UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 16)
ALLIANCEBERNSTEIN HOLDING L.P.
(f/k/a Alliance Capital Management Holding L.P.) (Name of Issuer)
Units Representing Assignments of Beneficial Ownership of Limited Partnership Interests
(Title of Class of Securities)
01855A101
(CUSIP Number)
Alvin H. Fenichel
Senior Vice President and Chief Accounting Officer
AXA Financial, Inc.
1290 Avenue of the Americas
New York, New York 10104
(212) 314-4094
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
With a copy to:
George Stansfield, General Counsel
AXA, 25, avenue Matignon
75008 Paris, France
011-331-40-75-57-00
December 14, 2011
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of ss. 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box [ ].
NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.
* | The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. |
The information required on the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
(Continued on following pages)
CUSIP No. 01855A101 |
1 |
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only) AXA 98-0342809 | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ¨ (b) ¨
| |||||
3 | SEC USE ONLY
| |||||
4 | SOURCE OF FUNDS (See Instructions)
OO | |||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ¨
| |||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
France | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 | SOLE VOTING POWER
See Item 5 | ||||
8 | SHARED VOTING POWER
See Item 5 | |||||
9 | SOLE DISPOSITIVE POWER
See Item 5 | |||||
10 | SHARED DISPOSITIVE POWER
See Item 5 | |||||
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,444,356 - See Item 5 (Not to be construed as an admission of beneficial ownership) | |||||
12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ¨
| |||||
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.4% - See Item 5 | |||||
14 |
TYPE OF REPORTING PERSON (See Instructions)
HC, CO |
CUSIP No. 01855A101 |
1 |
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only) AXA Assurances I.A.R.D. Mutuelle | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) x (b) ¨
| |||||
3 | SEC USE ONLY
| |||||
4 | SOURCE OF FUNDS (See Instructions)
OO | |||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ¨
| |||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
France | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 | SOLE VOTING POWER
See Item 5 | ||||
8 | SHARED VOTING POWER
See Item 5 | |||||
9 | SOLE DISPOSITIVE POWER
See Item 5 | |||||
10 | SHARED DISPOSITIVE POWER
See Item 5 | |||||
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,444,356 - See Item 5 (Not to be construed as an admission of beneficial ownership) | |||||
12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ¨
| |||||
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.4% - See Item 5 | |||||
14 |
TYPE OF REPORTING PERSON (See Instructions)
IC |
2
CUSIP No. 01855A101 |
1 |
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only) AXA Assurances Vie Mutuelle | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) x (b) ¨
| |||||
3 | SEC USE ONLY
| |||||
4 | SOURCE OF FUNDS (See Instructions)
OO | |||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ¨
| |||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
France | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 | SOLE VOTING POWER
See Item 5 | ||||
8 | SHARED VOTING POWER
See Item 5 | |||||
9 | SOLE DISPOSITIVE POWER
See Item 5 | |||||
10 | SHARED DISPOSITIVE POWER
See Item 5 | |||||
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,444,356 - See Item 5 (Not to be construed as an admission of beneficial ownership) | |||||
12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ¨
| |||||
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.4% - See Item 5 | |||||
14 |
TYPE OF REPORTING PERSON (See Instructions)
IC |
3
CUSIP No. 01855A101 |
1 |
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS Henri de Castries, as AXA Voting Trustee | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ¨ (b) ¨
| |||||
3 | SEC USE ONLY
| |||||
4 | SOURCE OF FUNDS (See Instructions)
OO | |||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ¨
| |||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Citizen of the Republic of France | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 | SOLE VOTING POWER
See Item 5 | ||||
8 | SHARED VOTING POWER
See Item 5 | |||||
9 | SOLE DISPOSITIVE POWER
See Item 5 | |||||
10 | SHARED DISPOSITIVE POWER
See Item 5 | |||||
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,444,356 - See Item 5 (Not to be construed as an admission of beneficial ownership) | |||||
12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ¨
| |||||
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.4% - See Item 5 | |||||
14 |
TYPE OF REPORTING PERSON (See Instructions)
IN |
4
CUSIP No. 01855A101 |
1 |
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS Denis Duverne, as AXA Voting Trustee | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ¨ (b) ¨
| |||||
3 | SEC USE ONLY
| |||||
4 | SOURCE OF FUNDS (See Instructions)
OO | |||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ¨
| |||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Citizen of the Republic of France | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 | SOLE VOTING POWER
See Item 5 | ||||
8 | SHARED VOTING POWER
See Item 5 | |||||
9 | SOLE DISPOSITIVE POWER
See Item 5 | |||||
10 | SHARED DISPOSITIVE POWER
See Item 5 | |||||
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,444,356 - See Item 5 (Not to be construed as an admission of beneficial ownership) | |||||
12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ¨
| |||||
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.4% - See Item 5 | |||||
14 |
TYPE OF REPORTING PERSON (See Instructions)
IN |
5
CUSIP No. 01855A101 |
1 |
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS Mark Pearson, as AXA Voting Trustee | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ¨ (b) ¨
| |||||
3 | SEC USE ONLY
| |||||
4 | SOURCE OF FUNDS (See Instructions)
OO | |||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ¨
| |||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Citizen of the United Kingdom | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 | SOLE VOTING POWER
See Item 5 | ||||
8 | SHARED VOTING POWER
See Item 5 | |||||
9 | SOLE DISPOSITIVE POWER
See Item 5 | |||||
10 | SHARED DISPOSITIVE POWER
See Item 5 | |||||
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,444,356 - See Item 5 (Not to be construed as an admission of beneficial ownership) | |||||
12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ¨
| |||||
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.4% - See Item 5 | |||||
14 |
TYPE OF REPORTING PERSON (See Instructions)
IN |
6
CUSIP No. 01855A101 |
1 |
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only) AXA America Holdings, Inc. 90-0226248 | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ¨ (b) ¨
| |||||
3 | SEC USE ONLY
| |||||
4 | SOURCE OF FUNDS (See Instructions)
OO | |||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ¨
| |||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 | SOLE VOTING POWER
See Item 5 | ||||
8 | SHARED VOTING POWER
| |||||
9 | SOLE DISPOSITIVE POWER
See Item 5 | |||||
10 | SHARED DISPOSITIVE POWER
| |||||
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,444,356 - See Item 5 | |||||
12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ¨
| |||||
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.4% - See Item 5 | |||||
14 |
TYPE OF REPORTING PERSON (See Instructions)
HC, CO |
7
CUSIP No. 01855A101 |
1 |
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only) AXA Financial, Inc. 13-3623351 | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ¨ (b) ¨
| |||||
3 | SEC USE ONLY
| |||||
4 | SOURCE OF FUNDS (See Instructions)
OO | |||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ¨
| |||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 | SOLE VOTING POWER
See Item 5 | ||||
8 | SHARED VOTING POWER
| |||||
9 | SOLE DISPOSITIVE POWER
See Item 5 | |||||
10 | SHARED DISPOSITIVE POWER
| |||||
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,444,356 - See Item 5 | |||||
12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ¨
| |||||
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.4% - See Item 5 | |||||
14 |
TYPE OF REPORTING PERSON (See Instructions)
HC, CO |
8
CUSIP No. 01855A101 |
1 |
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only) AXA Equitable Financial Services, LLC 52-2197822 | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ¨ (b) ¨
| |||||
3 | SEC USE ONLY
| |||||
4 | SOURCE OF FUNDS (See Instructions)
OO | |||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
| |||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 | SOLE VOTING POWER
See Item 5 | ||||
8 | SHARED VOTING POWER
| |||||
9 | SOLE DISPOSITIVE POWER
See Item 5 | |||||
10 | SHARED DISPOSITIVE POWER
| |||||
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,444,356 - See Item 5 | |||||
12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ¨
| |||||
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.4% - See Item 5 | |||||
14 |
TYPE OF REPORTING PERSON (See Instructions)
HC, OO |
9
CUSIP No. 01855A101 |
1 |
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only) AXA Equitable Life Insurance Company 13-5570651 | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ¨ (b) ¨
| |||||
3 | SEC USE ONLY
| |||||
4 | SOURCE OF FUNDS (See Instructions)
OO | |||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
| |||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
New York | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 | SOLE VOTING POWER
See Items 4 and 5 | ||||
8 | SHARED VOTING POWER
| |||||
9 | SOLE DISPOSITIVE POWER
See Items 4 and 5 | |||||
10 | SHARED DISPOSITIVE POWER
| |||||
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,444,356 - See Items 4 and 5 | |||||
12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ¨
| |||||
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.4% - See Items 4 and 5 | |||||
14 |
TYPE OF REPORTING PERSON (See Instructions)
IC, CO |
10
CUSIP No. 01855A101 |
1 |
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only) ACMC, LLC 13-2677213 | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ¨ (b) ¨
| |||||
3 | SEC USE ONLY
| |||||
4 | SOURCE OF FUNDS (See Instructions)
OO | |||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
| |||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 | SOLE VOTING POWER
1,444,356 - See Items 4 and 5 | ||||
8 | SHARED VOTING POWER
| |||||
9 | SOLE DISPOSITIVE POWER
1,444,356 - See Items 4 and 5 | |||||
10 | SHARED DISPOSITIVE POWER
| |||||
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,444,356 - See Items 4 and 5 | |||||
12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ¨
| |||||
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.4% - See Items 4 and 5 | |||||
14 |
TYPE OF REPORTING PERSON (See Instructions)
CO |
11
CUSIP No. 01855A101 |
1 |
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only) AXA Financial (Bermuda) Ltd. 14-1903564 | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ¨ (b) ¨
| |||||
3 | SEC USE ONLY
| |||||
4 | SOURCE OF FUNDS (See Instructions)
OO | |||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
| |||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Bermuda | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 | SOLE VOTING POWER
See Item 5 | ||||
8 | SHARED VOTING POWER
| |||||
9 | SOLE DISPOSITIVE POWER
See Item 5 | |||||
10 | SHARED DISPOSITIVE POWER
| |||||
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See Item 5 | |||||
12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ¨
| |||||
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
See Item 5 | |||||
14 |
TYPE OF REPORTING PERSON (See Instructions)
IC, CO |
12
CUSIP No. 01855A101 |
1 |
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS AXA AMERICA CORPORATE SOLUTIONS, INC. 36-3044045 | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ¨ (b) ¨
| |||||
3 | SEC USE ONLY
| |||||
4 | SOURCE OF FUNDS (See Instructions)
OO | |||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
| |||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 | SOLE VOTING POWER
See Item 5 | ||||
8 | SHARED VOTING POWER
| |||||
9 | SOLE DISPOSITIVE POWER
See Item 5 | |||||
10 | SHARED DISPOSITIVE POWER
| |||||
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See Item 5 | |||||
12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ¨
| |||||
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
See Item 5 | |||||
14 |
TYPE OF REPORTING PERSON (See Instructions)
IC, CO |
13
CUSIP No. 01855A101 |
1 |
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS COLISEUM REINSURANCE COMPANY 36-2994662 | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ¨ (b) ¨
| |||||
3 | SEC USE ONLY
| |||||
4 | SOURCE OF FUNDS (See Instructions)
OO | |||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
| |||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 | SOLE VOTING POWER
See Item 5 | ||||
8 | SHARED VOTING POWER
| |||||
9 | SOLE DISPOSITIVE POWER
See Item 5 | |||||
10 | SHARED DISPOSITIVE POWER
| |||||
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See Item 5 | |||||
12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ¨
| |||||
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
See Item 5 | |||||
14 |
TYPE OF REPORTING PERSON (See Instructions)
IC, CO |
14
CUSIP No. 01855A101 |
1 |
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only) MONY Life Insurance Company 13-1632487 | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ¨ (b) ¨
| |||||
3 | SEC USE ONLY
| |||||
4 | SOURCE OF FUNDS (See Instructions)
OO | |||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
| |||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
New York | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 | SOLE VOTING POWER
See Item 5 | ||||
8 | SHARED VOTING POWER
| |||||
9 | SOLE DISPOSITIVE POWER
See Item 5 | |||||
10 | SHARED DISPOSITIVE POWER
| |||||
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See Item 5 | |||||
12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ¨
| |||||
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
See Item 5 | |||||
14 |
TYPE OF REPORTING PERSON (See Instructions)
IC, CO |
15
CUSIP No. 01855A101 |
1 |
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only) MONY Life Insurance Company of America 86-0222062 | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ¨ (b) ¨
| |||||
3 | SEC USE ONLY
| |||||
4 | SOURCE OF FUNDS (See Instructions)
OO | |||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
| |||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Arizona | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 | SOLE VOTING POWER
See Item 5 | ||||
8 | SHARED VOTING POWER
| |||||
9 | SOLE DISPOSITIVE POWER
See Item 5 | |||||
10 | SHARED DISPOSITIVE POWER
| |||||
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See Item 5 | |||||
12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ¨
| |||||
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
See Item 5 | |||||
14 |
TYPE OF REPORTING PERSON (See Instructions)
IC, CO |
16
CUSIP No. 01855A101 |
1 |
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS AXA IM ROSE INC. 22-3624513 | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ¨ (b) ¨
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3 | SEC USE ONLY
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4 | SOURCE OF FUNDS (See Instructions)
OO | |||||
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) ¨
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6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 | SOLE VOTING POWER
See Item 5 | ||||
8 | SHARED VOTING POWER
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9 | SOLE DISPOSITIVE POWER
See Item 5 | |||||
10 | SHARED DISPOSITIVE POWER
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11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See Item 5 | |||||
12 |
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ¨
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13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
See Item 5 | |||||
14 |
TYPE OF REPORTING PERSON (See Instructions)
HC, CO |
17
This Amendment No. 16 amends the Statement on Schedule 13D (Schedule 13D) initially filed on August 4, 1992 with the Securities and Exchange Commission by AXA, Midi Participations, Finaxa, the Mutuelles AXA (as herein defined) and the Trustees of a Voting Trust (established pursuant to the Voting Trust Agreement dated as of May 12, 1992 (the Original Voting Trust Agreement)), as amended by Amendment No. 1 to the Schedule 13D filed on July 29, 1993 (Amendment No. 1), Amendment No. 2 to the Schedule 13D filed on September 14, 1994 (Amendment No. 2), Amendment No. 3 to the Schedule 13D filed on October 22, 1996 (Amendment No. 3), Amendment No. 4 to the Schedule 13D filed on July 11, 1997 (Amendment No. 4), Amendment No. 5 to the Schedule 13D filed on September 4, 1997 (Amendment No. 5), Amendment No. 6 to the Schedule 13D filed on April 9, 1999 (Amendment No. 6), Amendment No. 7 to the Schedule 13D filed on November 4, 1999 (Amendment No. 7), Amendment No. 8 to the Schedule 13D filed on June 23, 2000 (Amendment No. 8), Amendment No. 9 to the Schedule 13D filed on November 27, 2002 (Amendment No. 9), and Amendment No. 10 to the Schedule 13D filed on March 9, 2004 (Amendment No. 10), Amendment No. 11 to the Schedule 13D filed on December 22, 2004 (Amendment No.11), Amendment No. 12 to the Schedule 13D filed on March 7, 2007 (Amendment No. 12), Amendment No. 13 to the Schedule 13D filed on December 19, 2008 (Amendment No. 13), Amendment No. 14 to the Schedule 13D filed on January 8, 2009 (Amendment No. 14) and Amendment No. 15 to the Schedule 13D filed on April 1, 2009 (Amendment No. 15), each of which was filed by AXA, Midi Participations (except as to Amendment Nos. 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14 and 15), Finaxa (except as to Amendment Nos. 12, 13, 14 and 15), the Mutuelles AXA, the Trustees, AXA Financial, Inc. (formerly known as The Equitable Companies Incorporated) (AXF), AXA Equitable Life Insurance Company (f/k/a The Equitable Life Assurance Society of the United States) (AXA Equitable), Equitable Holding Corporation (which was merged in 1997 into Equitable Holdings, LLC) (except for Amendments No. 14 and 15), Equitable Investment Corporation (which was merged in November 1999 into Equitable Holdings, LLC) (except for Amendments No. 14 and 15), ACMC, LLC and ECMC, LLC (except for Amendment Nos. 14 and 15) (successor by merger to Equitable Capital Management Corporation), which Schedule 13D relates to units (Units) representing assignments of beneficial ownership of limited partnership interests of AllianceBernstein Holding L.P. (formerly known as Alliance Capital Management Holding L.P.), a Delaware limited partnership (AB Holding).
ITEM 2. | IDENTITY AND BACKGROUND |
Item 2 of the Schedule 13D is hereby amended and restated in its entirety as follows.
This statement is being filed by (i) AXA, a company organized under the laws of France, (ii) AXA Assurances I.A.R.D. Mutuelle and AXA Assurances Vie Mutuelle, two mutual insurance companies organized under the laws of France (the Mutuelles AXA), (iii) Mark Pearson (President and Chief Executive Officer of AXF and member of the Executive Committee of AXA), Henri de Castries (Chairman of the Board and Chief Executive Officer of AXA) and Denis Duverne (member of the Board and Deputy Chief Executive Officer of AXA), as Trustees (the Trustees) of a Voting Trust (the Voting Trust) established pursuant to the Original Voting Trust Agreement and currently governed by an Amended and Restated Voting Trust Agreement dated as of May 12, 2002, by and among AXA and the Trustees (the Amended Voting Trust Agreement and, together with the Original Voting Trust Agreement, the Voting Trust Agreement), (iv) AXA America Holdings, Inc., a Delaware corporation (AXA America), (v) AXF, a Delaware corporation, (vi) AXA Equitable Financial Services, LLC (formerly known as AXA Client Solutions, LLC and AXA Financial Services, LLC), a Delaware limited liability company whose sole member is AXF (AXFS), (vii) AXA Equitable, a New York stock life insurance company, which is wholly owned by AXF (viii) ACMC, LLC, a Delaware limited liability company (ACMC), (ix) AXA Financial (Bermuda) Ltd., a Bermuda corporation, which is wholly owned by AXFS (AXA Bermuda), (x) AXA America Corporate Solutions, Inc., a Delaware
18
corporation, which is a wholly owned subsidiary of AXA America (AACS), (xi) Coliseum Reinsurance Company, a Delaware corporation, which is a wholly owned subsidiary of AACS (Coliseum), (xii) MONY Life Insurance Company, a New York stock life insurance company, which is a wholly owned subsidiary of AXFS (MONY Life), (xiii) MONY Life Insurance Company of America, an Arizona stock life insurance company, which is a wholly owned subsidiary of MONY Life (MLOA) and (xiv) AXA IM Rose Inc., a Delaware corporation, which is an indirect wholly owned subsidiary of AXA (AXA IM Rose). AXA, the Mutuelles AXA, the Trustees, AXA America, AXF, AXFS, AXA Equitable, ACMC, AXA Bermuda, AACS, Coliseum, MONY Life, MLOA and AXA IM Rose are hereinafter collectively referred to as the Reporting Persons.
AXA. AXA is a holding company for an international group of insurance and related financial service companies, including each of the Reporting Persons. The address of AXAs principal business and office is 25, avenue Matignon, 75008 Paris, France. As of December 31, 2010, the Mutuelles AXA, directly beneficially owned 13.94% of AXAs ordinary shares (representing 21.88% of the voting power). In addition, as of December 31, 2010, 0.75% of the ordinary shares of AXA without the power to vote were owned by certain subsidiaries of AXA.
Finaxa. Finaxa was a holding company, which was majority owned by the Mutuelles AXA. Finaxa was merged into AXA as of December 16, 2005.
The Mutuelles AXA. The Mutuelles AXA are AXA Assurances I.A.R.D. Mutuelle and AXA Assurances Vie Mutuelle. AXA Courtage Assurance Mutuelle was merged into AXA Assurances I.A.R.D Mutuelle as of December 31, 2006. Each of the Mutuelles AXA is a mutual insurance company organized under the laws of France. The address of each of the Mutuelles AXAs principal place of business and office is 26, rue Drouot, 75009 Paris, France.
The Trustees. In order to ensure, for insurance regulatory purposes, that certain indirect minority shareholders of AXA are not able to exercise control over AXF and certain of its insurance subsidiaries, AXA has agreed pursuant to the Voting Trust Agreement to deposit in the Voting Trust the shares of capital stock of AXF having voting powers beneficially owned by AXA and certain of its affiliates. AXA or any such affiliate depositing capital stock in the Voting Trust will remain the beneficial owner of all capital stock deposited by it in the Voting Trust, but during the term of the Voting Trust the Trustees will exercise all voting rights with respect to such capital stock. Additional information relating to the Voting Trust Agreement is set forth in the Schedule 13D filed by AXA with respect to its ownership of the capital stock of AXF.
Information with respect to all of the Trustees is set forth on Exhibit 1 hereto since the Trustees are members of the Board and/or Executive Committee of AXA.
AXA America and Subsidiaries. AXA America is a holding company for a group of insurance and related financial service companies, including (i) AXF and its subsidiaries and (ii) AACS and its wholly owned subsidiary, Coliseum. The address of AXA Americas principal place of business and office is 1290 Avenue of the Americas, New York, New York 10104. The address of each of AACSs and Coliseums principal place of business and office is 17 State Street, New York, New York 10004.
AXF and Subsidiaries. AXF is a holding company. As of September 30, 2011, 100% of the outstanding shares of common stock of AXF were beneficially owned indirectly by AXA. AXF and its subsidiaries (including AXA Equitable, MONY Life and MLOA, each an indirect wholly owned subsidiary) provide diversified financial services to a broad spectrum of financial advisory, insurance and investment management customers. AXFS, whose sole member is AXF, wholly owns (i) AXA Equitable, which in turn wholly owns ACMC, (ii) AXA Bermuda, and (iii) MONY Life, which in turn wholly owns MLOA. ACMC, AXFS and AXF are holding companies. The address of the principal place of business and office of AXF, AXFS, AXA Equitable, ACMC, MONY Life, and MLOA is 1290 Avenue of the Americas, New York, New York 10104.
19
MONY Holdings, LLC. MONY Holdings, LLC was a Delaware Limited liability company, whose sole member was AXF. MONY Holdings, LLC was merged into AXFS as of November 30, 2007.
AXA IM Rose. AXA IM Rose is a holding company for a group of asset management companies. The address of AXA IM Roses principal place of business and office is One Fawcett Place, Greenwich, CT 06830.
The (i) name, (ii) residence or business address, (iii) present principal occupation or employment and the name, principal business and address of any corporation or other organization in which such employment is conducted and (iv) citizenship of each of the executive officers and directors of each of the Reporting Persons are set forth on Exhibits 1 through 7 and 14 through 20 hereto. None of the Reporting Persons nor, to the knowledge of any Reporting Person, any natural person named in Exhibits 1 through 7 and 14 through 20 hereto has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or was a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of which any such Reporting Person or person was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or state securities laws or finding any violation with respect to such laws.
ITEM 3. | SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION |
Item 3 of the Schedule 13D is hereby amended by inserting the following paragraph at the end thereof.
See Item 4.
ITEM 4. | PURPOSE OF TRANSACTION |
Item 4 of the Schedule 13D is hereby amended by inserting the following paragraph at the end thereof.
On December 14, 2011, AXA Equitable contributed 722,178 units representing assignment of beneficial ownership in AllianceBernstein Holding L.P. (Units) and 29,100,290 units of limited partnership interests of AllianceBernstein L.P. (AB Capital Units) to ACMC, its wholly owned subsidiary.
The transfer of Units and AB Capital Units by AXA Equitable to ACMC described above is an internal transfer within AXA and its affiliates (the AXA Group) for capital management purposes that does not change the aggregate holdings of Units and/or AB Capital Units by the AXA Group.
Except as set forth in this statement, none of the Reporting Persons has any plans or proposals described in Item 4(a)-(j) of Schedule 13D.
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ITEM 5. | INTEREST IN SECURITIES OF THE ISSUER |
Items 5(a), (b) and (c) are hereby amended and restated in their entirety as set forth below.
(a) & (b) At the close of business on December 14, 2011 and immediately following the transactions described in Item 4 above, AXA America did not beneficially own directly any Units or AB Capital Units; AXF did not beneficially own directly any Units or AB Capital Units; AXA Equitable did not beneficially own directly any Units or AB Capital Units; ACMC beneficially owned directly 1,444,356 Units representing approximately 1.4% of the Units outstanding and 95,321,112 AB Capital Units representing approximately 34.3% of the AB Capital Units outstanding; AXA Bermuda did not beneficially own directly any Units and beneficially owned directly 15,276,937 AB Capital Units representing approximately 5.5% of the AB Capital Units outstanding; AACS did not beneficially own directly any Units or AB Capital Units; Coliseum did not beneficially own directly any Units and beneficially owned directly 8,160,000 AB Capital Units representing approximately 2.9% of the AB Capital Units outstanding; MONY Life did not beneficially own directly any Units and beneficially owned directly 6,841,642 AB Capital Units representing approximately 2.5% of the AB Capital Units outstanding; MLOA did not beneficially own directly any Units and beneficially owned directly 2,587,472 AB Capital Units representing approximately 0.9% of the AB Capital Units outstanding; and AXA IM Rose did not beneficially own directly any Units and beneficially owned directly 41,934,582 AB Capital Units representing approximately 15.1% of the AB Capital Units outstanding. ACMC, AXA Bermuda, AACS, Coliseum, MONY Life, MLOA and AXA IM Rose have the sole power to vote or direct the vote and the sole power to dispose or direct the disposition of each of their respective directly owned Units and AB Capital Units. By reason of its ownership interest in AXF, AXFS, ACMC, AXA Bermuda, AXA Equitable, MONY Life, MLOA and Coliseum, AXA America may be deemed to beneficially own indirectly, and to have voting and dispositive power with respect to the 1,444,356 Units owned directly by ACMC representing approximately 1.4% of the Units outstanding, and the 95,321,112 AB Capital Units owned directly by ACMC, the 15,276,937 AB Capital Units owned directly by AXA Bermuda, the 8,160,000 AB Capital Units owned directly by Coliseum, the 6,841,642 AB Capital Units owned directly by MONY Life and the 2,587,472 AB Capital Units owned directly by MLOA, which collectively represent approximately 46.1% of the AB Capital Units outstanding. By reason of its ownership interest in AXFS, ACMC, AXA Equitable, AXA Bermuda, MLOA and MONY Life, AXF may be deemed to beneficially own indirectly, and to have voting and dispositive power with respect to the 1,444,356 Units owned directly by ACMC representing approximately 1.4% of the Units outstanding, and the 95,321,112 AB Capital Units owned directly by ACMC, the 15,276,937 AB Capital Units owned directly by AXA Bermuda, the 6,841,642 AB Capital Units owned directly by MONY Life, and the 2,587,472 AB Capital Units owned directly by MLOA, which collectively represent approximately 43.2% of the AB Capital Units outstanding. By reason of its ownership interest in ACMC, AXA Equitable may be deemed to beneficially own indirectly, and to have voting and dispositive power with respect to, the 1,444,356 Units owned directly by ACMC representing approximately 1.4% of the Units outstanding, and the 95,321,112 AB Capital Units owned directly by ACMC representing 34.3% of the AB Capital Units outstanding. By reason of its ownership interest in ACMC, AXA Bermuda, AXA Equitable, MONY Life and MLOA, AXFS may be deemed to beneficially own indirectly, and to have voting and dispositive power with respect to, the 1,444,356 Units owned directly by ACMC representing approximately 1.4% of the Units outstanding, and the 95,321,112 AB Capital Units owned directly by ACMC, the 15,276,937 AB Capital Units owned directly by AXA Bermuda, the 6,841,642 AB Capital Units owned directly by MONY Life and the 2,587,472 AB Capital Units owned directly by MLOA which collectively represent approximately 43.2% of the AB Capital Units outstanding. By reason of its ownership interest in MLOA, MONY Life may be deemed to beneficially own indirectly, and to have voting and dispositive power with respect to, the 2,587,472 AB Capital Units owned directly by MLOA, which, together with the 6,841,642 AB Capital Units owned directly by MONY Life, represent approximately 3.4% of the AB Capital Units outstanding.
(This excludes Units acquired by the Reporting Persons and their affiliates solely for investment purposes on behalf of client discretionary accounts.)
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AXA, by reason of its indirect ownership of 100% of the outstanding shares of common stock of AXA America and AXA IM Rose, may be deemed to beneficially own all of the Units and AB Capital Units owned directly and indirectly by AXA America and AXA IM Rose. By reason of the Voting Trust Agreement and their relationship with AXA and the Mutuelles AXA, the Trustees individually may also be deemed to be beneficial owners of such Units and AB Capital Units. In addition, the Mutuelles AXA, as a group, may be deemed to be beneficial owners of such Units and AB Capital Units. Each of AXA, the Mutuelles AXA and the Trustees expressly declares that the filing of this Schedule 13D shall not be construed as an admission that it is, for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, the beneficial owner of such Units or AB Capital Units.
To the knowledge of the Reporting Persons, the following directors and executive officers of the Reporting Persons listed in Exhibits 1 through 7 and 14 through 20 hereto beneficially own the following number of outstanding Units and options or other rights to acquire Units presently or within 60 days:
Henri de Castries |
2,000 Units | |
Denis Duverne |
2,000 Units | |
Peter S. Kraus |
2,164,302 Units | |
Lorie A. Slutsky |
50,350 Units (includes 42,175 Units which Ms. Slutsky may acquire within 60 days under AllianceBernstein Option Plans) | |
Peter J. Tobin |
54,812 Units (includes 47, 425 Units which Mr. Tobin may acquire within 60 days under AllianceBernstein Option Plans) |
To the knowledge of the Reporting Persons, none of the Directors and Executive officers listed in Exhibits 1 through 7 and 14 through 20 own any AB Capital Units.
Other than as described above and in Item 4 above, none of the Reporting Persons beneficially owns any Units or AB Capital Units or options or other rights to acquire Units or AB Capital Units presently or within 60 days and, to the knowledge of the Reporting Persons, none of the natural persons listed in Exhibits 1 through 7 and 14 through 20 hereto beneficially owns any Units or options and other rights to acquire Units within 60 days.
(c) Other than as described in Item 4 above, during the 60 days preceding the filing of this Amendment, no transactions in Units or AB Units were made by the Reporting Persons, or, to the knowledge of the Reporting Persons, any natural person named in Exhibits 1 through 7 and 14 through 20 hereto.
ITEM 6. | CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER |
See response to Item 4
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ITEM 7. | MATERIAL TO BE FILED AS EXHIBITS |
Exhibit 1 | Information with respect to the Executive Officers and Directors of AXA |
Exhibit 2 | Information with respect to the Executive Officers and Directors of AXA Assurances I.A.R.D. Mutuelle | |
Exhibit 3 | Information with respect to the Executive Officers of AXA Assurances Vie Mutuelle and Members of AXA Assurances Vie Mutuelles Conseil dAdministration | |
Exhibit 4 | Information with respect to the Executive Officers and Directors of AXA Financial, Inc. (which is the sole member of AXA Equitable Financial Services, LLC) | |
Exhibit 5 | Information with respect to the Executive Officers and Directors of AXA Equitable Financial Services, LLC | |
Exhibit 6 | Information with respect to the Executive Officers and Directors of AXA Equitable Life Insurance Company | |
Exhibit 7 | Information with respect to the Executive Officers and Directors of ACMC, LLC | |
Exhibit 8 | Filing Agreement with respect to the Schedule 13D among the Reporting Persons (incorporated by reference to Exhibit 17 of the Schedule 13D filed on August 4, 1992) | |
Exhibit 9 | Amended and Restated Voting Trust Agreement, dated as of May 12, 2002 (incorporated by reference to Exhibit 15 filed with Amendment No. 9 to Schedule 13D filed on November 27, 2002) | |
Exhibit 10 | Powers of Attorney for the Voting Trustees, dated July 5, 2002 with respect to Henri de Castries (incorporated by reference to Exhibit 19 filed with Amendment No. 9 to the Schedule 13D filed on November 27, 2002) | |
Exhibit 11 | Power of Attorney for the Voting Trustee, Denis Duverne, dated March 5, 2007 (incorporated by reference to Exhibit 23 filed with Amendment No. 12 to the Schedule 13D filed on March 7, 2007 | |
Exhibit 12 | Power of Attorney for the Voting Trustee, Mark Pearson, dated November 29, 2011 | |
Exhibit 13 | Powers of Attorney with respect to AXA, Finaxa and the Mutuelles AXA (incorporated by reference to Exhibit 11 to the Schedule 13D filed with the Securities and Exchange Commission on June 30, 2000 with respect to the AB Capital Units) | |
Exhibit 14 | Information with respect to the Executive Officers and Directors of AXA Financial (Bermuda) Ltd. | |
Exhibit 15 | Information with respect to the Executive Officers and Directors of MONY Life Insurance Company | |
Exhibit 16 | Information with respect to the Executive Officers and Directors of MONY Life Insurance Company of America | |
Exhibit 17 | Information with respect to the Executive Officers and Directors of AXA America Holdings, Inc. | |
Exhibit 18 | Information with respect to the Executive Officers and Directors of AXA America Corporate Solutions, Inc. |
23
Exhibit 19 | Information with respect to the Executive Officers and Directors of Coliseum Reinsurance Company | |
Exhibit 20 | Information with respect to the Executive Officers and Directors of AXA IM Rose Inc. | |
Exhibit 21 | Powers of Attorney with respect to AXA America Corporate Solutions, Inc., Coliseum Reinsurance Company and AXA IM Rose Inc. |
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SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: December 16, 2011
AXA | ||
AXA ASSURANCES I.A.R.D. MUTUELLE | ||
AXA ASSURANCES VIE MUTUELLE | ||
HENRI DE CASTRIES, DENIS DUVERNE, AND MARK PEARSON AS AXA VOTING TRUSTEES UNDER THE VOTING TRUST AGREEMENT | ||
AXA AMERICA CORPORATE SOLUTIONS, INC. | ||
COLISEUM REINSURANCE COMPANY | ||
AXA IM ROSE INC. | ||
By: | /s/ ALVIN H. FENICHEL | |
Name: | Alvin H. Fenichel | |
Title: | Attorney-in-Fact |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: December 16, 2011
AXA AMERICA HOLDINGS, INC. | ||
By: | /s/ RICHARD S. DZIADZIO | |
Name: | Richard S. Dziadzio | |
Title: | Executive Vice President |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: December 16, 2011
AXA FINANCIAL, INC. | ||
By: | /s/ ALVIN H. FENICHEL | |
Name: | Alvin H. Fenichel | |
Title: | Senior Vice President and Chief Accounting Officer |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: December 16, 2011
AXA EQUITABLE FINANCIAL SERVICES, LLC | ||
By: | /s/ ALVIN H. FENICHEL | |
Name: | Alvin H. Fenichel | |
Title: | Senior Vice President and Chief Accounting Officer |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: December 16, 2011
AXA EQUITABLE LIFE INSURANCE COMPANY | ||
By: | /s/ ALVIN H. FENICHEL | |
Name: | Alvin H. Fenichel | |
Title: | Senior Vice President and Chief Accounting Officer |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: December 16, 2011
ACMC, LLC | ||
By: | /s/ RICHARD S. DZIADZIO | |
Name: | Richard S. Dziadzio | |
Title: | Chairman, President and Chief Executive Officer |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: December 16, 2011
AXA FINANCIAL (BERMUDA) LTD. | ||
By: | /s/ RICHARD S. DZIADZIO | |
Name: | Richard S. Dziadzio | |
Title: | Chairman of the Board |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: December 16, 2011
MONY LIFE INSURANCE COMPANY | ||
By | /s/ ALVIN H. FENICHEL | |
Name: | Alvin H. Fenichel | |
Title: | Senior Vice President and Chief Accounting Officer |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: December 16, 2011
MONY LIFE INSURANCE COMPANY OF AMERICA | ||
By | /s/ ALVIN H. FENICHEL | |
Name: | Alvin H. Fenichel | |
Title: | Senior Vice President and Chief Accounting Officer |
Exhibit 1
MEMBERS OF THE BOARD AND THE EXECUTIVE OFFICERS
OF
AXA
The names of the Members of the Board and the Executive Officers of AXA and their business addresses and principal occupations are set forth below. If no address is given, the Members business address is that of AXA at 25, avenue Matignon, 75008 Paris, France. Unless otherwise indicated, each occupation set forth opposite an individuals name refers to AXA and each individual is a citizen of the Republic of France.
MEMBERS OF THE BOARD OF DIRECTORS
Name, Business Address |
Present Principal Occupation | |
Henri de Castries | Chairman of the Board of Directors and Chief Executive Officer Chairman of the Board, AXA Financial, Inc. | |
Norbert Dentressangle Dentressangle Initiatives 30bis, rue Sainte Hélène 69287 Lyon Cedex 02 France |
Vice-Chairman of the Board of Directors, Lead Independent Director Chairman of Financière de Cuzieu (SAS) (France) | |
Denis Duverne | Deputy Chief Executive Officer, in charge of Finance, Strategy and Operations | |
Jacques de Chateauvieux BOURBON 33, rue du Louvre 75002 Paris France |
Chairman of the Board of Directors of BOURBON (France) | |
Ms. Wendy Cooper (1) AXA Equitable Life Insurance Company 1290 Avenue of the Americas New York, NY 10104 USA |
Member of the Board of Directors, representing the employee-shareholders Senior Vice President & Associate General Counsel, AXA Equitable Life Insurance Company | |
Jean-Martin Folz AFEP 11, avenue Delcasse 75008 Paris France |
Companies director |
Name, Business Address |
Present Principal Occupation | |
Anthony Hamilton (4) AXA UK plc 5 Old Broad Street London ECN 1AD UK |
Non Executive Chairman, AXA UK plc and AXA Equity and Law (UK) | |
Mrs. Isabelle Kocher GDF SUEZ Tour T1 - 35ème étage 1, place Samuel de Champlain Faubourg de lArche 92400 Courbevoie France |
Executive Vice-President, Chief Financial Officer, GDF SUEZ (France) | |
Mrs. Suet Fern Lee (2) Stamford Law Corporation 10 Collyer Quay #27-00 Ocean Financial Centre Singapore 049315 Singapore |
Senior Director, Stamford Law Corporation (Singapore) | |
Francois Martneau 282, boulevard Saint Germain 75007 Paris France |
Attorney at law (France) Managing Partner of SCP Lussan & Associés | |
Giuseppe Mussari (5) Piazza Salimbeni, 3 53100 Siena Italy |
Chairman of the Board, Banca Monte de Paschi di Siena S.p.A (Italy) | |
Ramon de Oliveira ROC Partners 580 Park Avenue New York, NY 10065 USA |
Managing Director of ROC Partners (United States) |
2
Name, Business Address |
Present Principal Occupation | |
Michel Pébereau BNP Paribas 3 Rue dAntin 75002 Paris France |
Chairman of the Board of Directors, BNP Paribas (France) | |
Mrs. Dominique Reiniche The Coca Cola Company 27 rue Camille Desmoulins 92784 Issy-les Moulineaux Cedex 9 France |
Chairman Europe, The Coca-Cola Company (France) | |
Marcus Schenk (3) E-ON AG E.ONPlatz 1 10479 Düsseldorf Germany |
Member of the Management Board and Chief Financial Officer, E.ON AG (Germany) |
EXECUTIVE OFFICERS
Members of the AXA Executive Committee
Name, Business Address |
Present Principal Occupation | |
Henri de Castries | Chairman of the Board and Chief Executive Officer | |
Denis Duverne | Deputy Chief Executive Officer in charge of Finance, Strategy and Operations | |
Michael Bishop (4) AXA China Region Limited One Island East 18 Westlands Road Quarry Bay Hong Kong |
Chief Executive Officer of AXA Asia |
3
Name, Business Address |
Present Principal Occupation | |
Dominique Carrel-Billiard AXA Investment Managers Coeur Défense 100 Esplanade du Général de Gaulle 92932 Paris La Défense France |
Chief Executive Officer of AXA Investment Managers | |
John R. Dacey (1) | Vice-Chairman for Asia Pacific | |
Philippe Egger (6) AXA Winterhur Switzerland General Guisan-Strasse 40 8401 Winterthur Switzerland |
Chief Executive Officer of Insurance activities in Switzerland | |
Paul Evans (4) AXA UK plc 5 Old Broad Street London ECN 1AD United Kingdom |
Chief Executive Officer of AXA UK | |
Jean-Laurent Granier AXA 9, avenue de Messine 75008 Paris France |
Chief Executive Officer of the Mediterranean and Latin America region business unit | |
Gérald Harlin | Group Chief Financial Officer | |
Frank Keuper (3) AXA Konzern AG Colonia-Allee 10-20 51067 Köln Germany |
Chief Executive Officer of AXA Konzern AG | |
Peter Kraus (1) AllianceBernstein 1345 Avenue of the Americas New York, NY 10105 |
Chairman and Chief Executive Officer of AllianceBernstein (United States) |
4
Name, Business Address |
Present Principal Occupation | |
Jean-Louis Laurent Josi (7) AXA Life Insurance Japan NBF Platinum Tower 1-17-3 Shirokane Minato-ku Tokyo 108-8020 Japan |
Chief Executive Officer of AXA Japan | |
Nicolas Moreau AXA France 313, Terrasses de lArche Terrasse 1 92727 Nanterre Cedex France |
Chief Executive Officer of AXA France | |
Mark Pearson (4) AXA Financial, Inc. 1290 Avenue of the Americas New York, NY 10104 |
President and Chief Executive Officer, AXA Financial, Inc. Chairman and Chief Executive Officer, AXA Equitable Life Insurance Company | |
Francois Pierson AXA Global P&C 9, avenue de Messine 75008 Paris France |
Global Head of Property and Casualty | |
George Stansfield (1) | AXA Group General Counsel and Head of Group Human Resources | |
Emmanuel de Talhouët AXA Belgium SA Boulevard du Souverain, 25 1170 Brussels Belgium |
Chief Executive Officer of AXA Belgium | |
Jacques de Vaucleroy (7) AXA Belgium SA Boulevard du Souverain, 25 1170 Brussels Belgium |
Chief Executive Officer for the Northern, Central and Eastern Europe business unit and Global Head of Life & Savings and Health | |
Mrs. Véronique Weill | Group Chief Operating Officer |
(1) | Citizen of the United States of America |
5
(2) | Citizen of Singapore |
(3) | Citizen of Germany |
(4) | Citizen of United Kingdom |
(5) | Citizen of Italy |
(6) | Citizen of Switzerland |
(7) | Citizen of Belgium |
6
Exhibit 2
MEMBERS OF THE BOARD AND THE EXECUTIVE OFFICERS
OF
AXA ASSURANCES IARD MUTUELLE
The names of the Members of the Board of Directors and of the Executive Officers of AXA Assurances IARD Mutuelle and their business addresses and principal occupations are set forth below. If no address is given, the Members or Executive Officers business address is that of AXA Assurances IARD Mutuelle at 313, Terrasses de lArche, 92727 Nanterre Cedex, France. Unless otherwise indicated, each occupation set forth opposite an individuals name refers to AXA Assurances IARD Mutuelle and each individual is a citizen of the Republic of France.
Name, Business Address |
Present Principal Occupation | |
* Henri de Castries AXA 25, avenue Matignon 75008 Paris France |
Chairman and Chief Executive officer, AXA Chairman of the Board of Directors of AXA Assurances IARD Mutuelle | |
* Claube Bébéar AXA 25, avenue Matignon 75008 Paris France |
Honorary Chairman of the AXA Board of Directors | |
* ASSSE represented by Jean-Pierre Chaffin 2, allée dAutriche 91300 Massy France |
Engineer and former French union officer (ancien responsable syndical au niveau national) | |
* Bertrand Eveno 10, boulevard Malesherbes 75008 Paris France |
Manager of BPE Conseil | |
* Jacques Gobert 21, rue Gustave Nadaud 13012 Marseille France |
Lawyer |
* Philippe Guérand SIER Constructeur 129, boulevard Pinel 69500 Bron France |
Chairman and Chief Executive Officer of Générale dInvestissements (SAS) Chairman and Chief Executive Officer of SIER Constructeur | |
* Frédéric Lucet Family Business Group 12, rue Auber 75009 Paris France |
Manager of companies Investment Adviser | |
* Octave Manset 75, rue de la Tour 75016 Paris France |
Vice-Chairman of the Board of Directors of AXA Assurances IARD Mutuelle | |
* Mrs. Christiane Marcellier JD4C Conseil 43, rue de Courcelles 75008 Paris France |
Managing Partner of JD4C Conseil | |
* Alain de Marcellus Cap Gemini 11, rue de Tilsit 75007 Paris France |
Manager of Group Financial Services of Cap Gemini | |
* François Martineau Lussan & Associés 282, boulevard Saint Germain 75007 Paris France |
Attorney at law (France) Managing Partner of SCP Lussan & Associés | |
* Nicolas Moreau |
Chief Executive Officer of AXA France | |
* Francois Pierson AXA Global P&C 9, avenue de Messine 75008 Paris France |
Chairman and Chief Executive Officer, AXA Global P&C | |
* Olivier Riché 47, rue de Verneuil 75007 Paris France |
Chief Executive Officer of Cofitem-Cofimur |
2
Jacques de Peretti |
Chief Executive Officer - non Director of AXA Assurances IARD Mutuelle |
* | Director |
3
Exhibit 3
EXECUTIVE OFFICERS AND
MEMBERS OF THE CONSEIL DADMINISTRATION
OF
AXA ASSURANCES VIE MUTUELLE
The names of the Members of the Conseil dAdministration and of the Executive Officers of AXA Assurances Vie Mutuelle and their business addresses and principal occupations are set forth below. If no address is given, the Members or Executive Officers business address is that of AXA Assurances Vie Mutuelle at 313, Terrasses de lArche, 92727 Nanterre Cedex, France. Unless otherwise indicated, each occupation set forth opposite an individuals name refers to AXA Assurances Vie Mutuelle and each individual is a citizen of the Republic of France.
Name, Business Address |
Present Principal Occupation | |
* Henri de Castries AXA 25, avenue Matignon 75008 Paris France |
Chairman and Chief Executive officer, AXA Chairman of the Board of Directors of AXA Assurances Vie Mutuelle | |
* Claube Bébéar AXA 25, avenue Matignon 75008 Paris France |
Honorary Chairman of the AXA Board of Directors | |
* Jean-Louis Bertrand 9, rue du Castillet BP 60137 66000 Perpignan France |
General insurance agent | |
* ASSSE represented by Jean-Pierre Chaffin 2, allée dAutriche 91300 Massy France |
Engineer and former French union officer (ancien responsable syndical au niveau national) | |
* Hubert Fabre 9, rue de Villersexel 75007 Paris France |
Managing Partner of SCP Denis Rozès et Hubert Fabre |
* Octave Manset 75, rue de la Tour 75016 Paris France |
Vice-Chairman of the Board of Directors of AXA Assurances Vie Mutuelle | |
* Alain de Marcellus Cap Gemini 11, rue de Tilsit 75007 Paris France |
Manager of Group Financial Services of Cap Gemini | |
* François Martineau Lussan & Associés 282, boulevard Saint Germain 75007 Paris France |
Attorney at law (France) Managing Partner of SCP Lussan & Associés | |
* Nicolas Moreau |
Chief Executive Officer of AXA France | |
* Mrs Dominique Paillet 9, route de Vienne 38090 Vaulx-Milieu France |
Retired nurse (infirmière long séjour retraitée) | |
* Francois Pierson AXA Global P&C 9, avenue de Messine 75008 Paris France |
Chairman and Chief Executive Officer, AXA Global P&C | |
* Jean-Claude Puerto Salavert UCAR 10, rue Louis Pasteur 92100 Boulogne Billancourt France |
Chairman and Chief Executive Officer of UCAR | |
* Olivier Riché 47, rue de Verneuil 75007 Paris France |
Chief Executive Officer of Cofitem-Cofimur | |
Jacques de Peretti |
Chief Executive Officer - non Director of AXA Assurances Vie Mutuelle |
* | Director |
2
Exhibit 4
EXECUTIVE OFFICERS AND DIRECTORS
OF
AXA FINANCIAL, INC.
The names of the Directors and the names and titles of the Executive Officers of AXA Financial, Inc. (AXF), which is the sole member of AXA Equitable Financial Services, LLC, and their business addresses and principal occupations are set forth below. If no address is given, the Directors or Executive Officers business address is that of AXF at 1290 Avenue of the Americas, New York, New York 10104. Unless otherwise indicated, each occupation set forth opposite an individuals name refers to AXF and each individual is a United States citizen.
Name, Business Address |
Present Principal Occupation | |
* Henri de Castries (1) |
Chairman of the Board and Chief Executive Officer, AXA Chairman of the Board, AXF | |
* Ramon de Oliveira (1) |
Managing Director, Investment Audit Practice, LLC | |
* Denis Duverne (1) |
Member of the Board and Deputy Chief Executive Officer, AXA | |
Richard S. Dziadzio |
Senior Executive Vice President and Chief Financial Officer Senior Executive Vice President and Chief Financial Officer, AXA Equitable | |
* Charlynn Goins |
Chairman of the Board (Distribution Committee), The New York Community Trust (community foundation) | |
* Dan Hale |
Former SVP and Chief Financial Officer, Allstate Corporation |
Name, Business Address |
Present Principal Occupation | |
* Anthony J. Hamilton (2) |
Non-Executive Chairman, AXA UK plc (life and plc insurance) | |
* James F. Higgins |
Director, Morgan Stanley Fund Family (financial services) | |
* Peter S. Kraus |
Chairman of the Board and Chief Executive Officer AllianceBernstein Holding L.P. | |
Nick Lane |
Senior Executive Vice President and President, Retirement Savings Senior Executive Vice President and President, Retirement Savings, AXA Equitable Life Insurance Company | |
* Andrew J. McMahon |
Senior Executive Vice President and President, Financial Protection and Wealth Management President, AXA Equitable Life Insurance Company | |
* Scott D. Miller |
Chief Executive Officer, SSA & Company (productivity and business transformation training) | |
* Mark Pearson (2) |
President and Chief Executive Officer Chairman of the Board and Chief Executive Officer, AXA Equitable Life Insurance Company | |
Salvatore Piazzolla (3) |
Senior Executive Vice President Senior Executive Vice PresidentHead of Human Resources, AXA Equitable Life Insurance Company | |
Richard V. Silver |
Senior Executive Vice President, Chief Administrative Officer and Chief Legal Officer Senior Executive Vice President, Chief Administrative Officer and Chief Legal Officer, AXA Equitable Life Insurance Company |
2
Name, Business Address |
Present Principal Occupation | |
* Lorie A. Slutsky |
President and Chief Executive Officer, The New York Community Trust (community foundation) | |
* Ezra Suleiman |
Professor of Politics and IBM Professor of International Studies, Princeton University (education) | |
* Peter J. Tobin |
Former Special Assistant to the President, St. Johns University (education) | |
* Richard C. Vaughan |
Former Executive Vice President and Chief Financial Officer, Lincoln Financial Group |
* | Director |
(1) | Citizen of the Republic of France |
(2) | Citizen of the United Kingdom |
(3) | Citizen of Italy |
3
Exhibit 5
EXECUTIVE OFFICERS AND DIRECTORS
OF
AXA EQUITABLE FINANCIAL SERVICES, LLC
The names of the Directors and the names and titles of the Executive Officers of AXA Equitable Financial Services, LLC (AXA Equitable Financial) and their business addresses and principal occupations are set forth below. If no address is given, the Directors or Executive Officers business address is 1290 Avenue of the Americas, New York, New York 10104. Unless otherwise indicated, each occupation set forth opposite an individuals name refers to AXA Equitable Financial and each individual is a United States citizen.
Name, Business Address |
Present Principal Occupation | |
* Mark Pearson (1) |
Chairman of the Board and Chief Executive Officer Chairman of the Board and Chief Executive Officer, AXA Equitable Life Insurance Company | |
* Andrew J. McMahon |
President President, AXA Equitable Life Insurance Company | |
* Richard V. Silver |
Senior Executive Vice President, Chief Administrative Officer and Chief Legal Officer Senior Executive Vice President, Chief Administrative Officer and Chief Legal Officer, AXA Equitable Life Insurance Company | |
Richard S. Dziadzio |
Senior Executive Vice President and Chief Financial Officer Senior Executive Vice President and Chief Financial Officer, AXA Equitable Life Insurance Company | |
Nick Lane |
Senior Executive Vice President and President, Retirement Savings Senior Executive Vice President and President, Retirement Savings, AXA Equitable Life Insurance Company | |
Salvatore Piazzolla (2) |
Senior Executive Vice President Senior Executive Vice President - Head of Human Resources, AXA Equitable Life Insurance Company |
* | Director |
(1) | Citizen of the United Kingdom |
(2) | Citizen of Italy |
Exhibit 6
EXECUTIVE OFFICERS AND DIRECTORS
OF
AXA EQUITABLE LIFE INSURANCE COMPANY
The names of the Directors and the names and titles of the Executive Officers of AXA Equitable Life Insurance Company (AXA Equitable), which is the sole member of Equitable Holdings, LLC, and their business addresses and principal occupations are set forth below. If no address is given, the Directors or Executive Officers business address is that of AXA Equitable at 1290 Avenue of the Americas, New York, New York 10104. Unless otherwise indicated, each occupation set forth opposite an individuals name refers to AXA Equitable and each individual is a United States citizen.
Name, Business Address |
Present Principal Occupation | |
* Henri de Castries (1) AXA 25, avenue Matignon 75008 Paris, France |
Chairman of the Board and Chief Executive Officer, AXA Chairman of the Board, AXA Financial, Inc. | |
* Ramon de Oliveira (1) 580 Park Avenue New York, NY 10065 |
Managing Director, Investment Audit Practice, LLC | |
* Denis Duverne (1) AXA 25, avenue Matignon 75008 Paris, France |
Member of the Board and Deputy Chief Executive Officer, AXA | |
Richard S. Dziadzio |
Senior Executive Vice President and Chief Financial Officer Senior Executive Vice President and Chief Financial Officer, AXA Financial, Inc. | |
* Charlynn Goins 30 Beekman Place New York, NY 10022 |
Chairman of the Board (Distribution Committee), The New York Community Trust (community foundation) | |
* Dan Hale 900 20th Avenue South Unit 1411 Nashville, TN 37212 |
Former SVP and Chief Financial Officer, Allstate Corporation | |
* Anthony J. Hamilton (2) 5 Old Broad St. London, England ECN 1AD |
Non Executive Chairman, AXA UK plc (life and plc insurance) |
Name, Business Address |
Present Principal Occupation | |
* James F. Higgins |
Director, Morgan Stanley Fund Family (financial services) | |
* Peter S.Kraus |
Chairman of the Board and Chief Executive Officer AllianceBernstein Holding L.P. | |
Nick Lane |
Senior Executive Vice President and President, Retirement Savings Senior Executive Vice President and President, Retirement Savings, AXA Financial, Inc. | |
* Andrew J. McMahon |
President Senior Executive Vice President and President, Financial Protection and Wealth Management, AXA Financial, Inc. | |
* Scott D. Miller |
Chief Executive Officer, SSA & Company (productivity and business transformation training) | |
* Mark Pearson (2) |
Chairman of the Board and Chief Executive Officer President and Chief Executive Officer, AXA Financial, Inc. | |
Salvatore Piazzolla (3) |
Senior Executive Vice President - Head of Human Resources Senior Executive Vice President, AXA Financial, Inc. | |
Richard V. Silver |
Senior Executive Vice President, Chief Administrative Officer and Chief Legal Officer Senior Executive Vice President, Chief Administrative Officer and Chief Legal Officer, AXA Financial, Inc. | |
* Lorie A. Slutsky |
President and Chief Executive Officer, The New York Community Trust (community foundation) | |
* Ezra Suleiman |
Professor of Politics and IBM Professor of International Studies, Princeton University (education) |
2
Name, Business Address |
Present Principal Occupation | |
* Peter J. Tobin 1 Briarwood Lane Denville, NJ 07834 |
Former Special Assistant to the President, St. Johns University (education) | |
* Richard C. Vaughan 764 Lynnmore Lane Naples, FL 34108-7522 |
Former Executive Vice President and Chief Financial Officer, Lincoln Financial Group |
* | Director |
(1) | Citizen of the Republic of France |
(2) | Citizen of the United Kingdom |
(3) | Citizen of Italy |
3
Exhibit 7
EXECUTIVE OFFICERS AND DIRECTORS
OF
ACMC, LLC
The names of the Directors and the names and titles of the Executive Officers of ACMC, LLC and their business addresses and principal occupations are set forth below. If no address is given, the Directors or Executive Officers business address is that of ACMC, LLC at 1290 Avenue of the Americas, New York, New York, 10104. Unless otherwise indicated, each occupation set forth opposite an individuals name refers to ACMC, LLC and each individual is a United States citizen.
Name, Business Address |
Present Principal Occupation | |
* Richard S. Dziadzio |
Chairman of the Board, President and Chief Executive Officer Senior Executive Vice President and Chief Financial Officer, AXA Equitable Life Insurance Company |
* | Director |
Exhibit 12
Power of Attorney
Mark Pearson, as a Voting Trustee (the Trustee), pursuant to the Amended and Restated Voting Trust Agreement dated as of May 12, 2002, by and among AXA, a société anonyme organized under the laws of the Republic of France, and the Voting Trustees identified therein, hereby constitutes and appoints each of Alvin H. Fenichel, Dave S. Hattem, Andrea Nitzan, Richard V. Silver, and Allen J. Zabusky, acting singly, as the true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for the Trustee and in the name, place and stead of the Trustee, in any and all capacities in which he might or could act as Trustee, to execute for and on behalf of the Trustee, all Schedules 13D, Schedules 13G, Forms 13F, Forms 3, Forms 4 and Forms 5 as required by the Securities Exchange Act of 1934, as amended, and any and all amendments or successor filings thereto, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, the issuer and relevant stock exchanges (individually, each a Beneficial Ownership Filing). The Trustee hereby grants to such attorneys-in-fact and agents of the Trustee full power and authority to do and perform each and every act and thing requisite and necessary to be done with respect to executing and filing Beneficial Ownership Filings, as fully to all intents and purposes as the Trustee might or could and hereby ratifies and confirms all that said attorneys-in-fact and agents of the Trustee or their substitute or substitutes may lawfully do or cause to be done by virtue hereof.
The undersigned acknowledges that the foregoing attorneys-in-fact and agents of the Trustee, in serving in such capacity at the request of the Trustee, are not assuming any of the Trustees responsibilities to comply with Section 13(d), 13(f) and 16 of the Securities Exchange Act of 1934.
The powers hereby conferred upon the said attorneys-in-fact and agents shall continue in force until notice of the revocation of this Power of Attorney has been received by the said attorneys-in-fact and agents of the Trustee.
IN WITNESS WHEREOF, the undersigned has hereunto subscribed this Power of Attorney this 29th day of November, 2011.
By: | /s/ Mark Pearson | |||
Name: | Mark Pearson | |||
Title: | Voting Trustee |
Exhibit 14
EXECUTIVE OFFICERS AND DIRECTORS
OF
AXA FINANCIAL (BERMUDA) LTD.
The names of the Directors and the names and titles of the Executive Officers of AXA Financial (Bermuda), Ltd. (AXA Bermuda) and their business addresses and principal occupations are set forth below. If no address is given, the Directors or Executive Officers business address is 1290 Avenue of the Americas, New York, New York 10104. Unless otherwise indicated, each occupation set forth opposite an individuals name refers to AXA Bermuda and each individual is a United States citizen.
Name, Business Address |
Present Principal Occupation | |
* William Casill |
Vice President and Chief Operating Officer Senior Vice President, AXA Equitable Life Insurance Company | |
* Chris Dodds (1) 11 Victoria Street Hamilton HM 11, Bermuda |
Assistant Vice President, Captive Solutions Marsh | |
* Richard S. Dziadzio |
Chairman of the Board Senior Executive Vice President and Chief Financial Officer, AXA Equitable Life Insurance Company | |
* Charles G.R. Collis (1) 2, Church Street Hamilton HM 11, Bermuda |
Partner, Conyers Dill and Pearman | |
* Charles A. Marino |
Vice President Executive Vice President and Chief Actuary, AXA Equitable Life Insurance Company | |
* Bertrand Poupart-Lafarge (2) |
President, Chief Executive Officer and Chief Financial Officer Executive Vice President, Chief Investment Officer and Treasurer, AXA Equitable Life Insurance Company |
* | Director |
(1) | Citizen of the Bermuda |
(2) | Citizen of the Republic of France |
Exhibit 15
EXECUTIVE OFFICERS AND DIRECTORS
OF
MONY LIFE INSURANCE COMPANY
The names of the Directors and the names and titles of the Executive Officers of MONY Life Insurance Company (MONY Life), and their business addresses and principal occupations are set forth below. If no address is given, the Directors or Executive Officers business address is that of MONY Life at 1290 Avenue of the Americas, New York, New York 10104. Unless otherwise indicated, each occupation set forth opposite an individuals name refers to MONY Life and each individual is a United States citizen.
Name, Business Address |
Present Principal Occupation | |
* Henri de Castries (1) AXA 25, avenue Matignon 75008 Paris, France |
Chairman of the Board and Chief Executive Officer, AXA Chairman of the Board, AXA Financial, Inc. | |
* Ramon de Oliveira (1) 580 Park Avenue New York, NY 10065 |
Managing Director, Investment Audit Practice, LLC | |
* Denis Duverne (1) AXA 25, avenue Matignon 75008 Paris, France |
Member of the Board and Deputy Chief Executive Officer, AXA | |
Richard S. Dziadzio | Senior Executive Vice President and Chief Financial Officer Senior Executive Vice President and Chief Financial Officer, AXA Equitable Life Insurance Company | |
* Charlynn Goins 30 Beekman Place New York, NY 10022 |
Chairman of the Board (Distribution Committee), The New York Community Trust (community foundation) | |
* Dan Hale 900 20th Avenue South Unit 1411 Nashville, TN 37212 |
Former SVP and Chief Financial Officer, Allstate Corporation | |
* Anthony J. Hamilton (2) 5 Old Broad St. London, England ECN 1AD |
Non Executive Chairman, AXA UK plc (life and plc insurance) |
Name, Business Address |
Present Principal Occupation | |
* James F. Higgins Morgan Stanley Harborside Financial Center Plaza Two, Second Floor Jersey City, NJ 07311 |
Director, Morgan Stanley Fund Family (financial services) | |
* Peter S. Kraus AllianceBernstein 1345 Avenue of Americas New York, NY 10105 |
Chairman of the Board and Chief Executive Officer, AllianceBernstein Holding L.P. | |
Nick Lane |
Senior Executive Vice President and President, Retirement Savings Senior Executive Vice President and President, Retirement Savings, AXA Equitable Life Insurance Company | |
* Andrew J. McMahon |
President President, AXA Equitable Life Insurance Company | |
* Scott D. Miller 315 East Hopkins Ave Aspen, CO 81611 |
Chief Executive Officer, SSA & Company (productivity and business transformation training) | |
* Mark Pearson (2) |
Chairman of the Board and Chief Executive Officer Chairman of the Board and Chief Executive Officer, AXA Equitable Life Insurance Company | |
Salvatore Piazzolla (3) |
Senior Executive Vice President Senior Executive Vice President - Head of Human Resources, AXA Equitable Life Insurance Company | |
Richard V. Silver |
Senior Executive Vice President, Chief Administrative Officer and Chief Legal Officer Senior Executive Vice President, Chief Administrative Officer and Chief Legal Officer, AXA Equitable Life Insurance Company | |
* Lorie A. Slutsky 909 Third Avenue New York, NY 10022 |
President and Chief Executive Officer, The New York Community Trust (community foundation) | |
* Ezra Suleiman Corwin Hall Princeton, NJ 08544 |
Professor of Politics and IBM Professor of International Studies, Princeton University (education) |
2
Name, Business Address |
Present Principal Occupation | |
* Peter J. Tobin 1 Briarwood Lane Denville, NJ 07834 |
Former Special Assistant to the President, St. Johns University (education) | |
* Richard C. Vaughan 764 Lynnmore Lane Naples, FL 34108-7522 |
Former Executive Vice President and Chief Financial Officer, Lincoln Financial Group |
* | Director |
(1) | Citizen of the Republic of France |
(2) | Citizen of the United Kingdom |
(3) | Citizen of Italy |
3
Exhibit 16
EXECUTIVE OFFICERS AND DIRECTORS
OF
MONY LIFE INSURANCE COMPANY OF AMERICA
The names of the Directors and the names and titles of the Executive Officers of MONY Life Insurance Company of America (MLOA), and their business addresses and principal occupations are set forth below. If no address is given, the Directors or Executive Officers business address is that of MLOA at 1290 Avenue of the Americas, New York, New York 10104. Unless otherwise indicated, each occupation set forth opposite an individuals name refers to MLOA and each individual is a United States citizen.
Name, Business Address |
Present Principal Occupation | |
* Henri de Castries (1) |
Chairman of the Board and Chief Executive Officer, AXA Chairman of the Board, AXA Financial, Inc. | |
* Ramon de Oliveira (1) |
Managing Director, Investment Audit Practice, LLC | |
* Denis Duverne (1) |
Member of the Board and Deputy Chief Executive Officer, AXA | |
Richard S. Dziadzio |
Senior Executive Vice President and Chief Financial Officer Senior Executive Vice President and Chief Financial Officer, AXA Equitable Life Insurance Company | |
* Charlynn Goins |
Chairman of the Board (Distribution Committee), The New York Community Trust (community foundation) | |
* Dan Hale |
Former SVP and Chief Financial Officer, Allstate Corporation | |
* Anthony J. Hamilton (2) |
Non Executive Chairman, AXA UK plc (life and plc insurance) |
Name, Business Address |
Present Principal Occupation | |
* James F. Higgins |
Director, Morgan Stanley Fund Family (financial services) | |
* Peter S. Kraus |
Chairman of the Board and Chief Executive Officer, AllianceBernstein Holding L.P. | |
Nick Lane |
Senior Executive Vice President and President, Retirement Savings Senior Executive Vice President and President, Retirement Savings, AXA Equitable Life Insurance Company | |
* Andrew J. McMahon |
President President, AXA Equitable Life Insurance Company | |
* Scott D. Miller |
Chief Executive Officer, SSA & Company (productivity and business transformation training) | |
* Mark Pearson (2) |
Chairman of the Board and Chief Executive Officer Chairman of the Board and Chief Executive Officer, AXA Equitable Life Insurance Company | |
Salvatore Piazzolla (3) |
Senior Executive Vice President Senior Executive Vice President - Head of Human Resources, AXA Equitable Life Insurance Company | |
Richard V. Silver |
Senior Executive Vice President, Chief Administrative Officer and Chief Legal Officer Senior Executive Vice President, Chief Administrative Officer and Chief Legal Officer, AXA Equitable Life Insurance Company | |
* Lorie A. Slutsky |
President and Chief Executive Officer, The New York Community Trust (community foundation) | |
* Ezra Suleiman |
Professor of Politics and IBM Professor of International Studies, Princeton University (education) |
2
Name, Business Address |
Present Principal Occupation | |
* Peter J. Tobin |
Former Special Assistant to the President, St. Johns University (education) | |
* Richard C. Vaughan |
Former Executive Vice President and Chief Financial Officer, Lincoln Financial Group |
* | Director |
(1) | Citizen of the Republic of France |
(2) | Citizen of the United Kingdom |
(3) | Citizen of Italy |
3
Exhibit 17
EXECUTIVE OFFICERS AND DIRECTORS
OF
AXA AMERICA HOLDINGS, INC.
The names of the Directors and the names and titles of the Executive Officers of AXA America Holdings, Inc. (AXA America) and their business addresses and principal occupations are set forth below. If no address is given, the Directors or Executive Officers business address is that of AXA America at 1290 Avenue of the Americas, New York, New York 10104. Unless otherwise indicated, each occupation set forth opposite an individuals name refers to AXA America and each individual is a United States citizen.
Name, Business Address |
Present Principal Occupation | |
* Henri de Castries (1) |
Chairman of the Board and Chief Executive Officer, AXA | |
* Denis Duverne (1) |
Chairman and Chief Executive Officer Member of the Board and Deputy Chief Executive Officer, AXA | |
* Richard S. Dziadzio |
Executive Vice President Senior Executive Vice President and Chief Financial Officer, AXA Equitable Life Insurance Company | |
* Mark Pearson (2) |
President Chairman and Chief Executive Officer, AXA Equitable Life Insurance Company |
* | Director |
(1) | Citizen of the Republic of France |
(2) | Citizen of the United Kingdom |
Exhibit 18
EXECUTIVE OFFICERS AND DIRECTORS
OF
AXA AMERICA CORPORATE SOLUTIONS, INC.
The names of the Directors and the names and titles of the Executive Officers of AXA America Corporate Solutions, Inc. (AACS) and their business addresses and principal occupations are set forth below. If no address is given, the Directors or Executive Officers business address is that of AACS at 17 State Street, New York, New York 10004. Unless otherwise indicated, each occupation set forth opposite an individuals name refers to AACS and each individual is a United States citizen.
Name, Business Address |
Present Principal Occupation | |
* Cedric de Linares (1) |
Chairman of the Board | |
* Alexandre Scherer (1) |
President and Chief Executive Officer | |
* Arjun Thawani (2) |
Senior Vice President, Treasurer & Controller |
* | Director |
(1) | Citizen of the Republic of France |
(2) | Citizen of the United Kingdom |
Exhibit 19
EXECUTIVE OFFICERS AND DIRECTORS
OF
COLISEUM REINSURANCE COMPANY
The names of the Directors and the names and titles of the Executive Officers of Coliseum Reinsurance Company (Coliseum) and their business addresses and principal occupations are set forth below. If no address is given, the Directors or Executive Officers business address is that of Coliseum at 17 State Street, New York, New York 10004. Unless otherwise indicated, each occupation set forth opposite an individuals name refers to Coliseum and each individual is a United States citizen.
Name, Business Address |
Present Principal Occupation | |
* Cedric de Linares (1) |
Chairman of the Board | |
* Alexandre Scherer (1) |
President and Chief Executive Officer | |
* Arjun Thawani (2) |
Vice President, Chief Financial Officer & Treasurer |
* | Director |
(1) | Citizen of the Republic of France |
(2) | Citizen of the United Kingdom |
Exhibit 20
EXECUTIVE OFFICERS AND DIRECTORS
OF
AXA IM ROSE INC.
The names of the Directors and the names and titles of the Executive Officers of AXA IM Rose Inc. (AXA IM Rose) and their business addresses and principal occupations are set forth below. If no address is given, the Directors or Executive Officers business address is that of AXA IM Rose at One Fawcett Place, Greenwich, CT 06830. Unless otherwise indicated, each occupation set forth opposite an individuals name refers to AXA AM Rose and each individual is a United States citizen.
Name, Business Address |
Present Principal Occupation | |
* Dominique Carrel-Billiard (1) Coeur Defense, Tour B, La Defense 4 100 Esplanade du General de Gaulle 92932 Paris la Defense Cedex France |
CEO of AXA Investment Managers | |
Gautier Ripert |
Chief Operating Officer | |
* Emmanuel Vercoustre (1) Coeur Defense, Tour B, La Defense 4 100 Esplanade du General de Gaulle 92932 Paris la Defense Cedex France |
Global Head of Finance, Control and Strategy of AXA Investment Managers |
* | Director |
(1) | Citizen of the Republic of France |
Exhibit 21
Power of Attorney
AXA AMERICA CORPORATE SOLUTIONS, INC., a company organized under the laws of the State of Delaware (the Corporation), hereby constitutes and appoints each of Dave Hattem, Alvin H. Fenichel, Andrea Nitzan, Richard V. Silver and Allen J. Zabusky, acting singly, as the true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for the Corporation and in the name, place and stead of the Corporation, in any and all capacities, to execute for and on behalf of the Corporation, all Schedules 13D and 13G and Forms 3, Forms 4 and Forms 5 as required by the Securities Exchange Act of 1934, as amended, and any and all amendments or successor filings thereto, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, the issuer and relevant stock exchanges (individually, each a Filing) relating to limited partnership units of AllianceBernstein Holding L.P. and AllianceBernstein L.P., both Delaware limited partnerships. The Corporation hereby grants to such attorneys-in-fact and agents of the Corporation full power and authority to do and perform each and every act and thing requisite and necessary to be done, as fully to all intents and purposes as the Corporation might or could, and hereby ratifies and confirms all that said attorneys-in-fact and agents of the Corporation or their substitute or substitutes may lawfully do or cause to be done by virtue hereof.
The undersigned acknowledges that the foregoing attorneys-in-fact and agents of the Corporation, in serving in such capacity at the request of the undersigned, are not assuming any of the Corporations responsibilities to comply with Section 13(d) and Section 16 of the Securities Exchange Act of 1934.
The powers hereby conferred upon the said attorneys-in-fact and agents shall continue in force until notice of the revocation of this Power of Attorney has been received by the said attorneys-in-fact and agents of the Corporation.
IN WITNESS WHEREOF, the undersigned has hereunto subscribed this Power of Attorney this 10th day November, 2011.
AXA AMERICA CORPORATE SOLUTIONS, INC. | ||||
By: | /s/ Arjun Thawani | |||
Name: | Arjun Thawani | |||
Title: | Senior Vice President, | |||
Treasurer and Controller |
Power of Attorney
COLISEUM REINSURANCE COMPANY, a company organized under the laws of the State of Delaware (the Corporation), hereby constitutes and appoints each of Dave Hattem, Alvin H. Fenichel, Andrea Nitzan, Richard V. Silver and Allen J. Zabusky, acting singly, as the true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for the Corporation and in the name, place and stead of the Corporation, in any and all capacities, to execute for and on behalf of the Corporation, all Schedules 13D and 13G and Forms 3, Forms 4 and Forms 5 as required by the Securities Exchange Act of 1934, as amended, and any and all amendments or successor filings thereto, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, the issuer and relevant stock exchanges (individually, each a Filing) relating to limited partnership units of AllianceBernstein Holding L.P. and AllianceBernstein L.P., both Delaware limited partnerships. The Corporation hereby grants to such attorneys-in-fact and agents of the Corporation full power and authority to do and perform each and every act and thing requisite and necessary to be done, as fully to all intents and purposes as the Corporation might or could, and hereby ratifies and confirms all that said attorneys-in-fact and agents of the Corporation or their substitute or substitutes may lawfully do or cause to be done by virtue hereof.
The undersigned acknowledges that the foregoing attorneys-in-fact and agents of the Corporation, in serving in such capacity at the request of the undersigned, are not assuming any of the Corporations responsibilities to comply with Section 13(d) and Section 16 of the Securities Exchange Act of 1934.
The powers hereby conferred upon the said attorneys-in-fact and agents shall continue in force until notice of the revocation of this Power of Attorney has been received by the said attorneys-in-fact and agents of the Corporation.
IN WITNESS WHEREOF, the undersigned has hereunto subscribed this Power of Attorney this 10th day November, 2011.
COLISEUM REINSURANCE COMPANY | ||||
By: | /s/ Arjun Thawani | |||
Name: | Arjun Thawani | |||
Title: | Vice President, Chief Financial Officer and Treasurer |
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Power of Attorney
AXA IM ROSE INC., a company organized under the laws of the State of Delaware (the Corporation), hereby constitutes and appoints each of Dave Hattem, Alvin H. Fenichel, Andrea Nitzan, Richard V. Silver and Allen J. Zabusky, acting singly, as the true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for the Corporation and in the name, place and stead of the Corporation, in any and all capacities, to execute for and on behalf of the Corporation, all Schedules 13D and 13G and Forms 3, Forms 4 and Forms 5 as required by the Securities Exchange Act of 1934, as amended, and any and all amendments or successor filings thereto, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, the issuer and relevant stock exchanges (individually, each a Filing) relating to limited partnership units of AllianceBernstein Holding L.P. and AllianceBernstein L.P., both Delaware limited partnerships. The Corporation hereby grants to such attorneys-in-fact and agents of the Corporation full power and authority to do and perform each and every act and thing requisite and necessary to be done, as fully to all intents and purposes as the Corporation might or could, and hereby ratifies and confirms all that said attorneys-in-fact and agents of the Corporation or their substitute or substitutes may lawfully do or cause to be done by virtue hereof.
The undersigned acknowledges that the foregoing attorneys-in-fact and agents of the Corporation, in serving in such capacity at the request of the undersigned, are not assuming any of the Corporations responsibilities to comply with Section 13(d) and Section 16 of the Securities Exchange Act of 1934.
The powers hereby conferred upon the said attorneys-in-fact and agents shall continue in force until notice of the revocation of this Power of Attorney has been received by the said attorneys-in-fact and agents of the Corporation.
IN WITNESS WHEREOF, the undersigned has hereunto subscribed this Power of Attorney this 15th day November, 2011.
AXA IM ROSE INC. | ||||
By: | /s/ Gautier Ripert | |||
Name: | Gautier Ripert | |||
Title: | Chief Operating Officer |
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