SEC Form 4 · accession 0001209191-17-051012
ALLIANCEBERNSTEIN HOLDING L.P. · AB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Period of report
Sep 1, 2017
Accepted (ET)
Sep 1, 2017 · 11:19 am EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000825313
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| UnitsF1,F3,F4,F5,F6 | Sep 1, 2017 | P | 1,071,180 | $22.90 | A | 1,071,180 | D | |
| UnitsF1,F5 | holding | — | — | — | 1,444,356 | I | By affiliate |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Units Representing Assignments of Beneficial Ownership of Limited Partnership Interests ("Holding Units") in AllianceBernstein Holding L.P. ("Holding").
- F2On April 30, 2017, AXA America Holdings, Inc. ("AXA America") entered into a unit purchase agreement (the "Unit Purchase Agreement") with Peter S. Kraus covering all of the Holding Units beneficially owned by Mr. Kraus. Pursuant to the Unit Purchase Agreement, AXA America agreed to purchase from Mr. Kraus, and Mr. Kraus agreed to sell to AXA America, on September 1, 2017, the Holding Units owned by Mr. Kraus as of the close of business on April 28, 2017 at a purchase price of $22.90 per Holding Unit (not including restricted Holding Units to be delivered at specified future dates to Mr. Kraus in accordance with the terms of his employment agreement or with respect to which he has deferred delivery).
- F3AXA indirectly owns (i) all of the common stock of AXA America Holdings, Inc., a holding company for a group of insurance and related financial services companies, AXA Financial, Inc. ("AXF") and its subsidiaries and AXA America Corporate Solutions, Inc. and its wholly owned subsidiary, Coliseum Reinsurance Company ("Coliseum Reinsurance") and (ii) 97.31% of the outstanding shares of common stock of AXA-IM Holding U.S. Inc. (AXA-IM Holding"), a holding company for a group of asset management companies. AXF is the sole member of AXA Equitable Financial Services, LLC ("AXFS") which wholly owns (i) AXA Equitable Life Insurance Company ("AXA Equitable") which in turn owns ACMC, LLC ("ACMC") and (ii) MONY Life Insurance Company of America ("MLOA").
- F4As of December 31, 2016, AXA Assurances I.A.R.D. Mutuelle and AXA Assurances Vie Mutuelle (collectively, "Mutuelles AXA"), directly beneficially owned approximately 14.13% of the issued ordinary shares (representing approximately 23.93% of the voting power) of AXA. The Mutuelles AXA and AXA expressly declare that the filing of this Form 4 shall not be construed as an admission that either of them is, for purposes of Section 16 of the Securities Exchange Act of 1934, the beneficial owner of any securities covered by this Form 4.
- F5AXA America beneficially owns directly 1,071,180 Holding Units and beneficially owns indirectly 1,444,356 Holding Units beneficially owned directly by ACMC.
- F6In addition to the Holding Units reported in this Form 4, the Reporting Person and its affiliates beneficially own units of limited partnership interests ("AB Capital Units") in AllianceBernstein L.P. ("AllianceBernstein") as follows. As of September 1, 2017, AXF beneficially owned directly 43,032,758 AB Capital Units; ACMC beneficially owned directly 74,406,933 AB Capital Units; AXA-IM Holding, 41,934,582 AB Capital Units; Coliseum Reinsurance, 8,160,000 AB Capital Units; MLOA, 2,587,472 AB Capital Units; and AllianceBernstein Corporation, a wholly-owned subsidiary of AXA Equitable, owned a 1% general partnership interest in AllianceBernstein and 100,000 units of general partnership interest in Holding. For more information on the Reporting Person and its affiliates' holdings of AB Capital Units, see their separate Form 4 filings with respect to AB Capital Units.
Remarks
Affiliate of holder of general partnership units.