Sec Form 3 Filing - CEOF II DE I AIV, L.P. @ KLDiscovery Inc. - 2019-12-19

FORM 3 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person CEOF II DE I AIV, L.P. 2. Issuer Name and Ticker or Trading Symbol KLDiscovery Inc. [ KLD] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O THE CARLYLE GROUP, 1001, PENNSYLVANIA AVE. NW, SUITE 220S 3. Date of Earliest Transaction (MM/DD/YY) 12/19/2019 (Street) WASHINGTON, DC20004 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 19,996,804 ( 1 ) I See footnotes ( 2 ) ( 3 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Contingent Shares ( 4 ) ( 4 ) ( 4 ) Common Stock 1,264,166 I See footnotes ( 3 ) ( 5 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other CEOF II DE I AIV, L.P. C/O THE CARLYLE GROUP, 1001 PENNSYLVANIA AVE. NW, SUITE 220S WASHINGTON, DC20004 X CEOF II Coinvestment (DE), L.P. C/O THE CARLYLE GROUP, 1001 PENNSYLVANIA AVE. NW, SUITE 220S WASHINGTON, DC20004 X CEOF II Coinvestment B (DE), L.P. C/O THE CARLYLE GROUP, 1001 PENNSYLVANIA AVE. NW, SUITE 220S WASHINGTON, DC20004 X Signatures CEOF II DE GP AIV, L.L.C. By: /s/ William Darman, Authorized Person 12/30/2019 Signature of Reporting Person Date CEOF II DE AIV GP, L.P. By: CEOF II DE GP AIV, L.L.C., its general partner By: /s/ William Darman, Authorized Person 12/30/2019 Signature of Reporting Person Date CEOF II DE I AIV, L.P. By: CEOF II DE AIV GP, L.P., its general partner By: CEOF II DE GP AIV, L.L.C., its general partner By: /s/ William Darman, Authorized Person 12/30/2019 Signature of Reporting Person Date CEOF II Coinvestment (DE), L.P. By: CEOF II DE AIV GP, L.P., its general partner By: CEOF II DE GP AIV, L.L.C., its general partner By: /s/ William Darman, AuthorizedPerson 12/30/2019 Signature of Reporting Person Date CEOF II Coinvestment B (DE), L.P. By: CEOF II DE AIV GP, L.P., its general partner By: CEOF II DE GP AIV, L.L.C., its general partner By: /s/ William Darman,Authorized Person 12/30/2019 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Pursuant to the consummation of the business combination of Pivotal Acquisition Corp. and LD Topco, Inc., each share of the Company common stock was automatically converted into the right to receive a pro rata portion of Pivotal's Class A common stock (the "Common Stock"). ( 2 )Includes 18,261,123 shares held of record by CEOF II DE I AIV, L.P. ("CEOF II DE"), 1,658,789 shares held of record by CEOF II Coinvestment (DE), L.P. ("CEOF II Coinvestment") and 76,892 shares held of record by CEOF II Coinvestment B (DE), L.P. ("CEOF II Coinvestment B," and together with CEOF II DE and CEOF II Coinvestment, the "CEOF Funds"). ( 3 )Carlyle Group Management L.L.C. is the general partner of The Carlyle Group, L.P., which is a publicly traded entity listed on NASDAQ. The Carlyle Group, L.P. is the sole shareholder of Carlyle Holdings I GP Inc., which is the sole member of Carlyle Holdings I GP Sub L.L.C., which is the general partner of Carlyle Holdings I L.P., which is the sole member of TC Group, L.L.C., which is the general partner of TC Group Sub L.P., which is the sole member of CEOF II DE GP AIV, L.L.C., which is the general partner CEOF II DE AIV GP, L.P., which is the general partner of each of the CEOF Funds. Accordingly, each of the foregoing entities may be deemed to share beneficial ownership of the securities held of record by the CEOF Funds. ( 4 )Represents shares that may be issued to the Reporting Person if the closing sale price of Common Stock equals or exceeds $13.50 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations or other similar actions) for any consecutive 20 trading days during the five year period following December 19, 2019. ( 5 )Includes 1,154,439 shares held of record by CEOF II DE, 104,866 shares held of record by CEOF II Coinvestment and 4,861 shares held of record by CEOF II Coinvestment B.

Remarks: Due to the limitations of the electronic filing system Carlyle Group Management L.L.C., The Carlyle Group, L.P., Carlyle Holdings I GP Inc., Carlyle Holdings I GP Sub L.L.C., Carlyle Holdings I L.P., TC Group, L.L.C., TC Group Sub L.P. are filing a separate Form 4.Exhibit 24 - Power of Attorney.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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