Form 4: Athene Holding Executive Chairman James Belardi Reports Planned Preferred Stock Redemption
Insider Transaction Report
James Belardi, Executive Chairman of Athene Holding Ltd., reported the planned redemption of 40,000 Depositary Shares of Series C Preference Stock by the issuer on June 30, 2025, at a price of $25 per share.
Summary
- James Richard Belardi, Executive Chairman, CIO, and Chairman of the Board of Athene Holding Ltd., filed a Form 4 reporting a change in beneficial ownership.
- The filing details the planned redemption of 40,000 Depositary Shares of Series C Preference Stock by Athene Holding Ltd.
- The redemption is scheduled to occur on June 30, 2025, at a price of $25 per share.
- The Depositary Shares represent a 1/1,000th interest in a 6.375% Fixed-Rate Reset Perpetual Non-Cumulative Preferred Stock, Series C, and are not convertible into common stock.
- The securities were indirectly owned by Belardi Investments III, LLC, having been transferred from the James and Leslie Belardi Family Trust.
- The transaction was made pursuant to a Rule 10b5-1(c) plan, indicating a pre-arranged sale or disposition.
Sentiment
Score: 6
Explanation: Neutral to slightly positive. The redemption of preferred stock is a routine capital management event for the issuer, potentially reducing financing costs. For the insider, it's a planned divestiture of a specific security. The transaction is pre-planned, indicating no unexpected events.
Positives
- The redemption of preferred stock can be a positive for the issuer (Athene) as it reduces preferred dividend obligations and simplifies the capital structure.
- The transaction is pre-planned under Rule 10b5-1(c), indicating an organized and transparent approach to securities transactions.
Negatives
- For the reporting person's entity (Belardi Investments III, LLC), the redemption means the termination of their holding in this specific preferred stock, requiring reinvestment of the proceeds.
Future Outlook
No specific future outlook or guidance is provided in this Form 4, beyond the future transaction date for the preferred stock redemption.
Management Comments
- Mr. Belardi also serves as Chief Executive Officer of Apollo Insurance Solutions Group, LP ("ISG"), a subsidiary of Apollo, and as a director and executive officer of Apollo.
- Apollo holds 100% of the shares of Common Stock of the Issuer.
- This report does not include any securities of the Issuer held by Apollo or that may be deemed to be beneficially owned by Apollo, ISG, any other Apollo affiliate or any Apollo investment managers or investment advisors affiliated with the investment funds managed by such investment managers or advisors, 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.
Industry Context
This Form 4 reflects a specific insider transaction related to preferred stock redemption. For the broader insurance and asset management industry (where Athene and Apollo operate), preferred stock redemptions can indicate capital management strategies, potentially aiming to optimize capital structure or reduce financing costs. It also highlights the close relationship between Athene and Apollo Global Management, with Apollo holding 100% of Athene's common stock.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Clarification of Roles and Relationships | The filing clarifies James Belardi's multiple roles as Executive Chairman, CIO, and Chairman of the Board of Athene Holding Ltd., as well as his positions as CEO of Apollo Insurance Solutions Group, LP, and a director/executive officer of Apollo. It also notes Apollo's 100% ownership of Athene's common stock and Mr. Belardi's disclaimer of beneficial ownership of Apollo-held securities. | NA | Provides transparency regarding the reporting person's extensive affiliations and the ownership structure, which is crucial for understanding potential conflicts of interest and corporate control. |
Related Party Transactions
- The reported transaction involves James Belardi, an executive and director of Athene Holding Ltd., and the issuer itself, which constitutes a related party transaction in the context of insider reporting.
- The indirect ownership of the redeemed securities by Belardi Investments III, LLC, and the prior transfer from the James and Leslie Belardi Family Trust, further highlight related party dealings.
Stakeholder Impact
- Shareholders (Common Stock): The redemption of preferred stock could be seen as a positive for common shareholders as it reduces preferred dividend obligations and simplifies the capital structure, potentially freeing up cash flow.
- Preferred Shareholders (Series C): Those holding the Series C preferred stock are impacted by the redemption, as their investment is returned at the stated price, requiring them to seek new investment opportunities.
- Management: The transaction is a routine part of capital management and insider reporting, reflecting a pre-planned disposition of a specific security.
Key Dates
| Date | Description |
|---|---|
| 2016-12-09 | Date of Power of Attorney filing (Exhibit 24.1 to Form 3 by Reporting Person). |
| 2025-06-30 | Date of the reported transaction (redemption of Depositary Shares). |
| 2025-07-02 | Signature date of the Form 4 filing. |
Recommendation
holdKeywords
Athene Holding Ltd., ATH, James Belardi, SEC Form 4, Preferred Stock Redemption, Depositary Shares, Corporate Governance, Insider Transaction, Rule 10b5-1, Apollo Global Management
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