Athene Holding Ltd.

Results of Operations

The following summarizes the consolidated results of operations:

Year Ended December 31, 2025 Compared to the Year Ended December 31, 2024

In this section, references to 2025 refer to the year ended December 31, 2025 and references to 2024 refer to the year ended December 31, 2024.

Net Income Available to Athene Holding Ltd. Common Stockholder

Net income available to Athene Holding Ltd. common stockholder decreased by $646 million, or 20%, to $2.6 billion in 2025 from $3.3 billion in 2024. The decrease in net income available to Athene Holding Ltd. common stockholder was primarily driven by a $5.5 billion increase in benefits and expenses, a $156 million increase in income tax expense (benefit) and a $67 million increase in net income attributable to noncontrolling interests, partially offset by a $5.0 billion increase in revenues and an $84 million increase from our preferred stock redemption.

Revenues

Revenues increased by $5.0 billion to $25.7 billion in 2025 from $20.7 billion in 2024. The increase was primarily driven by an increase in net investment income, an increase in premiums and an increase in VIE investment related gains (losses), partially offset by a decrease in investment related gains (losses).

Net investment income increased by $3.4 billion to $17.8 billion in 2025 from $14.5 billion in 2024, primarily driven by significant growth in our investment portfolio attributable to strong net flows of $47.9 billion in 2025, higher rates on new deployment in comparison to our existing portfolio related to the higher interest rate environment, earlier deployment into assets during the year compared to 2024 and more favorable investment fund performance in 2025. These impacts were partially offset by lower floating rate income and higher investment management fees driven by the significant growth in our investment portfolio.

Premiums increased by $1.3 billion to $2.6 billion in 2025 from $1.3 billion in 2024, primarily driven by $1.3 billion of premium received from the execution of a whole life block reinsurance transaction in 2025 andan increase in payout annuity premiums, partially offset by a $167 million decrease inpension group annuity premiums compared to 2024.

VIE investment related gains (losses) increased by $687 million to $2.2 billion in 2025 from $1.5 billion in 2024, primarily driven by growth and investment performance within AAA related to favorable returns on the underlying assets, strong performance from newly consolidated VIEs, including AAA Lux, a favorable change in the fair value of mortgage loans held in VIEs related to a decrease in US Treasury rates in 2025 compared to an increase in 2024 and favorable returns from A-A Onshore Fund, LLC.

Investment related gains (losses) decreased by $501 million to $1.5 billion in 2025 from $2.0 billion in 2024, primarily driven by unfavorable net foreign exchange impacts, an increase in realized losses on AFS securities and an unfavorable change in the fair value of indexed annuity hedging derivatives, partially offset by a favorable change in the fair value of mortgage loans, reinsurance assets and trading securities, as well as a favorable change in the provision for credit losses. The unfavorable net foreign exchange impacts were primarily related to the weakening of the US dollar against foreign currencies in 2025 compared to 2024, 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 the fair value of indexed annuity hedging derivatives decreased $51 million, primarily driven by less favorable performance of the equity indices upon which our call options are based. The largest percentage of our call options are based on the S&P 500 Index, which increased 16.4% in 2025, compared to an increase of 23.3% in 2024. The change in fair value of mortgage loans increased $1.2 billion, the change in fair value of reinsurance assets increased $319 million and the change in fair value of trading securities increased $208 million primarily driven by a decrease in US Treasury rates in 2025 compared to an increase 2024, partially offset by an unfavorable change in credit spreads compared to 2024. The favorable change in provision for credit losses of $70 million was primarily driven by a reduction in the allowance on corporate securities in 2025.

Benefits and Expenses

Benefits and expenses increased by $5.5 billion to $20.6 billion in 2025 from $15.1 billion in 2024. The increase was driven by an increase in interest sensitive contract benefits, an increase in future policy and other policy benefits, an increase in market risk benefits remeasurement (gains) losses, an increase in the amortization of DAC, DSI and VOBA and an increase in policy and other operating expenses. Our annual unlocking of assumptions resulted in a decrease in total benefits and expenses of $55 million compared to an increase of $31 million in 2024. The 2025 unlocking was driven by a decrease of $90 million in interest sensitive contract benefits and a decrease of $59 million in market risk benefits, partially offset by an increase of $53 million related to DAC, DSI and VOBA amortization and an increase of $41 million in future policy and other policy benefits. The 2024 unlocking was driven by an increase of $62 million in market risk benefits, an increase of $21 million related to DAC, DSI and VOBA amortization and an increase of $8 million in interest sensitive contract benefits, partially offset by a decrease of $60 million in future policy and other policy benefits.

Interest sensitive contract benefits increased by $3.1 billion to $12.1 billion in 2025 from $8.9 billion in 2024, primarily driven by significant growth in our deferred annuity and funding agreement blocks of business, higher rates on new deferred annuity and funding agreement issuances, as well as runoff of lower rate business, in comparison to our existing blocks of business, earlier origination of new business within the year compared to 2024 and an increase in the change in our indexed annuity reserves. These impacts were partially offset by lower rates on floating rate funding agreements and a favorable change in unlocking. The change in our 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 $873 million was primarily due to theunfavorable change in discount rates used in our embedded derivative calculations as 2025 experienced a decrease in discount rates compared to an increase in 2024. This was partially offset by the favorable impact of rate movements on policyholder projected benefits and less favorable performance of the equity indices towhich our indexed annuity policies are linked. The largest percentage of our indexed annuity policies are linked to the S&P 500 Index, which increased 16.4% in 2025, compared to an increase of 23.3% in 2024. The fair value of indexed annuity embedded derivative and investment contract provision unlocking in 2025 was $79 million favorable primarily due to changes to projected interest crediting, partially offset by changes in policyholder behavior and mortality assumptions, while 2024 unlocking was $67 million unfavorable primarily due to changes to projected interest crediting. The negative VOBA unlocking related to our interest sensitive contract liabilities in 2025 was $11 million favorable mainly due to changes in policyholder behavior, partially offset by updated economic assumptions, while 2024 unlocking was $59 million favorable mainly due to updated economic assumptions and changes in policyholder behavior.

Future policy and other policy benefits increased by $1.4 billion to $4.4 billion in 2025 from $3.1 billion in 2024, primarily driven byan increase in life reserves due to the execution of a $1.3 billion whole life block reinsurance transaction in 2025, anunfavorable change in unlocking and an increase in the AmerUs Closed Block fair value liability, partially offset by a $167 million decrease in pension group annuity obligations compared to 2024. The change in the AmerUs Closed Block fair value liability was primarily due to unrealized gains on the underlying assets reflecting a decrease in US Treasury rates in 2025 compared to an increase in 2024, partially offset by an unfavorable change in credit spreads compared to 2024. Unlocking in 2025 was $41 million unfavorable, consisting of $77 million of unfavorable future policy benefit reserve unlocking, partially offset by $36 million of favorable negative VOBA and deferred profit liability unlocking. The unfavorable unlocking primarily related to updated mortality assumptions and changes in policyholder behavior, partially offset by updated economic assumptions. Unlocking in 2024 was $60 million favorable, consisting of $104 million of favorable future policy benefit reserve unlocking, partially offset by $44 million of unfavorable negative VOBA and deferred profit liability unlocking. The favorable unlocking primarily related to updated mortality assumptions, partially offset by changes in policyholder behavior.

Market risk benefits remeasurement (gains) losses increased by $554 million to $452 million in 2025 from $(102) million in 2024. The losses in 2025 compared to gains in 2024 were primarily driven byan unfavorable change in the fair value of market risk benefits primarily due to rate movements, partially offset by a favorable change in unlocking. The change in fair value of market risk benefits was $665 million unfavorable due to a decrease in the risk-free discount rates across the long end of the curve compared to 2024, which are used in the fair value measurement of the liability for market risk benefits. The market risk benefits unlocking in 2025 was $59 million favorable primarily due to changes in policyholder behavior and updated mortality assumptions, partially offset by changes in projected interest crediting, while 2024 unlocking was $62 million unfavorable primarily due to changes in policyholder behavior, partially offset by updated economic assumptions.

Amortization of DAC, DSI and VOBA increased by $301 million to $1.2 billion in 2025 from $941 million in 2024, primarily driven by an increase in acquisition and sale incentive costs that are deferred and amortized due to strong growth in our deferred annuity business as well as an unfavorable change in unlocking. Unlocking in 2025 was $53 million unfavorable mainly related to changes in policyholder behavior and projected interest crediting as well as updated economic and mortality assumptions, while unlocking in 2024 was$21 million unfavorable mainly related to changes to projected interest crediting and policyholder behavior.

Policy and other operating expenses increased by $141 million to $2.4 billion in 2025 from $2.2 billion in 2024, primarily driven by an increase in interest expense and policy acquisition expenses related to significant growth. The increase in interest expense was primarily due to an increase in host accretion on business ceded to Catalina, as well as interest related to additional issuances of long-term debt in the second quarter of 2025 and a full year of interest on long-term debt issued in the fourth quarter of 2024. These impacts were partially offset by the recognition of $152 million of expense related to guaranty association assessments levied against us in connection with the Bankers Life Insurance Company (BLIC) and Colorado Bankers Life Insurance Company (CBLIC) insolvencies in 2024.

Income Tax Expense (Benefit)

Income tax expense (benefit) increased by $156 million to $886 million in 2025 from $730 million in 2024, primarily driven by impacts from the Bermuda CIT, which became effective in 2025, and changes in the valuation allowance, partially offset by a decrease in pretax income subject to US income tax. Our effective tax rate in 2025 was 17% compared to 13% in 2024.

Net Income Attributable to Noncontrolling Interests

Net income attributable to noncontrolling interests increased by $67 million to $1.5 billion in 2025 from $1.4 billion in 2024, primarily driven by an increase in noncontrolling interests related to the consolidation of AAA Lux during the fourth quarter of 2025, which experienced favorable returns on the underlying assets of the fund. Additionally, net income attributable to noncontrolling interests increased due to favorable investment performance within AAA and a favorable change in fair value of mortgage loans and reinsurance assets within ACRA compared to 2024. These impacts were partially offset by unfavorable net foreign exchange impacts, an unfavorable net change in the fair value of attributed indexed annuity derivatives and embedded derivatives, impacts from the Bermuda CIT that became effective in 2025 and an increase in realized losses on the sale of investments within ACRA.

Preferred Stock Redemption

Preferred stock redemption increased by $84 million to $84 million in 2025 from $0 million in 2024 driven by the redemption of our Fixed-Rate Reset Perpetual Non-Cumulative Preferred Stock, Series C (Series C) at par value, which was below our carrying value of $684 million, in the second quarter of 2025.

Year Ended December 31, 2024 Compared to the Year Ended December 31, 2023

See Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations – Results of Operations in our 2024 Annual Report for the results of operations discussion for the year ended December 31, 2024 compared to the year ended December 31, 2023.

Summary of Non-GAAP Earnings

The following summarizes ourspread related earnings:

Year Ended December 31, 2025 Compared to the Year Ended December 31, 2024

In this section, references to 2025 refer to the year ended December 31, 2025 and references to 2024 refer to the year ended December 31, 2024.

Spread Related Earnings

SRE increased by $140 million, or 4%, to $3.4 billion in 2025 from $3.2 billion in 2024. The increase in SRE was primarily driven by an increase in net investment earnings and strategic capital management fees, partially offset by an increase in cost of funds and interest and other financing costs.

Net investment earnings increased by $2.6 billion to $14.3 billion in 2025 from $11.8 billion in 2024, primarily driven by $39.1 billion of growth in our average net invested assets, higher rates on new deployment compared to our 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, higher investment management fees driven by the significant growth in our investment portfolio and prepayment of higher yielding assets. The increase in alternative net investment income compared to 2024 was primarily driven by more favorable performance within origination and retirement services platforms as well as equity funds, partially offset by less favorable performance within credit funds. The increase in income from origination platforms was mainly attributable to an initial mark from cost to fair value and origination outperformance on Atlas in 2025, robust deployment following a capital raise within Apterra in 2025 and strong growth from origination partnerships within Aqua Finance in 2025 compared to a valuation decrease in 2024, partially offset by stronger growth from Redding Ridge in 2024. The increase in income from retirement services platforms was primarily related to a valuation increase on Venerable Holdings, Inc. (together with its subsidiaries, Venerable) in 2025 related to the announcement of a reinsurance transaction with Corebridge Financial, Inc. (Corebridge), unfavorable returns on our investment in Catalina in 2024 not recurring in 2025 due to the distribution of our Catalina common equity interests to AGM as a dividend in the third quarter of 2024 and realized losses from the sale of Challenger Limited (Challenger) common equity shares in 2024. These impacts were partially offset by increased capital requirements related to expanded solvency requirements and competitive dynamics within the pension market impacting the valuation of Athora in 2025. The increase in income from equity funds was mainly attributable to more favorable performance within structured equity in 2025 compared to 2024. The decrease in income from credit funds was primarily driven by more favorable credit spread tightening in 2024 compared to 2025.

Strategic capital management fees increased by $26 million to $131 million in 2025 from $105 million in 2024, primarily driven by additional fees received from ADIP II and Catalina attributable to strong net flows into ACRA 2 and Catalina in 2025.

Cost of funds increased by $2.4 billion to $10.1 billion in 2025 from $7.7 billion in 2024, primarily driven by significant growth in deferred annuity and funding agreement business, higher rates on new business and runoff of lower rate business compared to existing blocks, earlier origination of new business within the year compared to 2024, a shift in business mix to more institutional business at higher crediting rates and an unfavorable change in unlocking. These impacts were partially offset by lower rates on floating rate funding agreements. Unlocking, net of the noncontrolling interests, in 2025 was favorable $5 million primarily related to updated mortality assumptions and changes in policyholder behavior, partially offset by changes to projected interest crediting and updated economic assumptions. Unlocking, net of the noncontrolling interests, in 2024 was favorable $16 million primarily related to updated mortality and economic assumptions, partially offset by changes in policyholder behavior and projected interest crediting.

Interest and other financing costs increased by $95 million to $560 million in 2025 from $465 million in 2024, primarily driven by higher interest expense related to additional issuances of long-term debt in the second quarter of 2025 and a full year of interest on long-term debt issued in the fourth quarter of 2024, partially offset by a decrease in preferred stock dividends due to the redemption of our Series C preferred stock in the second quarter of 2025.

Net Investment Spread

Net investment spread decreased 17 basis points to 1.61% in 2025 from 1.78% in 2024, primarily driven by higher cost of funds, partially offset by a higher net investment earned rate.

Cost of funds increased 40 basis points to 3.69% in 2025 from 3.29% in 2024, primarily driven by higher rates on new business and runoff of lower rate business compared to existing blocks, earlier origination of new business within the year compared to 2024, a shift in business mix to more institutional business at higher crediting rates and an unfavorable change in unlocking. These impacts were partially offset by lower rates on floating rate funding agreements.

Net investment earned rate increased 22 basis points to 5.25% in 2025 from 5.03% in 2024, primarily due to higher returns in both our fixed income and alternative investment portfolios. Fixed income and other net investment earned rate was 5.01% in 2025, an increase from 4.87% in 2024, primarily driven byhigher rates on new deployment compared to our existing portfolio related to the higher interest rate environment and earlier deployment into assets during the year compared to 2024, partially offset by lower floating rate income and prepayment of higher yielding assets. Alternative net investment earned rate was 10.01% in 2025, an increase from 8.03% in 2024, primarily driven by more favorable performance within origination and retirement services platforms as well as equity funds, partially offset by less favorable performance within credit funds. The higher return from origination platforms was mainly attributable to an initial mark from cost to fair value and origination outperformance on Atlas in 2025, robust deployment following a capital raise within Apterra in 2025 and strong growth from origination partnerships within Aqua Finance in 2025 compared to a valuation decrease in 2024, partially offset by stronger growth from Redding Ridge in 2024. The higher return from retirement services platforms was primarily related to a valuation increase on Venerable in 2025 related to the announcement of a reinsurance transaction with Corebridge, unfavorable returns on our investment in Catalina in 2024 not recurring in 2025 due to the distribution of our Catalina common equity interests to AGM as a dividend in the third quarter of 2024 and realized losses from the sale of Challenger common equity shares in 2024. These impacts were partially offset by increased capital requirements related to expanded solvency requirements and competitive dynamics within the pension market impacting the valuation of Athora in 2025. The higher return from equity funds was mainly attributable to more favorable performance within structured equity in 2025 compared to 2024. The lower return from credit funds was primarily driven by more favorable credit spread tightening in 2024 compared to 2025.

Adjustments to Net Income Available to Athene Holding Ltd. Common Stockholder

The adjustments tonet income available to Athene Holding Ltd. common stockholder are comprised of investment gains (losses), net of offsets; non-operating change in insurance liabilities and related derivatives; inte gration, restructuring and other non-operating items; stock compensation expense and the non-operating income tax expense (benefit) related to these adjustments. The decrease in adjustments to net income available to Athene Holding Ltd. common stockholder in 2025 compared to 2024 was primarily driven by a decrease innon-operating change in insurance liabilities and related derivativesand a decrease in investment gains (losses), net of offsets, partially offset by a decrease in integration, restructuring and other non-operating items. Our annual unlocking of assumptions, net of the noncontrolling interests, resulted inan increase in our adjustments to net income available to Athene Holding Ltd. common stockholder of $74 million compared to a decrease of $11 million in 2024. The 2025 unlocking was driven by $75 million favorable indexed annuity embedded derivative unlocking, partially offset by $1 million unfavorable liability for future policy benefits unlocking. The 2024 unlocking was driven by $26 million unfavorable indexed annuity embedded derivative unlocking, partially offset by $14 million favorable market risk benefits unlocking and $1 million favorable liability for future policy benefits unlocking.

Non-operating change in insurance liabilities and related derivatives decreased $755 million, primarily driven by an unfavorable change in the fair value of market risk benefits and net indexed annuity derivatives. The $654 million unfavorable change in fair value of market risk benefits was primarily driven by a decrease in the risk-free discount rates across the long end of the curve compared to 2024, which are used in the fair value measurement of the liability for market risk benefits, and an unfavorable change in unlocking. The fair value of market risk benefits unlocking, net of the noncontrolling interests, in 2025 resulted in no impact, while 2024 unlocking was $14 million favorable primarily due to updated economic assumptions. The $111 million unfavorable change in the fair value of net indexed annuity derivatives was primarily driven by the unfavorable change in discount rates used in our embedded derivative calculations as 2025 experienced a decrease in discount rates compared to an increase in 2024. The change in net indexed annuity derivatives was also driven bythe performance of the equity indices to which our indexed annuity policies are linked. The largest percentage of our indexed annuity policies are linked to the S&P 500 Index, which increased 16.4% in 2025, compared to an increase of 23.3% in 2024. These impacts were partially offset by the favorable impact of rates on policyholder projected benefits compared to 2024 and a favorable change in unlocking. The fair value of indexed annuity embedded derivative unlocking, net of the noncontrolling interests, in 2025 was $75 million favorable primarily due to changes to projected interest crediting, partially offset by changes in policyholder behavior and mortality assumptions, while 2024 unlocking was $26 million unfavorable primarily due to changes to projected interest crediting.

Investment gains (losses), net of offsets, decreased $198 million, primarily driven by unfavorablenet foreign exchange impactsand an increase in realized losses on AFS securities, partially offset bya favorable change in the fair value of mortgage loans and reinsurance assets, as well as a favorable change in the provision for credit losses. The unfavorable net foreign exchange impacts were primarily related to the weakening of the US dollar against foreign currencies in 2025 compared to 2024, including the impact from derivatives not designated as a hedge where the foreign exchange impact on the related asset is reported through AOCI. The favorable change in the fair value of mortgage loans of $1.1 billion andreinsurance assets of $164 millionwas primarily driven by a decrease in US Treasury rates in 2025 compared to an increase in 2024, partially offset by an unfavorable change in credit spreads compared to 2024. The favorable change in provision for credit losses of$82 million was primarily driven by a reduction in the allowance on corporate securities in 2025.

Integration, restructuring and other non-operating items decreased $203 million, primarily driven by the recognition of $101 million of expense, net of the noncontrolling interests, related to guaranty association assessments levied against us in connection with the BLIC and CBLIC insolvencies in 2024 as well as the $84 million gain on the redemption of our Series C preferred stock in the second quarter of 2025.

Year Ended December 31, 2024 Compared to the Year Ended December 31, 2023

See Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations – Summary of Non-GAAP Earnings in our 2024 Annual Report for the summary of non-GAAP earnings discussion for the year ended December 31, 2024 compared to the year ended December 31, 2023.