0001140361-22-000211.txt : 20220103 0001140361-22-000211.hdr.sgml : 20220103 20220103171245 ACCESSION NUMBER: 0001140361-22-000211 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220101 FILED AS OF DATE: 20220103 DATE AS OF CHANGE: 20220103 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: VanBeck Sarah Jean CENTRAL INDEX KEY: 0001855427 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37963 FILM NUMBER: 22503015 MAIL ADDRESS: STREET 1: SECOND FLOOR, WASHINGTON HOUSE STREET 2: 16 CHURCH STREET CITY: HAMILTON STATE: D0 ZIP: HM 11 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: SECOND FLOOR, WASHINGTON HOUSE STREET 2: 16 CHURCH STREET CITY: HAMILTON STATE: D0 ZIP: HM 11 BUSINESS PHONE: 441-279-8400 MAIL ADDRESS: STREET 1: SECOND FLOOR, WASHINGTON HOUSE STREET 2: 16 CHURCH STREET CITY: HAMILTON STATE: D0 ZIP: HM 11 4 1 form4.xml FORM 4 X0306 4 2022-01-01 0001527469 Athene Holding Ltd ATH 0001855427 VanBeck Sarah Jean C/O ATHENE HOLDING LTD. WASHINGTON HOUSE, 16 CHURCH STREET HAMILTON D0 HM 11 BERMUDA true SVP, Corp. Controller & PAO Employee Stock Option (Right to Buy) 50.8 2022-01-01 4 D 0 5361 D 2031-04-12 Class A Common Shares 5361 0 D Time-Based Restricted Stock Units 2022-01-01 4 D 0 4184 D Class A Common Shares 4184 0 D Performance-Based Restricted Stock Units 2022-01-01 4 A 0 2461 0 A Class A Common Shares 4184 2461 D Performance-Based Restricted Stock Units 2022-01-01 4 D 0 2461 D Class A Common Shares 4184 0 D Pursuant to the Agreement and Plan of Merger, dated March 8, 2021 (the "Merger Agreement") by and among the Issuer, Apollo Global Management, Inc., a Delaware corporation ("AGM"), Tango Holdings, Inc., a Delaware corporation and a direct wholly owned subsidiary of AGM ("HoldCo"), Blue Merger Sub, Ltd., a Bermuda exempted company and a direct wholly owned subsidiary of HoldCo ("Company Merger Sub"), and Green Merger Sub, Inc., a Delaware corporation and a direct, wholly owned subsidiary of HoldCo ("AGM Merger Sub"), effective January 1, 2022 (the "Effective Time"): (i) AGM merged with AGM Merger Sub, with AGM surviving such merger as a direct wholly owned subsidiary of HoldCo (the "AGM Merger"), (ii) the Issuer merged with Company Merger Sub, with the Issuer surviving such merger as a direct, wholly owned subsidiary of HoldCo (the "Company Merger" and, together with the AGM Merger, the "Mergers"), and (iii) the name of HoldCo was changed to "Apollo Global Management, Inc." This option vests ratably on each of the first three anniversaries of the January 1, 2021 vesting start date. Pursuant to the Merger Agreement, these options converted into an option to purchase a number of shares of common stock, par value $0.00001 per share, of HoldCo ("HoldCo Shares"), rounded down to the nearest whole HoldCo Share, equal to the product of (i) 1.149 multiplied by (ii) the number of Class A Common Shares subject to such option immediately prior to the Effective Time, rounded down to the nearest whole share, with an exercise price equal to the quotient of (x) the exercise price of such option divided by (y) 1.149, rounded up to the nearest whole cent. These options are otherwise subject to the same terms and conditions as were applicable immediately prior to the Effective Time. Each restricted stock unit ("RSU") represents a contingent right to receive one Class A Common Share of the Issuer. 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 RSUs vest on each of the first three anniversaries of the January 1, 2021 vesting start date and have no expiration date. Pursuant to the Merger Agreement, these time-based RSUs converted into an award of restricted share units with respect to a number of HoldCo Shares, rounded down to the nearest whole HoldCo Share, equal to (i) 1.149 multiplied by (ii) the number of Class A Common Shares subject to such RSU immediately prior to the Effective Time. These RSUs are otherwise subject to the same terms and conditions as were applicable immediately prior to the Effective Time. Pursuant to the terms of the Merger Agreement, these performance-based RSUs ("PSUs") vested to the extent of the applicable target level of performance (100%). These PSUs vest over the three fiscal year period from January 1, 2021 to December 31, 2023 and have no expiration date. Pursuant to the Merger Agreement, these PSUs converted into an award of restricted share units with respect to a number of HoldCo Shares, rounded down to the nearest whole HoldCo Share, equal to (i) 1.149 multiplied by (ii) the number of Class A Common Shares subject to such PSU immediately prior to the Effective Time. The PSUs continue to be subject to time-based vesting conditions and will vest at the end of the applicable performance period. These PSUs are otherwise subject to the same terms and conditions as were applicable immediately prior to the Effective Time. As of December 31, 2021, the closing market price of the Issuer's Class A Common Shares was $83.33 and the closing market price of AGM's Class A common stock was $72.43. 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 April 14, 2021). /s/ Ira Rosenblatt, attorney-in-fact 2022-01-03