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APO 10-K & 10-Q changes, risk factors and insider trading

Apollo Global Management, Inc. (also APOS) · NYSE · Investment Advice · CIK 1858681 · All filings on SEC.gov

Everything below is quoted or computed from Apollo Global Management, Inc.'s public SEC filings. It is not a recommendation to buy or sell. Automated comparisons can contain errors; confirm with the original filing.

At a glance

22 / 14risk-factor paragraphs added / removed in latest 10-K
3new risk-factor headings
0Form 4 filings reporting open-market purchases (last 180 days)
3Form 4 filings reporting open-market sales (last 180 days)

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What changed in the latest 10-K

Comparing 10-K filed 2026-02-25 (period ending 2025-12-31) with 10-K filed 2025-02-24 (period ending 2024-12-31).

Risk Factors (10-K Item 1A)

22new paragraphs
14removed paragraphs
53reworded paragraphs
25,575 → 28,254words in section

New heading “Evolving political, market and economic conditions, including increased policy uncertainty and market volatility, may adversely affect our businesses and financial results.”

New heading “AI Technologies could increase competitive, operational, legal and regulatory risks to our businesses in ways that we cannot predict.”

New heading “We are subject to operating and financial restrictions arising from our indebtedness.”

Removed heading “Difficult political, market or economic conditions may adversely affect our businesses in many ways which could materially reduce our revenue, net income and cash flow and adversely affect our financial prospects and condition.”

Removed heading “We are subject to risks associated with pandemics, epidemics, disease outbreaks and other public health crises, which could impact our business, financial condition and results of operations in the future.”

Removed heading “Artificial intelligence could increase competitive, operational, legal and regulatory risks to our businesses in ways that we cannot predict.”

Removed heading “Our retirement services business is subject to significant operating and financial restrictions imposed by its credit agreements and certain letters of credit and it is also subject to certain operating restrictions imposed by the indentures to which it is a party.”

Largest changes (selected automatically by length and topic keywords; quoted verbatim, no commentary)

Removed text topics: covenant, liquidity, credit rating, supply chain
“We are subject to risks associated with pandemics, epidemics, disease outbreaks and other public health crises. …”
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Reworded topics: tariff, liquidity, inflation, interest rate

Paragraph as it now reads, with added and removed wording marked:

BothAt domesticthe same time, inflation dynamics and internationalmonetary policy have become more uneven across jurisdictions. While inflation has moderated in certain economies, it has remained elevated or proven more persistent in others due to services inflation, labor market tightness, fiscal spending and tariff-related cost pressures, leading central banks to pursue increasingly divergent policy paths. As a result, interest rates may remain elevated for longer than in prior cycles or increase further in certain markets, contributing to volatility in interest rates, foreign exchange markets continuedand tofinancial experienceconditions. significantThese inflationaryconditions pressuresmay increase financing costs, pressure valuations and liquidity, and disproportionately affect interest-rate-sensitive assets and liabilities held by us and the portfolio companies of the funds we manage, particularly in fiscalan yearenvironment 2024of andslowing inflationgrowth ratesor inheightened themarket U.S., as well as in other countries in which we operate, could continue at elevated levels for the near term.uncertainty. Although the Federal Reserve in the U.S. and central banks in various other countries have started to cut interest rates as the rate of inflation slowly weakened, they may again raiseraise, and some countries, such as Japan, have already raised, interest rates in response to concerns about inflation in the future, which, coupled with reduced government spending and volatility in financial markets, may have the effect of further increasing economic uncertainty and heightening these risks. Interest rate increases or other government actions taken to reduce inflation could also result in recessionary pressures in many parts of the world. Interest rate risk poses a significant market risk to us as a result of interest rate-sensitive assets (e.g., fixed income assets) and liabilities (e.g., fixed deferred and immediate annuities) held by usus, the funds we manage and by the portfolio companies of the funds we manage. Certain portfolio companies of the funds we manage may also be impacted by inflation. If such portfolio companies are unable to pass any increases in their costs along to their customers, it could adversely affect their results and their ability to pay interest and principal on their loans, particularly if interest rates rise further in response to inflation. In addition, any projected future decreases in such portfolio companies’ operating results due to inflation could adversely impact the fair value of those investments. Any decreases in the fair value of our and our funds’ investments could result in future unrealized losses and therefore reduce our net assets resulting from operations.
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Reworded topics: tariff, export control, china, pandemic

Paragraph as it now reads, with added and removed wording marked:

Our businesses are materially affected by conditions in the political environment and financial markets and economic conditions throughout the world, such as changes in interest rates, availability of credit, inflation rates (including persistent inflation), economic uncertainty, changes in laws (including laws relating to taxation), changes in governmental policy and regulatory reform, changes in trade or immigration policy, tariffs and trade sanctions on goods, trade wars, U.S.-China relations, commercial and trading relations between the United States,U.S., Canada, Mexico and the European Union, imposition or maintenance of trade barriers (including tariffs), labor shortages, the ongoing Russia-Ukraine conflict, the conflicts in the Middle East, the tensions between China and Taiwan, supply chain disruptions, economic, political, fiscal and/or other developments in or affecting Eurozone countries, commodity prices, currency exchange rates and controls, wars, other national and international political circumstances (including terrorist acts or security operations), natural disasters, climate change, pandemicspandemics, epidemics, disease outbreaks or other severe public health crises and related governmental actions, and other events outside of our control. MarketRecent uncertaintymacroeconomic conditions have been shaped by increasingly fragmented global growth and volatility could also be magnified as a resultmore of the new U.S. administrationvolatile and resultingtransactional uncertaintiespolicy regardingenvironment. actualEconomic andperformance potentialhas shiftsdiverged across regions, with relatively resilient demand in the U.S. offset by weaker growth in parts of Europe and foreign,a trade,slowdown in China, while global trade and investment flows have been influenced by heightened geopolitical tensions and a shift toward trade nationalism and industrial policy. Governments have increasingly relied on tariffs, export controls, investment screening and other policy tools to advance domestic economic and othernational policies,security suchobjectives, ascontributing threatenedto orsupply-chain imposedreconfiguration, tariffsfront-loading onof importsimports, fromhigher various countries, including China, Mexico,costs and Canada.reduced visibility into cross-border activity. These developments have increased uncertainty around global demand, pricing, capital allocation and exit environments, which could adversely affect portfolio company operating results and valuations, the availability and cost of financing, the timing and execution of asset sales and refinancings, and the investment performance of the funds we manage.
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New text topics: investigation, artificial intelligence, generative ai, ai
“Through our use of AI Technologies, we avail ourselves of the potential benefits, insights and efficiencies resulting from these technologies. For example, our employees can utilize internal generative AI-powered applications to help summarize, search or translate documents or gather information on a wide variety of topics. However, these technologies also present a number of potential risks that cannot be fully mitigated. …”
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New text topics: investigation, litigation, fine
“Conversely, so-called “anti-DEI” sentiment and related public policy actions have gained prominence in the U.S. …”
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Removed text topics: liquidity, artificial intelligence, ai, competition
“Technological developments in artificial intelligence, including machine learning technology and generative artificial intelligence (collectively, “AI Technologies”) and their current and potential future applications, including in the private investment, financial and insurance sectors, as well as the legal and regulatory frameworks within which they operate, are rapidly evolving. The full extent of current or future risks related thereto is not possible to predict. …”
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Full comparison: every changed paragraph (89)

Green = added, red = removed. Unchanged paragraphs and tables are not shown. Read the complete text in the original filing.

Added

Evolving political, market and economic conditions, including increased policy uncertainty and market volatility, may adversely affect our businesses and financial results.

Removed

Difficult political, market or economic conditions may adversely affect our businesses in many ways which could materially reduce our revenue, net income and cash flow and adversely affect our financial prospects and condition.

Reworded

Our businesses are materially affected by conditions in the political environment and financial markets and economic conditions throughout the world, such as changes in interest rates, availability of credit, inflation rates (including persistent inflation), economic uncertainty, changes in laws (including laws relating to taxation), changes in governmental policy and regulatory reform, changes in trade or immigration policy, tariffs and trade sanctions on goods, trade wars, U.S.-China relations, commercial and trading relations between the United States,U.S., Canada, Mexico and the European Union, imposition or maintenance of trade barriers (including tariffs), labor shortages, the ongoing Russia-Ukraine conflict, the conflicts in the Middle East, the tensions between China and Taiwan, supply chain disruptions, economic, political, fiscal and/or other developments in or affecting Eurozone countries, commodity prices, currency exchange rates and controls, wars, other national and international political circumstances (including terrorist acts or security operations), natural disasters, climate change, pandemicspandemics, epidemics, disease outbreaks or other severe public health crises and related governmental actions, and other events outside of our control. MarketRecent uncertaintymacroeconomic conditions have been shaped by increasingly fragmented global growth and volatility could also be magnified as a resultmore of the new U.S. administrationvolatile and resultingtransactional uncertaintiespolicy regardingenvironment. actualEconomic andperformance potentialhas shiftsdiverged across regions, with relatively resilient demand in the U.S. offset by weaker growth in parts of Europe and foreign,a trade,slowdown in China, while global trade and investment flows have been influenced by heightened geopolitical tensions and a shift toward trade nationalism and industrial policy. Governments have increasingly relied on tariffs, export controls, investment screening and other policy tools to advance domestic economic and othernational policies,security suchobjectives, ascontributing threatenedto orsupply-chain imposedreconfiguration, tariffsfront-loading onof importsimports, fromhigher various countries, including China, Mexico,costs and Canada.reduced visibility into cross-border activity. These developments have increased uncertainty around global demand, pricing, capital allocation and exit environments, which could adversely affect portfolio company operating results and valuations, the availability and cost of financing, the timing and execution of asset sales and refinancings, and the investment performance of the funds we manage.

Reworded

BothAt domesticthe same time, inflation dynamics and internationalmonetary policy have become more uneven across jurisdictions. While inflation has moderated in certain economies, it has remained elevated or proven more persistent in others due to services inflation, labor market tightness, fiscal spending and tariff-related cost pressures, leading central banks to pursue increasingly divergent policy paths. As a result, interest rates may remain elevated for longer than in prior cycles or increase further in certain markets, contributing to volatility in interest rates, foreign exchange markets continuedand tofinancial experienceconditions. significantThese inflationaryconditions pressuresmay increase financing costs, pressure valuations and liquidity, and disproportionately affect interest-rate-sensitive assets and liabilities held by us and the portfolio companies of the funds we manage, particularly in fiscalan yearenvironment 2024of andslowing inflationgrowth ratesor inheightened themarket U.S., as well as in other countries in which we operate, could continue at elevated levels for the near term.uncertainty. Although the Federal Reserve in the U.S. and central banks in various other countries have started to cut interest rates as the rate of inflation slowly weakened, they may again raiseraise, and some countries, such as Japan, have already raised, interest rates in response to concerns about inflation in the future, which, coupled with reduced government spending and volatility in financial markets, may have the effect of further increasing economic uncertainty and heightening these risks. Interest rate increases or other government actions taken to reduce inflation could also result in recessionary pressures in many parts of the world. Interest rate risk poses a significant market risk to us as a result of interest rate-sensitive assets (e.g., fixed income assets) and liabilities (e.g., fixed deferred and immediate annuities) held by usus, the funds we manage and by the portfolio companies of the funds we manage. Certain portfolio companies of the funds we manage may also be impacted by inflation. If such portfolio companies are unable to pass any increases in their costs along to their customers, it could adversely affect their results and their ability to pay interest and principal on their loans, particularly if interest rates rise further in response to inflation. In addition, any projected future decreases in such portfolio companies’ operating results due to inflation could adversely impact the fair value of those investments. Any decreases in the fair value of our and our funds’ investments could result in future unrealized losses and therefore reduce our net assets resulting from operations.

Reworded

ThePast, ongoing and potential armed conflicts and military hostilities in various regions, such as the conflict between Russia and Ukraine and the conflict in the Middle EastEast, and heightened political and economic uncertainty across certain emerging markets and certain regions of strategic geopolitical significance, have increasedincreased, and may continue to increase in the future, global economic and political uncertainty. Furthermore,In response to such conflicts, hostilities and uncertainties, governments may impose a range of trade, export control, investment, financial or other restrictions affecting certain countries, regions, industries or counterparties. For example, governments in the U.S., U.K., and EU have each imposed export controls on certain products and financial and economic sanctions on certain industry sectors and parties in Russia, and additional controls and sanctions could be enacted in the future. We are continuing to actively monitor thegeopolitical situations in Russia, Ukraine and the Middle Eastdevelopments and assess their impact on our business and the business and operations of the portfolio companies of the funds we manage (particularly the impact on portfolio companies that operate in industries such as chemicals, oil and gas and aviation). We have no significant exposure to Russia, Ukraine or the Middle East and as such, to date, these conflicts have not had a material impact on our business, financial condition or results of operations. However, it is possible that these conflicts may escalate or expand, and the scope, extent and duration of the military action, current or future sanctions and resulting market and geopolitical disruptions could be significant. AnyFor example, any global energy crisis, including as a result of restrictions on Russia'sRussia’s energy exports or any future continuation or expansion of the Middle East conflicts, could similarly have an adverse impact on certain of the geographies where we do business and certain business and operations of the portfolio companies of the funds we manage. We cannot predict the impact these conflicts may have on the global economy or our business, financial condition and operations in the future. These conflicts may also heighten the impact of other risks described herein.

Added

In addition, certain investments by funds or vehicles we manage may be based, in part, on assumptions regarding the availability, amount or duration of federal, state, local or foreign government programs, incentives, subsidies, regulatory frameworks or tax credits applicable to particular industries, assets or business activities. Such programs or incentives are often available only for limited periods, may be subject to phase-outs, caps or eligibility requirements, and may depend on continued legislative, regulatory or budgetary support. As a result, such programs or incentives may not be available for the full anticipated investment horizon, or on the terms initially expected, and may be delayed, modified, not renewed or eliminated. Any such developments could adversely affect the anticipated profitability, cash flows, valuation or exit opportunities of these investments, which in turn could negatively affect the performance of the funds or vehicles we manage, and our results of operations and cash flows.

Removed

We and the portfolio companies of the funds we manage face a number of risks associated with climate change, including both transition and physical risks. The transition risks that could impact us and the investments of the funds we manage include those risks related to the impact of U.S. and foreign climate-related legislation and regulation, as well as risks arising from climate-related business trends. Moreover, our investments, and the investments of the portfolio companies of the funds we manage, are subject to risks stemming from the physical impacts of climate change. In particular, climate change may impact asset prices, increase insurance costs and decrease the value of investments linked to real estate. For example, rising sea levels may lead to decreases in real estate values in coastal areas. We and the funds we manage could have significant concentrations of real estate investments and collateral underlying investments linked to real estate in areas of the United States prone to severe weather and climate events, including California, sections of the northeastern U.S., the South Atlantic states and the Gulf Coast.

Removed

Climate change-related regulations or interpretations of existing laws have resulted, and may continue to result, in enhanced disclosure obligations that could negatively affect us or the investments of the portfolio companies of the funds we manage and also materially increase our regulatory burden. We also face business trend-related climate risks. Certain fund investors are increasingly taking climate-related risks into account when determining whether to invest in the funds we manage. Our reputation and investor relationships could be damaged as a result of our involvement, or the involvement of the funds we manage, in certain industries, portfolio companies or transactions associated with activities perceived to be causing or exacerbating climate change, as well as any decisions we make to continue to conduct or change our activities in response to considerations relating to climate change.

Removed

We are subject to risks associated with pandemics, epidemics, disease outbreaks and other public health crises, which could impact our business, financial condition and results of operations in the future.

Removed

We are subject to risks associated with pandemics, epidemics, disease outbreaks and other public health crises. Such public health crises could adversely affect our business in a number of ways, including by adversely impacting the valuations of the investments made by our asset management and retirement services businesses, which are generally correlated to the performance of the relevant equity and debt markets; increasing volatility in the financial markets; preventing us from capitalizing on certain market opportunities; causing prolonged asset price inflation and hampering our asset management business’ ability to deploy capital or to deploy capital as profitably; interrupting global or regional supply chains; hurting consumer confidence and economic activity; reducing opportunities for our asset management business to successfully exit existing investments; straining our liquidity, which may impact our credit ratings and limit the availability of future financing; impairing our asset management business’ equity investments and impacting the ability of the portfolio companies of our asset management business to meet their respective financial obligations and comply with existing covenants; increasing the rate at which policyholders of our insurance products withdraw their policies; and reducing our ability to understand and foresee trends and changes in the markets in which we operate.

Reworded

A portion of our revenues, earnings and cash flow is highly variable, primarily due to the fact that performance fees from our asset management business and the transaction, structuring, advisory and other fees that we receive, can vary significantly from quarter to quarter and year to year. In addition, the investment returns of most of the funds and other vehicles we manage are volatile. We may also experience fluctuations in our results from quarter to quarter and year to year due to a number of other factors, including changes in the values of investments of the funds and other vehicles we manage, changes in the amount of distributions, dividends or interest paid in respect of investments, changes in our operating expenses, policyholder behavior, the degree to which we encounter competition and general economic and market conditions. Our future results will also be significantly dependent on the success of the larger funds we manage (e.g., Fund VIII, Fund IX, Fund X and AAA), changes in the value of which may result in fluctuations in our results. In addition, performance fees from some of the funds and other vehicles we manage are subject to contingent repayment by the general partner if, upon the final distribution, the relevant fund’s general partner has received cumulative performance fees on individual portfolio investments in excess of the amount of performance fees it would be entitled to from the profits calculated for all portfolio investments in the aggregate. Such variability may lead to volatility in the trading price of our shares and cause our results for a particular period not to be indicative of our performance in a future period. It may be difficult for us to achieve steady growth in earnings and cash flow on a quarterly basis, which could in turn lead to large adverse movements in the price of our shares or increased volatility in the price of our shares in general.

Reworded

We may not be successful in expanding into new investment strategies, geographic markets and businesses and in attracting new types of investors, each of which may result in additional risks and uncertainties in our businesses.

Reworded

We actively consider the opportunistic expansion of our businesses, both geographically and into new investment strategies and platforms, and intend, to the extent that market conditions warrant, to grow our businesses by increasing AUM in existing businesses and expanding into new investment strategies, platforms, geographic markets, businesses and distribution channels, including the retail channel. We intend to grow our business in the future in part by acquisitions and joint ventures, each of which could require additional cash and equity, systems development and skilled personnel. We may experience challenges identifying, financing, consummating and integrating such acquisitions and transactions. Our organizational documents do not limit us to the asset management and retirement services businesses. Accordingly, we may pursue growth through acquisitions of other investment management companies,companies (such as our acquisition of Bridge Investment Group Holdings Inc. in 2025), acquisitions of critical business partners or other strategic initiatives, including entering into new lines of business.

Reworded

We also may not be successful in identifying new investment strategies or geographic markets that increase our profitability, or in identifying and acquiring new businesses that increase our profitability. We have also entered into strategic partnerships, separately managed accounts and sub-advisory arrangements, which lack the scale of the funds we traditionally manage and are more costly to administer. The prevalence of these accounts may also present conflicts andconflicts, introduce complexity in the deployment of capital.capital and result in additional costs and expenses.

Reworded

Accessing individual investors and selling products directed at such investors exposes us to new and greater levels of risk, including heightened litigation and regulatory enforcement risks, an increased compliance burden, and more complex administration and accounting operations. As the number and complexity of our investment products and vehicles increases, the operational demands and complexity of our business has also increased, which could strain the sufficiency of our systems, infrastructure, and personnel required to manage the volume and complexity of this growth. We also may be subject to claims related to matters such as the adequacy of disclosures, appropriateness of fees, suitability and board of directors’ oversight, each which could result in civil lawsuits, regulatory penalties and enforcement actions. Our registered investment advisers could also be subject to direct or derivative claims from a fund’s investors or board of directors for alleged mismanagement of the fund. In addition, regulatory requirements imposing limitations on the ability of affiliates of certain of our vehicles to engage in certain transactions may limit our funds’ ability to engage in otherwise attractive investment opportunities.

Reworded

In addition, our initiatives to expand our individual investor base, including outside of the U.S., requires the investment of significant time, effort and resources, including the potential hiring of additional personnel, the implementation of new operational, compliance and other systems and processes and the development or implementation of new technology. There is no assurance that such efforts will be successful. Moreover, as individual investor targeted initiatives continue to grow across the alternative asset management industry, there may be the introduction of new regulatory, oversight or disclosure requirements that make our initiatives to expand our individual investor base more difficult to achieve.

Reworded

We operate in highly competitive markets and compete with a large number of investment management and alternative asset management firms, private equity, credit and real assets fund sponsors, U.S. and non-U.S. insurance and reinsurance companies, broker-dealers, financial advisors, asset managers and other financial institutions. In particular, competition in our asset management business facesis intensebased competitionon ina the pursuitvariety of outsidefactors, investorsincluding investment performance, business relationships, quality of service provided to clients, investor availability of capital and willingness to invest, fund terms (including fees and liquidity terms), brand recognition, types of products offered and business reputation. Our investment business, as well as our investment funds, compete with a number of private funds, specialized investment funds, funds structured for theindividual investors, hedge funds weand manage,other sponsors managing pools of capital, as well as corporate buyers and ourtraditional retirementasset services business faces intense competition with respect to both the products it offers and the acquisition and block reinsurance transactions it pursues. These competitive pressures may have a material and adverse effect on our growth, business, financial condition, results of operations, cash flows and prospects.managers.

Added

Competition for our business extends beyond fundraising and includes competition to source, originate, structure, finance and syndicate investments, acquire portfolio companies and strategic assets and deploy capital across private equity, private credit, real assets and other alternative strategies. We also compete with financial institutions and other market participants in connection with acquisitions, investments, financings, originations, syndications and other strategic transactions, and competitive pressures in these areas may affect pricing, transaction terms, investment returns and our ability to deploy capital efficiently. In addition, our retirement services business faces significant competition from traditional insurers and reinsurers, asset managers and other financial institutions offering annuity, pension risk transfer and other retirement products, as well as from alternative capital providers seeking exposure to similar long-duration liabilities or asset classes. In these markets, competition is based on factors such as pricing, product design and structure, underwriting standards, investment performance, financial strength, financial strength ratings, credit ratings, scale, distribution capabilities, regulatory capital considerations and the ability to source and manage assets aligned with retirement and insurance liabilities.

Added

Our competitors may have greater financial, fundraising, technical, research, marketing and other resources, more established relationships, broader product offerings, lower costs of capital or higher risk tolerances than we do. Some competitors may be willing or able to pursue opportunities or strategies or retirement-related transactions on more aggressive terms, including by accepting lower returns or greater risk, which could reduce the availability of attractive opportunities or require us to adjust pricing, structure or terms. As a result of these competitive dynamics across our asset management and retirement services businesses, we may experience increased difficulty in attracting and retaining investors, originating or executing transactions on favorable terms, maintaining or increasing fees, deploying capital effectively or achieving our growth objectives.

Added

In addition, we may face other competitive risks beyond those specific to the businesses in which we operate. For example, the use and implementation of artificial intelligence, including machine learning technology and generative artificial intelligence (collectively, “AI Technologies”), and products and platforms involving digital assets and distributed ledger technologies also have the potential to significantly disrupt the way financial institutions, including investment managers and asset managers, do business or attract and address investor demands and strategies, resulting in further competitive pressures for our business. These competitive pressures may materially adversely affect on our growth, business, financial condition, results of operations, cash flows and prospects.

Reworded

MisconductActual or alleged misconduct, unethical behavior and other activities by our current and former employees, directors, advisers, third-party service providers or others affiliated with us could harm us by impairing our ability to attract and retain investors and by subjecting us to significant legal liability, regulatory scrutiny and reputational harm.

Reworded

There is a risk that our employees, directors, advisers, third-party service providers or others affiliated with us could engage, including deliberately or recklessly, in misconductactual or perceived misconduct, unethical behavior or fraud and/or participate in outside activities that creates reputational harm and/or legal exposure for us and adversely affects our businesses. With respect to our retirement services business, our insurance businesses rely on third-party intermediaries to sell our products and services and we further rely on third-party administrators to administer a portion of our annuity contracts as well as our legacy life insurance business. If anyone associated or affiliated with us, or the portfolio companies of the funds we manage, were to engage, or be accused of engaging, in illegalillegal, unethical or suspicious activities, sexual harassment, impermissible discrimination, improper use or disclosure of confidential information, fraud, payment or solicitation of bribes, misrepresentation of products and services or any other type of similar misconduct or violation of other laws and regulations, regardless of whether such activity is related to our business, management’s resources and attention could be diverted, and we could receive negative publicity, suffer serious harm to our brand,brand and reputation, be subject to increased regulatory scrutiny, penalties or sanctions, face difficulties in raising funds,funds or generating business, experience a broader backlash against the company and its affiliated entities, suffer serious harm to our financial position and current and future business relationships, as well as face potentially significant litigation or investigations.

Reworded

Although we are not currently aware of any cyberattackssecurity incidents or other incidentscyberattacks that, individually or in the aggregate, have materially affected, or would reasonably be expected to materially affect, our operations or financial condition, there can be no assurance that the various procedures and controls we utilize to mitigate these threats will be sufficient to prevent disruptions to our systems, especially because the cyberattack techniques used change frequently and are not recognized until launched, the full scope of a cyberattack may not be realized until an investigation has been performed and cyberattacks can originate from a wide variety of sources. We rely on industry accepted security measures and technology to securely maintain confidential and proprietary information maintained on our information systems. Although we take protective measures and endeavor to strengthen our computer systems, software, technology assets and networks to prevent and address potential cyberattacks, there can be no assurance that any of these measures will prove effective. Furthermore, delays in the maintenance, updates, upgrading, or patching of our information systems could adversely impact their effectiveness or could expose us, as well as our clients and others who rely upon, or have exposure to, our systems, to security and other risks. The rapid evolution and increasing prevalence of artificialAI intelligence technologiesTechnologies may also increase our cybersecurity risks.risks, and we may not be able to anticipate, prevent, mitigate or remediate all of the potential risks, challenges or impacts as a result of the use of AI Technologies.

Reworded

We are also dependent on an increasingly concentrated group of third-party vendors that we do not control for hosting the information systems and hardware systems that are critical to our businesses. We also rely on third-party service providers for certain aspects of our businesses, including for certain information systems, technology and administration of the funds we manage and compliance matters. While we require our critical third-party suppliers to implement and maintain what we believe to be effective cybersecurity and data protection measures, we cannot guarantee that third parties and infrastructure in our supply chain or our partners’ supply chains have not been compromised or that they do not contain exploitable defects or bugs that could result in a breach of or disruption to our information technology systems or the third-party information technology systems that support our services. Our ability to monitor these third parties’ information security practices is limited, and they may not have adequate information security measures in place. In addition, if one of our third-party suppliers suffers a security breach, which has happened in the past, our response may be limited or more difficult because we may not have direct access to their systems, logs and other information related to the security breach. A disaster, disruption or compromise in technology or infrastructure that supports our businesses, including a disruption involving electronic communications or other services used by us, our vendors or third parties with whom we conduct business, may have an adverse impact on our ability to continue to operate our businesses without interruption which could have a material adverse effect on us. These risks could increase as vendors increasingly offer cloud-based software services rather than software services that can be operated within our own data centers. These risks also increase to the extent we engage in operations outside the U.S. We also rely on data processing systems and the secure processing, storage and transmission of information, including payment and health information. A disruption or compromise of these systems could have a material adverse effect on our business. In addition, costs related to data security threats or disruptions may not be fully insured or indemnified by other means.

Reworded

As new technologies, including tools that harness generative artificial intelligence and other machine learning techniques, rapidly develop and become even more accessible, the use of such new technologies by us, our affiliates and our third partythird-party service providers will present additional known and unknown risks, including, among others, the risk that confidential information may be stolen, misappropriated or disclosed and the risk that we and/or third partythird-party service providers may rely on incorrect, unclear or biased outputs generated by such technologies, any of which could have an adverse impact on usus, our reputation and our business.

Added

Additionally, although the prevalence and scope of applications of distributed ledger technology, cryptocurrency and similar technologies is growing, the technology is nascent and may be vulnerable to cyberattacks or have other inherent technological weaknesses. We and the funds we manage are exposed to risks, and may become exposed to additional risks, related to distributed ledger technology and the financial products that use it, such as blockchain, cryptocurrencies and other digital assets, or decentralized finance (DeFi) and related applications, including through our offering funds and other products, facilitating clients’ activities and investing in financial products that use blockchain, cryptocurrencies or other digital assets; our reliance on companies that use, develop or rely on distributed ledger technology; use of distributed ledger technology by third-party vendors, clients, counterparties, clearinghouses and other financial intermediaries with whom we transact; and the receipt of cryptocurrencies or other digital assets as collateral. Market volatility of financial products using distributed ledger technology may increase these risks and may also expose us to increased compliance risks.

Added

AI Technologies could increase competitive, operational, legal and regulatory risks to our businesses in ways that we cannot predict.

Added

Technological developments in AI Technologies and their current and potential future applications, including in the private investment, financial and insurance sectors, as well as the legal and regulatory frameworks within which they operate, are rapidly evolving. The full extent of current or future risks related thereto is not possible to predict and we may not be able to anticipate, prevent, mitigate or remediate all of the potential risks, challenges or impacts of such changes. AI Technologies could significantly disrupt the business models, investment strategies, operational processes, and markets in which we operate and subject us to increased competition, legal and regulatory risks and compliance costs, which could have a material and adverse effect on our business, financial condition, results of operations, liquidity and cash flows. We also face competitive risks if we fail to adopt AI Technologies in a timely fashion. Advancements in computing and AI Technologies, including efficiency improvements, without related increases in the adoption and development of such technologies, could also negatively impact demand for, and the valuation of, digital infrastructure assets, a sector to which certain of our investment strategies have significant exposure.

Added

Through our use of AI Technologies, we avail ourselves of the potential benefits, insights and efficiencies resulting from these technologies. For example, our employees can utilize internal generative AI-powered applications to help summarize, search or translate documents or gather information on a wide variety of topics. However, these technologies also present a number of potential risks that cannot be fully mitigated. If the data we, our affiliates or third parties whose services we rely on, use in connection with the possible development or deployment of AI Technologies (including employee data and data related to, or used in, workplace operations) is incomplete, incorrect, inadequate or biased in some way, it may result in flawed algorithms, reduce the effectiveness of AI Technologies, adversely impact us and our operations, and could subject us to legal and regulatory investigations and/or actions. There is also a risk that AI Technologies and data used therewith may be misused or misappropriated by our employees or third-party service providers or other third parties. Further, we may not be able to control how third-party AI Technologies that we choose to use are developed or maintained, or how data we input is used or disclosed, even where we have sought contractual protections with respect to these matters. The misuse or misappropriation of our data, including material non-public information, unavoidable deficiencies in the practices associated with data collection, training AI technology on large data sets and big data analytics and difficulties in validating data could have an adverse impact on our reputation, subject us to legal and regulatory investigations and/or actions and create competitive risk. Additionally, the volume and reliance on data and algorithms also make AI Technologies, and in turn us, more susceptible to cybersecurity threats, including compromising underlying models, training data, or other intellectual property. We could be exposed to risks to the extent of our use or third-party service providers, or any counterparties use of AI Technologies in their business activities. While we expect, from time to time, to adopt and adjust usage policies and procedures governing the use of AI Technologies by our personnel, there is a risk of misuse of such AI Technologies, failure of such AI Technologies to be available or to perform, or data leakage on account of use of such AI Technologies, any of which could cause a material harm to us or our portfolio companies. In addition, some of our competitors may be more successful than us in the development and implementation of new technologies, including services and platforms based on artificial intelligence, to address investor demands or improve operations. If we are unable to adequately advance our capabilities in these areas, or do so at a slower pace than others in our industry, we may be at a competitive disadvantage.

Added

The use of AI Technologies also requires our compliance with legal or regulatory frameworks that are not fully developed or tested, and we may face litigation and regulatory actions related to our use of AI Technologies, including intellectual property infringement and misappropriation claims, and claims related to alleged misuse or misappropriation of our data. This could have a material and adverse impact on our business, financial condition, results of operations, liquidity and cash flows. There has been increased scrutiny, including from global regulators, regarding the use of “big data,” diligence of data sets and oversight of data vendors. Our ability to use data to gain insights into and manage our business may be limited in the future by regulatory scrutiny and legal developments. We may also communicate externally regarding AI Technology-related initiatives, including our development and use of AI Technologies, which subjects us to the risk of being accused of making inaccurate or misleading statements regarding our ability to avail ourselves of the potential benefits of AI Technology.

Added

Regulations related to AI Technologies continue to evolve and may also impose on us certain obligations and costs related to monitoring and compliance. The costs of preparing for, monitoring and complying with laws and regulations related to AI Technologies, and any claims or penalties as the result of any use of or reliance on AI Technologies, could, if applicable, adversely affect us, us and/or third parties connected to us (whether directly or indirectly), which could adversely affect our business and results of operations.

Reworded

Many of the funds we manage invest in securities or other financial instruments that are not publicly traded or are otherwise viewed as “illiquid.” In many cases, the funds we manage may be permitted by contract or by applicable securities laws to sell such securities only after a period of time and then only at such times when we do not possess material nonpublic information. The ability of many funds, particularly the private equity funds, to dispose of investments is heavily dependent on the capital markets and in particular the public equity markets, including hybrid equity and hybrid credit markets. Many of the funds we manage invest in private credit opportunities and the ability to dispose of such instruments prior to maturity is heavily dependent upon the secondary trading market for such instruments. Such markets are still developing and could be subject to periods where the general partner of the fund deems the level of trading not to be appropriate. Furthermore, large holdings even of publicly traded securities can often be disposed of only over a substantial period of time, exposing the investment returns to risks of downward movement in market prices during the disposition period. Accordingly, the funds we manage may be forced, under certain conditions, to sell securities at a loss.

Reworded

Many of the funds we manage utilize subscription lines of credit, net asset value-based fund finance facilities or similar financing arrangements, margin loans or other derivative financing arrangements to fund operations and investments, including their equity contributions in a portfolio company. Some of these are also intended as a source of longer-term borrowings for investments by the relevant funds. In other cases, some funds make investments through the use of such facilities or arrangements that are backed by the fund’s investment portfolio. The interest expense and other costs incurred in connection with such indebtedness may not be recovered by appreciation in the assets purchased or carried, and will be lost, and the timing and magnitude of such losses may be accelerated or exacerbated in the event of a decline in the market value of such assets. Gains realized with borrowed funds may cause the fund’s net asset value to increase at a faster rate than would be the case without borrowings. However, if investment results fail to cover the cost of borrowings, the fund’s net asset value could also decrease faster than if there had been no borrowings. The inability to obtain such financing on attractive terms or at all may impact the ability of the funds we manage to achieve targeted rates of return. Moreover, certain of the funds we manage allow for investors to leverage part of their subscription, and consequently any losses or adverse results at the fund-level could be exacerbated. Because leveraged investments are inherently more sensitive to declines in revenues and to increases in expenses and interest rates, levered investors may also be at substantially increased risk of loss of their investment.

Added

We are subject to operating and financial restrictions arising from our indebtedness.

Added

We are subject to operating and financial restrictions arising from our indebtedness, which include restrictive covenants that, subject to certain exceptions, limit certain operational, financial or structural decisions we can make. As a result of these restrictions, we may be limited in how we conduct our operations and may be unable to raise additional debt financing to compete effectively or to take advantage of new business opportunities. Any future indebtedness we incur may also contain significant operating and financial restrictions.

Removed

Artificial intelligence could increase competitive, operational, legal and regulatory risks to our businesses in ways that we cannot predict.

Removed

Technological developments in artificial intelligence, including machine learning technology and generative artificial intelligence (collectively, “AI Technologies”) and their current and potential future applications, including in the private investment, financial and insurance sectors, as well as the legal and regulatory frameworks within which they operate, are rapidly evolving. The full extent of current or future risks related thereto is not possible to predict. AI Technologies could significantly disrupt the markets in which we operate and subject us to increased competition, legal and regulatory risks and compliance costs, which could have a material and adverse effect on our business, financial condition, results of operations, liquidity and cash flows. We also face competitive risks if we fail to adopt AI Technologies in a timely fashion.

Removed

We intend to avail ourselves of the potential benefits, insights and efficiencies that are available through the use of AI Technologies, which presents a number of potential risks that cannot be fully mitigated. If the data we, or third parties whose services we rely on, use in connection with the possible development or deployment of AI Technologies is incomplete, incorrect, inadequate or biased in some way, it may result in flawed algorithms, reduce the effectiveness of AI Technologies and adversely impact us and our operations. There is also a risk that AI Technologies and data used therewith may be misused or misappropriated by our employees or third-party service providers or other third parties. Further, we may not be able to control how third-party AI Technologies that we choose to use are developed or maintained, or how data we input is used or disclosed, even where we have sought contractual protections with respect to these matters. The misuse or misappropriation of our data, including material non-public information, could have an adverse impact on our reputation, subject us to legal and regulatory investigations and/or actions and create competitive risk.

Removed

The use of AI Technologies also requires our compliance with legal or regulatory frameworks that are not fully developed or tested, and we may face litigation and regulatory actions related to our use of AI Technologies, including intellectual property infringement and misappropriation claims, that could have a material and adverse impact on our business, financial condition, results of operations, liquidity and cash flows.

Reworded

A variety of fees that we earn, such as origination, syndication, arranger, placement, sourcing, structuring and other similar fees, are driven in part by the pace at which the funds we manage commit to make or make investments. Any decline in the pace at which the funds we manage make investments would reduce our origination, syndication, arranger, placement, structuring, sourcing and other similar fees and could make it more difficult for us to raise capital. Likewise, any increase in the pace at which the funds we manage exit investments would reduce origination, syndication, arranger, placement, structuring, sourcing and other similar fees to the extent additional investment opportunities are not available to redeploy all or a portion of the proceeds. In addition, we will experience a decrease in the amount of fee revenue if we share with fund investors a larger portion, or all, of certain types of fees generated by funds’ investments, such as management consulting fees and merger and acquisition transaction advisory fees, or if expenses arising from the operation of the funds we manage are borne by us alone, rather than the funds.

Reworded

Certain institutional investors have publicly criticized compensation arrangements, including management consulting fees and merger and acquisition transaction advisory fees.fees, as well as additional types of fees paid to affiliated service providers, such as syndication, sourcing, structuring and placement fees, many of which are not subject to management fee-offsets as contemplated by governing documents of the funds we manage. Although we have no obligation to modify any fees or other terms with respect to the funds we manage, we experience pressure to do so. In addition, certain institutional investors, including sovereign wealth funds and public pension funds, continue to demonstrate an increased preference for alternatives to the traditional investment fund structure, such as managed accounts, specialized funds and co-investment vehicles. Even though we have entered into such strategic arrangements, there can be no assurance that such alternatives will be as profitable to us as traditional investment fund structures. While we have historically competed primarily on the performance of the funds we manage, and not on the level of our management fees or performance fees relative to those of our competitors, there is a risk that management fees and performance fees in the alternative investment management industry will decline, without regard to the historical performance of a manager. Management fee or performance fee reductions on existing or future funds, without corresponding decreases in our cost structure even if other revenue streams increase, would adversely affect our revenues and profitability.

Reworded

We continue to depend on investors in the funds we manage even after the capital-raising phase of any fund. Investors in many of the funds we manage make capital commitments to those funds that we are entitled to call from those investors at any time during prescribed periods. If investors were to fail to satisfy a significant amount of capital calls for any particular fund or funds, the operation and performance of those funds could be materially and adversely affected. Additionally, the governing documents of substantially all of the funds we manage in which there are third partythird-party investors provide that a simple majority-in-interest of a fund’s unaffiliated investors have the right to liquidate that fund for any or no reason, which would cause management fees and performance fees to terminate. We do not know whether, and under what circumstances, the investors in the funds we manage are likely to exercise such right. Furthermore, the management agreements of the funds we manage would also terminate if we were to experience a change of control without obtaining fund investor consent. We cannot be certain that consents required for the assignment of our management agreements will be obtained if such a deemed change of control occurs.

Reworded

Certain investors have placed increased importance on the impact of investments made by the funds to which they commit capital on environmental, social and governance-relatedsustainability-related issues andand, conversely, certain other investors may sell to minimize or restrict the application of such restraints on the investment-deployment process. Consequently, certain investors may decide not to commit capital in fundraises, or to withdraw previously committed capital from the funds we manage, based on their evolving priorities. Certain investors may also condition capital commitments in a way that may constrain oura fund’s capital deployment opportunities, including by limiting investment opportunities in certain sectors, or taking certain actions, or refraining therefrom, that could adversely impact the value of an investment or that could improve the value of an investment. In addition, regulatory initiatives requiring asset managers and investors to classifymake sustainability-related disclosures for, and/or classify, certain funds and their investments against certain criteria are becoming notmore uncommon.common. Some disclosure and/or categorization requirements may be subjective and, accordingly, open to interpretation. If regulators disagree with our interpretation of such disclosure obligations and/or the categorization methodologies we use, or new regulations, legislation, or regulatory guidance require a methodology of measuring or disclosing sustainability-related information that is differentdifferent from our current practice, it could result in increased compliance costs and/or have an adverse effecteffect on fundraising efforts.efforts. Given the scrutiny on environmental, social and governance-relatedsustainability-related matters as well as the increasing number of regulatory obligations relating to our business, our investors, the funds we manage, and their investments, we risk being perceived as or accused of making inaccurate or misleading statements regarding the investment strategies of the funds we manage, as well as about our, the funds’, and their investments’ performance against sustainability-related measures and/or initiatives. Any such perception or accusation could adversely impact our ability to raise capital and attract new investors.

Added

Conversely, so-called “anti-DEI” sentiment and related public policy actions have gained prominence in the U.S. In recent periods and as part of evolving public policy initiatives, certain federal and state authorities have issued executive orders, enacted or proposed legislation, issued legal opinions or taken other actions that restrict, discourage or prohibit DEI initiatives, including by eliminating or limiting DEI programs or offices within governmental entities, restricting DEI-related training or policies and, in some cases, imposing requirements or conditions on entities that contract with, receive funding from, or otherwise conduct business with governmental authorities. For example, certain executive orders have directed federal agencies to terminate DEI programs and to eliminate policies perceived as providing preferential treatment based on protected characteristics, and similar actions have been taken or proposed at the state level. In addition, certain governmental officials and regulators have publicly criticized or targeted DEI-related policies and practices and have initiated or threatened investigations, enforcement actions or other proceedings in connection with such initiatives. If we, the funds we manage, or the portfolio companies in which they invest, are perceived to promote or implement DEI-related policies or practices that are viewed as inconsistent with such legal, regulatory or policy developments, we could be subject to increased scrutiny, investigations, litigation, fines, suspension or debarment from government contracting, or reputational harm. Moreover, certain investors, counterparties or governmental entities may elect not to invest in, allocate capital to, conduct business with, or otherwise engage with us, the funds we manage or certain investment vehicles, or the portfolio companies in which they invest, may withdraw existing investments, or may seek to exclude us based on perceptions of our DEI-related practices, which could adversely affect the price of our common stock, the performance of the funds we manage, the ability to raise future capital, business results or financial condition, or cause reputational harm.

Reworded

Conversely,In so-calledaddition, “anti-ESG” and “anti-DEI” sentiment has also gained momentum across the U.S., with several states and federal authorities having enacted or proposed “anti-ESG” policies, legislation or issued executive orders and legal opinionsopinions, and engaged in related investigations and litigation. For example, boycottanti-boycott billslegislation in certain states target financial institutions that are perceived as “boycotting” or “discriminating against” companies in certain industries (e.g., energy and mining) and prohibit government entities from doing business with such institutions and/or investing the government’s assets (including pension plan assets) through such institutions. Similar policies have been implemented or are being proposed at the federal level. In addition, certain jurisdictions now require that relevant government entities or managers/administrators of government investments make investments based solely on pecuniary factors without consideration of non-pecuniary environmental, social and governance factors. If investors subject to such legislation viewed our funds, policies or practices as being in contradiction of such “anti-ESG” or “anti-DEI” policies, legislation, executive ordersinitiatives or legal opinions, such investors may not invest in our funds, our ability to maintain the size of our funds could be impaired, our results of operations or cash flow could be negatively affected and it could negatively affect the price of our common stock. A regulatory framework that opposes funds or vehicles that apply ESGsustainability-related principles to their investment criteria also makes it harder for those funds or vehicles to operate across jurisdictions. In addition, certain investments by funds or vehicles we manage may have been based in part on projections regarding the availability of government programs encouraging the development of alternative energy sources and products, and changes to such programs may affect the anticipated profitability of those investments.

Reworded

•Investments by many of the funds we manage include debt instruments, including private credit, equity securities, and other financial instruments of companies that the funds we manage do not control. Those investments will be subject to the risk that the company in which the investment is made may make business, financial or management decisions with which we do not agree or that the majority stakeholders or the management of the company may take risks or otherwise act in a manner that does not serve the interests of the funds we manage.

Added

•Certain of the funds we manage invest in cryptocurrencies, which may expose us and such funds to increased risks and liabilities that are inherent in the ownership, development and monetization of cryptocurrencies.

Reworded

•The real estate and infrastructure investments of the funds we manage are exposed to rising mortgage interest rates, increasing consumer debt and a low level of consumer confidence in the economy and/or the residential real estate market.

Added

•Rapid and unforeseen technological transformations, such as the emergence of large language models and generative AI, and/or the anticipated impact of such transformations, may introduce operating risks to certain portfolio companies and other investments, particularly those in the software industry and other related sectors, may cause volatility in their valuations and their stock price and may negatively affect their performance.

Added

•Certain of the funds we manage invest in private credit opportunities (including through direct origination), which may be illiquid, difficult to value and exit prior to maturity, and susceptible to credit deterioration, restructurings or losses.

Reworded

The U.S. insurance subsidiaries of our retirement services business are subject to state regulations that provide for minimum capital requirements (“MCR”) based on risk-based capital (“RBC”) formulas for life insurance companies relating to insurance, business, asset, interest rate and certain other risks. Similarly, the Bermuda reinsurance subsidiaries of our retirement services business are subject to MCR imposed by the Bermuda Monetary Authority (“BMA”) through the BMA’s Enhanced Capital Requirement (“ECR”) and minimum margin of solvency.

Reworded

Further to NAIC activities with respect to RBC calculation methodologies, the NAIC has recently adopted and is currently considering a variety of reforms to its RBC framework, which could increase the capital requirements for our U.S. insurance subsidiaries. For example, the NAIC recently adopted changes to certain statements of statutory accounting principles in connection with its principles-based bond project, which are currently scheduled to becomebecame effective on January 1, 2025, setting forth the factors to determine whether an investment in asset-backed securities qualifies for reporting on an insurer’s statutory financial statement as a bond on Schedule D-1 as opposed to Schedule BA (other long-term invested assets), the latter of which could result, among other things, in the capital charge treatment of an investment being less favorable. The NAIC also adopted an interim change to the life RBC formula for year-end 2023 and 2024 reporting to increase the RBC base factor for residual tranches of structured securities, and increased the base factor in 2024. In addition, the NAIC is reviewing changes related to filing exempt status for certain securities, including a proposal that sets forth procedures for the NAIC’s review of investments that are exempt from filing with the NAIC’s Securities Valuation Office, which could result in, among other things, the capital charge treatment of the investment being less favorable.

Reworded

In March 2024, the BMA published revised rules and new guidance notes to enhance Bermuda’s regulatory regime for commercial insurers. The material enhancement to the framework includesincluded updates to the technical provisions, the computation of the BSCR and the BSCR adjustment framework.

Reworded

Athene and its insurance subsidiaries encounter various types of counterparty credit risk. Athene’s insurance subsidiaries cede certain risk to third-party insurance companies that may cover large volumes of business and expose them to a concentration of credit risk with respect to such counterparties. Such subsidiaries may not have a security interest in the underlying assets and despite certain indemnification rights, they retain liability to their policyholders if a counterparty fails to perform. Certain of Athene’s insurance subsidiaries also reinsure liabilities from other insurance companies and these subsidiaries may be negatively impacted by changes in the ceding companies’ ratings, creditworthiness, and market perception, or any policy administration issues. Athene further assumes pension obligations from plan sponsors that expose it to the credit risk of the plan sponsor. In addition, our retirement services business ismay be exposed to credit loss in the event of nonperformance by its derivative agreement counterparties. If any of these counterparties isare not able to satisfy its obligations to us or third parties, including policyholders, we may not achieve our targeted returns and our financial position, results of operations, liquidity and cash flow may be materially adversely affected.

Reworded

Our retirement services business faces single issuer concentration risk both in the context of strategic alternative investments, in which it occasionally holds significant equity positions, and large asset trades, in which it generally holds significant debt positions. The most significant concentration risk exposures of our retirement services business arising in the context of strategic alternative investments, on a risk-adjusted basis, is its investment in Athora, an insurance holding company focused on the European life insurance market. Given our retirement services business’ significant exposure to these issuers, it is subject to the risks inherent in their business. For example, as a life insurer, Athora is subject to credit risk with respect to its investment portfolio and mortality risk with respect to its product liabilities, each of which may be exacerbated by unforeseen events. Further, Athora has significant European operations, which expose it to volatile economic conditions and risks relating to European member countries and withdrawals thereof. In addition, Athora is subject to multiple legal and regulatory regimes that may hinder or prevent it from achieving its business objectives. To the extent that our retirement services business suffers a significant loss on its investment in these issuers, including Athora, our financial condition, results of operations and cash flows could be adversely affected.

Removed

Our retirement services business is subject to significant operating and financial restrictions imposed by its credit agreements and certain letters of credit and it is also subject to certain operating restrictions imposed by the indentures to which it is a party.

Removed

On June 30, 2023, AHL, ALRe, AUSA and AARe, as borrowers, entered into a five-year revolving credit agreement with a syndicate of banks and Citibank, N.A., as administrative agent (the “AHL credit facility”). Also on June 28, 2024, AHL and ALRe entered into a new revolving credit agreement with a syndicate of banks and Wells Fargo Bank, National Association, as administrative agent (the “AHL liquidity facility”), which replaced the previous revolving credit agreement dated as of June 30, 2023. The AHL credit facility, the AHL liquidity facility and certain AHL letters of credit also entered into contain various covenants, which restrict the operations of our retirement services business. As a result of these restrictions, our retirement services business may be limited in how it conducts its operations and may be unable to raise additional debt financing to compete effectively or to take advantage of new business opportunities.

Removed

In addition to the covenants to which our retirement services business is subject pursuant to the AHL credit facility, AHL liquidity facility and certain letters of credit, AHL is also subject to certain limited covenants pursuant to the indentures, dated January 12, 2018 and March 7, 2024, by and between AHL and U.S. Bank National Association, as trustee, as supplemented by the applicable supplemental indentures, by and among us and U.S. Bank National Association, as trustee, (the “AHL Indentures”). The AHL Indentures contain restrictive covenants which limit, subject to certain exceptions, AHL’s and, in certain instances, some or all of its subsidiaries’ ability to make fundamental changes, create liens on any capital stock of certain of AHL’s subsidiaries, and sell or dispose of the stock of certain of AHL’s subsidiaries.

Removed

The terms of any future indebtedness of our retirement services business may contain additional restrictive covenants.

Reworded

We increasingly confront potential and actual conflicts of interest relating to our business, our investment activities and the investment activities of the funds we manage. As an asset manager, conflicts of interest canarise, and may continue to arise in the future, in connection with investment decisions, including regarding the identification, making, management, valuation, disposition, and timing of a fund’s investments. These conflicts of interest include conflicts that arise among the funds we manage as well as between us and the funds we manage and other client accounts, including investment allocation decisions. Certain inherent conflicts of interest arise from the nature of our business, including from the fact that (i) we provide investment management services to more than one fund or client, (ii) the funds we manage often have one or more overlapping investment strategies, and (iii) we could choose to allocate an investment to more than one fund or to ourselves. Also, the investment strategies employed by us for current and future clients, or on our own behalf, could conflict with each other, and may adversely affect the prices and availability of other securities or instruments held by, or potentially considered for, one or more clients. If participation in specific investment opportunities is appropriate for more than one of the funds or other advisory clients we manage, participation in such opportunities will be allocated pursuant to our allocation policies and procedures, which take into account the terms of the relevant partnership or investment management agreement as well as the decisions of our allocations committees.

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Management's Discussion & Analysis (MD&A) (10-K Item 7)

55new paragraphs
42removed paragraphs
104reworded paragraphs
28,279 → 29,604words in section

New heading “Acquisition of Bridge”

New heading “Property Management, Development and Other Fees”

New heading “Bermuda Corporate Income Tax”

Largest changes (selected automatically by length and topic keywords; quoted verbatim, no commentary)

Removed text topics: fine, interest rate
“Cost of funds increased $2.1 billion, primarily driven by growth in and higher rates on new deferred annuity issuances, growth in and higher rates on new institutional business, including the additional costs of swapping to or issuing funding agreements as floating rate to mitigate SRE sensitivity to floating rate assets, an increase in business mix to institutional business at higher crediting rates and the $114 million operating gain on the settlement of the VIAC recapture agreement in 2023. …”
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New text topics: tariff, inflation
“The ongoing uncertainty regarding trade policy poses a downside risk to the current economic outlook, with lower growth and higher inflationary pressures increasing the risk of a stagflationary environment. Tariffs, which are inflationary in nature, remain in place and may have a negative impact on GDP growth. The potential impact of tariffs on corporate earnings remains uncertain and will depend on the duration and outcome of related trade negotiations.”
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Removed text topics: impairment
“Investment related gains (losses) were $2.0 billion in 2024, an increase of $617 million from $1.4 billion in 2023, primarily due to favorable net foreign exchange impacts, a favorable change in the fair value of FIA hedging derivatives and the fair value of Athene’s strategic modco reinsurance agreement with Catalina, involving the cession of certain inforce funding agreements, and a favorable change in the provision for credit losses, partially offset by an unfavorable change in fair value of reinsurance assets. …”
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Removed text topics: fine
“Cost of funds was 3.29% in 2024, an increase of 58 basis points compared to 2.71% in 2023, primarily driven by higher rates on new deferred annuity issuances, higher rates on new institutional business, including the additional costs of swapping to or issuing funding agreements as floating rate to mitigate SRE sensitivity to floating rate assets, an increase in business mix to institutional business at higher crediting rates and the $114 million operating gain on the settlement of the VIAC recapture agreement in 2023. …”
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New text
“Property Management, Development and Other Fees”
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New text topics: interest rate
“Net investment earnings were $14.3 billion in 2025, an increase of $2.6 billion from $11.7 billion in 2024, primarily driven by $39.1 billion of growth in Athene’s average net invested assets, higher rates on new deployment compared to Athene’s existing portfolio related to the higher interest rate environment, an increase in alternative net investment income and earlier deployment into assets during the year compared to 2024, partially offset by lower floating rate income and prepayment of higher yielding assets. …”
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Reworded

Founded in 1990, Apollo is a high-growth, global alternative asset manager and a retirement services provider. Apollo conducts its business primarily in the United StatesU.S. through the following three reportable segments: Asset Management, Retirement Services and Principal Investing. These business segments are differentiated based on the investment services they provide as well as varying investing strategies. As of December 31, 2024,2025, Apollo had a team of 5,108approximately 6,140 employees, including 1,9832,010 employees supporting our Retirement Services segment and 600 employees of Athene.Bridge.

Reworded

The credit and equity investing strategies of our Asset Management segment reflect the range of investment capabilities across our platform, from investment grade to private equity. As an asset manager, we earn fees for providing investment management services and expertise to our client base. The amount of fees charged for managing these assets depends on the underlying investment strategy, liquidity profile, and, ultimately, our ability to generate returns for our clients. We also earn capital solutions fees as part of our growing capital solutions business and as part of monitoring and deployment activity alongside our sizeable private equity franchise. After expenses, we call the resulting earnings stream “Fee Related Earnings” or “FRE”, which represents the primary performance measure for the Asset Management segment.

Reworded

Our equity strategy managed $135$189 billion of AUM as of December 31, 2024.2025. Across our equity strategy, we maintain our focus on creative structuring and sourcing while working with the management teams of the portfolio companies of the Apollo-managed funds to help transform and grow their businesses. Our flexible mandate and purchase price discipline allow us to embrace complexity and seek attractive outcomes for our stakeholders. Apollo’s equity team has experience across sectors, industries, and geographies spanning its private equity, hybrid value, secondaries equity, AAA, real estate equity, impact investing, infrastructure and clean transition equity strategies. We have consistently produced attractive long-term investment returns in the traditional private equity funds we manage, generating a 39% gross IRR and a 24% net IRR on a compound annual basis from inception through December 31, 2024.2025.

Added

Acquisition of Bridge

Added

On September 2, 2025, we completed the previously announced acquisition of Bridge in an all-stock transaction. As a result, Bridge became a consolidated subsidiary of AAM, and its results are included in the consolidated financial statements commencing from the Acquisition Date.

Reworded

Our retirement services business is conducted by Athene, a leading financial services company that specializes in issuing, reinsuring and acquiring retirement savings products designed for the increasing number of individuals and institutions seeking to fund retirement needs. Athene’s primary product line is annuities, which include fixed,fixed rate, indexed, payout and group annuities issued in conjunctionconnection with pension group annuity transactions.transactions and defined contribution plans. Athene also offers funding agreements,agreements whichand guaranteed investment contracts issued in connection with defined contribution plans. Funding agreements are comprised of funding agreements issued under its FABN program, secured and other funding agreements, which include Athene’s FABR program and direct funding agreements, funding agreements issued to the FHLB and repurchase agreements with an original maturity exceeding one year. Guaranteed investment contracts support stable value investment options within defined contribution plans and allow the contract holder to earn a guaranteed return of principal plus interest. Our asset management business provides a full suite of services for Athene’s investment portfolio, including direct investment management, asset allocation, mergers and acquisitions asset diligencediligence, and certain operational support services,services including investment compliance, tax, legal and risk management support.

Reworded

Our Principal Investing segment is comprised of our realized performance fee income, realized investment income earned from our balance sheet investments, and certain allocable expenses related to corporate functions supporting the entire company. The Principal Investing segment also includes our growth capital and liquidity resources at AGM. Over time, we may deploy capital into strategic investments over time that will help accelerate the growth of our Asset Management segment, by broadening our investment management and/or product distribution capabilities or increasing the scalability and/or efficiency of our existing operations. We believe these investments may translate into greater compounded annual growth of Fee Related Earnings.

Reworded

Given the cyclical nature of realized performance fees, earnings from our Principal Investing segment, or PII, are inherently more volatile in nature than earnings from the Asset Management and Retirement Services segments. We earn fees based on the investment performance of the fundsfunds, partnerships and accounts we manage and compensate our employees, primarily investment professionals, with a meaningful portion of these proceeds to align our team with the investors inwhose the fundscapital we manage and incentivize them to deliver strong investment performance over time. To enhance this alignment, we have increased the proportion of performance fee income we pay to our employees over the last few years.time.

Reworded

Adverse economic conditions may result from domestic and global economic and political developments, including plateauing or decreasing economic growth and business activity, changes to U.S. and foreign tariff policies, civil unrest, geopolitical tensions or military action, such as the armed conflicts in the Middle East and between Ukraine and Russia, and corresponding sanctions imposed on Russia by the United StatesU.S. and other countries, and new or evolving legal and regulatory requirements on business investment, hiring, migration, labor supply and global supply chains.

Added

The ongoing uncertainty regarding trade policy poses a downside risk to the current economic outlook, with lower growth and higher inflationary pressures increasing the risk of a stagflationary environment. Tariffs, which are inflationary in nature, remain in place and may have a negative impact on GDP growth. The potential impact of tariffs on corporate earnings remains uncertain and will depend on the duration and outcome of related trade negotiations.

Reworded

We carefully monitor economic and market conditions that could potentially give rise to global market volatility and affect our business operations, investment portfolios and derivatives, which include global inflation. U.S. inflation eased slightly in 20242025 with the U.S. Bureau of Labor Statistics reporting that the annual U.S. inflation rate decreased to 2.7% as of December 31, 2025, compared to 2.9% as of December 31, 2024, compared to 3.4% as of December 31, 2023.2024. The U.S. Federal Reserve finished the year withhas a current benchmark interest rate target range of 4.25%3.50% to 4.50%,3.75%, marking the second sequential quarter withfollowing a significantrate cut inof 25 basis points at each of its three meetings to end 2025, before holding rates sinceconstant theat COVID-19its pandemic.January 2026 meeting.

Reworded

Conditions in the credit markets also have a significant impact on our business. Credit markets were positive in 2024,2025, with the BofAML HY Master II Index increasing by 8.2%,8.5%, while the S&PMorningstar/LSTA Leveraged Loan Index increased by 8.7%.7.2%.

Reworded

In terms of economic conditions in the U.S., the Bureau of Economic Analysis reported real GDP increased at an annual rate of 2.8%2.2% in 2024,2025, following an increase of 2.9%2.8% in 2023.2024. As of January 2025,2026, the International Monetary Fund estimated that the U.S. economy will expand by 2.7%2.4% in 20252026 and 2.1%2.0% in 2026.2027. The U.S. Bureau of Labor Statistics reported that the U.S. unemployment rate increased to 4.4% as of December 31, 2025, compared to 4.1% as of December 31, 2024, compared to 3.8% as of December 31, 2023.2024.

Reworded

Foreign exchange rates can materially impact the valuations of our investments and those of the funds we manage that are denominated in currencies other than the U.S. dollar. The U.S. dollar strengthenedweakened in 20242025 compared to the euro and the British pound. Relative to the U.S. dollar, the euro depreciatedappreciated 13.4% in 2025, after depreciating 6.2% in 2024, after appreciating 3.1% in 2023, while the British pound depreciatedappreciated 7.7% in 2025, after depreciating 1.7% during 2024, after appreciating 5.4% in 2023.2024. Oil finished 20242025 indown line with 2023, increasing 0.1%19.9% from 2023.2024.

Reworded

Medium and long-term rates increaseddecreased in 2024,2025, with the U.S. 10-year Treasury yield at 4.18% as of December 31, 2025, compared to 4.58% as of December 31, 2024 compared to 3.88% as of December 31, 2023.2024. Short-term rates decreased in 2024,2025, with the 3-month secured overnight financing rate at 3.65% as of December 31, 2025 compared to 4.31% as of December 31, 2024 compared to 5.33% as of December 31, 2023.2024.

Reworded

With respect to Retirement Services, Athene’s investment portfolio predominantly consists predominantly of fixed maturity investments. If prevailing interest rates were to rise, we believe the yield on Athene’s new investment purchases may also rise and its investment income from floating rate investments would increase, while the value of its existing investments may decline. If prevailing interest rates were to decline significantly, the yield on Athene’s new investment purchases may decline and its investment income from floating rate investments would decrease, while the value of its existing investments may increase.

Reworded

If prevailing interest rates were to rise, we believe Athene’s products would be more attractive to consumers and its sales would likely increase. If prevailing interest rates were to decline, it is likely that Athene’s products would be less attractive to consumers and its sales would likely decrease. In periods of prolonged low interest rates, the net investment spread may be negatively impacted by reduced investment income to the extent that Athene is unable to adequately reduce policyholder crediting rates due to policyholder guarantees in the form of minimum crediting rates or otherwise due to market conditions. A significant majority of Athene’s deferred annuity products have crediting rates that it may reset annually upon renewal, following the expiration of the current guaranteed period. While Athene has the contractual ability to lower these crediting rates to the guaranteed minimum levels,levels at renewal, its willingness to do so may be limited by competitive pressures. Athene’s funding agreements,agreements and other investment-type products, the latter of which is comprised of immediate annuities,annuities without significant mortality risk (which includes pension group annuityannuities obligationswithout life contingencies), guaranteed investment contracts and lifeassumed contractsendowments without significant mortality risks, provide little to no discretionary ability to change the rates of interest that determine the amounts payable to the respective policyholder or institution.

Reworded

See “Part II—Item 7A. Quantitative and Qualitative Disclosures About Market Risk,” which includes a discussion regarding interest rate and other significant risks and our strategies for managing these risks.

Reworded

Financial Measures under U.S. GAAP -– Asset Management

Reworded

As of December 31, 2024,2025, approximately 40%36% of the value of theour funds’ investments of the funds we manage, on a gross basis,basis was determined using market-based valuation methods (i.e., reliance on broker or listed exchange quotes) and the remaining 60%64% was determined primarily by comparable company and industry multiples or discounted cash flow models. See “Item 1A. Risk Factors—Risks Relating to Our Asset Management Business—The performance of the funds we manage, and our performance, may be adversely affected by the financial performance of portfolio companies of the funds we manage and the industries in which the funds we manage invest” for discussion regarding certain industry-specific risks that could affect the fair value of certain of the portfolio company investments of the funds we manage.

Added

Property Management, Development and Other Fees

Added

Apollo provides property management services through Bridge. Apollo earns property management fees over time as the related services are provided under the terms of the respective property management agreements. Apollo also earns leasing commission revenue associated with the leasing of commercial assets, which is recognized upon the execution of the applicable lease agreements, and records development fees as the services are provided under the terms of the applicable development agreements. Other fees are primarily composed of interest on catch-up management fees, fees related to accounting, in-house legal and tax professional services.

Reworded

In addition, certain professionals and selected other individuals have a profit sharing interest in the performance fees earned in order to better align their interests with our own and with those of the investors in the funds we manage. Profit sharing expense is part of our compensation and benefits expense and is generally based upon a fixed percentage of performance fees. Certain of our performance-based incentive arrangements provide for compensation based on realized performance fees which includes fees earned by the general partners of the funds we manage under the applicable fund limited partnership agreements based upon transactions that have closed or other rights to incentive income cash that have become fixed in the applicable calendar year period. Profit sharing expense can reverse during periods when there is a decline in performance fees that were previously recognized. Profit sharing amounts are normally distributed to employees after the corresponding investment gains have been realized and generally before preferred returns are achieved for the investors.realized. Therefore, changes in our unrealized performance fees have the same effect on our profit sharing expense. Profit sharing expense increases when unrealized performance fees increase. Realizations only impact profit sharing expense to the extent that the effects on investments have not been recognized previously. If losses on other investments within a fund are subsequently realized, the profit sharing amounts previously distributed are normally subject to a general partner obligation to return performance fees previously distributed back to the funds. This general partner obligation due to the funds would generally be realized only when the fund is liquidated, which generally occurs at the end of the fund’s term. However, indemnification obligations also exist for realized gains with respect to certain funds, which, although our Former Managing Partners and Contributing Partners would remain personally liable, may indemnify our Former Managing Partners and Contributing Partners for 17.5% to 100% of the previously distributed profits regardless of the fund’s future performance. See note 18 to our consolidated financial statements for further information regarding the Company’s indemnification liability.

Reworded

Other income (losses), net includes interest income, gains (losses) arising from the remeasurement of foreign currency denominated assets and liabilities, remeasurement of the tax receivable agreement liability and other miscellaneous non-operating income and expenses.

Reworded

Financial Measures under U.S. GAAP -– Retirement Services

Reworded

Investment related gains (losses) primarily consist of (i) realized gains and losses on sales of investments, (ii) unrealized gains or losses relating to identified risks within AFS securities in fair value hedging relationships, (iii) gains and losses on trading securities, (iv) gains and losses on equity securities, (v) changes in the fair value of the embedded derivatives and derivatives not designated as a hedge, (vi) changes in the fair value of mortgage loan assetsassets, (vii) foreign exchange gains and losses and (viiviii) changes in the provision for credit losses.

Reworded

Interest sensitive contract liabilities are typically associated with universal life-type policies and investment contracts. Universal life-type policies and investment contracts include traditional deferred annuities; indexed annuities consisting of fixed indexed, index-linked variable annuities in the accumulation phase, and assumed indexed universal life without significant mortality risk; funding agreements; immediate annuities without significant mortality risk (which include pension group annuities and structured settlements without life contingencies); universal life insurance; and other investment contracts inclusive of guaranteed investment contracts and assumed endowments without significant mortality risk. Liabilities for traditional deferred annuities, indexed annuities, funding agreementsannuities and universal life insurance are carried at the account balances without reduction for potential surrender or withdrawal charges, except for a block of universal life business ceded to Global Atlantic Financial Group Limited (together with its subsidiaries, “Global Atlantic”), which is carried at fair value. Fixed indexed annuity, index-linked variable annuity and indexed universal life insurance contracts contain an embedded derivative. Benefit reserves for these contracts are reported as the sum of the fair value of the embedded derivative and the host (or guaranteed) component of the contracts. The fair value of the embedded derivatives represents the present value of cash flows attributable to the indexed strategies. The host contract is established at contract inception as the initial account value less the initial fair value of the embedded derivative and accreted over the policy’s life. Liabilities for immediate annuities without significant mortality risk (which include pension group annuities and structured settlements without life contingencies), funding agreements, assumed endowments without significant mortality risk and guaranteed investment contracts are calculated as the present value of future liability cash flows and policy maintenance expensesexpenses, if any, discounted at contractual interest rates. Certain contracts are offered with additional contract features that meet the definition of a market risk benefit. See “—Market risk benefits remeasurement (gains) losses” below for further information.

Reworded

Athene issues or reinsures contracts classified as long-duration, which include term and whole life, accident and health, disability, and deferred and immediate annuities with life contingencies (which include pension group annuities and structured settlements with life contingencies).

Reworded

Liabilities for nonparticipating long-duration contracts are established as the estimated present value of benefits Athene expects to pay to or on behalf of the policyholder and related expenses less the present value of the net premiums to be collected, referred to as the net premium ratio. Liabilities for nonparticipating long-duration contracts are established using accepted actuarial valuation methodsmethods, which require the use of assumptions related to discount rate, expenses, longevity, mortality, morbidity, persistency and other policyholder behavior. The liability for nonparticipating long-duration contracts is discounted using an upper-medium grade fixed income instrument yield aligned to the characteristics of the liability, including the duration and currency of the underlying cash flows.

Reworded

Managing Business Performance -– Key Segment and Non-U.S. GAAP Performance Measures

Reworded

Adjusted Net Income (“ANI”) represents Segment Income less HoldCo interest and other financing costs and estimated income taxes. For purposes of calculating the Adjusted Net Income tax rate, Segment Income is reduced by HoldCo interest and financing costs. Income taxes on FRE and PII represents the total current corporate, local, and non-U.S. taxes as well as the current payable under Apollo’s tax receivable agreement. Income taxes on FRE and PII excludes the impacts of deferred taxes and the remeasurement of the tax receivable agreement, which arise from changes in estimated future tax rates. Certain assumptions and methodologies that impact the implied FRE and PII income tax provision are similar to those used under U.S. GAAP. Specifically, certain deductions considered in the income tax provision under U.S. GAAP relating to transactiontransaction-related related charges,costs, equity-based compensation, charitable contributions and tax deductible interest expense are taken into account for the implied tax provision. Income Taxes on SRE represent the total current and deferred tax expense or benefit on income before taxes adjusted to eliminate the impact of the tax expense or benefit associated with the non-operating adjustments. Management believes the methodologies used to compute income taxes on FRE, SRE, and PII are meaningful to each segment and increases comparability of income taxes between periods.

Reworded

Spread Related Earnings, or “SRE”, is a component of Segment Income that is used to assess the performance of the Retirement Services segment, excluding certain market volatility, which consists of investment gains (losses), net of offsets and non-operating change in insurance liabilities and related derivatives, and certain expenses related to integration, restructuring, and equity-based compensation, andas well as other expenses.items.

Reworded

In managing its business, Athene analyzes net invested assets, which does not correspond to total Athene investments, including investments in related parties, as disclosed in the consolidated statements of financial condition and notes thereto. Net invested assets represent the investments that directly back Athene’s net reserve liabilitiesliabilities, as well as surplus assets. Net invested assets is used in the computation of net investment earned rate, which is used to analyze the profitability of Athene’s investment portfolio. Net invested assets include (a) total investments on the consolidated statements of financial condition with AFS securities, trading securities and mortgage loans at cost or amortized cost, excluding derivatives, (b) cash and cash equivalents and restricted cash, (c) investments in related parties, (d) accrued investment income, (e) VIE and VOE assets, liabilities and non-controlling interest adjustments, (f) net investment payables and receivables, (g) policy loans ceded (which offset the direct policy loans in total investments) and (h) an adjustment for the allowance for credit losses. Net invested assets exclude the derivative collateral offsetting the related cash positions. Athene includes the underlying investments supporting its assumed funds withheld and modco agreements and excludes the underlying investments related to ceded reinsurance transactions in its net invested assets calculation in order to match the assets with the income received. Athene believes the adjustments for reinsurance provide a view of the assets for which it has economic exposure. Net invested assets include Athene’s proportionate share of ACRA investments, based on its economic ownership, but do not include the proportionate share of investments associated with the non-controlling interests. Net invested assets are averaged over the number of quarters in the relevant period to compute a net investment earned rate for such period. While Athene believes net invested assets is a meaningful financial metric and enhances the understanding of the underlying drivers of its investment portfolio, it should not be used as a substitute for Athene’s total investments, including related parties, presented under U.S. GAAP.

Reworded

Revenues were $5.0 billion in 2025, an increase of $824 million from $4.2 billion in 2024, an increase of $669 million from $3.5 billion in 2023, primarily driven by an increase in investmentmanagement income,fees and advisory and transaction fees, net, and managementincentive fees.fees, partially offset by a decrease in investment income.

Removed

Investment income increased $273 million in 2024 to $1,305 million compared to $1.0 billion in 2023. The increase in investment income in 2024 was driven by an increase in performance allocations of $304 million, partially offset by a decrease in principal investment income of $31 million.

Removed

Significant drivers for performance allocations in 2024 were performance allocations primarily earned from Fund IX, Fund X, HVF II, Credit Strategies, Redding Ridge Holdings and Freedom Parent Holdings of $302 million, $198 million, $168 million, $113 million, $80 million and $64 million, respectively, partially offset by performance allocation losses from Fund VIII of $154 million.

Removed

See below for details on the respective performance allocations in 2024.

Removed

The performance allocations earned from Fund IX in 2024 were primarily driven by the appreciation and realization of the fund’s investments in the (i) manufacturing and industrial and (ii) leisure sectors, and the fund’s distressed investments.

Removed

The performance allocations earned from Fund X in 2024 were primarily driven by the appreciation and realization of the fund’s investments in the (i) consumer and retail and (ii) manufacturing and industrial sectors, and the fund’s distressed investments. Moreover, the fund achieved its annualized hurdle rate in 2024.

Removed

The performance allocations earned from HVF II in 2024 were primarily driven by the appreciation and realization of the fund’s investments in private portfolio companies in the (i) consumer services, (ii) consumer and retail and (iii) manufacturing and industrial sectors. Moreover, the fund achieved its annualized hurdle rate in 2024.

Removed

The performance allocations earned from Credit Strategies in 2024 were driven by the net income generated by the fund’s investments.

Removed

The performance allocations earned from Redding Ridge Holdings in 2024 were primarily driven by existing and new CLO issuances, CLO contract acquisitions, new consulting contracts and the accumulation of warehouse assets.

Removed

The performance allocations earned from Freedom Parent Holdings in 2024 were primarily driven by the appreciation of its investment in Wheels, a U.S. corporate fleet lessor platform.

Removed

The performance allocation losses from Fund VIII in 2024 were primarily driven by the depreciation of the fund’s investments in the (i) media, telecom and technology, (ii) consumer services and (iii) leisure sectors.

Removed

Advisory and transaction fees increased by $199 million to $822 million in 2024 from $623 million in 2023. Advisory and transaction fees earned during 2024 were primarily attributable to advisory and transaction fees earned from companies in the (i) media, telecom and technology, (ii) financial services, (iii) manufacturing and industrial, (iv) business services and (v) natural resources sectors.

Reworded

Management fees increased by $127$479 million to $2.4 billion in 2025 from $1.9 billion in 2024 from $1.8 billion in 2023.2024. The increase in management fees in 2024 was primarily attributable to $342 million of aggregate management fees earned from Atlas, ADSBridge andfunds, ADS, S3 Equity and Hybrid Solutions, L.P. of $58 million, $52 millionSolutions and $20AIOF million, respectively,III, partially offset by aan aggregate decrease of $41 million in management fees earned from Fund XIX ofand $21Fund million.VIII. Management fees in 2025 also benefited from increased management fees earned from certain strategic separately managed accounts. The increase in management fees earned from Atlas,Atlas was driven by higher fee-generating AUM due to an upsize in Atlas warehousing financing facilities. Additionally, management fees increased due to the Bridge acquisition. The increase in management fees earned from ADS andwas S3 Equity and Hybrid Solutions, L.P. wasprimarily driven by an increase in thesubscriptions. management fee basis, anThe increase in subscriptionsmanagement fees earned from S3 Equity and higherHybrid fee-generatingSolutions AUMand dueAIOF toIII was primarily driven by catch-up management fees on additional closes in 2024, respectively.closes. The decrease in management fees earned from Fund XIX and Fund VIII were correlated with the fee rate step-down of $21Fund millionIX was primarily related toand the catch-upexpiration managementof feesFund earnedVIII’s infee-paying 2023.period, respectively.

Added

Advisory and transaction fees increased by $380 million to $1.2 billion in 2025 from $822 million in 2024. Advisory and transaction fees earned during 2025 were primarily attributable to advisory and transaction fees earned from our corporate private equity, direct origination, asset-backed finance, infrastructure and clean transition equity, opportunistic credit and multi-credit strategies.

Added

Incentive fees increased by $95 million to $245 million in 2025 from $150 million in 2024, primarily attributable to sustained growth across a variety of perpetual capital vehicles.

Removed

Expenses were $4.0 billion in 2024, an increase of $265 million from $3.7 billion in 2023, primarily due to increases in general, administrative and other and interest expense, partially offset by a decrease in total compensation and benefits expenses. General, administrative and other expenses were $1.2 billion in 2024, an increase of $298 million from $872 million in 2023. The increase in 2024 was primarily driven by $72 million related to equity interests issued by a subsidiary as part of a restructuring of such entity, as well as $18 million of fund merger-related costs. Additionally, increases in professional fees, higher travel and entertainment expenses and placement fees also contributed to the higher general, administrative and other expenses in 2024.

Reworded

InterestInvestment expenseincome wasdecreased $226$162 million in 2024,2025 anto increase$1.1 ofbillion $81compared millionto from$1.3 $145 millionbillion in 2023.2024. The increasedecrease in 2024investment income in 2025 was primarily driven by highera interest rates from debt issuances offset,decrease in part,performance byallocations debtof repayments$165 in 2024.million.

Added

Significant drivers for performance allocations in 2025 were performance allocations primarily earned from Fund X, HVF II, Credit Strategies, Redding Ridge Holdings, Freedom Parent Holdings and Accord+ II of $424 million, $133 million, $126 million, $85 million, $67 million and $47 million, respectively, partially offset by performance allocation losses from Fund IX and Athora of $81 million and $58 million, respectively.

Added

See below for details on the respective performance allocations in 2025.

Added

The performance allocations earned from Fund X in 2025 were primarily driven by the appreciation and realization of the fund’s investments in the (i) manufacturing and industrial, (ii) consumer services and (iii) consumer and retail sectors.

Added

The performance allocations earned from HVF II in 2025 were primarily driven by the appreciation and realization of the fund’s investments in private portfolio companies in the (i) consumer and retail, (ii) manufacturing and industrial and (iii) transportation and logistics sectors.

Added

The performance allocations earned from Credit Strategies in 2025 were primarily driven by the net income generated by the fund’s investments.

Added

The performance allocations earned from Redding Ridge Holdings in 2025 were primarily driven by existing and new CLO issuances, resets, accumulation of warehouse assets, the acquisition of Irradiant Partners LP, new consulting contracts and the net income generated by the vehicle’s strategic investments.

Added

The performance allocations earned from Freedom Parent Holdings in 2025 were primarily driven by the appreciation of its investment in Wheels.

Added

The performance allocations earned from Accord+ II in 2025 were primarily driven by the net income generated by the fund’s investments.

Added

The performance allocation losses from Fund IX in 2025 were primarily driven by the depreciation of the fund’s investments in the (i) media, telecom and technology, (ii) manufacturing and industrial and (iii) leisure sectors.

Added

The performance allocation losses from Athora in 2025 were primarily driven by a reduced profits interest.

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What changed in the latest 10-Q

Comparing 10-Q filed 2026-08-10 (period ending 2026-06-30) with 10-Q filed 2026-05-07 (period ending 2026-03-31).

Risk Factors (10-Q Part II, Item 1A)

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The section in the latest 10-Q reads in full:

For a discussion of our potential risks and uncertainties, see the information under the heading “Item 1A. Risk Factors” in our 2025 Annual Report, which is accessible on the SEC's website at www.sec.gov. There have been no material changes to the risk factors disclosed in the 2025 Annual Report.

The risks described in our 2025 Annual Report are not the only risks facing us. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition and/or operating results.

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Management's Discussion & Analysis (MD&A) (10-Q Part I, Item 2)

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22,887 → 27,957words in section

New heading “Other Income (Loss)”

New heading “Income Tax Provision”

New heading “Six Months Ended June 30, 2026”

New heading “Six Months Ended June 30, 2026”

New heading “Spread Related Earnings”

New heading “Net Investment Spread”

Removed heading “Investment related gains (losses)”

Removed heading “Interest sensitive contract benefits”

Largest changes (selected automatically by length and topic keywords; quoted verbatim, no commentary)

New text topics: tariff, artificial intelligence, inflation, recession
“Uncertainty surrounding U.S. trade policy, the conflict with Iran and persistent inflation remain downside risks. However, U.S. economic activity remains resilient, supported by consumer spending, investment in artificial intelligence infrastructure, increased domestic manufacturing and fiscal stimulus. These drivers continue to support solid growth and a modest risk of recession. Tariffs remain inflationary and may weigh on growth and corporate earnings, with the ultimate impact dependent on their scope, duration and the outcome of trade negotiations.”
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Reworded topics: fine, covenant, liquidity

Paragraph as it now reads, with added and removed wording marked:

Athene may seek to secure additional funding at the AHL level by means other than dividends from subsidiaries, such as by drawing on its undrawn $1.25$1.75 billion AHLAthene credit facility, drawing on its undrawn $2.6 billion AHL liquidity facility or by pursuing future issuances of debt or preferred stock to third-party investors. The AHLAthene credit facility contains various standard covenants with which Athene must comply, including maintaining a consolidated debt-to-capitalization ratio of not greater than 35%,40%, maintaining a minimum consolidated net worth of no less than $14.8$22.1 billion and restrictions on the ability to incur liens, with certain exceptions. Rates, ratios and terms are as defined in the AHLAthene credit facility. The AHL liquidity facility also contains various standard covenants with which Athene must comply, including maintaining an AARe minimum consolidated net worth of no less than $23.2 billion and restrictions on the ability to incur liens, with certain exceptions. Rates and terms are as defined in the AHL liquidity facility.
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Removed text topics: tariff, inflation, recession
“The ongoing uncertainty regarding U.S. trade policy, the conflict with Iran and continued inflationary pressures pose a downside risk to the current economic outlook. However, solid growth in the U.S. has resulted in the risk of a recession remaining modest. Tariffs, which are inflationary in nature, remain in place and may have a negative impact on GDP growth. …”
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New text topics: impairment, interest rate
“Net investment earnings were $7.8 billion in 2026, an increase of $1.1 billion from $6.7 billion in 2025, primarily driven by $40.2 billion of growth in Athene’s average net invested assets, higher rates on new deployment compared to Athene’s existing portfolio related to the higher interest rate environment and favorable derivative impacts. …”
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New text topics: impairment, interest rate
“Net investment earned rate was 5.16% in 2026, an increase of 2 basis points compared to 5.14% in 2025, primarily driven by higher returns on Athene’s fixed income portfolio, partially offset by lower returns on its alternative investment portfolio. …”
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Reworded topics: impairment

Paragraph as it now reads, with added and removed wording marked:

Net investment earnings were $3.8$4.0 billion in 2026, an increase of $532$536 million from $3.2$3.5 billion in 2025, primarily driven by $40.8$38.5 billion of growth in Athene’s average net invested assets during the previous twelve months, higher rates on new deployment compared to Athene’s existing portfolio related to the higher interest rate environmentenvironment, favorable derivative impacts and favorablean redemptionincrease in alternative net investment income. These impacts were partially offset by a decrease in alternative net investment income, lower floating rate incomeincome, higher investment management fees driven by the significant growth in Athene’s investment portfolio over the previous twelve months, later deployment into assets during the quarter compared to 2025 and prepaymentrun-off of higher-yielding assets. The decreaseincrease in alternative net investment income compared to 2025 was primarily driven by more favorable performance within equity funds, partially offset by less favorable performance within origination platformsand andretirement services platforms, as well as within credit funds,funds. partiallyThe offsetincrease byin income from equity funds was mainly attributable to significant growth in Athene’s structured equity portfolio, as well as more favorable performance within retirementreal servicesassets platforms.in 2026 compared to 2025. The decrease in income from origination platforms was mainly attributable to outsized performance from MidCap FinCo and Redding Ridge in 2025, as well as market headwinds impacting the valuation of each in 2026, a valuation increase related to strong performance from Wheels in 2025 and astrong growth from origination partnerships within Aqua Finance, Inc. (“Aqua Finance”) in 2025, partially offset by favorable pricing that increased the valuation decrease on Atlas resulting fromof an underlyinginvestment assetwithin impairmentAthene’s other origination platforms in 2026. The decrease in income from credit funds was primarily driven by stronger performance from the underlying funds in 2025. The increase in income from retirement services platforms was primarilyrelated to a valuation increase on Venerable in 2025 related to increasedthe capitalannouncement requirementsof the reinsurance transaction with Corebridge Financial, Inc. (“Corebridge”), partially offset by the upsize of Athene’s investment in Athora and a valuation increase on Athora in 2026 related to expandedupdated solvencybusiness requirementsplans impactingfollowing theits valuationacquisition of Athora in 2025.PIC.
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Reworded

Our Asset Management segment focuses on credit and equity investing strategies. We have a flexible mandate in many of the funds we manage which enables the funds to invest opportunistically across a company’s capital structure. We raise, invest and manage funds, accounts and other vehicles on behalf of some of the world’s most prominent pension, endowment and sovereign wealth funds and insurance companies, as well as other institutional and individual investors. As of MarchJune 31,30, 2026, we had total AUM of $1.03$1.05 trillion.

Reworded

Credit is our largest asset management strategy with $834$849 billion of AUM as of MarchJune 31,30, 2026. Our credit strategy spans third-party strategies and Apollo’s retirement services business across four main investment pillars: direct origination, asset-backed, multi credit and opportunistic credit. Our credit strategy provides flexible, scaled and diverse capital solutions across the entire credit risk-return spectrum, with a focus on generating excess returns through high-quality credit underwriting and origination. Beyond participation in the traditional issuance and secondary credit markets, through our origination platforms and corporate solutions capabilities we seek to originate attractive and safe-yielding assets for the investors in the funds we manage.

Reworded

Our equity strategy managed $192$198 billion of AUM as of MarchJune 31,30, 2026. Across our equity strategy, we maintain our focus on creative structuring and sourcing while working with the management teams of the portfolio companies of the Apollo-managed funds to help transform and grow their businesses. Our flexible mandate and purchase price discipline allow us to embrace complexity and seek attractive outcomes for our stakeholders. Apollo’s equity team has experience across sectors, industries, and geographies spanning its private equity, hybrid value, secondaries equity, AAA, real estate equity, infrastructure and clean transition equity strategies. We have consistently produced attractive long-term investment returns in the traditional private equity funds we manage, generating a 39% gross IRR and a 24% net IRR on a compound annual basis from inception through MarchJune 31,30, 2026.

Reworded

Our retirement services business is conducted by Athene, a leading financial services company that specializes in issuing, reinsuring and acquiring retirement savings products designed for the increasing number of individuals and institutions seeking to fund retirement needs. Athene’s primary product line is annuities, which include fixed rate, indexed, payout and group annuities issued in connection with pension group annuity transactions and benefit plans. Athene also offers funding agreements and guaranteed investment contracts issued in connection with defined contribution plans. Funding agreements are comprisedcomposed of funding agreements issued under its FABN program, secured and other funding agreements, which include Athene’s FABR program and direct funding agreements, funding agreements issued to the FHLB and repurchase agreements with an original maturity exceeding one year. Guaranteed investment contracts support stable value investment options within defined contribution plans and allow the contract holder to earn a guaranteed return of principal plus interest. Our asset management business provides a full suite of services for Athene’s investment portfolio, including direct investment management, asset allocation, mergers and acquisitions asset diligence, and certain operational support services including investment compliance, tax, legal and risk management support.

Reworded

Our Principal Investing segment is comprisedcomposed of our realized performance fee income, realized investment income earned from our balance sheet investments, and certain allocable expenses related to corporate functions supporting the entire company. The Principal Investing segment also includes our growth capital and liquidity resources at AGM. Over time, we may deploy capital into strategic investments that will help accelerate the growth of our Asset Management segment, by broadening our investment management and/or product distribution capabilities or increasing the scalability and/or efficiency of our existing operations. We believe these investments may translate into greater compounded annual growth of Fee Related Earnings.

Reworded

Adverse economic conditions may result from domestic and global economic and political developments, including plateauing or decreasingslower economic growth and business activity, changes toin U.S. and foreign tariff policies, civil unrest, geopolitical tensions or military action, such as the armed conflicts in the Middle East, including with Iran, and between Ukraine and Russia, and correspondingrelated sanctions,sanctions. Additional risks include new or evolving legal and regulatory requirements onaffecting business investment, hiring, migration, labor supply and global supply chains, andas well as disruptions to the global energy marketmarkets and supplycritical chains.shipping routes.

Added

Uncertainty surrounding U.S. trade policy, the conflict with Iran and persistent inflation remain downside risks. However, U.S. economic activity remains resilient, supported by consumer spending, investment in artificial intelligence infrastructure, increased domestic manufacturing and fiscal stimulus. These drivers continue to support solid growth and a modest risk of recession. Tariffs remain inflationary and may weigh on growth and corporate earnings, with the ultimate impact dependent on their scope, duration and the outcome of trade negotiations.

Added

Inflation remains elevated, limiting the scope of monetary easing and placing upward pressure on shorter term rates. Simultaneously, fiscal deficits and increased U.S. Treasury issuances may place upward pressure on longer term rates, increasing the likelihood that interest rates and credit yields remain elevated.

Removed

The ongoing uncertainty regarding U.S. trade policy, the conflict with Iran and continued inflationary pressures pose a downside risk to the current economic outlook. However, solid growth in the U.S. has resulted in the risk of a recession remaining modest. Tariffs, which are inflationary in nature, remain in place and may have a negative impact on GDP growth. The potential impact of tariffs on corporate earnings remains uncertain and will depend on the duration and outcome of related trade negotiations, as well as the legal and regulatory framework governing tariff implementation, which continues to evolve.

Reworded

We carefully monitor economic and market conditions, including global inflation, that could potentially give rise to global market volatility and affect our business operations, investment portfolios and derivatives. U.S. inflation remains elevated, with the U.S. Bureau of Labor Statistics reporting the annual U.S. inflation rate increased to 3.5% as of June 30, 2026, compared to 3.3% as of March 31, 2026, compared to 2.7% as of December 31, 2025.2026. The U.S. Federal Reserve has a current benchmark interest rate target range of 3.50% to 3.75%, unchanged from its December 2025 meeting.

Reworded

Equity market performance declinedwas strong during the firstsecond quarter of 2026. In the U.S., the S&P 500 Index decreasedincreased by 14.9% during the second quarter of 2026, following a decrease of 4.6% duringin the first quarter of 2026, following an increase of 2.3% in the fourth quarter of 2025.2026. Global equity markets decreasedincreased during the quarter, with the MSCI All Country World ex USA Index decreasingincreasing by 0.8%,10.5%, following ana increasedecrease of 5.3%0.8% in the fourthfirst quarter of 2025.2026.

Reworded

Conditions in the credit markets may have a significant impact on our business. Credit fundamentals areremain improving:generally constructive, with default rates in both high yield bonds and leveraged loans aredeclining declining,and distressed exchanges aremoderating. easing,Current stresses in software and atartificial thisintelligence timerelated credit appear concentrated rather than indicative of a broadbroader creditmacroeconomic cycle deterioration does not appear likely.downturn. Credit markets experienced slight decreasesincreases in the firstsecond quarter of 2026, with the BofAML HY Master II Index decreasingincreasing by 0.5%,2.5% whileand the Morningstar/LSTA Leveraged Loan Index decreasedincreasing by 0.8%.1.2%.

Reworded

In terms of economic conditions in the U.S., the Bureau of Economic Analysis reported real GDP increased at an annual rate of 2.0%1.5% in the firstsecond quarter of 2026, following an increase of 0.5%2.1% in the fourthfirst quarter of 2025.2026. As of AprilJuly 2026, the International Monetary Fund estimated the U.S. economy will expand by 2.3% in 2026 and 2.1%2.2% in 2027. The U.S. Bureau of Labor Statistics reported the U.S. unemployment rate decreased to 4.3%4.2% as of MarchJune 31,30, 2026.

Reworded

Foreign exchange rates can materially impact the valuations of our investments and those of the funds we manage that are denominated in currencies other than the U.S. dollar. Strong foreign demand for U.S. assets remains an important support for the U.S. dollar. The U.S. dollar strengthened in the firstsecond quarter of 2026 compared to the euro and Japanese yen, however, the U.S. dollar weakened compared to the British pound. Relative to the U.S. dollar, the euro depreciated 1.1% during the second quarter of 2026, after depreciating 1.6% duringin the first quarter of 2026 and the Japanese yen depreciated 2.4% in the second quarter of 2026, after depreciating 1.3% in the first quarter of 2026, after appreciating 0.1% in the fourth quarter of 2025, while the British pound depreciatedappreciated 0.3% during the second quarter of 2026, after depreciating 1.8% duringin the first quarter of 2026. We generally undertake hedging activities to eliminate or mitigate foreign exchange currency risk. Oil prices ended the second quarter of 2026 down 31.4% from the first quarter of 2026, after appreciating 0.2% in the fourth quarter of 2025. Oil finished the first quarter of 2026 up 76.6% from the fourth quarter of 2025, primarily related to the temporary easing of tensions in the ongoing conflict within Iran.the Middle East.

Reworded

As of MarchJune 31,30, 2026, the funds we manage have no investments that would cause Apollo or any Apollo managed fund to be in violation of current international sanctions, and we believe the direct exposure of investment portfolios of the funds we manage to Russia and Ukraine is insignificant. The Company and the funds we manage do not intend to make any new material investments in Russia, and have appropriate controls in place to ensure review of any new exposure.

Reworded

While investor demand for perpetual non-traded business development company structures may experience variability, we believe that the long-term investor opportunity to provide investors with access to private credit, both investment-grade and sub investment-grade, will remain compelling across cycles.

Reworded

Medium and long-term rates increased during the firstsecond quarter of 2026, with the U.S. 10-year Treasury yield at 4.44% as of June 30, 2026, compared to 4.30% as of March 31, 2026, compared to 4.18% as of December 31, 2025.2026. Short-term rates increased during the firstsecond quarter of 2026, with the 3-month secured overnight financing rate at 3.73% as of June 30, 2026, compared to 3.68% as of March 31, 2026, compared to 3.65% as of December 31, 2025.2026.

Reworded

Athene addresses interest rate risk through managing the duration of the liabilities it sources with assets it acquires through asset liability management (“ALM”) modeling. As part of its investment strategy, Athene purchases floating rate investments, which are expected to perform well in a rising interest rate environment and are expected to underperform in a declining rate environment. Athene manages its interest rate risk in a declining rate environment through hedging activity or the issuance of additional floating rate liabilities to lower its overall net floating rate position. As of MarchJune 31,30, 2026, Athene’s net invested asset portfolio included $53.1$71.2 billion of floating rate investments,assets, or 18%23% of its net invested assets, and its net reserve liabilities included $49.8$68.9 billion of floating rate liabilities at notional, or 17%22% of its net invested assets, resulting in $3.3$2.3 billion of net floating rate assets, or 1% of its net invested assets. Athene’s floating rate asset position includes floating rate investments and cash and cash equivalents on a net invested asset basis, adjusted for net investment payables/receivables and cash posted as collateral for derivative transactions.

Reworded

If prevailing interest rates were to rise, we believe Athene’s products would be more attractive to consumers and its sales would likely increase. If prevailing interest rates were to decline, it is likely that Athene’s products would be less attractive to consumers and its sales would likely decrease. In periods of prolonged low interest rates, the net investment spread may be negatively impacted by reduced investment income to the extent Athene is unable to adequately reduce policyholder crediting rates due to policyholder guarantees in the form of minimum crediting rates or otherwise due to market conditions. A significant majority of Athene’s deferred annuity products have crediting rates that it may reset annually upon renewal, following the expiration of the current guaranteed period. While Athene has the contractual ability to lower these crediting rates to the guaranteed minimum levels at renewal, its willingness to do so may be limited by competitive pressures. Athene’s funding agreements and other investment-type productscontracts provide little to no discretionary ability to change the rates of interest that determine the amounts payable to the respective policyholder or institution. Other investment-type productscontracts include immediate annuities without significant mortality risk (which include pension group annuities and structured settlements without life contingencies), guaranteed investment contracts, and assumed endowments without significant mortality risks.

Reworded

The following discussion of financial measures under U.S. GAAP is based on Apollo’s asset management business as of MarchJune 31,30, 2026.

Reworded

The general partners of the funds we manage are entitled to an incentive return of normally up to 20% of the total returns of a fund’s capital, depending upon performance of the underlying funds and subject to preferred returns and high water marks, as applicable. Performance fees, categorized as performance allocations, are accounted for as an equity method investment, and effectively, the performance fees for any period are based upon an assumed liquidation of the funds’ assets at the reporting date, and distribution of the net proceeds in accordance with the funds’ allocation provisions. Performance fees categorized as incentive fees, which are not accounted for as an equity method investment, are deferred until fees are probable to not be significantly reversed. The majority of performance fees are comprisedconsist of performance allocations.

Reworded

As of MarchJune 31,30, 2026, approximately 32%31% of the value of the investments of the funds we manage, on a gross basis, was determined using market-based valuation methods (i.e., reliance on broker or listed exchange quotes) and the remaining 68%69% was determined primarily by comparable company and industry multiples or discounted cash flow models. See “Item 1A. Risk Factors—Risks Relating to Our Asset Management Business—The performance of the funds we manage, and our performance, may be adversely affected by the financial performance of portfolio companies of the funds we manage and the industries in which the funds we manage invest” in our 2025 Annual Report for discussion regarding certain industry-specific risks that could affect the fair value of certain of the portfolio company investments of the funds we manage.

Reworded

The following table summarizes our performance fees since inception through MarchJune 31,30, 2026:

Reworded

The following discussion of financial measures under U.S. GAAP is based on the Company’s retirement services business, which is operated by Athene, as of MarchJune 31,30, 2026.

Removed

Investment related gains (losses)

Removed

Interest sensitive contract benefits

Reworded

Below is a discussion of our condensed consolidated statements of operations for the three and six months ended MarchJune 31,30, 2026 and 2025. For additional analysis of the factors that affected our results at the segment level, see “—Segment Analysis” below:

Reworded

In this section, references to 2026 refer to the three months ended MarchJune 31,30, 2026 and references to 2025 refer to the three months ended MarchJune 31,30, 2025.

Reworded

Revenues were $1,011$1,627 million in 2026, aan decreaseincrease of $35$520 million from $1,046$1,107 million in 2025, primarily driven by lowerhigher investment income (loss), partially offset by higherincome, management fees, advisory and transaction fees, net, and incentiveproperty management, development and other fees.

Reworded

Investment income (loss) decreasedincreased by $380$190 million in 2026 to $(77)$379 million compared to $303$189 million in 2025. The decreaseincrease in investment income (loss) was primarily driven by aan decreaseincrease in performance allocations of $345$258 million, partially offset by a decrease in principal investment income of $68 million.

Reworded

Significant drivers for performance allocations in 2026 were performance allocationallocations losses primarilyearned from Fund VIII, Fund IXX, Redding Ridge Holdings, HVF III, HVF II and AIOFCredit IIStrategies of $107$309 million, $61$100 million, $30 million, $29 million, $27 million and $32$13 million, respectively, partially offset by performance allocationsallocation earnedlosses from Credit Strategies, HVF II, Fund X, Redding Ridge Holdings and Freedom Parent HoldingsIX of $41$91 million, $33 million, $31 million, $21 million and $11 million, respectively.million.

Reworded

The performance allocationallocations lossesearned from Fund VIII in 2026 were primarily driven by the depreciationappreciation and realization of the fund’sfund's investments in the (i) media, cable and leisure,leisure and (ii) financial and business services and (iii) manufacturing and industrial sectors.

Removed

The performance allocation losses from Fund IX in 2026 were primarily driven by the depreciation of the fund’s investments in the (i) consumer services, (ii) consumer and retail and (iii) media, telecom and technology sectors.

Reworded

The performance allocationallocations lossesearned from AIOFFund IIX in 2026 were primarily driven by the depreciationappreciation and realization of the fund’sfund's investments in the transportation(i) manufacturing and logisticsindustrial and (ii) consumer and retail sectors.

Added

The performance allocations earned from Redding Ridge Holdings in 2026 were primarily driven by existing and new CLO issuances, resets, accumulation of warehouse assets, new consulting contracts and the net income generated by the vehicle’s strategic investments.

Added

The performance allocations earned from HVF III in 2026 were primarily driven by the appreciation of the fund’s investments in the (i) climate and sustainability, (ii) consumer and retail and (iii) business services sectors.

Added

The performance allocations earned from HVF II in 2026 were primarily driven by the appreciation and realization of the fund’s investments in the (i) transportation and logistics, (ii) consumer and retail and (iii) manufacturing and industrial sectors.

Added

The performance allocation losses from Fund IX in 2026 were primarily driven by the depreciation of the fund’s investments in (i) media, telecom and technology, (ii) consumer services, and (iii) consumer and retail sectors.

Added

Management fees increased by $166 million to $749 million in 2026 from $583 million in 2025. The increase in management fees was primarily attributable to $165 million of aggregate management fees earned from Bridge funds, Atlas, Athora, Apollo Asset-Backed Finance Fund, L.P. (“ABF”), Apollo Credit Strategies Absolute Return Fund (Delaware), L.P. (“Credit Strategies Absolute Return Fund”) and ADS, partially offset by a decrease in management fees earned from S3 Equity and Hybrid Solutions of $17 million. The increase in management fees earned from Bridge funds was due to the Bridge acquisition, while the increase from Atlas was driven by higher fee-generating AUM due to an upsize in Atlas warehousing financing facilities. The increase in management fees earned from Athora was primarily driven by its acquisition of PIC. The increase in management fees earned from ABF, Apollo Credit Strategies Absolute Return Fund and ADS was primarily driven by an increase in subscriptions. The decrease in management fees earned from S3 Equity and Hybrid Solutions was primarily related to the catch-up management fees for additional closes in 2025.

Added

Advisory and transaction fees, net increased by $141 million to $418 million in 2026 from $277 million in 2025. Advisory and transaction fees earned during 2026 were primarily attributable to advisory and transaction fees earned from our opportunistic credit, direct origination, multi-credit, traditional private equity and hybrid value strategies.

Added

Property management, development and other fees increased by $22 million in 2026 resulting from the Bridge acquisition in the third quarter of 2025.

Added

Expenses were $1,494 million in 2026, an increase of $462 million from $1,032 million in 2025, primarily due to increases in compensation and benefits, general, administrative and other and interest expense.

Added

Total compensation and benefits were $927 million in 2026, an increase of $325 million from $602 million in 2025, primarily due to an increase in profit sharing expense, salary, bonus and benefits and equity-based compensation of $141 million, $105 million and $79 million, respectively. The increase in profit sharing expense of $141 million corresponds to higher investment income in 2026. In any period, the blended profit sharing percentage is impacted by the respective profit sharing ratios of the funds generating performance allocations in the period. The increase in salary, bonus and benefits of $105 million was primarily driven by increased headcount in 2026 relative to 2025 due in part to the Bridge acquisition. The increase in equity-based compensation of $79 million was primarily due to additional RSUs and equity granted and the related amortization. Equity-based compensation expense, in any given period, generally includes: (i) performance grants which are tied to the Company’s receipt of performance fees, within prescribed periods and are typically recognized on an accelerated recognition method over the requisite service period to the extent the performance revenue metrics are met or deemed probable, and (ii) the impact of the 2021 one-time grants awarded to the then Co-Presidents of AAM, all of which vest on a cliff basis subject to continued employment over five years, and a portion of which also vest on the Company’s achievement of FRE and SRE per share metrics.

Added

General, administrative and other expenses were $479 million in 2026, an increase of $109 million from $370 million in 2025. The increase in 2026 was primarily driven by increases in professional fees, transaction related expenses, depreciation and amortization, and travel and entertainment expenses.

Added

Interest expense was $88 million in 2026, an increase of $28 million from $60 million in 2025. The increase in 2026 was primarily driven by higher interest rates from additional debt issuances in 2025 and 2026.

Added

Other Income (Loss)

Added

Other income was $73 million in 2026, an increase of $324 million from a loss of $251 million in 2025, primarily driven by increases in net gains (losses) from investment activities of $331 million.

Added

The increase in net gains (losses) from investment activities of $331 million was primarily driven by a prior year impairment loss on an equity investment triggered by the initial public offering of the issuer of the equity security, which resulted in an observable transaction price below the Company’s carrying amount, as well as appreciation in the Company’s investments in Global Business Travel Group, Inc. in 2026.

Added

Retirement Services revenues were $9.5 billion in 2026, an increase of $3.8 billion from $5.7 billion in 2025. The increase was primarily driven by an increase in investment related gains (losses), an increase in net investment income, an increase in revenues of consolidated VIEs and an increase in premiums.

Added

Investment related gains (losses) were $3.0 billion in 2026, an increase of $3.0 billion from $(5) million in 2025, primarily driven by a favorable change in the fair value of indexed annuity hedging derivatives, net foreign exchange gains and a $673 million gain resulting from the early call of Athene’s investment in AP Grange, partially offset by an unfavorable change in the fair value of mortgage loans and reinsurance assets. The change in fair value of indexed annuity hedging derivatives increased $2.1 billion, primarily driven by the favorable performance of the equity indices upon which Athene’s call options are based. The largest percentage of Athene’s call options are based on the S&P 500 Index, which increased 14.9% in 2026, compared to an increase of 10.6% in 2025. The net foreign exchange gains were primarily related to the strengthening of the U.S. dollar against foreign currencies in 2026 compared to 2025, including the impact from derivatives not designated as a hedge where the foreign exchange impact on the related asset is reported through AOCI. The change in fair value of mortgage loans decreased $568 million and the change in fair value of reinsurance assets decreased $73 million, primarily driven by an increase in U.S. Treasury rates in 2026 compared to a decrease in 2025.

Added

Net investment income was $5.4 billion in 2026, an increase of $574 million from $4.8 billion in 2025, primarily driven by significant growth in Athene’s investment portfolio attributable to strong net flows of $37.6 billion during the previous twelve months and higher rates on new deployment in comparison to Athene’s existing portfolio related to the higher interest rate environment. These impacts were partially offset by lower floating rate income, later deployment into assets during the quarter compared to 2025 and run-off of higher-yielding assets.

Added

Revenues of consolidated VIEs were $714 million in 2026, an increase of $164 million from $550 million in 2025, primarily driven by the consolidation of AAA Lux in the fourth quarter of 2025 and additional contributions into AAA and AAA Lux in 2026.

Added

Premiums were $170 million in 2026, an increase of $63 million from $107 million in 2025, primarily driven by an increase in payout annuity premiums related to the issuance of structured settlements and life renewal premiums from the Sony Life Insurance Co., Ltd. (“Sony”) block reinsurance transaction executed in the fourth quarter of 2025, partially offset by an increase in ceded premium related to the retrocession of mortality risk on a pension group annuity transaction.

Added

Retirement Services expenses were $7.2 billion in 2026, an increase of $2.6 billion from $4.7 billion in 2025. The increase was primarily driven by an increase in interest sensitive contract benefits, an increase in market risk benefits remeasurement (gains) losses, an increase in future policy and other policy benefits, an increase in policy and other operating expenses and an increase in the amortization of DAC, DSI and VOBA.

Added

Interest sensitive contract benefits were $5.7 billion in 2026, an increase of $2.3 billion from $3.4 billion in 2025, primarily driven by an increase in the change in Athene’s indexed annuity reserves, significant growth in Athene’s deferred annuity and funding agreement blocks of business over the previous twelve months, higher rates on new deferred annuity and funding agreement issuances and run-off of lower rate business, in comparison to its existing blocks of business, partially offset by lower rates on floating rate funding agreements and later origination of new business within the quarter compared to 2025. The change in Athene’s indexed annuity reserves includes the impact from changes in the fair value of indexed annuity embedded derivatives. The increase in the change in fair value of indexed annuity embedded derivatives of $1.2 billion was primarily due to the performance of the equity indices to which Athene’s indexed annuity policies are linked. The largest percentage of Athene’s indexed annuity policies are linked to the S&P 500 Index, which increased 14.9% in 2026, compared to an increase of 10.6% in 2025. This impact was partially offset by a favorable change in discount rates used in Athene’s embedded derivative calculations as there was a smaller decrease in discount rates in 2026 compared to 2025.

Added

Market risk benefits remeasurement (gains) losses were $(24) million in 2026, an increase of $87 million from $(111) million in 2025. The decrease in gains in 2026 compared to 2025 was primarily driven by an unfavorable change in the fair value of market risk benefits. The change in fair value of market risk benefits was primarily driven by an unfavorable $213 million impact due to a smaller increase in the risk-free discount rates across the long end of the curve compared to 2025, which are used in the fair value measurement of the liability for market risk benefits, partially offset by a favorable $128 million impact related to more favorable equity market performance compared to 2025.

Added

Future policy and other policy benefits were $594 million in 2026, an increase of $67 million from $527 million in 2025, primarily driven by an increase in payout annuity reserves related to the issuance of structured settlements, as well as life reserves related to renewal premiums from the Sony block reinsurance transaction executed in the fourth quarter of 2025, partially offset by an increase in ceded benefit payments related to the retrocession of mortality risk on a pension group annuity transaction.

Added

Policy and other operating expenses were $613 million in 2026, an increase of $63 million from $550 million in 2025, primarily driven by an increase in interest expense, as well as increases in policy acquisition and other operating expenses related to significant growth. The increase in interest expense was primarily related to an increase in host accretion on business ceded to Catalina, as well as a full quarter of interest on long-term debt issued in the second quarter of 2025.

Added

Amortization of DAC, DSI and VOBA was $350 million in 2026, an increase of $58 million from $292 million in 2025, primarily driven by an increase in acquisition and sales incentive costs that are deferred and amortized due to strong growth in Athene’s deferred annuity business, partially offset by a decrease in VOBA amortization.

Added

Income Tax Provision

Showing the first 60 of 222 changed paragraphs. The complete comparison will be part of Pro (coming soon). Meanwhile you can read the full text in the original filing.

APO insider buying and selling (Form 4)

Since 2026-04-11, insiders reported open-market purchases in 0 Form 4 filings and open-market sales in 3 filings (2 insiders, 3 trade dates, 58,644 shares, about $7.7M). Net open-market shares: -58,644 (purchases minus sales); net value about -$7.7M.Totals add up every open-market (code P and S) line in those filings, using the prices reported in the filings. Awards, option exercises, tax withholding and gifts are listed below but not counted.

Trade dateInsiderTransactionSharesPriceValueOwned afterFiling
2026-09-10Belardi James Richard
Director, See Remarks
Gift 38,605— —37,708 SEC
2026-08-14Kelly Martin
Chief Financial Officer
Open-market sale 3,000$140.85 $422.6K396,533 SEC
2026-08-14Kelly Martin
Chief Financial Officer
Gift 1,534— —399,533 SEC
2026-07-29Ldb 2014 Llc
See remarks.
Other 3,000,000— —3,647,120 SEC
2026-07-01Toomey Patrick
Director
Grant/award 1,589— —11,380 SEC
2026-07-01Joyner Pamela J
Director
Grant/award 1,589— —16,524 SEC
2026-07-01Healey Kerry Murphy
Director
Grant/award 1,589— —22,294 SEC
2026-07-01O'neill Mitra
Director
Grant/award 1,589— —33,704 SEC
2026-07-01Swann Lynn C
Director
Grant/award 1,589— —20,051 SEC
2026-07-01Beilinson Marc A
Director
Grant/award 1,589— —115,296 SEC
2026-07-01Bibliowicz Jessica M
Director
Grant/award 1,589— —17,635 SEC
2026-07-01Leach Brian
Director
Grant/award 1,589— —43,505 SEC
2026-07-01Cohn Gary D
Director
Grant/award 1,986— —7,139 SEC
2026-06-09Kelly Martin
Chief Financial Officer
Gift 1,300— —399,767 SEC
2026-05-27Kleinman Scott
Director, Co-President (See Remarks)
Gift 13,424— —226,873 SEC
2026-05-27Zito John P.
Co-President (see Remarks)
Open-market sale 17,508$129.95 $2.3M3,094,832 SEC
2026-05-27Zito John P.
Co-President (see Remarks)
Open-market sale 20,019$130.71 $2.6M3,074,813 SEC
2026-05-27Zito John P.
Co-President (see Remarks)
Open-market sale 11,117$131.68 $1.5M3,063,696 SEC
2026-05-15Kleinman Scott
Director, Co-President (See Remarks)
Grant/award 3,170$130.93 $415.0K81,049 SEC
2026-05-15Kelly Martin
Chief Financial Officer
Gift 155— —401,067 SEC
2026-05-14Kelly Martin
Chief Financial Officer
Gift 415— —401,222 SEC
2026-05-14Kelly Martin
Chief Financial Officer
Open-market sale 7,000$134.64 $942.5K401,637 SEC
2026-05-08Rowan Marc J
Director, Chief Executive Officer and, Member of a 10% owner group
Gift 140,000— —1,552,160 SEC
2026-05-07Bibliowicz Jessica M
Director
Grant/award 1,574— —16,046 SEC
2026-05-07Cohn Gary D
Director
Grant/award 3,345— —5,153 SEC
2026-05-07Leach Brian
Director
Grant/award 1,967— —41,916 SEC
2026-05-07O'neill Mitra
Director
Grant/award 1,771— —32,115 SEC

Well-known investors holding APO (13F)

InvestorQuarterSharesReported value% of their 13FChange vs prior quarter
Leon Cooperman COM2026-06-301,337,000$158.2M4.46%No change

13F reports are filed up to 45 days after quarter end and show long U.S. equity positions only; options positions are omitted here.

Coming soon: email alerts when APO files, watchlists and downloadable comparisons.