0001127602-20-007743.txt : 20200225 0001127602-20-007743.hdr.sgml : 20200225 20200225191338 ACCESSION NUMBER: 0001127602-20-007743 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200221 FILED AS OF DATE: 20200225 DATE AS OF CHANGE: 20200225 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Belardi James Richard CENTRAL INDEX KEY: 0001689315 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37963 FILM NUMBER: 20652815 MAIL ADDRESS: STREET 1: C/O ATHENE HOLDING LTD. STREET 2: CHESNEY HOUSE, 96 PITTS BAY ROAD CITY: PEMBROKE STATE: D0 ZIP: HM08 FORMER NAME: FORMER CONFORMED NAME: Berlardi James Richard DATE OF NAME CHANGE: 20161104 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Athene Holding Ltd CENTRAL INDEX KEY: 0001527469 STANDARD INDUSTRIAL CLASSIFICATION: LIFE INSURANCE [6311] IRS NUMBER: 980630022 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 96 PITTS BAY ROAD CITY: PEMBROKE STATE: D0 ZIP: HM08 BUSINESS PHONE: 441-279-8400 MAIL ADDRESS: STREET 1: 96 PITTS BAY ROAD CITY: PEMBROKE STATE: D0 ZIP: HM08 4 1 form4.xml PRIMARY DOCUMENT X0306 4 2020-02-21 0001527469 Athene Holding Ltd ATH 0001689315 Belardi James Richard C/O ATHENE HOLDING LTD., CHESNEY HOUSE, FIRST FLOOR, 96 PITTS BAY ROAD PEMBROKE D0 HM08 BERMUDA 1 1 Chairman, CEO and CIO Class A Common Shares 2020-02-21 4 A 0 19216 .001 A 1103031 I By James And Leslie Belardi Family Trust Class A Common Shares 2020-02-24 4 M 0 28387 A 1131418 I By James And Leslie Belardi Family Trust Class A Common Shares 2020-02-24 4 F 0 14075 49.71 D 1117343 I By James And Leslie Belardi Family Trust Class A Common Shares 1750 I By Belardi Family Irrevocable Trust Employee Stock Option (Right to Buy) 49.71 2020-02-21 4 A 0 58303 0 A 2030-02-21 Class A Common Shares 58303 58303 I by James and Leslie Belardi Family Trust Restricted Stock Units 2020-02-21 4 A 0 12573 0 A Class A Common Shares 12573 12573 I by James and Leslie Belardi Family Trust Restricted Stock Units 2020-02-24 4 M 0 28387 D Class A Common Shares 28387 0 I by James and Leslie Belardi Family Trust Restricted Stock Units Class A Common Shares 4336 4336 I By James and Leslie Belardi Family Trust Restricted Stock Units Class A Common Shares 9818 9818 I By James And Leslie Belardi Family Trust This reported transaction represents an award of restricted shares which vest ratably on the first and second anniversaries of the vesting start date provided, however, in the event of death or disability, the award shall become immediately and fully vested; and provided, further, that in the event of a termination of relationship due to (i) an involuntary termination by the Issuer without cause or (ii) resignation by the reporting person for good reason and, in each case, such termination of relationship occurs within eighteen (18) months following a change in control, the award shall become immediately and fully vested as of the effective date of such termination of relationship. This option vests ratably on each of the first three anniversaries of the January 1, 2020 vesting start date. Each restricted stock unit ("RSU") represents a contingent right to receive one Class A common share of the Issuer. The RSUs reported herein vest on each of the first three anniversaries of the January 1, 2020 vesting start date. An additional 25,146 RSUs not reported herein vest only if the Issuer satisfies certain performance criteria over the three fiscal year period from January 1, 2020 to December 31, 2022. Vested RSUs are settled in Class A common shares on a one-for-one basis. In certain circumstances involving termination of the reporting person after a change in control of the Issuer, the award shall become immediately and fully vested as of the effective date of such termination of relationship. These performance-based restricted stock units ("PRSUs") were granted on March 21, 2017, but were conditional upon the Issuer satisfying certain performance criteria over the three fiscal year period from January 1, 2017 to December 31, 2019 (the "Performance Period"). On February 18, 2020, the Compensation Committee of the Issuer's Board of Directors determined the extent to which the Issuer met the performance goals for the Performance Period and the number of PRSUs that vested for the Reporting Person. Each PRSU represents a contingent right to receive one Class A common share of the Issuer. The PRSUs vested on January 15, 2019. This reported transaction represents vested PRSUs that have been settled in Class A common shares. Vested PRSUs are settled in Class A common shares on a one-for-one basis. This reported transaction represents shares withheld to satisfy tax withholding obligations in connection with the settlement of vested PRSUs that settled in Class A common shares. Each RSU represents a contingent right to receive one Class A common share of the Issuer. The RSUs reported herein vest on each of the first three anniversaries of the January 1, 2018 vesting start date. Vested RSUs are settled in Class A common shares on a one-for-one basis. In certain circumstances involving termination of the reporting person after a change in control of the Issuer, the award shall become immediately and fully vested as of the effective date of such termination of relationship. Each RSU represents a contingent right to receive one Class A common share of the Issuer. The RSUs reported herein vest on each of the first three anniversaries of the January 1, 2019 vesting start date. Vested RSUs are settled in Class A common shares on a one-for-one basis. In certain circumstances involving termination of the reporting person after a change in control of the Issuer, the award shall become immediately and fully vested as of the effective date of such termination of relationship. Mr. Belardi also serves as Chief Executive Officer of Apollo Insurance Solutions Group, LLC ("ISG"), a subsidiary of Apollo Global Management, Inc. ("Apollo"). Certain of Apollo's affiliates manage investment funds (the "Apollo Funds") that hold Class B common shares of the Issuer and may be deemed to beneficially own the common shares of the Issuer held by the Apollo Funds. This report does not include any securities of the Issuer held by ISG or any of the Apollo Funds or that may be deemed to be beneficially owned by ISG or any Apollo investment managers or investment advisors affiliated with the Apollo Funds, and Mr. Belardi disclaims beneficial ownership of all such securities. This report shall not be deemed an admission that Mr. Belardi is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. Exhibit 24.1 - Power of Attorney (incorporated by reference to the Power of Attorney filed as Exhibit 24.1 to the Form 3 filed by the Reporting Person on December 9, 2016) /s/ Ira Rosenblatt, attorney-in-fact 2020-02-25