated as of June 1, 2023 by and between KLDiscovery Ontrack, LLC and Relativity ODA LLC

Exhibit 10.1 2022-11-16 Certain confidential information contained in this document, marked by brackets, has been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K. ORDER NUMBER 644C364335B7365C8DF202F6 - RELATIVITYONE This Order Number 644c364335b7365c8df202f6 (“Order”) is subject to and governed by the Master Terms and Conditions dated June 1, 2023 (“Master Terms”) executed between Relat

Eighth Amendment to the Software License Agreement dated as of July 1, 2023 by and between KLDiscovery Ontrack, LLC (successor-in-interest to LDiscovery LLC) and Relativity ODA LLC.

Exhibit 10.2 Certain confidential information contained in this document, marked by brackets, has been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K. EIGHTH AMENDMENT TO SOFTWARE LICENSE AGREEMENT THIS EIGHTH AMENDMENT TO SOFTWARE LICENSE AGREEMENT (“Amendment”) is made as of July 1, 2023 (“Effective Date”), by and between RELATIVITY ODA LLC, a Delaware limited liability company (“Rela

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 09, 2023 KLDiscovery Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38789 61-1898603 (State or Other Jurisdiction of Incorporation) (Commission File N

KLDiscovery Inc. Announces Second Quarter 2023 Financial Results Year- over-year: Quarterly Revenue Growth Accelerates to 20%, Net Loss Improves 58%, EBITDA Increases 91% and Adjusted EBITDA Increases 63%

Exhibit 99.1 KLDiscovery Inc. Announces Second Quarter 2023 Financial Results Year- over-year: Quarterly Revenue Growth Accelerates to 20%, Net Loss Improves 58%, EBITDA Increases 91% and Adjusted EBITDA Increases 63% EDEN PRAIRIE, MN — August 9, 2023 — KLDiscovery Inc. (“KLDiscovery” or the “Company”), a leading global provider of electronic discovery, information governance and data recovery tec

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 15, 2023 (June 14, 2023) KLDiscovery Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38789 61-1898603 (State or Other Jurisdiction of Incorporation) (Com

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

r UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38789 KLDiscov

KLDiscovery Inc. Announces First Quarter 2023 Financial Results Achieves Highest Quarterly Revenue, Lowest Net Loss and Highest Adjusted EBITDA in Company History

Exhibit 99.1 KLDiscovery Inc. Announces First Quarter 2023 Financial Results Achieves Highest Quarterly Revenue, Lowest Net Loss and Highest Adjusted EBITDA in Company History EDEN PRAIRIE, MN — May 10, 2023 — KLDiscovery Inc. (“KLDiscovery” or the “Company”), a leading global provider of electronic discovery, information governance and data recovery technology solutions, announced today that reve

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 10, 2023 KLDiscovery Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38789 61-1898603 (State or Other Jurisdiction of Incorporation) (Commission File Numb

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

DEF 14A 1 kld-2023-def14anon-xbr.htm DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission On

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 13, 2023 (April 6, 2023) KLDiscovery Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38789 61-1898603 (State or Other Jurisdiction of Incorporation) (Co

29,350,000 Shares KLDiscovery Inc. Common Stock Issuable Upon Exercise of Outstanding Warrants

Table of Contents As Filed Pursuant to Rule 424(b)(3) Registration No. 333-236253 PROSPECTUS 29,350,000 Shares KLDiscovery Inc. Common Stock Issuable Upon Exercise of Outstanding Warrants This prospectus relates to the issuance by KLDiscovery Inc., a Delaware corporation (the “Company”), of (i) 23,000,000 shares of our common stock, par value $0.0001 per share, that may be issued upon the exercise

List of Subsidiaries

Exhibit 21.1 Subsidiaries Entity Name Country (State) Ibas Ontrack AB Sweden Ibas Ontrack ApS Denmark Ibas Ontrack AS Norway Ibas Ontrack OY Finland KLDiscovery Holdings, Inc. United States (Delaware) KLDiscovery Limited Ireland KLDiscovery Limited United Kingdom KLDiscovery Ontrack (Switzerland) GmbH Switzerland KLDiscovery Ontrack BV The Netherlands KLDiscovery Ontrack Canada Co. Canada KLDiscov

Sixth Amendment to the Software License Agreement dated as of January 5, 2023 by and between KLDiscovery Ontrack, LLC (successor-in-interest to LDiscovery LLC) and Relativity ODA LLC

Exhibit 10.31 Certain confidential information contained in this document, marked by brackets, has been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K. SIXTH AMENDMENT TO SOFTWARE LICENSE AGREEMENT THIS SIXTH AMENDMENT TO SOFTWARE LICENSE AGREEMENT (“Amendment”) is made as of January 5, 2023 (“Effective Date”), by and between RELATIVITY ODA LLC, a Delaware limited liability company (“Re

Form 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-38789 KLDiscovery Inc

As filed with the Securities and Exchange Commission on March 16, 2023.

POS AM 1 d477138dposam.htm POS AM Table of Contents As filed with the Securities and Exchange Commission on March 16, 2023. Registration No. 333-236253 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 3 TO FORM S-3 ON FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 KLDiscovery Inc. (Exact name of Registrant as specified in its ch

Fourth Amendment to the Software License Agreement dated as of June 10, 2022 by and between KLDiscovery Ontrack, LLC (successor-in-interest to LDiscovery LLC) and Relativity ODA LLC

Exhibit 10.29 Certain confidential information contained in this document, marked by brackets, has been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K. FOURTH AMENDMENT TO SOFTWARE LICENSE AGREEMENT THIS FOURTH AMENDMENT TO SOFTWARE LICENSE AGREEMENT (“Amendment”) is made and entered into on June 10, 2022, for reference purposes (“Reference Date”), but shall become effective retroactive

Amendment to Executive Severance Agreement, dated December 22, 2022, by and between KLDiscovery Inc. and Christopher Weiler

Exhibit 10.18 AMENDMENT TO EXECUTIVE SEVERANCE AGREEMENT This Amendment (this “Amendment”) to the Executive Severance Agreement, dated as of September 30, 2020, by and among (i) KLDiscovery Ontrack, LLC., (“KLDiscovery”); and (ii) Christopher Weiler (“Executive”) (the “Agreement”), is made and entered into as of December 22, 2022 (the “Amendment Date”). All capitalized terms used in this Amendment

KLDiscovery 2023 Sales Commission Plan dated as of November 1, 2022 by and between KLDiscovery Inc. and Krystina Jones

Exhibit 10.24 Certain confidential information contained in this document, marked by brackets, has been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K. KLDiscovery 2023 Americas Legal Technology Sales Commission Plan Effective November 1, 2022 1. Plan Purpose 1.1 This document outlines the terms and conditions of the Sales Commission Plan commencing from November 1, 2022 through Decembe

Fifth Amendment to the Software License Agreement dated as of January 1, 2023 by and between KLDiscovery Ontrack, LLC (successor-in-interest to LDiscovery LLC) and Relativity ODA LLC

EX-10 7 kld-ex1030.htm EX-10.30 Exhibit 10.30 Certain confidential information contained in this document, marked by brackets, has been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K. FIFTH AMENDMENT TO SOFTWARE LICENSE AGREEMENT THIS FIFTH AMENDMENT TO SOFTWARE LICENSE AGREEMENT (“Amendment”) is made as of January 1, 2023 (“Effective Date”), by and between RELATIVITY ODA LLC, a Delawar

Seventh Amendment to the Software License Agreement dated as of February 28, 2023 by and between KLDiscovery Ontrack, LLC (successor-in-interest to LDiscovery LLC) and Relativity ODA LLC

Exhibit 10.32 Certain confidential information contained in this document, marked by brackets, has been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K. SEVENTH AMENDMENT TO SOFTWARE LICENSE AGREEMENT THIS SEVENTH AMENDMENT TO SOFTWARE LICENSE AGREEMENT (“Amendment”) is made as of February 28, 2023 for reference purposes (“Reference Date”) but made effective as of January 1, 2023 (“Effec

First Amendment to Credit Agreement, dated as of March 3, 2023, by and among KLDiscovery Holdings, Inc (f/k/a LD Lower Holdings Inc.), LD Topco Inc, and other guarantors party thereto, the Lenders party thereto, Ally Bank as a lender and L/C Issuer, and Wilmington Trust National Association, as administrative agent and collateral agent

Exhibit 10.34 Execution Version FIRST AMENDMENT TO CREDIT AGREEMENT This FIRST AMENDMENT TO CREDIT AGREEMENT, dated as of March 3, 2023 (this “Amendment”), among KLDiscovery Holdings, Inc. (f/k/a LD Lower Holdings, Inc.), a Delaware corporation (the “Borrower”), LD Topco, Inc., a Delaware corporation (“Holdings”), the other Guarantors party hereto, the lenders party hereto (the “Lenders”), Ally Ba

Amendment to Executive Severance Agreement, dated December 22, 2022, by and between KLDiscovery Inc. and Krystina Jones

Exhibit 10.16 AMENDMENT TO EXECUTIVE SEVERANCE AGREEMENT This Amendment (this “Amendment”) to the Executive Severance Agreement, dated as of June 17, 2020, by and among (i) KLDiscovery Ontrack, LLC., (“KLDiscovery”) and (ii) Krystina Jones (“Executive”) (the “Agreement”), is made and entered into as of December 22, 2022 (the “Amendment Date”). All capitalized terms used in this Amendment and not o

Amendment to Executive Severance Agreement, dated December 22, 2022, by and between KLDiscovery Inc. and Dawn Wilson

Exhibit 10.14 AMENDMENT TO EXECUTIVE SEVERANCE AGREEMENT This Amendment (this “Amendment”) to the Executive Severance Agreement, dated as of June 17, 2020, by and among (i) KLDiscovery Ontrack, LLC., (“KLDiscovery”); and (ii) Dawn Wilson (“Executive”) (the “Agreement”), is made and entered into as of December 22, 2022 (the “Amendment Date”). All capitalized terms used in this Amendment and not oth

KLDiscovery Inc. Announces Fourth Quarter 2022 Financial Results Achieves Highest Revenue, Lowest Net Loss and Highest Adjusted EBITDA in Company History in Fourth Quarter

Exhibit 99.1 KLDiscovery Inc. Announces Fourth Quarter 2022 Financial Results Achieves Highest Revenue, Lowest Net Loss and Highest Adjusted EBITDA in Company History in Fourth Quarter EDEN PRAIRIE, MN —March 15, 2023 — KLDiscovery Inc. (“KLDiscovery” or the “Company”), a leading global provider of electronic discovery, information governance and data recovery technology solutions, announced today

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 15, 2023 (March 14, 2023) KLDiscovery Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38789 61-1898603 (State or Other Jurisdiction of Incorporation) (C

IN THE COURT OF CHANCERY FOR THE STATE OF DELAWARE

Exhibit 99.1 GRANTED IN THE COURT OF CHANCERY FOR THE STATE OF DELAWARE ) IN RE KLDISCOVERY INC. ) C.A. No. 2023- 0194-LWW ) ORDER UNDER 8 DEL. C. § 205 WHEREAS, on December 19, 2019, KLDiscovery Inc. (“KLD”) filed its Second Amended and Restated Certificate of Incorporation (the “Charter”) with the Delaware Secretary of State; WHEREAS, from time to time on or after December 19, 2019 through, the

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 15, 2023 KLDiscovery Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38789 61-1898603 (State or Other Jurisdiction of Incorporation) (Commission File Nu

IN THE COURT OF CHANCERY FOR THE STATE OF DELAWARE

EX-99 2 kld-ex991.htm EX-99.1 Exhibit 99.1 IN THE COURT OF CHANCERY FOR THE STATE OF DELAWARE IN RE KLDISCOVERY INC. ) ) ) C.A. No. 2023- VERIFIED PETITION FOR RELIEF UNDER 8 DEL. C. § 205 Petitioner KLDiscovery Inc. (“Company”) brings this petition (“Petition”) for relief under Section 205 of the Delaware General Corporation Law (“DGCL”). NATURE OF THE ACTION 1. The Company seeks to validate a Se

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 17, 2023 (February 16, 2023) KLDiscovery Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38789 61-1898603 (State or Other Jurisdiction of Incorporati

KLDiscovery Names Lawrence B. Prior III, Chair of the Board, Adds Lloyd W. Howell Jr. to the Board of Directors

Exhibit 99.1 KLDiscovery Names Lawrence B. Prior III, Chair of the Board, Adds Lloyd W. Howell Jr. to the Board of Directors Eden Prairie, MN. — February 2, 2023 — KLDiscovery Inc. (“KLDiscovery”), a leading global provider of data management, information governance, and eDiscovery, and advisory services solutions, today announced it has elected Lawrence B. Prior III as Chair of the Board of Direc

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 02, 2023 KLDiscovery Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38789 61-1898603 (State or Other Jurisdiction of Incorporation) (Commission File

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 27, 2022(December 22, 2022) KLDiscovery Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38789 61-1898603 (State or Other Jurisdiction of Incorporatio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38789 KLDisc

KLDiscovery Inc. Announces Third Quarter 2022 Financial Results Company Continues to Implement Strategic Initiatives and Drive Operating Efficiencies

Exhibit 99.1 KLDiscovery Inc. Announces Third Quarter 2022 Financial Results Company Continues to Implement Strategic Initiatives and Drive Operating Efficiencies EDEN PRAIRIE, Minn. ? November 9, 2022 ? KLDiscovery Inc. (?KLDiscovery? or the ?Company?), a leading global provider of electronic discovery, information governance and data recovery technology solutions, announced today that revenue fo

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 09, 2022 KLDiscovery Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38789 61-1898603 (State or Other Jurisdiction of Incorporation) (Commission File

Securities and Exchange Commission

Securities and Exchange Commission 100 F. Street, N.E. Washington, D.C. 20549 September 6, 2022 Re KLDiscovery Inc. Rule 477 Application for Withdrawal Registration Statement on Form S-1 Filed November 23, 2021 File No. 333-261303 Pursuant to Rule 477 under the Securities Act of 1933 (the “Act”), KLDiscovery Inc. (the “Company”) respectfully requests the immediate withdrawal of its Registration St

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 13, 2022 KLDiscovery Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 001-38789 61-1898603 (State or Other Jurisdiction of Incorporation) (Commission File Num

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38789 KLDiscovery

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 10, 2022 KLDiscovery Inc. (Exact name of registrant as specified in its charter) Delaware 001-38789 61-1898603 (State or other jurisdiction of incorporation) (Commission File N

KLDiscovery Inc. Announces Second Quarter 2022 Financial Results Q2 2022 Highest Nebula Revenue Quarter in Company History

Exhibit 99.1 KLDiscovery Inc. Announces Second Quarter 2022 Financial Results Q2 2022 Highest Nebula Revenue Quarter in Company History McLEAN, Va.?August 10, 2022 ? KLDiscovery Inc. (?KLDiscovery? or the ?Company?), a leading global provider of electronic discovery, information governance and data recovery technology solutions, announced today that revenue for the second quarter ended June 30, 20

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 16, 2022 KLDiscovery Inc. (Exact name of registrant as specified in its charter) Delaware 001-38789 61-1898603 (State or other jurisdiction of incorporation)

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 16, 2022 KLDiscovery Inc. (Exact name of registrant as specified in its charter) Delaware 001-38789 61-1898603 (State or other jurisdiction of incorporation) (Commission File Num

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38789 KLDiscover

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 11, 2022 KLDiscovery Inc. (Exact name of registrant as specified in its charter) Delaware 001-38789 61-1898603 (State or other jurisdiction of incorporation) (Commission File Numb

KLDiscovery Inc. Announces First Quarter 2022 Financial Results Total revenue second highest quarter in company history; 9% Revenue Growth, and Strong Nebula Adoption for the quarter versus Q1 2021

Exhibit 99.1 KLDiscovery Inc. Announces First Quarter 2022 Financial Results Total revenue second highest quarter in company history; 9% Revenue Growth, and Strong Nebula Adoption for the quarter versus Q1 2021 McLEAN, Va.?May 11, 2022 ? KLDiscovery Inc. (?KLDiscovery? or the ?Company?), a leading global provider of electronic discovery, information governance and data recovery technology solution

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

DEFA14A 1 kld-defa14a20220616.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definit

KLDI / KLDISCOVERY COM / ONTARIO TEACHERS PENSION PLAN BOARD - AMENDMENT TO FORM SC 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13D (Amendment No. 1) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) Under the Securities Exchange Act of 1934 KLDiscovery Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 498455104 (CUSIP Num

JOINT FILING AGREEMENT

Ontario Teachers? Pension Plan Board SC 13D/A Exhibit 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, each of the undersigned hereby agrees to the joint filing, along with all other such undersigned, on behalf of the Reporting Persons (as defined in the joint filing), of a statement on Schedule 13D (including amendments thereto) with respect to the common stock, par value $0.

First Amendment to the Software License Agreement dated as of July 21, 2021 by and between LDiscovery LLC and Relativity ODA LLC

Exhibit 10.22 Certain confidential information contained in this document, marked by brackets, has been omitted. AMENDED AND RESTATED FIRST AMENDMENT TO SOFTWARE LICENSE AGREEMENT THIS AMENDED AND RESTATED FIRST AMENDMENT TO SOFTWARE LICENSE AGREEMENT (?Amendment?) is made and entered into as of July 21, 2021, for reference purposes (?Reference Date?), but shall become effective retroactively as o

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-38789 KLDiscovery Inc

List of Subsidiaries

Exhibit 21.1 Subsidiaries Entity Name Country (State) Ibas Ontrack AB Sweden Ibas Ontrack ApS Denmark Ibas Ontrack AS Norway Ibas Ontrack OY Finland KLDiscovery Holdings, Inc. United States (Delaware) KLDiscovery Limited Ireland KLDiscovery Limited United Kingdom KLDiscovery Ontrack (HK) Limited Hong Kong KLDiscovery Ontrack (Switzerland) GmbH Switzerland KLDiscovery Ontrack BV The Netherlands KLD

First Amendment to the Securities Purchase Agreement, dated as of November 19, 2021 by and among KLDiscovery Inc. (formerly known as Pivotal Acquisition Corp.) and the Purchasers named therein (incorporated by reference to Exhibit 4.6 to the Annual Report on Form 10-K filed March 17, 2022)

Exhibit 4.6 First Amendment to Securities Purchase Agreement This First Amendment (this ?Amendment?), dated as of November 19, 2021 to the Securities Purchase Agreement, dated as of December 16, 2019 (as amended, restated, supplemented or modified, the ?Agreement?), is entered into among KLDiscovery Inc. (f/k/s Pivotal Acquisition Corp.), a Delaware corporation (the ?Company?), and the Purchasers

Third Amendment to the Software License Agreement dated as of January 1, 2022 by and between KLDiscovery Ontrack, LLC (successor-in-interest to LDiscovery LLC) and Relativity ODA LLC

Exhibit 10.24 Certain confidential information contained in this document, marked by brackets, has been omitted. THIRD AMENDMENT TO SOFTWARE LICENSE AGREEMENT THIS THIRD AMENDMENT TO SOFTWARE LICENSE AGREEMENT (?Amendment?) is made as of January 1, 2022 (?Effective Date?), by and between RELATIVITY ODA LLC, a Delaware limited liability company (?Relativity?), and KLDISCOVERY ONTRACK, LLC, a Delawa

KLDiscovery 2020 Sales Commission Plan Sales Performance Second Addendum dated as of October 25, 2021 by and between KLDiscovery Inc. and Krystina Jones (incorporated by reference to Exhibit 10.20 to the Annual Report on Form 10-K filed March 17, 2022)

Exhibit 10.20 Certain confidential information contained in this document, marked by brackets, has been omitted. KLDiscovery Ontrack, LLC Second Addendum to the 2020 Americas Legal Technology Sales Commission Plan Dated: November 1, 2021 This Second Addendum to the 2020 Americas Legal Technology Sales Commission Plan (?Second Addendum?), dated and effective as of November 1, 2021, amends the terms

Second Amendment to the Software License Agreement dated as of October 22, 2021 by and between KLDiscovery Ontrack, LLC (successor-in-interest to LDiscovery LLC) and Relativity ODA LLC

Exhibit 10.23 Certain confidential information contained in this document, marked by brackets, has been omitted. AMENDED AND RESTATED SECOND AMENDMENT TO SOFTWARE LICENSE AGREEMENT (Client Domain ? [*]) THIS AMENDED AND RESTATED SECOND AMENDMENT TO SOFTWARE LICENSE AGREEMENT (?Amendment?) is made as of January 5, 2021 for reference purposes (?Reference Date?) but shall become effective retroactive

KLDiscovery Inc. Announces Fourth Quarter 2021 Financial Results Double Digit Revenue Growth and Net Loss Improvement of 25% for the quarter Nebula Revenue Growth of 38% for the full year

Exhibit 99.1 KLDiscovery Inc. Announces Fourth Quarter 2021 Financial Results Double Digit Revenue Growth and Net Loss Improvement of 25% for the quarter Nebula Revenue Growth of 38% for the full year McLEAN, Va.?March 16, 2022 ? KLDiscovery Inc. (?KLDiscovery? or the ?Company?), a leading global provider of electronic discovery, information governance and data recovery technology solutions, annou

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 16, 2022 KLDiscovery Inc. (Exact name of registrant as specified in its charter) Delaware 001-38789 61-1898603 (State or other jurisdiction of incorporation) (Commission File Nu

KLDI / KLDISCOVERY COM / Pivotal Spac Funding LLC - AMENDMENT NO. 1 TO SCHEDULE 13D Activist Investment

SC 13D/A 1 ea155511-13da1pivotalkldis.htm AMENDMENT NO. 1 TO SCHEDULE 13D SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. 1) KLDiscovery Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 498455 104 (CUSI

KLDI / KLDISCOVERY COM / Linden Capital L.P. - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* KLDiscovery Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 498455104 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate

List of Subsidiaries

Exhibit 21.1 Subsidiaries Entity Name Country (State) Ibas Ontrack AB Sweden Ibas Ontrack ApS Denmark Ibas Ontrack AS Norway Ibas Ontrack OY Finland KLDiscovery Holdings, Inc. United States (Delaware) KLDiscovery Limited Ireland KLDiscovery Limited United Kingdom KLDiscovery Ontrack (HK) Limited Hong Kong KLDiscovery Ontrack (Switzerland) GmbH Switzerland KLDiscovery Ontrack BV The Netherlands KLD

As filed with the Securities and Exchange Commission on November 23, 2021 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 KLDiscovery Inc.

Table of Contents As filed with the Securities and Exchange Commission on November 23, 2021 Registration No.

First Amendment to Securities Purchase Agreement, dated November 19, 2021, by and among KLDiscovery Inc. and the Purchasers named therein

Exhibit 4.7 First Amendment to Securities Purchase Agreement This First Amendment (this ?Amendment?), dated as of November 19, 2021 to the Securities Purchase Agreement, dated as of December 16, 2019 (as amended, restated, supplemented or modified, the ?Agreement?), is entered into among KLDiscovery Inc. (f/k/s Pivotal Acquisition Corp.), a Delaware corporation (the ?Company?), and the Purchasers

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 11, 2021 KLDiscovery Inc. (Exact name of registrant as specified in its charter) Delaware 001-38789 61-1898603 (State or other jurisdiction of incorporation) (Commission File

KLDiscovery Inc. Reports 3Q Financial Results Annualized Revenue Run Rate Grows to $325 Million

Exhibit 99.1 KLDiscovery Inc. Reports 3Q Financial Results Annualized Revenue Run Rate Grows to $325 Million McLEAN, Va.? November 11, 2021 ? KLDiscovery Inc. (?KLDiscovery?, ?KLD? or the ?Company?), a leading provider of global electronic discovery, information governance and data recovery technology solutions, announced today that revenue for the third quarter ended September 30, 2021 was $81.1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38789 KLDisc

KLDiscovery Inc. Achieves Highest Quarterly Revenue in Company History with an increase of 27% in Q2 2021 vs. Q2 2020

Exhibit 99.1 KLDiscovery Inc. Achieves Highest Quarterly Revenue in Company History with an increase of 27% in Q2 2021 vs. Q2 2020 McLEAN, Va.?August 11, 2021 ? KLDiscovery Inc. (?KLDiscovery?, ?KLD? or the ?Company?), a leading provider of global electronic discovery, information governance and data recovery technology solutions, announced today that revenue for the second quarter ended June 30,

Pay Change Letter, dated June 15, 2021, by and between KLDiscovery Inc. and Dawn Wilson.

Exhibit 10.2 June 15, 2021 Dawn Wilson Dear Dawn, As part of the KLD response to the COVID-19 global pandemic, you previously agreed to temporarily adjust your base salary. Effective at the beginning of the July 2, 2021 pay period, your pay will be restored to the amount prior to any voluntary, temporary pay reductions. Current Temporary annualized base salary: $320,000 Current Temporary calculate

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 11, 2021 KLDiscovery Inc. (Exact name of registrant as specified in its charter) Delaware 001-38789 61-1898603 (State or other jurisdiction of incorporation) (Commission File N

Pay Change Letter, dated June 15, 2021, by and between KLDiscovery Inc. and Krystina Jones.

Exhibit 10.3 June 15, 2021 Krystina Jones Dear Krystina, As part of the KLD response to the COVID-19 global pandemic, you previously agreed to temporarily adjust your base salary. Effective at the beginning of the July 2, 2021 pay period, your pay will be restored to the amount prior to any voluntary, temporary pay reductions. Current Temporary annualized salary (Total Wages): $490,000 ? Base Sala

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38789 KLDiscovery

KLDiscovery Inc. Non-Employee Director Compensation Program (as amended and restated effective as of June 15, 2021) (incorporated by reference to Exhibit 10.4 to the Quarterly Report on Form 10-Q filed August 12, 2021)

Exhibit 10.4 KLDiscovery Inc. Non-Employee Director Compensation Program (effective as of June 15, 2021) Non-employee members of the board of directors (the ?Board?) of KLDiscovery Inc. (the ?Company?) shall receive cash and equity compensation as set forth in this Non-Employee Director Compensation Program (this ?Program?). The cash and equity compensation described in this Program shall be paid

Pay Change Letter, dated June 15, 2021, by and between KLDiscovery Inc. and Christopher Weiler.

Exhibit 10.1 June 15, 2021 Christopher Weiler Dear Chris, As part of the KLD response to the COVID-19 global pandemic, you previously agreed to temporarily adjust your base salary. Effective at the beginning of the July 2, 2021 pay period, your pay will be restored to the amount prior to any voluntary, temporary pay reductions. Temporary annualized base salary: $300,000 Temporary calculated bi-wee

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 15, 2021 KLDiscovery Inc. (Exact name of registrant as specified in its charter) Delaware 001-38789 61-1898603 (State or other jurisdiction of incorporation) (Commission File Num

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 15, 2021 KLDiscovery Inc. (Exact name of registrant as specified in its charter) Delaware 001-38789 61-1898603 (State or other jurisdiction of incorporation) (Commission File Num

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38789 KLDiscover

KLDiscovery Inc. Announces First Quarter 2021 Financial Results Company Continues Transformation of Comprehensive Platform

Exhibit 99.1 KLDiscovery Inc. Announces First Quarter 2021 Financial Results Company Continues Transformation of Comprehensive Platform McLEAN, Va.? May 12, 2021 ? KLDiscovery Inc. (?KLDiscovery? or the ?Company?), a leading global provider of electronic discovery, information governance and data recovery services, announced today that revenue for the first quarter ended March 31, 2021 was $75.5 m

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 12, 2021 KLDiscovery Inc. (Exact name of registrant as specified in its charter) Delaware 001-38789 61-1898603 (State or other jurisdiction of incorporation) (Commission File Numb

- DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin

- DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin

Software License Agreement dated as of December 24, 2020 by and between LDiscovery LLC and Relativity ODA LLC (incorporated by reference to Exhibit 10.35 to the Annual Report on Form 10-K, filed March 18, 2021)

Exhibit 10.35 Certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed. SOFTWARE LICENSE AGREEMENT THIS SOFTWARE LICENSE AGREEMENT (?Agreement?) is made and entered into as of December 24, 2020, for reference purposes (?Reference Date?), but shall become effect

- POS AM

As filed with the Securities and Exchange Commission on March 18, 2021 Registration No.

Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-38789 KLDiscovery Inc

- S-8

As filed with the Securities and Exchange Commission on March 18, 2021 Registration No.

List of Subsidiaries

Exhibit 21.1 Subsidiaries Entity Name Country (State) Engenium Corporation United States (Texas) Ibas Ontrack AB Sweden Ibas Ontrack ApS Denmark Ibas Ontrack AS Norway Ibas Ontrack OY Finland KLDiscovery Limited Ireland KLDiscovery Limited United Kingdom KLDiscovery Ontrack (HK) Limited Hong Kong KLDiscovery Ontrack (Switzerland) GmbH Switzerland KLDiscovery Ontrack BV The Netherlands KLDiscovery

Second Amendment to Stockholders’ Agreement, dated February 2, 2021, by and among KLDiscovery Inc. (formerly known as Pivotal Acquisition Corp.) and CEOF II DE I AIV, LP, a partnership, and Revolution Growth III, LP, and certain other signatories thereto (incorporated by reference to Exhibit 10.38 to the Annual Report on Form 10-K, filed March 18, 2021)

Exhibit 10.38 SECOND AMENDMENT TO STOCKHOLDERS? AGREEMENT DATED FEBRUARY 2, 2021 This Second Amendment (this ?Second Amendment?) to the Stockholders? Agreement, dated as of December 19, 2019 (the ?Agreement?), by and among KLDiscovery Inc. (formerly known as Pivotal Acquisition Corp.), a Delaware corporation (the ?Company?), CEOF II DE I AIV, L.P., a Delaware limited partnership (?CEOF AIV?), CEOF

Description of Securities (incorporated by reference to Exhibit 4.7 to the Annual Report on Form 10-K, filed on March 18, 2021)

Exhibit 4.7 DESCRIPTION OF SECURITIES The following description of our securities is not complete and may not contain all the information you should consider before investing in our securities. This description is summarized from, and qualified in its entirety by reference to, our certificate of incorporation and bylaws, which are filed as exhibits to this Annual Report on Form 10-K and are incorp

Amendment to Stockholders’ Agreement, dated March 23, 2020, by and among KLDiscovery Inc. (formerly known as Pivotal Acquisition Corp.) and CEOF II DE I AIV, LP, a partnership, and Revolution Growth III, LP, and certain other signatories thereto (incorporated by reference to Exhibit 10.37 to the Annual Report on Form 10-K, filed March 18, 2021)

Exhibit 10.37 AMENDMENT TO STOCKHOLDERS? AGREEMENT This Amendment (this ?Amendment?) to the Stockholders? Agreement, dated as of December 19, 2019 (the ?Agreement?), by and among KLDiscovery Inc. (formerly known as Pivotal Acquisition Corp.), a Delaware corporation (the ?Company?), CEOF II DE I AIV, L.P., a Delaware limited partnership (?CEOF AIV?), CEOF II Coinvestment (DE), L.P., a Delaware limi

KLDiscovery Inc. Adds Arjun Shah to the Board of Directors

Exhibit 99.2 KLDiscovery Inc. Adds Arjun Shah to the Board of Directors McLEAN, Va.? March 17, 2021 ? KLDiscovery Inc. (?KLDiscovery?), a leading global provider of electronic discovery, information governance and data recovery services, today announced that it is adding Arjun Shah to its Board of Directors, effective March 16, 2021. Mr. Shah is a Vice President at The Carlyle Group Inc. (?Carlyle

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 16, 2021 KLDiscovery Inc. (Exact name of registrant as specified in its charter) Delaware 001-38789 61-1898603 (State or other jurisdiction of incorporation) (Commission File Nu

KLDiscovery Inc. Announces Fourth Quarter 2020 Financial Results Revenue, Net Loss, EBITDA Improve Compared to Third Quarter 2020

Exhibit 99.1 KLDiscovery Inc. Announces Fourth Quarter 2020 Financial Results Revenue, Net Loss, EBITDA Improve Compared to Third Quarter 2020 McLEAN, Va.?March 17, 2021 ? KLDiscovery Inc. (?KLDiscovery? or the ?Company?), a leading global provider of electronic discovery, information governance and data recovery services, announced today that revenue for the fourth quarter ended December 31, 2020

KLDiscovery Inc. Signs New Credit Agreement to Refinance Existing Debt Obligations With Increased Capacity and Reduced Principal Amortization, Lowering Annual Debt Payments from $17 million to $3 million

Exhibit 99.1 KLDiscovery Inc. Signs New Credit Agreement to Refinance Existing Debt Obligations With Increased Capacity and Reduced Principal Amortization, Lowering Annual Debt Payments from $17 million to $3 million McLEAN, Va.— February 8, 2021 — KLDiscovery Inc. (“KLDiscovery”), a leading global provider of electronic discovery, information governance and data recovery services, today announced

KLDiscovery Inc. Adds Lauren Tanenbaum to the Board of Directors

Exhibit 99.2 KLDiscovery Inc. Adds Lauren Tanenbaum to the Board of Directors McLEAN, Va.— February 8, 2021 — KLDiscovery Inc. (“KLDiscovery”), a leading global provider of electronic discovery, information governance and data recovery services, today announced that it is adding Lauren Tanenbaum to its Board of Directors, effective February 2, 2021. Ms. Tanenbaum is a Principal within the Global C

KLDISCOVERY INC. 29,350,000 Shares of Common Stock Issuable upon Exercise of Outstanding Warrants

Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-236253 Prospectus Supplement No. 12 (To Prospectus dated April 21, 2020) KLDISCOVERY INC. 29,350,000 Shares of Common Stock Issuable upon Exercise of Outstanding Warrants This prospectus supplement updates, amends and supplements the prospectus dated April 21, 2020 (the “Prospectus”), which forms a part of our Registration Statement o

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 8, 2021 (February 2, 2021) KLDiscovery Inc. (Exact name of registrant as specified in its charter) Delaware 001-38789 61-1898603 (State or other jurisdiction of incorporation

Credit Agreement, dated as of February 8, 2021, by and among LD Lower Holdings Inc., LD Topco Inc, and other guarantors party thereto, the Lenders party thereto, each L/C Issuer party thereto and Wilmington Trust National Association, as administrative agent and collateral agent (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed February 8, 2021)

Exhibit 10.1 EXECUTION VERSION CREDIT AGREEMENT Dated as of February 8, 2021 among LD LOWER HOLDINGS, INC. as Borrower, LD TOPCO, INC. as Holdings Topco, WILMINGTON TRUST, NATIONAL ASSOCIATION, as the Administrative Agent and Collateral Agent, and The Lenders and L/C Issuers Party Hereto TABLE OF CONTENTS Page ARTICLE I. Definitions and Accounting Terms1 Section 1.01. Defined Terms1 Section 1.02.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* KLDiscovery Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securitie

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* KLDiscovery Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 498455104 (CUSIP Number) December 31, 2020 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate

- 8-K - MATERIAL_AGREEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 30, 2020 (December 24, 2020) KLDiscovery Inc. (Exact name of registrant as specified in its charter) Delaware 001-38789 61-1898603 (State or other jurisdiction of incorporati

KLDISCOVERY INC. 29,350,000 Shares of Common Stock Issuable upon Exercise of Outstanding Warrants

Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-236253 Prospectus Supplement No. 11 (To Prospectus dated April 21, 2020) KLDISCOVERY INC. 29,350,000 Shares of Common Stock Issuable upon Exercise of Outstanding Warrants This prospectus supplement updates, amends and supplements the prospectus dated April 21, 2020 (the “Prospectus”), which forms a part of our Registration Statement o

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - 8-K - LOAN AMENDMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 28, 2020 (December 23, 2020) KLDiscovery Inc. (Exact name of registrant as specified in its charter) Delaware 001-38789 61-1898603 (State or other jurisdiction of incorporati

Amendment No. 1 to Credit Agreement, dated as of December 23, 2020, by and among LD Intermediate Holdings, Inc. and LD Lower Holdings, Inc., LD Topco, Inc., the Revolving Credit Lenders party thereto and Royal Bank of Canada, as administrative agent.

Exhibit 10.1 AMENDMENT NO. 1 TO CREDIT AGREEMENT, dated as of December 23, 2020 (this “Agreement”), is made by and among LD INTERMEDIATE HOLDINGS, INC. and LD LOWER HOLDINGS, INC. (collectively, the “Co-Borrowers”), LD TOPCO, INC. (“Holdings”) the Revolving Credit Lenders party hereto and ROYAL BANK OF CANADA, as administrative agent (in such capacity, the “Administrative Agent”). Capitalized term

KLDISCOVERY INC. 29,350,000 Shares of Common Stock Issuable upon Exercise of Outstanding Warrants

Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-236253 Prospectus Supplement No. 10 (To Prospectus dated April 21, 2020) KLDISCOVERY INC. 29,350,000 Shares of Common Stock Issuable upon Exercise of Outstanding Warrants This prospectus supplement updates, amends and supplements the prospectus dated April 21, 2020 (the “Prospectus”), which forms a part of our Registration Statement o

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - 8-K - EMPLOYMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 23, 2020 (December 22, 2020) KLDiscovery Inc. (Exact name of registrant as specified in its charter) Delaware 001-38789 61-1898603 (State or other jurisdiction of incorporati

KLDISCOVERY INC. 29,350,000 Shares of Common Stock Issuable upon Exercise of Outstanding Warrants

Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-236253 Prospectus Supplement No. 9 (To Prospectus dated April 21, 2020) KLDISCOVERY INC. 29,350,000 Shares of Common Stock Issuable upon Exercise of Outstanding Warrants This prospectus supplement updates, amends and supplements the prospectus dated April 21, 2020 (the “Prospectus”), which forms a part of our Registration Statement on

KLDISCOVERY INC. 29,350,000 Shares of Common Stock Issuable upon Exercise of Outstanding Warrants

Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-236253 Prospectus Supplement No. 8 (To Prospectus dated April 21, 2020) KLDISCOVERY INC. 29,350,000 Shares of Common Stock Issuable upon Exercise of Outstanding Warrants This prospectus supplement updates, amends and supplements the prospectus dated April 21, 2020 (the “Prospectus”), which forms a part of our Registration Statement on

Voluntary Forfeiture of Options Letter, dated August 6, 2020, by and between KLDiscovery Inc. and Christopher Weiler (incorporated by reference to Exhibit 10.4 to the Quarterly Report on Form 10-Q filed November 12, 2020)

Exhibit 10.4 August 6, 2020 Christopher Weiler Dear Mr. Weiler: You were previously granted an award (the “Option”) of 121,100 shares of KLDiscovery Inc’s (the “Company”) common stock pursuant to the terms of the KLDiscovery Inc. 2019 Incentive Award Plan (the “Plan”) and an award agreement thereunder (the “Option Agreement”). As discussed, set forth below are the terms of our mutual agreement reg

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 12, 2020 (November 11, 2020) KLDiscovery Inc. (Exact name of registrant as specified in its charter) Delaware 001-38789 61-1898603 (State or other jurisdiction of incorporati

KLDiscovery 2020 Americas Legal Technology Sales Commission Plan, by and between KLDiscovery, Inc. and Krystina Jones (incorporated by reference to Exhibit 10.8 to the Quarterly Report on Form 10-Q filed November 12, 2020)

Exhibit 10.8 Certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed. KLDiscovery 2020 Americas Legal Technology Sales Commission Plan 1. Plan Purpose 1.1 This document outlines the terms and conditions of the Sales Commission Plan commencing from January 1, 2

KLDiscovery Inc. Announces Third Quarter 2020 Financial Results Revenue, Net Loss, EBITDA Improve versus Second Quarter 2020 Cash Flow from Operations Increases Compared to 2019

Exhibit 99.1 KLDiscovery Inc. Announces Third Quarter 2020 Financial Results Revenue, Net Loss, EBITDA Improve versus Second Quarter 2020 Cash Flow from Operations Increases Compared to 2019 McLEAN, Va.? November 11, 2020 ? KLDiscovery Inc. (?KLDiscovery? or the ?Company?), a leading global provider of electronic discovery, information governance and data recovery services, announced today that re

Pay Change Letter, dated July 31, 2020, by and between KLDiscovery Inc. and Krystina Jones (incorporated by reference to Exhibit 10.3 to the Quarterly Report on Form 10-Q filed November 12, 2020)

Exhibit 10.3 July 31, 2020 Krystina Jones Dear Krystina, As part of the Pay Reduction Extension Plan, a continuation of the Salary Exchange Plan put it place during the COVID-19 global pandemic, your base salary will continue to be temporarily reduced through December 31, 2020. This change is effective from August 1, 2020 and will continue through December 31, 2020. We expect that your base salary

Pay Change Letter, dated July 31, 2020, by and between KLDiscovery Inc. and Christopher Weiler

Exhibit 10.1 July 31, 2020 Christopher Weiler Dear Chris, As part of the KLD response to the COVID-19 global pandemic, you have agreed to adjust your base salary, as outlined below. This change is effective from August 1, 2020 and will continue through December 31, 2020. The change will be reflected on the August 14, 2020 paycheck. Original annualized base salary: $400,000 Current annualized base

Pay Change Letter, dated July 31, 2020, by and between KLDiscovery Inc. and Dawn Wilson (incorporated by reference to Exhibit 10.2 to the Quarterly Report on Form 10-Q filed November 12, 2020)

Exhibit 10.2 July 31, 2020 Dawn Wilson Dear Dawn, As part of the Pay Reduction Extension Plan, a continuation of the Salary Exchange Plan put it place during the COVID-19 global pandemic, your base salary will continue to be temporarily reduced through December 31, 2020. This change is effective from August 1, 2020 and will continue through December 31, 2020. We expect that your base salary will b

Executive Severance and Novation Agreement, dated September 30, 2020, by and between KLDiscovery Inc. and Christopher Weiler (incorporated by reference to Exhibit 10.5 to the Quarterly Report on Form 10-Q filed November 12, 2020)

Exhibit 10.5 AMENDMENT AND NOVATION TO EMPLOYMENT AGREEMENT This Amendment (this “Amendment”) to the Employment Agreement, dated as of September 30, 2011 (the “Agreement”), by and among (i) LDiscovery, LLC, a Delaware limited liability company (“LDiscovery”) (ii) KLDiscovery Ontrack, LLC, a Minnesota limited liability company (“KLDiscovery”) and (iii) Christopher Weiler (“Employee”), is entered in

Kroll Discovery 2018 Legal Technology Sales Commission Plan, by and between KLDiscovery Inc. and Krystina Jones (incorporated by reference to Exhibit 10.6 to the Quarterly Report on Form 10-Q filed November 12, 2020)

Exhibit 10.6 Certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed. KrolLDiscovery 2018 Legal Technology Sales Commission Plan 1) Plan Purpose This document outlines the terms and conditions of the Sales Commission Plan commencing from January 1, 2018 thru D

KLDiscovery (January-December 2018) Sales Commission Plan Sales Performance Addendum, by and between KLDiscovery Inc. and Krystina Jones (incorporated by reference to Exhibit 10.7 to the Quarterly Report on Form 10-Q filed November 12, 2020)

Exhibit 10.7 Certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed. KLDiscovery (Jan – December 2018) Sales Commission Plan Sales Performance Addendum Plan Purpose This document outlines the terms and conditions of the Sales Performance Addendum (the “Addend

KLDiscovery 2020 Sales Commission Plan Sales Performance Addendum, by and between KLDiscovery, Inc. and Krystina Jones (incorporated by reference to Exhibit 10.9 to the Quarterly Report on Form 10-Q filed November 12, 2020)

Exhibit 10.9 Certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed. KLDiscovery 2020 Sales Commission Plan Sales Performance Addendum 1.Plan Purpose 1.1 This document outlines the terms and conditions of the 2020 Sales Performance Addendum (the “2020 Addendu

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38789 KLDisc

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - 8-K - CW SEVERANCE AGREEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 1, 2020 (September 30, 2020) KLDiscovery Inc. (Exact name of registrant as specified in its charter) Delaware 001-38789 61-1898603 (State or other jurisdiction of incorporatio

KLDISCOVERY INC. 29,350,000 Shares of Common Stock Issuable upon Exercise of Outstanding Warrants

Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-236253 Prospectus Supplement No. 7 (To Prospectus dated April 21, 2020) KLDISCOVERY INC. 29,350,000 Shares of Common Stock Issuable upon Exercise of Outstanding Warrants This prospectus supplement updates, amends and supplements the prospectus dated April 21, 2020 (the “Prospectus”), which forms a part of our Registration Statement on

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - 8-K - JONES FORFEITURE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 17, 2020 (May 5, 2020) KLDiscovery Inc. (Exact name of registrant as specified in its charter) Delaware 001-38789 61-1898603 (State or other jurisdiction of incorporation) (

Voluntary Forfeiture of RSUs Letter, dated April 23, 2020, by and between KL Discovery Inc. and Christopher Weiler (incorporated by reference to Exhibit 10.5 to the Quarterly Report on Form 10-Q filed August 13, 2020)

Exhibit 10.5 April 23, 2020 Christopher Weiler Dear Mr. Weiler: You were previously granted an award (the “RSU Award”) of 40,000 restricted stock units (“RSUs”) pursuant to the terms of the KLDiscovery Inc. 2019 Incentive Award Plan (the “Plan”) and an award agreement thereunder (the “RSU Agreement”). As discussed, set forth below are the terms of our mutual agreement regarding changes in certain

Executive Severance and Novation Agreement dated June 17, 2020 by and between KLDiscovery Inc. and Dawn Wilson (incorporated by reference to Exhibit 10.10 to the Quarterly Report on Form 10-Q filed August 13, 2020)

Exhibit 10.10 EXECUTIVE SEVERANCE AGREEMENT This Executive Severance Agreement (“Agreement”) is made as of June 17, 2020 (the “Effective Date”), by and between (i) Dawn Wilson (“Executive”); (ii) LDiscovery, LLC (“LDiscovery”); and (iii) KLDiscovery Ontrack, LLC (“KLDiscovery”). WHEREAS, pursuant to the business combination between Pivotal Acquisition Corp and LD Topco, Inc on December 19, 2019 (“

Pay Change Letter, dated April 21, 2020, by and between KLDiscovery Inc. and Christopher Weiler.

Exhibit 10.2 April 21, 2020 Christopher Weiler Dear Chris, As part of the KLD response to the COVID-19 global pandemic, your base salary will be reduced, as outlined below. This change is effective from April 21, 2020 and will be reflected on the May 8, 2020 paycheck. Current annualized base salary: $400,000 Calculated bi-weekly amount (annualized salary/26): $15,385 New temporary annualized base

Voluntary Forfeiture of RSUs Letter, dated April 23, 2020, by and between KLDiscovery Inc. and Krystina Jones (incorporated by reference to Exhibit 10.7 to the Quarterly Report on Form 10-Q filed August 13, 2020)

Exhibit 10.7 April 23, 2020 Krystina Jones Dear Ms. Jones: You were previously granted an award (the “RSU Award”) of 40,000 restricted stock units (“RSUs”) pursuant to the terms of the KLDiscovery Inc. 2019 Incentive Award Plan (the “Plan”) and an award agreement thereunder (the “RSU Agreement”). As discussed, set forth below are the terms of our mutual agreement regarding changes in certain terms

KLDiscovery Inc. Non-Employee Director Compensation Program (as amended and restated effective as of June 17, 2020) (incorporated by reference to Exhibit 10.9 to the Quarterly Report on Form 10-Q filed August 13, 2020)

Exhibit 10.9 KLDiscovery Inc. Non-Employee Director Compensation Program (effective as of June 17, 2020) Non-employee members of the board of directors (the “Board”) of KLDiscovery Inc. (the “Company”) shall receive cash and equity compensation as set forth in this Non-Employee Director Compensation Program (this “Program”). The cash and equity compensation described in this Program shall be paid

Pay Change Letter, dated February 24, 2020, by and between KLDiscovery Inc. and Christopher Weiler (incorporated by reference to Exhibit 10.1 to the Quarterly Report on Form 10-Q filed August 13, 2020)

Exhibit 10.1 February 24, 2020 Christopher Weiler Dear Chris, You have agreed to a base salary pay change, effective February 24, 2020. The details of this pay change are outlined below. Current annualized base salary: $490,000 Calculated bi-weekly amount (annualized salary/26): $18,846 New annualized base salary: $400,000 New calculated bi-weekly amount (annualized salary/26): $15,385 % of Pay Ch

Executive Severance and Novation Agreement dated June 17, 2020 by and between KLDiscovery Inc. and Krystina Jones (incorporated by reference to Exhibit 10.11 to the Quarterly Report on Form 10-Q filed August 13, 2020)

Exhibit 10.11 EXECUTIVE SEVERANCE AGREEMENT This Executive Severance Agreement (“Agreement”) is made as of June 17, 2020 (the “Effective Date”), by and between (i) Krystina Jones (“Executive”); (ii) LDiscovery, LLC (“LDiscovery”); and (iii) KLDiscovery Ontrack, LLC (“KLDiscovery”). WHEREAS, pursuant to the business combination between Pivotal Acquisition Corp and LD Topco, Inc on December 19, 2019

Pay Change Letter, dated April 21, 2020, by and between KLDiscovery Inc. and Dawn Wilson.

Exhibit 10.3 April 21, 2020 Dawn Wilson Dear Dawn, As part of the Salary Exchange Plan put it place during the COVID-19 global pandemic, your base salary will be temporarily reduced in exchange for an Options and RSU award, approved by the Board of Directors. This change is effective from April 23, 2020 and will be reflected starting on the May 8, 2020 paycheck and will continue through the July 3

Voluntary Forfeiture of RSUs Letter, dated April 23, 2020, by and between KL Discovery Inc. and Dawn Wilson (incorporated by reference to Exhibit 10.6 to the Quarterly Report on Form 10-Q filed August 13, 2020)

Exhibit 10.6 April 23, 2020 Dawn Wilson Dear Ms. Wilson: You were previously granted an award (the “RSU Award”) of 125,000 restricted stock units (“RSUs”) pursuant to the terms of the KLDiscovery Inc. 2019 Incentive Award Plan (the “Plan”) and an award agreement thereunder (the “RSU Agreement”). As discussed, set forth below are the terms of our mutual agreement regarding changes in certain terms

Pay Change Letter, dated April 21, 2020, by and between KLDiscovery Inc. and Krystina Jones.

Exhibit 10.4 April 21, 2020 Krystina Jones Dear Krystina, As part of the Salary Exchange Plan put it place during the COVID-19 global pandemic, your base salary will be temporarily reduced in exchange for an Options and RSU award, approved by the Board of Directors of KLDiscovery Inc. This change is effective from April 23, 2020 and will be reflected starting on the May 8, 2020 paycheck and will c

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38789 KLDiscovery

Voluntary Forfeiture of RSUs Letter, dated May 5, 2020, by and between KLDiscovery Inc. and Krystina Jones (incorporated by reference to Exhibit 10.8 to the Quarterly Report on Form 10-Q filed August 13, 2020)

Exhibit 10.8 May 5, 2020 Krystina Jones Dear Ms. Jones: You were previously granted (i) an award (the “RSU Award”) of 9,878 restricted stock units (the “RSUs”) pursuant to the terms of the KLDiscovery Inc. 2019 Incentive Award Plan (the “Plan”) and an award agreement thereunder (the “RSU Award Agreement”) and (ii) an option (the “Option”) to purchase 29,913 shares of KLDiscovery Inc.’s (the “Compa

KLDISCOVERY INC. 29,350,000 Shares of Common Stock Issuable upon Exercise of Outstanding Warrants

Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-236253 Prospectus Supplement No. 6 (To Prospectus dated April 21, 2020) KLDISCOVERY INC. 29,350,000 Shares of Common Stock Issuable upon Exercise of Outstanding Warrants This prospectus supplement updates, amends and supplements the prospectus dated April 21, 2020 (the “Prospectus”), which forms a part of our Registration Statement on

KLDISCOVERY INC. 29,350,000 Shares of Common Stock Issuable upon Exercise of Outstanding Warrants

Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-236253 Prospectus Supplement No. 5 (To Prospectus dated April 21, 2020) KLDISCOVERY INC. 29,350,000 Shares of Common Stock Issuable upon Exercise of Outstanding Warrants This prospectus supplement updates, amends and supplements the prospectus dated April 21, 2020 (the “Prospectus”), which forms a part of our Registration Statement on

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 12, 2020 (August 6, 2020) KLDiscovery Inc. (Exact name of registrant as specified in its charter) Delaware 001-38789 61-1898603 (State or other jurisdiction of incorporation) (

KLDiscovery Inc. Announces Second Quarter Financial Results Company Implementing Permanent Cost Savings by Lowering Operating Expenses while Continuing to Invest in Technology and Development

Exhibit 99.1 KLDiscovery Inc. Announces Second Quarter Financial Results Company Implementing Permanent Cost Savings by Lowering Operating Expenses while Continuing to Invest in Technology and Development McLEAN, Va.— August 12, 2020 — KLDiscovery Inc. (“KLDiscovery” or the “Company”), a leading global provider of electronic discovery, information governance and data recovery services, announced t

KLDISCOVERY INC. 29,350,000 Shares of Common Stock Issuable upon Exercise of Outstanding Warrants

Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-236253 Prospectus Supplement No. 4 (To Prospectus dated April 21, 2020) KLDISCOVERY INC. 29,350,000 Shares of Common Stock Issuable upon Exercise of Outstanding Warrants This prospectus supplement updates, amends and supplements the prospectus dated April 21, 2020 (the “Prospectus”), which forms a part of our Registration Statement on

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 30, 2020 KLDiscovery Inc. (Exact name of registrant as specified in its charter) Delaware 001-38789 61-1898603 (State or other jurisdiction of incorporation) (Commission File Num

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 23, 2020 (June 17, 2020) KLDiscovery Inc. (Exact name of registrant as specified in its charter) Delaware 001-38789 61-1898603 (State or other jurisdiction of incorporation) (Com

KLDISCOVERY INC. 29,350,000 Shares of Common Stock Issuable upon Exercise of Outstanding Warrants

Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-236253 Prospectus Supplement No. 3 (To Prospectus dated April 21, 2020) KLDISCOVERY INC. 29,350,000 Shares of Common Stock Issuable upon Exercise of Outstanding Warrants This prospectus supplement updates, amends and supplements the prospectus dated April 21, 2020 (the “Prospectus”), which forms a part of our Registration Statement on

KLDISCOVERY INC. 29,350,000 Shares of Common Stock Issuable upon Exercise of Outstanding Warrants

Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-236253 Prospectus Supplement No. 2 (To Prospectus dated April 21, 2020) KLDISCOVERY INC. 29,350,000 Shares of Common Stock Issuable upon Exercise of Outstanding Warrants This prospectus supplement updates, amends and supplements the prospectus dated April 21, 2020 (the “Prospectus”), which forms a part of our Registration Statement on

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 14, 2020 KLDiscovery Inc. (Exact name of registrant as specified in its charter) Delaware 001-38789 61-1898603 (State or other jurisdiction of incorporation) (Commission File Numb

KLDiscovery Inc. Achieves First Quarter Revenue of $78.3 Million, Up 4.3% Year-over-Year Net Loss Improves 7.5% Year-over-Year, EBITDA Increases 11.4% Year-over-Year

EX-99.1 2 kld-ex9917.htm EX-99.1 Exhibit 99.1 KLDiscovery Inc. Achieves First Quarter Revenue of $78.3 Million, Up 4.3% Year-over-Year Net Loss Improves 7.5% Year-over-Year, EBITDA Increases 11.4% Year-over-Year McLEAN, Va.— May 14, 2020 — KLDiscovery Inc. (“KLDiscovery” or the “Company”), a leading global provider of electronic discovery, information governance and data recovery services, announc

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38789 KLDiscover

- DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin

- DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 23, 2020 KLDiscovery Inc. (Exact name of registrant as specified in its charter) Delaware 001-38789 61-1898603 (State or other jurisdiction of incorporation) (Commission File Nu

KLDISCOVERY INC. 29,350,000 Shares of Common Stock Issuable upon Exercise of Outstanding Warrants

Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-236253 Prospectus Supplement No. 1 (To Prospectus dated April 21, 2020) KLDISCOVERY INC. 29,350,000 Shares of Common Stock Issuable upon Exercise of Outstanding Warrants This prospectus supplement updates, amends and supplements the prospectus dated February 10, 2020 (the “Prospectus”), which forms a part of our Registration Statement

KLDISCOVERY INC. 29,350,000 Shares of Common Stock Issuable Upon Exercise of Outstanding Warrants

424B3 Table of Contents Filed pursuant to 424(b)(3) Registration No. 333-236253 PROSPECTUS KLDISCOVERY INC. 29,350,000 Shares of Common Stock Issuable Upon Exercise of Outstanding Warrants This prospectus relates to the issuance by KLDiscovery Inc., a Delaware corporation (the “Company”) of (i) 23,000,000 shares of our common stock, par value $0.0001 per share (the “Common Stock”), upon the exerci

Amendment to Stockholders’ Agreement, dated as of March 23, 2020, by and among KLDiscovery Inc., affiliates of Carlyle Equity Opportunity GP, L.P. and Revolution Growth III, LP

EX-10.15 Exhibit 10.15 AMENDMENT TO STOCKHOLDERS’ AGREEMENT This Amendment (this “Amendment”) to the Stockholders’ Agreement, dated as of December 19, 2019 (the “Agreement”), by and among KLDiscovery, Inc. (formerly known as Pivotal Acquisition Corp.), a Delaware corporation (the “Company”), CEOF II DE I AIV, L.P., a Delaware limited partnership (“CEOF AIV”), CEOF II Coinvestment (DE), L.P., a Del

Form S-1

POS AM Table of Contents As filed with the Securities and Exchange Commission on March 30, 2020 Registration No.

KLDISCOVERY INC. 29,350,000 Shares Common Stock Issuable upon Exercise of Outstanding Warrants

Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-236253 Prospectus Supplement No. 1 (To Prospectus dated February 10, 2020) KLDISCOVERY INC. 29,350,000 Shares Common Stock Issuable upon Exercise of Outstanding Warrants This prospectus supplement updates, amends and supplements the prospectus dated February 10, 2020 (the “Prospectus”), which forms a part of our Registration Statement

PVT / Pivotal Acquisition Corp 10-K - Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-38789 KLDiscovery Inc

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 24, 2020 KLDiscovery Inc. (Exact name of registrant as specified in its charter) Delaware 001-38789 61-1898603 (State or other jurisdiction of incorporation) (Commission File Nu

KLDiscovery Inc. Achieves 2019 Revenue of $312 Million, Up 5.3% Year-over-Year Net Loss Improves $13.7 million Year-over-Year; EBITDA Increases 76.5% Year-over-Year

Exhibit 99.1 KLDiscovery Inc. Achieves 2019 Revenue of $312 Million, Up 5.3% Year-over-Year Net Loss Improves $13.7 million Year-over-Year; EBITDA Increases 76.5% Year-over-Year McLEAN, Va.— March 25, 2020 — KLDiscovery Inc. (“KLDiscovery”), a leading global provider of electronic discovery, information governance and data recovery services, announced today that revenue for the year ended December

KLDiscovery Inc. names Donna Morea, Chair of the Board, Adds Lawrence Prior III and Ian Fujiyama to the Board of Directors

Exhibit 99.2 KLDiscovery Inc. names Donna Morea, Chair of the Board, Adds Lawrence Prior III and Ian Fujiyama to the Board of Directors McLEAN, Va.— March 24, 2020 — KLDiscovery Inc. (“KLDiscovery”), a leading global provider of electronic discovery, information governance and data recovery services, today announced that it has elected Donna Morea as Chair of the Board of Directors of KLDiscovery

PVT / Pivotal Acquisition Corp S-8 - - S-8

S-8 As filed with the Securities and Exchange Commission on February 18, 2020 Registration No.

Joint Filing Agreement (filed herewith).

EXHIBIT 99.1 JOINT FILING AGREEMENT February 14, 2020 Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules and regulations thereunder, each party hereto hereby agrees to the joint filing, on behalf of each of them, of any filing required by such party under Section 13 or Section 16 of the Exchange Act or any rule or regulation there

PVT.U / Pivotal Acquisition Corp. / Rp Investment Advisors Lp - AMENDMENT NO. 2 TO SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Pivotal Acquisition Corp. (Name of Issuer) Common Stock, $.0001 par value (Title of Class of Securities) 72583A200 (CUSIP Number) December 31, 2019 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule

PVT / Pivotal Acquisition Corp / AQR CAPITAL MANAGEMENT LLC - AQR CAPITAL MANAGEMENT LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* KLDiscovery Inc. f/k/a Pivotal Acquisition Corp. (Name of Issuer) Common stock (Title of Class of Securities) 498455104 (CUSIP Number) December 31, 2019 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the ru

JOINT FILING AGREEMENT

EX-99.A Page 10 of 10 EXHIBIT A JOINT FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13G with respect to the Common Stock of KLDiscovery Inc. dated as of February 3, 2020 is, and any further amendments thereto signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securitie

PVT / Pivotal Acquisition Corp / Linden Capital L.P. - SC 13G Passive Investment

SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ) * KLDiscovery Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 498455104 (CUSIP Number) February 3, 2020 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the

KLDISCOVERY INC. 29,350,000 Shares of Common Stock Issuable Upon Exercise of Outstanding Warrants

Table of Contents Filed Pursuant to Rule 424(b)(3) Registration Statement No. 333-236253 PROSPECTUS KLDISCOVERY INC. 29,350,000 Shares of Common Stock Issuable Upon Exercise of Outstanding Warrants This prospectus relates to the issuance by KLDiscovery Inc., a Delaware corporation (the ?Company?) of (i) 23,000,000 shares of our common stock, par value $0.0001 per share (the ?Common Stock?), upon t

PVT / Pivotal Acquisition Corp CORRESP - -

CORRESP KLDiscovery Inc. 8201 Greensboro Dr. Suite 300 Mclean, VA 22102 February 7, 2020 Via EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F. Street, N.E. Washington, D.C. 20549 Attn: Jan Woo Re: KLDiscovery Inc. Registration Statement on Form S-1 File No. 333-236253 Dear Ms. Woo: In accordance with Rule 461 of the General Rules and Regulations under the Securities A

Form S-1

S-1 Table of Contents As filed with the Securities and Exchange Commission on February 4, 2020 Registration No.

PVT / Pivotal Acquisition Corp / REVOLUTION GROWTH III, LP - SC 13G Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO §240.13d-2 (Amendment No. )* KLDiscovery Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 498455 104 (CUSIP Number) December 19, 2019 (Date of Event which Requires Filin

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 22, 2020 KLDiscovery Inc. (Exact name of registrant as specified in its charter) Delaware 001-38789 61-1898603 (State or other jurisdiction of incorporation) (Commission F

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange ('NYSE' or the 'Exchange') hereby notifies the Securities and Exchange Commission (the 'Commission') of its intention to remove the entire class of Class A common stock, par value $0.

JOINT FILING AGREEMENT

EX-99.1 Exhibit 99.1 JOINT FILING AGREEMENT AGREEMENT dated as of December 30, 2019 between Pivotal Acquisition Holdings LLC, Pivotal Spac Funding LLC, MGG Investment Group LP, Jonathan Ledecky, Kevin Griffin and Gregory Racz (individually a “Party” and together, the “Parties”). Each Party hereto represents to the other Party that it is eligible to use Schedule 13D to report its beneficial ownersh

PVT / Pivotal Acquisition Corp / Pivotal Spac Funding LLC - SC 13D Activist Investment

SC 13D SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) KLDiscovery Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 498455 104 (CUSIP Number) Jonathan J. Ledecky Kevin Griffin c/o Pivotal Acquisition Holdings LLC c/o

PVT.U / Pivotal Acquisition Corp. / ONTARIO TEACHERS PENSION PLAN BOARD - ACQUISITION OF BENEFICIAL OWNERSHIP Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) Under the Securities Exchange Act of 1934 KLDiscovery Inc. (Name of Issuer) Common Stock , par value $0.0001 per share (Title of Class of Securities) 72583A200 (CUSIP Numbe

Joint Filing Agreement.

Ontario Teachers’ Pension Plan Board SC 13D Exhibit 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, each of the undersigned hereby agrees to the joint filing, along with all other such undersigned, on behalf of the Reporting Persons (as defined in the joint filing), of a statement on Schedule 13D (including amendments thereto) with respect to the common stock, par value $0.

PVT / Pivotal Acquisition Corp / Carlyle Group L.P. - SC 13D Activist Investment

SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* KLDiscovery Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 498455104 (CUSIP Number) Jeffrey Ferguson The Carlyle Group 1001 Pennsylvania Avenue, NW Suite 220 South Washington, D.C. 20004 (202) 729-5626 (Name, Address and Telephon

JOINT FILING AGREEMENT

EX-99.1 Exhibit 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that they are jointly filing this statement on Schedule 13D. Each of them is responsible for the timely filing of such statement and any amendments thereto, and for the completeness and accuracy of the information concerning su

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U.S. Securities and Exchange Commission You’ve Exceeded the SEC’s Traffic Limit Your request rate has exceeded the SEC’s maximum allowable requests per second. Your access to SEC.gov will be limited for 10 minutes. Current guidelines limit each user to a total of no more than 10 requests per second, regardless of the number of machines used to submit requests. To ensure that SEC.gov remains

Form of 8.00% Convertible Debenture due 2024

EX-4.4 Exhibit 4.4 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE OR OTHER JURISDICTION AND HAS BEEN ISSUED IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NO

KLDiscovery Inc. 2019 Incentive Award Plan (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed December 26, 2019)

EX-10.1 Exhibit 10.1 KLDISCOVERY INC. 2019 INCENTIVE AWARD PLAN ARTICLE I. PURPOSE The Plan’s purpose is to enhance the Company’s ability to attract, retain and motivate persons who make (or are expected to make) important contributions to the Company by providing these individuals with equity ownership opportunities. Capitalized terms used in the Plan are defined in Article XI. ARTICLE II. ELIGIB

KLDiscovery Inc. 2019 Employee Stock Purchase Plan (incorporated by reference to Exhibit 10.12 to the Current Report on Form 8-K filed December 26, 2019)

EX-10.12 Exhibit 10.12 KLDISCOVERY INC. 2019 EMPLOYEE STOCK PURCHASE PLAN ARTICLE I. PURPOSE The purposes of this KLDiscovery Inc. 2019 Employee Stock Purchase Plan (as it may be amended or restated from time to time, the “Plan”) are to assist Eligible Employees of KLDiscovery Inc., a Delaware corporation (the “Company”), and its Designated Subsidiaries in acquiring a stock ownership interest in t

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Change in Shell Company Status, Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Material Modification to Rights of Security Holders, Unregistered Sales of Equity Securities, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 19, 2019 KLDiscovery Inc. (Exact name of registrant as specified in its charter) Delaware 001-38789 61-1898603 (State or other jurisdiction of incorporation) (Commission

Letter from Marcum LLP to the Securities and Exchange Commission (incorporated by reference to Exhibit 16.1 to the Current Report on Form 8-K filed December 26, 2019)

EX-16.1 Exhibit 16.1 December 26, 2019 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by KLDiscovery, Inc under Item 4.01 of its Form 8-K dated December 19, 2019. We agree with the statements concerning our Firm in such Form 8-K; we are not in a position to agree or disagree with other statements of KLDiscovery, Inc. (form