SEC Form 4 · accession 0000899243-15-008080
Apollo Global Management LLC · APO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
James C Zelter
Officer — Managing Dir. - Credit
Period of report
Nov 10, 2015
Accepted (ET)
Nov 12, 2015 · 6:48 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001411494
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A SharesF1,F2 | Nov 10, 2015 | M | 27,500 | — | A | 238,119 | D | |
| Class A SharesF2 | Nov 10, 2015 | G | 27,500 | $0.00 | D | 210,619 | D | |
| Class A SharesF3,F2 | Nov 10, 2015 | A | 1,105 | $18.114 | A | 211,724 | D | |
| Class A SharesF4 | holding | — | — | — | 309,558 | I | See Footnote | |
| Class A SharesF5 | holding | — | — | — | 54,774 | I | See Footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Apollo Operating Group unitsF7,F1,F6 | — | Nov 10, 2015 | M | 27,500 | D | — | — | Class A Shares | 27,500 | 0 | D |
| Apollo Operating Group unitsF8,F1,F6 | — | holding | — | — | — | — | — | Class A Shares | — | 2,180,276 | I |
Explanation of responses
- F1Each Apollo Operating Group ("AOG") unit represents a right to receive one Class A share of Apollo Global Management, LLC (the "Issuer"), subject to the restrictions and provisions set forth in the reporting person's Roll-Up Agreement, dated July 13, 2007, by and among the reporting person, the Issuer, AP Professional Holdings, L.P. ("AP Professional Holdings"), and the other parties thereto (the "Roll-Up Agreement"), and the Third Amended and Restated Exchange Agreement, dated May 7, 2015, by and among the Issuer, AP Professional Holdings and the other parties thereto (the "Exchange Agreement").
- F2Reported amount includes 155,647 restricted share units ("RSUs") granted under the Apollo Global Management, LLC 2007 Omnibus Equity Incentive Plan (the "2007 Plan"). Each RSU represents the contingent right to receive, in accordance with the issuance schedule set forth in the applicable RSU award agreement, one Class A share for each vested RSU. The RSUs vest in installments in accordance with the terms of the applicable RSU award agreement, provided the reporting person remains in service through the applicable vesting date. 2,725 Class A shares that were previously reflected as directly owned were contributed in-kind to Zelter APO Series LLC prior to the transactions reported herein without any change in the reporting person's pecuniary interest.
- F3Represents restricted shares granted under the 2007 Plan. The restricted shares vest in installments in accordance with the terms of the applicable restricted share award agreement, provided the reporting person remains in service through the applicable vesting date.
- F4By Zelter APO Series LLC, a vehicle over which the reporting person exercises voting and investment control. 2,725 Class A shares that were previously reflected as directly owned were contributed in-kind to Zelter APO Series LLC prior to the transactions reported herein without any change in the reporting person's pecuniary interest.
- F5By Zelter APO Series LLC, 3/31/14 Series, a vehicle over which the reporting person exercises voting and investment control.
- F6The AOG units were fully vested as of June 30, 2013 and do not expire.
- F7Pursuant to Instruction 4(c)(iii), this response has been left blank.
- F8By AP Professional Holdings. The reporting person is a limited partner in AP Professional Holdings, the direct holder of the AOG units. The AOG units indirectly held by the reporting person are the number of AOG units that he has a right to receive as a limited partner in AP Professional Holdings, subject to the restrictions and provisions set forth in the Roll-Up Agreement and the Exchange Agreement.