Athene Holding Ltd

For the period ended Dec 31, 2023. Filed Feb 27, 2024.

About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2023 · Filed Feb 27, 2024

ATHS$23.15-1.5%Stored close · as of Nov 10, 2026

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Contents

Item 15. Exhibits, Financial Statement Schedules

The following documents are filed as part of this report:

Any remaining schedules are omitted because they are inapplicable.
1.	Financial Statements—Item 8. Financial Statements and Supplementary Data	117
2.	Financial Statement Schedules
	Schedule I—Summary of Investments Other Than Investments in Related Parties as of December 31, 2023	234
	Schedule II—Condensed Financial Information of Registrant (Parent Company Only)	235
	Schedule II—Balance Sheets as of December 31, 2023 and 2022	235
	Schedule II—Statements of Income (Loss) and Comprehensive Income (Loss) for the years ended December 31, 2023, 2022 and 2021	236
	Schedule II—Statements of Cash Flows for the years ended December 31, 2023, 2022 and 2021	237
	Schedule II—Notes to Condensed Financial Information of Registrant for the years ended December 31, 2023, 2022 and 2021	238
	Schedule III—Supplementary Insurance Information for the years ended December 31, 2023, 2022 and 2021	239
	Schedule IV—Reinsurance for the years ended December 31, 2023, 2022 and 2021	240
	Schedule V—Valuation and Qualifying Accounts for the years ended December 31, 2023, 2022 and 2021	241
3.	Exhibits
	See the accompanying Exhibit Index.	242

Schedule I — Summary of Investments — Other Than Investments in Related Parties

	December 31, 2023
(In millions) · Cost or Amortized Cost · Fair Value · Amount Shown on Consolidated Balance Sheet
AFS securities
US government and agencies	$6,161	$5,399		$5,399
US state, municipal and political subdivisions	1,296	1,046		1,046
Foreign governments	2,083	1,899		1,899
Public utilities	13,602	12,101		12,101
Redeemable preferred stock	1,052	1,048		1,048
Other corporate	73,648	65,060		65,060
Convertibles and bonds with warrants attached	41	37		37
CLO	20,506	20,207		20,207
ABS	13,942	13,383		13,383
CMBS	7,070	6,591		6,591
RMBS	8,160	7,567		7,567
Trading securities	2,028	1,706		1,706
Total fixed maturity securities	149,589	136,044		136,044
Equity securities
Public utilities	24	21		21
Banks, trust and insurance companies common stock1	358	—		358
Industrial, miscellaneous and all other common stock	10	9		9
Nonredeemable preferred stocks	1,000	905		905
Total equity securities	1,392	935		1,293
Mortgage loans	46,618		44,115
Investment funds	109		109
Policy loans	334		334
Funds withheld at interest	24,359		24,359
Derivative assets	5,298		5,298
Short-term investments	354		341
Other investments	1,206		1,206
Total investments	$229,259		$213,099
1 Includes $358 million of equity securities without a readily determinable fair value.

Schedule II — Condensed Financial Information of Registrant (Parent Company Only) — Balance Sheets

	December 31,
(In millions, except per share data)	2023	2022
Assets
Investments
Available-for-sale securities, at fair value (amortized cost: 2023 – $8 and 2022 – $11)	$8	$10
Cash and cash equivalents	326	741
Investments in related parties
Equity securities, at fair value	249	274
Investment funds, at fair value	1,082	959
Other assets (related party: 2023 – $121 and 2022 – $74)	400	234
Notes and other receivables from subsidiaries	27	30
Investments in subsidiaries	16,577	9,555
Total assets	$18,669	$11,803
Liabilities and Equity
Liabilities
Debt	$4,209	$3,658
Other liabilities (related party: 2023 – $14 and 2022 – $24)	133	87
Notes and other payables to subsidiaries	489	900
Total liabilities	4,831	4,645
Equity
Preferred stock
Series A – par value $1 per share; $863 aggregate liquidation preference; authorized, issued and outstanding: 2023 and 2022 – 0.0 shares	—	—
Series B – par value $1 per share; $345 aggregate liquidation preference; authorized, issued and outstanding: 2023 and 2022 – 0.0 shares	—	—
Series C – par value $1 per share; $600 aggregate liquidation preference; authorized, issued and outstanding: 2023 and 2022 – 0.0 shares	—	—
Series D – par value $1 per share; $575 aggregate liquidation preference; authorized, issued and outstanding: 2023 and 2022 – 0.0 shares	—	—
Series E – par value $1 per share; $500 aggregate liquidation preference; authorized, issued and outstanding: 2023 and 2022 – 0.0 shares	—	—
Common stock – par value $0.001 per share; authorized: 2023 and 2022 – 425.0 shares; issued and outstanding: 2023 and 2022 – 203.8 shares	—	—
Additional paid-in capital	19,499	18,119
Retained earnings (accumulated deficit)	(92)	(3,640)
Accumulated other comprehensive loss	(5,569)	(7,321)
Total Athene Holding Ltd. stockholders’ equity	13,838	7,158
Total liabilities and equity	$18,669	$11,803

Schedule II — Condensed Financial Information of Registrant (Parent Company Only)

Statements of Income (Loss) and Comprehensive Income (Loss)

Successor · Predecessor
(In millions)	Year ended December 31, 2023	Year ended December 31, 2022	Year ended December 31, 2021
Revenue
Net investment income (related party: 2023 – $85, 2022 – $58 and 2021 – $44)	$103	$65	$39
Investment related gains (losses)	—	31	58
Other revenues	2	—	7
Total revenues	105	96	104
Benefits and Expenses
Operating expenses (related party: 2023 – $106, 2022 – $99 and 2021 – $13)	345	304	261
Total benefits and expenses	345	304	261
Loss before income taxes and equity earnings in subsidiaries	(240)	(208)	(157)
Income tax expense (benefit)	(36)	1	(2)
Equity earnings (loss) in subsidiaries	4,869	(2,701)	4,014
Net income (loss) available to Athene Holding Ltd. stockholders	4,665	(2,910)	3,859
Less: Preferred stock dividends	181	141	141
Net income (loss) available to Athene Holding Ltd. common stockholders	$4,484	$(3,051)	$3,718
Net income (loss) available to Athene Holding Ltd. stockholders	$4,665	$(2,910)	$3,859
Other comprehensive income (loss) attributable to Athene Holding Ltd. stockholders	1,749	(7,321)	(1,541)
Comprehensive income (loss) attributable to Athene Holding Ltd. stockholders	$6,414	$(10,231)	$2,318

Schedule II — Condensed Financial Information of Registrant (Parent Company Only) — Statements of Cash Flows

Successor · Predecessor
(In millions)	Year ended December 31, 2023	Year ended December 31, 2022	Year ended December 31, 2021
Net cash (used in) provided by operating activities	$(326)	$(248)	$203
Cash flows from investing activities
Sales, maturities and repayments of:
Available-for-sale securities	3	21	2
Purchases of:
Available-for-sale securities	—	(49)	(30)
Investment funds – related party	(8)	—	(6)
Equity securities – related party	—	(195)	(170)
Capital contributions to subsidiary	(335)	(275)	(330)
Receipts on loans to subsidiaries and parent	24	333	348
Issuances of loans to subsidiaries and parent	(103)	(328)	(244)
Other investing activities, net	(19)	46	66
Net cash used in investing activities	(438)	(447)	(364)
Cash flows from financing activities
Proceeds from debt	589	399	997
Proceeds from notes payable to subsidiaries	1,135	1,085	238
Repayment of notes payable to subsidiaries	(1,545)	(265)	(80)
Capital contributions from parent	1,250	—	—
Issuance of common stock	—	—	11
Issuance of preferred stock, net of expenses	—	487	—
Preferred stock dividends	(136)	(141)	(141)
Common stock dividends	(938)	(1,313)	—
Repurchase of common stock	—	—	(8)
Other financing activities, net	(6)	(2)	(12)
Net cash provided by financing activities	349	250	1,005
Net (decrease) increase in cash and cash equivalents	(415)	(445)	844
Cash and cash equivalents at beginning of year	741	1,186	342
Cash and cash equivalents at end of year	$326	$741	$1,186
Supplementary information
Cash paid for interest	$139	$111	$98
Non-cash transactions
Investment interests received in exchange for extinguishment of loan from subsidiary	—	—	1,206
Distributions to parent	—	2,145	—
Investments transferred for extinguishment of loan to subsidiary	—	82	—

Schedule II — Condensed Financial Information of Registrant (Parent Company Only)

Notes to Condensed Financial Information of Registrant

Basis of Presentation

The accompanying condensed financial statements of Athene Holding Ltd. (AHL) should be read in conjunction with the consolidated financial statements and notes of AHL and its subsidiaries (consolidated financial statements).

For purposes of these condensed financial statements, AHL’s wholly owned and majority owned subsidiaries are presented under the equity method of accounting. Under this method, the assets and liabilities of subsidiaries are not consolidated. The investments in subsidiaries are recorded on the condensed balance sheets. The income from subsidiaries is reported on a net basis as equity earnings of subsidiaries on the condensed statements of income (loss).

Intercompany Transactions

Unsecured Revolving Notes Receivable—AHL has unsecured revolving notes receivable and an unsecured note receivable from subsidiaries Athene USA Corporation (AUSA), Athene Life Re Ltd. (ALRe) and Athene Life Re International Ltd. (ALReI).

The unsecured revolving note receivable from AUSA has a borrowing capacity of $500 million and had an outstanding balance of $41 million and $12 million as of December 31, 2023 and 2022, respectively. Interest accrues at a fixed rate of 4.08% per year, and the balance is due on July 1, 2031, or earlier at AHL’s request.

The unsecured revolving note receivable from ALRe has a borrowing capacity of $4 billion and hadno outstanding balance as of December 31, 2023 and 2022. Interest accrues at a fixed rate of 2.29% and has a maturity date of December 15, 2028, or earlier at AHL’s request.

The unsecured revolving note receivable from ALReI has a borrowing capacity of $100 million and hadno outstanding balance as of December 31, 2023 and 2022. Interest accrues at the US mid-term applicable federal rate per year and has a maturity date of July 1, 2028, or earlier at AHL’s request.

Unsecured Revolving Notes Payable—In addition to the unsecured revolving notes receivable described above, AHL has unsecured revolving notes payable with ALRe and AUSA.

The unsecured revolving note payable to ALRe permits AHL to borrow up to $4 billion with a fixed interest rate of 2.29% and a maturity date of December 15, 2028. As of December 31, 2023 and 2022, the revolving note payable had an outstanding balance of $486 million and $896 million, respectively.

The unsecured revolving note payable to AUSA permits AHL to borrow up to $500 million with a fixed interest rate of 4.08% and a maturity date of July 1, 2031. As of December 31, 2023 and 2022, the revolving note payable hadno outstanding balance.

Debt and Guarantees

AHL has entered into capital maintenance agreements with each of its material US insurance subsidiaries, pursuant to which AHL agrees to provide capital to the subsidiary to the extent that the capital of the subsidiary falls below a specified threshold as set with the applicable subsidiary’s domestic regulator. In addition, AHL entered into a capital maintenance agreement with its indirect subsidiary Athene London Assignment Corporation (Athene London) pursuant to which AHL agreed to contribute cash, cash equivalents, marketable securities or other liquid assets so as to maintain capital in Athene London to ensure that it has the necessary funds to timely satisfy any obligations it has under any assumed settlement agreement. AHL does not anticipate making any capital infusions in Athene London pursuant to the capital maintenance agreement.

See Note 12 – Debt and Note 17 – Commitments and Contingencies to the consolidated financial statements for additional information on AHL debt and guarantees.

Dividends, Return of Capital and Capital Contributions

During the years ended December 31, 2023, 2022 and 2021, AHL received $0 million, $0 million and $1,048 million, respectively, of dividends from subsidiaries. During the years ended December 31, 2023, 2022 and 2021, AHL contributed $335 million, $275 million and $330 million, respectively, to subsidiaries. See Note 15 – Statutory Requirements to the consolidated financial statements for additional information on subsidiary dividend restrictions.

Schedule III — Supplementary Insurance Information

(In millions)	DAC, DSI and VOBA	Future policy benefits, losses, claims and loss expenses1	Other policy claims and benefits payable2	Premiums	Net investment income	Benefits, claims, losses and settlement expenses3	Amortization of DAC, DSI and VOBA	Policy and other operating expenses
2023 (Successor)
Total	$5,979	$261,708	$98	$12,749	$11,130	$21,067	$688	$1,848
2022 (Successor)
Total	$4,466	$218,696	$129	$11,638	$7,571	$11,346	$444	$1,495
2021 (Predecessor)
Total	$5,362	$198,813	$138	$14,262	$7,100	$20,176	$830	$1,128
1 Represents interest sensitive contract liabilities, future policy benefits and market risk benefits on the consolidated balance sheets.
2 Included in other liabilities on the consolidated balance sheets.
3 Represents interest sensitive contract benefits, future policy and other policy benefits and market risk benefits remeasurement (gains) losses on the consolidated statements of income (loss).

Schedule IV — Reinsurance

(In millions, except for percentages)	Gross amount	Ceded to other companies	Assumed from other companies	Net amount	Percentage of amount assumed to net
Year ended December 31, 2023 (Successor)
Life insurance in force at end of year	$22,708	$27,107	$8,242	$3,843	214.5%
Premiums	10,525	89	2,313	12,749	18.1%
Year ended December 31, 2022 (Successor)
Life insurance in force at end of year	24,433	25,399	2,355	1,389	169.5%
Premiums	11,373	112	377	11,638	3.2%
Year ended December 31, 2021 (Predecessor)
Life insurance in force at end of year	26,858	30,949	5,518	1,427	386.7%
Premiums	13,989	115	388	14,262	2.7%

Schedule V — Valuation and Qualifying Accounts

(In millions)	Additions
Description	Balance at beginning of year	Charged to costs and expenses	Assumed through acquisitions	Deductions	Balance at end of year
Reserves deducted from assets to which they apply
Year ended December 31, 2023 (Successor)
Valuation allowance on deferred tax assets	$105	$148	$—	$(228)	$25
Year ended December 31, 2022 (Successor)
Valuation allowance on deferred tax assets	66	53	—	(14)	105
Year ended December 31, 2021 (Predecessor)
Valuation allowance on deferred tax assets	74	12	—	(20)	66

EXHIBIT INDEX

Exhibit No.	Description
2.1	Agreement and Plan of Merger, dated March 8, 2021, by and among Athene Holding Ltd., Apollo Global Management, Inc., Tango Holdings, Inc. Blue Merger Sub, Ltd. and Green Merger Sub, Inc. (incorporated by reference to Exhibit 2.1 to the Form 8-K on March 8, 2021).
3.1	Certificate of Incorporation of Athene Holding Ltd. (incorporated by reference to Exhibit 3.1 to the Form 8-K filed on January 2, 2024).
3.2	Bylaws of Athene Holding Ltd., effective December 31, 2023 (incorporated by reference to Exhibit 3.2 to the Form 8-K filed on January 2, 2024).
4.1.1	Indenture for Debt Securities, dated as of January 12, 2018, by and between Athene Holding Ltd. and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Form 8-K filed on January 12, 2018).
4.1.2	First Supplemental Indenture, dated January 12, 2018, by and between Athene Holding Ltd. and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.2 to the Form 8-K filed on January 12, 2018).
4.1.3	Second Supplemental Indenture, dated April 3, 2020, between Athene Holding Ltd. and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.2 to the Form 8-K filed on April 6, 2020).
4.1.4	Third Supplemental Indenture, dated October 8, 2020, by and between Athene Holding Ltd. and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.2 of the Form 8-K filed on October 8, 2020).
4.1.5	Fourth Supplemental Indenture, dated May 25, 2021, by and between Athene Holding Ltd. and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.2 to the Form 8-K filed on May 25, 2021).
4.1.6	Fifth Supplemental Indenture, dated December 13, 2021, by and between Athene Holding Ltd. and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.2 to the Form 8-K filed on December 13, 2021).
4.1.7	Sixth Supplemental Indenture, dated November 21, 2022, by and between Athene Holding Ltd. and U.S. Bank Trust Company, National Association, as trustee (incorporated by reference to Exhibit 4.2 to the Form 8-K filed on November 21, 2022).
4.1.8	Seventh Supplemental Indenture, dated December 12, 2023, by and between Athene Holding Ltd. and U.S. Bank Trust Company, National Association, as trustee (incorporated by reference to Exhibit 4.1) to the Form 8-K filed on December 12, 2023).
4.1.9	Eighth Supplemental Indenture, dated December 31, 2023 between Athene Holding Ltd., a corporation organized in the State of Delaware (as successor to Athene Holding Ltd., a Bermuda exempted), and U.S. Bank Trust Company, National Association (as successor in interest to the U.S. Bank National Association), as trustee (incorporated by reference to Exhibit 4.2 to the Form 8-K filed on January 2, 2024).
4.2.1	Certificate of Designations of 6.35% Fixed-to-Floating Rate Perpetual Non-Cumulative Preferred Stock, Series A (incorporated by reference to Exhibit 4.3 to the Form 8-K filed on January 2, 2024).
4.2.2	Form of Share Certificate evidencing 6.35% Fixed-to-Floating Rate Perpetual Non-Cumulative Preferred Stock, Series A (incorporated by reference to Exhibit 4.4 to the Form 8-K filed on January 2, 2024).
4.2.3	Deposit Agreement, dated June 10, 2019, between Athene Holding Ltd., Computershare Inc. and Computershare Trust Company, N.A., collectively, and the holders from time to time of the Depositary Receipts (incorporated by reference to Exhibit 4.3 to the Form 8-K filed on June 10, 2019 dated June 5, 2019).
4.2.4	Amendment No. 1 to Series A Deposit Agreement, dated December 31, 2023, between Athene Holding Ltd., Computershare Inc. and Computershare Trust Company, N.A. collectively, and the holders from time to time of the Depositary Receipts (incorporated by reference to Exhibit 4.5 to the Form 8-K filed on January 2, 2024).
4.2.5	Form of Series A Depositary Receipt (included in Exhibit 4.2.4)
4.3.1	Certificate of Designations of 5.625% Fixed Rate Perpetual Non-Cumulative Preferred Stock, Series B (incorporated by reference to Exhibit 4.7 to the Form 8-K filed on January 2, 2024).
4.3.2	Form of Share Certificate evidencing 5.625% Fixed Rate Perpetual Non-Cumulative Preferred Stock, Series B (incorporated by reference to Exhibit 4.8 to the Form 8-K filed on January 2, 2024).
4.3.3	Deposit Agreement, dated September 19, 2019, between Athene Holding Ltd., Computershare Inc. and Computershare Trust Company, N.A., collectively, and the holders from time to time of the Depositary Receipts (incorporated by reference to Exhibit 4.3 to the Form 8-K filed on September 19, 2019).
4.3.4	Amendment No. 1 to Series B Deposit Agreement, dated December 31, 2023, between Athene Holding Ltd., Computershare Inc. and Computershare Trust Company, N.A. collectively, and the holders from time to time of the Depositary Receipts (incorporated by reference to Exhibit 4.9 to the Form 8-K filed on January 2, 2024).
4.3.5	Form of Series B Depositary Receipt (included in Exhibit 4.3.4).
4.4.1	Certificate of Designations of 6.375% Fixed-Rate Reset Perpetual Non-Cumulative Preferred Stock, Series C (incorporated by reference to Exhibit 4.11 to the Form 8-K filed on January 2, 2024).
4.4.2	Form of Share Certificate evidencing 6.375% Fixed-Rate Reset Perpetual Non-Cumulative Preferred Stock, Series C (incorporated by reference to Exhibit 4.12 to the Form 8-K filed on January 2, 2024).
4.4.3	Deposit Agreement, dated June 11, 2020, between Athene Holding Ltd., Computershare Inc. and Computershare Trust Company, N.A., collectively, and the holders from time to time of the Depositary Receipts (incorporated by reference to Exhibit 4.3 to the Form 8-K filed on June 11, 2020).
4.4.4	Amendment No. 1 to Series C Deposit Agreement, dated December 31, 2023, between Athene Holding Ltd., Computershare Inc. and Computershare Trust Company, N.A., collectively, and the holders from time to time of the Depositary Receipts (incorporated by reference to Exhibit 4.13 to the Form 8-K filed on January 2, 2024).
4.4.5	Form of Series C Depositary Receipt (included in Exhibit 4.4.4)
4.5.1	Certificate of Designations of 4.875% Fixed-Rate Perpetual Non-Cumulative Preferred Stock, Series D (incorporated by reference to Exhibit 4.15 to the Form 8-K filed on January 2, 2024).
4.5.2	Form of Share Certificate evidencing 4.875% Fixed-Rate Perpetual Non-Cumulative Preferred Stock, Series D (incorporated by reference to Exhibit 4.16 to the Form 8-K filed on January 2, 2024).

Exhibit No.	Description
4.5.3	Deposit Agreement, dated December 18, 2020, between Athene Holding Ltd., Computershare Inc. and Computershare Trust Company, N.A., collectively, and the holders from time to time of the Depositary Receipts (incorporated by reference to Exhibit 4.3 to the Form 8-K filed on December 18, 2020).
4.5.4	Amendment No. 1 to Series D Deposit Agreement, dated December 31, 2023, between Athene Holding Ltd., Computershare Inc. and Computershare Trust Company, N.A., collectively, and the holders from time to time of the Depositary Receipts (incorporated by reference to Exhibit 4.17 to the Form 8-K filed on January 2, 2024).
4.5.5	Form of Series D Depositary Receipt (included in Exhibit 4.5.4)
4.6.1	Certificate of Designations of 7.750% Fixed-Rate Reset Perpetual Non-Cumulative Preferred Stock, Series E (incorporated by reference to Exhibit 4.19 to the Form 8-K filed on January 2, 2024).
4.6.2	Form of Share Certificate evidencing 7.750% Fixed-Rate Reset Perpetual Non-Cumulative Preferred Stock, Series E (incorporated by reference to Exhibit 4.20 to the Form 8-K filed on January 2, 2024).
4.6.3	Deposit Agreement, dated December 12, 2022, between Athene Holding Ltd., Computershare Inc., and Computershare Trust Company, N.A., collectively, and the holders from time to time of the Depositary Receipts (incorporated by reference to Exhibit 4.3 to the Form 8-K filed on December 12, 2022).
4.6.4	Amendment No. 1 to Series E Deposit Agreement, dated December 31, 2023, between Athene Holding Ltd., Computershare Inc. and Computershare Trust Company, N.A. collectively, and the holders from time to time of the Depositary Receipts (incorporated by reference to Exhibit 4.21 to the Form 8-K filed on January 2, 2024).
4.6.5	Form of Series E Depositary Receipt (included in Exhibit 4.6.4)
4.7	Description of Securities.
10.1	Underwriting Agreement, dated December 7, 2023, by and among Athene Holding Ltd. and Wells Fargo, LLC, BofA Securities Inc., Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC and Morgan Stanley & Co. LLC, as representatives of the several underwriters named therein (incorporated by reference to Exhibit 1.1 to the Form 8-K filed on December 12, 2023).
10.2	Credit Agreement, dated as of June 30, 2023, among Athene Holding Ltd., Athene Life Re Ltd., Athene USA Corporation and Athene Annuity Re Ltd., as borrowers, the lenders from time to time party thereto, and Citibank, N.A., as administrative agent (incorporated by reference to Exhibit 10.3 to the Form 10-Q filed on August 7, 2023).
10.3	Guaranty, dated as of June 30, 2023, among Athene Holding Ltd., Athene Life Re Ltd., Athene USA Corporation and Athene Annuity Re Ltd., as guarantors, and Citibank, N.A., as administrative agent (incorporated by reference to Exhibit 10.4 to the Form 10-Q filed on August 7, 2023).
10.4	364 – Day Credit Agreement, dated as of June 30, 2023, among Athene Holding Ltd. and Athene Life Re Ltd., as borrowers, the lenders from time to time party thereto, and Wells Fargo Bank, National Association, as administrative agent (incorporated by reference to Exhibit 10.5 to the Form 10-Q filed on August 7, 2023).
10.5	Guaranty, dated as of June 30, 2023, between Athene Life Re Ltd., as guarantor, and Wells Fargo Bank, National Association, as administrative agent (incorporated by reference to Exhibit 10.6 to the Form 10-Q filed on August 7, 2023).
10.6	Ninth Amended and Restated Fee Agreement, dated as of December 31, 2023, between Apollo Insurance Solutions Group L.P. and Athene Holding Ltd. (incorporated by reference to Exhibit 10.1 to the Form 8-K filed on January 2, 2024).
10.7	Applicable 2016 Liability Fee Discount, effective as of September 30, 2016, between Athene Asset Management, L.P. and Athene Holding Ltd. (incorporated by reference to Exhibit 10.7.2 to the Form S-1 filed on October 25, 2016).
10.8.1	Second Amended and Restated Master Sub-Advisory Agreement, effective as of October 1, 2019, among Athene Asset Management LLC, Apollo Capital Management, L.P., Apollo Global Real Estate Management, L.P., ARM Manager LLC, Apollo Longevity, LLC and Apollo Emerging Markets, LLC (incorporated by reference to Exhibit 10.30.1 to the Form 10-K filed on February 20, 2020).
10.8.2	Third Amended and Restated Master Sub-Advisory Agreement, effective as of October 1, 2019, among Athene Asset Management LLC, Apollo Capital Management, L.P., Apollo Global Real Estate Management, L.P., ARM Manager LLC, Apollo Longevity, LLC, Apollo Royalties Management, LLC and Apollo Emerging Markets, LLC (incorporated by reference to Exhibit 10.30.2 to the Form 10-K filed on February 20, 2020).
10.8.3	Third Amended and Restated Master Sub-Advisory Agreement, effective as of October 1, 2019, among Athene Asset Management LLC, Apollo Capital Management, L.P., Apollo Global Real Estate Management, L.P., ARM Manager LLC, Apollo Longevity, LLC and Apollo Emerging Markets, LLC (incorporated by reference to Exhibit 10.30.3 to the Form 10-K filed on February 20, 2020).
10.9.1	Cooperation Agreement, dated as of January 1, 2018, between AGER Bermuda Holding Ltd. and Athene Holding Ltd. (incorporated by reference to Exhibit 10.1 to the Form 8-K filed on January 2, 2018).
10.9.2	Amendment No. 1 to the Cooperation Agreement, dated as of January 7, 2020, between Athora Holding Ltd. and Athene Holding Ltd. (incorporated by reference to Exhibit 10.31.2 to the Form 10-K filed on February 20, 2020).
10.10.1	Reinsurance agreement (FA Business), effective as of June 1, 2018, between Athene Annuity & Life Assurance Company and Voya Insurance and Annuity Company (incorporated by reference to Exhibit 10.1 to the Form 10-Q filed on August 3, 2018).
10.10.2	First Amendment to Reinsurance Agreement (FA Business), effective as of July 1, 2018, between Athene Annuity & Life Assurance Company and Voya Insurance and Annuity Company (incorporated by reference to Exhibit 10.32.2 to the Form 10-K filed on February 20, 2020).
10.10.3	Partial Recapture Amendment to Reinsurance Agreement (FA Business), effective as of July 1, 2018, between Athene Annuity & Life Assurance Company and Voya Insurance and Annuity Company.
10.11.1	Modified coinsurance agreement (Separate Account FA Business), effective as of June 1, 2018, between Athene Annuity & Life Assurance Company and Voya Insurance and Annuity Company (incorporated by reference to Exhibit 10.2 to the Form 10-Q filed on August 3, 2018).
10.11.2	First Amendment to Modified Coinsurance Agreement (Separate Account FA Business), effective as of June 1, 2018, between Athene Annuity & Life Assurance Company and Voya Insurance and Annuity Company (incorporated by reference to Exhibit 10.33.2 to the form 10-K filed on February 20, 2020).
10.12.1	Modified coinsurance agreement (FA Business), effective as of December 31, 2019, between Athene Annuity Re Ltd. and Venerable Insurance and Annuity Company (incorporated by reference to Exhibit 10.34 to the form 10-K filed on February 20, 2020).

Exhibit No.	Description
10.12.2	Partial Recapture Amendment to the Modified Coinsurance Agreement (FA Business), effective as of December 31, 2019, between Athene Annuity Re Ltd. and Voya Insurance and Annuity Company.
10.13.1	Coinsurance Agreement, dated as of June 18, 2020, between Jackson National Life Insurance Company and Athene Life Re Ltd. (incorporated by reference to Exhibit 10.1 to the Form 10-Q filed on August 5, 2020).
10.13.2	Amendment No. 1 to Coinsurance Agreement, dated September 30, 2020, between Jackson National Life Insurance Company and Athene Life Re Ltd. (incorporated by reference to Exhibit 10.2 to the Form 10-Q filed on November 3, 2020).
10.14	Amended and Restated Master Framework Agreement, dated as of December 31, 2021, by and between Athene Co-Invest Reinsurance Affiliate 1A Ltd. and Athene Life Re Ltd. (incorporated by reference to Exhibit 10.24 to Form 10-K filed on February 25, 2022).
10.15	Amended and Restated Shareholders Agreement, dated as of December 31, 2021, by and among Athene Co-Invest Reinsurance Affiliate Holding Ltd., Athene Co-Invest Reinsurance Affiliate 1A Ltd., ADIP Holdings (A), L.P., ADIP Holdings (B), L.P., ADIP Holdings (C), L.P., ADIP Holdings (D), L.P., ADIP Holdings (E), L.P., ADIP Holdings (Lux), L.P., Athene Life Re Ltd. and Athene Asset L.P. (incorporated by reference to Exhibit 10.25 to the Form 10-K filed on February 25, 2022).
10.16	Master Framework Agreement, effective as of July 1, 2023, by and between Athene Co-Invest Reinsurance Affiliate Holding 2 Ltd. and Athene Life Re Ltd. (incorporated by reference to Exhibit 10.1 to Form 10-Q filed on August 7, 2023).
10.17	Shareholders Agreement, effective as of July 1, 2023, by and between Athene Co-Invest Reinsurance Affiliate Holding 2 Ltd., Athene Life Re Ltd., and Apollo/Athene Dedicated Investment Program II, L.P. (incorporated by reference to Exhibit 10.2 to Form 10-Q filed on August 7, 2023).
10.18	Form of Director and Officer Indemnification Agreement.
10.19	Form of Director Retention Letter.
10.20†	Athene Holding Ltd. 2019 Share Incentive Plan (incorporated by reference to Exhibit 10.2 to the Form 8-K filed on June 10, 2019 dated June 4, 2019).
10.21.1†	Form of 2016 Share Incentive Plan Nonqualified Stock Option Award Notice and Nonqualified Stock Option Agreement (incorporated by reference to Exhibit 10.26.2 to the Form 10-K filed on February 26, 2018).
10.21.2†	Form of 2019 Share Incentive Plan Nonqualified Stock Option Award Notice and Nonqualified Stock Option Agreement (incorporated by reference to Exhibit 10.22.3 to the Form 10-K filed on February 20, 2020).
10.21.3†	Form of 2019 Share Incentive Plan Nonqualified Stock Option Award Notice and Nonqualified Stock Option Agreement (incorporated by reference to Exhibit 10.2.1 to the Form 10-Q filed on May 10, 2021).
10.22.1†	Form of 2019 Share Incentive Plan Restricted Share Unit Award Notice (Performance-Based Vesting) and Restricted Share Unit Award Agreement (incorporated by reference to the Form 10-K filed on February 20, 2020).
10.22.2†	Form of 2019 Share Incentive Plan Restricted Share Unit Award Notice (Performance-Based Vesting) and Restricted Share Unit Award Agreement (incorporated by reference to Exhibit 10.2.2 to the Form 10-Q filed on May 10, 2021).
10.23.1†	Form of 2019 Share Incentive Plan Restricted Share Unit Award Notice (Time-Based Vesting) and Restricted Share Unit Award Agreement (incorporated by reference to Exhibit 10.24.3 to the Form 10-K filed on February 20, 2020).
10.23.2†	Form of 2019 Share Incentive Plan Restricted Share Unit Award Notice (Time-Based Vesting) and Restricted Share Unit Award Agreement (incorporated by reference to Exhibit 10.2.3 to the Form 10-Q filed on May 10, 2021).
10.24†	Form of 2019 Share Incentive Plan Nonqualified Stock Option Award Notice and Nonqualified Stock Option Agreement (incorporated by reference to Exhibit 10.22.3 to the Form 10-K filed on February 20, 2020).
10.25.1†	Form of 2019 Share Incentive Plan Restricted Share Award Notice and Restricted Share Award Agreement (incorporated by reference to Exhibit 10.2.5 to the Form 10-Q filed on May 10, 2021).
10.25.2†	Form of 2019 Share Incentive Plan Restricted Share Unit Award Notice (Performance-Based Vesting) and Restricted Share Unit Award Agreement (incorporated by reference to Exhibit 10.23.2 to the Form 10-K filed on February 20, 2020).
10.25.3†	Form of 2019 Share Incentive Plan Restricted Share Award Notice (Performance-Based Vesting) and Restricted Share Award Agreement (incorporated by reference to Exhibit 10.2.4 to the Form 10-Q filed on May 10, 2021).
10.26†	Form of Restricted Cash Award Agreement (incorporated by reference to Exhibit 10.2.6 to the Form 10-Q filed on May 10, 2021).
10.27†	Form of Restricted Share Unit Award Agreement under the Apollo Global Management, Inc. 2019 Omnibus Equity Incentive Plan (incorporated by reference to Exhibit 10.1 to the Form 10-Q filed on August 9, 2022).
10.28†	Form of Restricted Share Unit Award Agreement under the Apollo Global Management, Inc. 2019 Omnibus Equity Incentive Plan for Estate Planning Vehicles (incorporated by reference to Exhibit 10.2 to the Form 10-Q filed on August 9, 2022).
10.29†	Form of Restricted Share Unit Agreement under the Apollo Global Management, Inc. 2019 Omnibus Equity Incentive Plan (2022) (incorporated by reference to Exhibit 10.32 to the Form 10-K filed on March 1, 2023).
10.30†	Form of Restricted Share Unit Agreement under the Apollo Global Management, Inc. 2019 Omnibus Equity Incentive Plan (Post-Merger).(incorporated by reference to Exhibit 10.33 to the Form 10-K filed on March 1, 2023).
10.31†	Form of Restricted Share Unit Agreement under the Apollo Global Management, Inc. 2019 Omnibus Equity Incentive Plan (2023) (incorporated by reference to Exhibit 10.34 to the Form 10-K filed on March 1, 2023).
10.32†	Form of ADIP (Athene) Carry Plan, L.P. Award Letter (incorporated by reference to Exhibit 10.1 to the Form 10-Q filed on November 3, 2020).
10.33†	Form of Apollo Supplemental Partner Program Award Letter (incorporated by reference to Exhibit 10.35 to the Form 10-K filed on March 1, 2023).
10.34†	Apollo Supplemental Partner Program Plan Document (incorporated by reference to Exhibit 10.36 to the Form 10-K filed on March 1, 2023).
10.35†	Amended and Restated Employment Agreement, dated as of June 16, 2022, between Athene Holding Ltd. and James R. Belardi (incorporated by reference to Exhibit 10.3 to the Form 10-Q filed on August 9, 2022).
10.36†	Employment Agreement, dated as of October 12, 2015, between Athene Holding Ltd. and Martin P. Klein (incorporated by reference to Exhibit 10.15.3 to Form S-1 filed on October 25, 2016).

Exhibit No.	Description
10.37†	Restricted Share Unit Award Agreement under the Apollo Global Management, Inc. 2019 Omnibus Equity Incentive Plan, dated as of October 30, 2023, between Apollo Global Management, Inc. and Grant Kvalheim
21.1	Subsidiaries of the Registrant.
23.1	Consent of PricewaterhouseCoopers LLP regarding Athene Holding Ltd. financial statements.
23.2	Consent of Deloitte & Touche LLP regarding Athene Holding Ltd. financial statements.
24.1	Power of Attorney (included on the signature page hereto)
31.1	Principal Executive Officer Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2	Principal Financial Officer Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1	Principal Executive Officer Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2	Principal Financial Officer Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
97.1	Policy relating to recovery of erroneously awarded compensation.
101.INS	XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH	XBRL Taxonomy Extension Schema.
101.CAL	XBRL Taxonomy Extension Calculation Linkbase.
101.LAB	XBRL Taxonomy Extension Label Linkbase.
101.PRE	XBRL Taxonomy Extension Presentation Linkbase.
101.DEF	XBRL Taxonomy Extension Definition Linkbase.
104	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
†	Management contract or compensatory plan or arrangement.

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