SHARE-BASED AND OTHER COMPENSATION PROGRAMS

9 Months Ended

Sep. 30, 2015

Shared Based And Other Compensation Programs [Abstract]

SHARE BASED AND OTHER COMPENSATION PROGRAMS

SHARE-BASED COMPENSATION PROGRAMS

AXA and AXA Financial sponsor various share-based compensation plans for eligible employees and financial professionals of AXA Financial and its subsidiaries. AllianceBernstein also sponsors its own unit option plans for certain of its employees.

Compensation costs for the third quarter and first nine months of 2015 and 2014 for share-based payment arrangements as further described herein are as follows:

	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2015		2014		2015		2014

	(In Thousands)

Performance Units/Shares	$	3,200	$	3,230	$	14,226	$	9,925
Stock Options		117		216		623		774
AllianceBernstein Stock Options		2,900		-		9,300		(300)
AllianceBernstein Restricted Units		-		2,200		-		9,600
Other compensation plans⁽¹⁾		(64)		94		488		283
Total Compensation Expenses	$	6,153	$	5,740	$	24,637	$	20,282

⁽¹⁾ Other compensation plans include Restricted Stock, Stock Appreciation Rights and AXA Miles.

Performance Units and Performance Shares

2015 Grant. On June 19, 2015, under the terms of the Performance Share Plan, AXA awarded approximately 1.7 million unearned performance shares to employees of AXA Equitable. The extent to which 2015-2017 cumulative performance targets measuring the performance of AXA and the insurance related businesses of AXA Financial Group are achieved will determine the number of performance shares earned, which may vary in linear formula between 0% and 130% of the number of performance shares at stake. The performance shares earned during this performance period will vest and be settled on the fourth anniversary of the award date. The plan will settle in shares to all participants. In the third quarter and first nine months of 2015, the expenses associated with the June 19, 2015 grant of performance shares were $1 million and $7 million, respectively.

Settlement of 2012 Grant in 2015. On April 2, 2015, cash distributions of approximately $53 million were made to active and former AXA Equitable employees in settlement of 2,273,008 performance units earned under the terms of the AXA Performance Unit Plan 2012.

Stock Options

2015 Grant. On June 19, 2015, 442,885 options to purchase AXA ordinary shares were granted to employees of AXA Equitable under the terms of the Stock Option Plan at an exercise price of 22.90 euros. All of those options have a five-year graded vesting schedule, with one-third vesting on each of the third, fourth, and fifth anniversaries of the grant date. Of the total options awarded on June 19, 2015, 244,597 are further subject to conditional vesting terms that require the AXA ordinary share price to outperform the Euro Stoxx Insurance Index over a specified period. All of the options granted on June 19, 2015 have a ten-year term. The weighted average grant date fair value per option award was estimated at 1.58 euros using a Black-Scholes options pricing model with modification to measure the value of the conditional vesting feature. Key assumptions used in the valuation included expected volatility of 23.68%, a weighted average expected term of 8.2 years, an expected dividend yield of 6.29% and a risk-free interest rate of 0.92%. The total fair value of these options (net of expected forfeitures) of approximately $1 million is charged to expense over the shorter of the vesting term or the period up to the date at which the participant becomes retirement eligible. In the third quarter and first nine months of 2015, the Company recognized expenses associated with the June 19, 2015 grant of options of approximately $25,000 and $308,000, respectively.

2015 AXA Shareplan. In 2015, eligible employees of participating AXA Financial subsidiaries were offered the opportunity to purchase newly issued AXA ordinary shares, subject to plan limits, under the terms of AXA Shareplan 2015. Eligible employees could have reserved a share purchase during the reservation period from August 31, 2015 through September 14, 2015 and could have cancelled their reservation or elected to make a purchase for the first time during the retraction/subscription period from October 22, 2015 through October 27, 2015. The U.S. dollar purchase price was determined by applying the U.S. dollar/Euro forward exchange rate on October 21, 2015 to the discounted formula subscription price in Euros. “Investment Option A” permitted participants to purchase AXA ordinary shares at a 20% formula discounted price of 17.74 euros/per share. “Investment Option B” permitted participants to purchase AXA ordinary shares at an 8.57% formula discounted price of 20.27 euros/per share on a leveraged basis with a guaranteed return of initial investment plus a portion of any appreciation in the undiscounted value of the total shares purchased. For purposes of determining the amount of any appreciation, the AXA ordinary share price will be measured over a fifty-two week period preceding the scheduled end date of AXA Shareplan 2015 which is July 1, 2020. All subscriptions became binding and irrevocable on October 27, 2015.

AllianceBernstein Long-term Incentive Compensation Plans. During the third quarter and first nine months of 2015, AllianceBernstein purchased 3.0 million and 3.8 million Holding units for $82 million and $103 million, respectively (on a trade date basis). These amounts reflect open-market purchases of 3.0 million and 3.7 million Holding Units for $82 million and $101 million, respectively, with the remainder relating to purchases of Holding units from employees to allow them to fulfill statutory tax withholding requirements at the time of distribution of long-term incentive compensation awards. During the third quarter and first nine months of 2014, AllianceBernstein purchased 0.1 million and 0.2 million AB Holding Units for $1 million and $5 million, respectively (on a trade date basis). These amounts reflect purchases from employees to allow them to fulfill statutory tax withholding requirements at the time of distribution of long-term incentive compensation awards.

During the first nine months of 2015 and 2014, AllianceBernstein granted to employees and eligible Directors 0.3 million and 0.8 million restricted Holding awards, respectively. In the first nine months of 2015 and 2014, AllianceBernstein used Holding units repurchased during the period and newly issued Holding units to fund the restricted Holding unit awards.