SEC Form 4 · accession 0000899243-18-028010
Apollo Global Management LLC · APO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Scott Kleinman
Officer — Co-President
Period of report
Nov 1, 2018
Accepted (ET)
Nov 2, 2018 · 4:12 pm EDT
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 1, 2018 | M | 77,400 | — | A | 877,400 | D | |
| Class A SharesF2 | Nov 1, 2018 | G | 77,400 | $0.00 | D | 800,000 | D | |
| Class A SharesF6 | holding | — | — | — | 35,157 | I | KRT APO Series LLC | |
| Class A SharesF7 | holding | — | — | — | 56,110 | I | KRT APO Series LLC (4/30/2015) | |
| Class A SharesF8 | holding | — | — | — | 20,834 | I | KRT APO Series 6/30/15 LLC | |
| Class A SharesF9 | holding | — | — | — | 20,834 | I | KRT APO Series 9/30/15 LLC | |
| Class A SharesF10 | holding | — | — | — | 23,876 | I | KRT APO Series 12/31/15 LLC | |
| Class A SharesF11 | holding | — | — | — | 132,398 | I | KRT APO Series LLC, 9-30-18 Series |
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 unitsF4,F5,F1,F3 | — | Nov 1, 2018 | M | 77,400 | D | — | — | Class A Shares | 77,400 | 2,966,286 | 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 Prof") and the other parties thereto (the "Roll-Up Agreement") and the Fifth Amended and Restated Exchange Agreement, dated April 28, 2017, by and among the Issuer, AP Prof and the other parties thereto (the "Exchange Agreement").
- F10By KRT APO Series 12/31/15 LLC, a vehicle over which the reporting person exercises voting and investment control.
- F11By KRT APO Series LLC, 9-30-18 Series, a vehicle over which the reporting person exercises voting and investment control. 132,398 Class A shares that were previously reflected as directly owned were contributed in-kind to KRT APO Series LLC, 9-30-18 Series prior to the transactions reported herein without any change in the reporting person's pecuniary interest.
- F2Reported amount includes 800,000 restricted share units ("RSUs") granted under the Apollo Global Management, LLC 2007 Omnibus Equity Incentive 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.
- F3Pursuant to the reporting person's Roll-Up Agreement, the AOG units were fully vested as of June 30, 2013 and do not expire.
- F4Pursuant to Instruction 4(c)(iii), this response has been left blank.
- F5KRT Investments LLC and Kleinman Children's Trust are limited partners of AP Prof, the direct holder of the AOG units. The manager of KRT Investments LLC is Alan Kleinman, the reporting person's father. The sole member of KRT Investments LLC is The Kleinman Residual Trust and the trustee of The Kleinman Residual Trust is Alan Kleinman. The trustee of Kleinman Children's Trust is Alan Kleinman. The AOG units indirectly held by KRT Investments LLC and Kleinman Children's Trust are the number of AOG units that such entities have a right to receive as limited partners in AP Prof, subject to the restrictions and provisions set forth in the Roll-Up Agreement and the Exchange Agreement.
- F6By KRT APO Series LLC, a vehicle over which the reporting person exercises voting and investment control.
- F7By KRT APO Series LLC (4/30/2015), a vehicle over which the reporting person exercises voting and investment control.
- F8By KRT APO Series 6/30/15 LLC, a vehicle over which the reporting person exercises voting and investment control.
- F9By KRT APO Series 9/30/15 LLC, a vehicle over which the reporting person exercises voting and investment control.