SEC Form 4 · accession 0001209191-18-063888
ALLIANCEBERNSTEIN HOLDING L.P. · AB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Period of report
Dec 21, 2018
Accepted (ET)
Dec 21, 2018 · 4:05 pm EST
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 | Dec 21, 2018 | P | 254,675 | $24.95 | A | 2,566,838 | 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 Equitable Holdings Inc. ("Equitable Holdings"), 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, Equitable Holdings and Mr. Kraus agreed to call and put options, respectively, covering certain restricted Holding Units delivered in accordance with the terms of Mr. Kraus's employment agreement or with respect to which he had deferred delivery, at specified future market prices if the Holding Units are trading at or between $22.90 and $32.90 per Holding Unit. On December 20, 2018, Equitable Holdings exercised its call option for all units owned by Mr. Kraus as of the close of business on such date.
- F3AXA S.A. ("AXA") indirectly owns 59.2% the common stock of Equitable Holdings, a holding company for a group of insurance and related financial services companies. Equitable Holdings is the sole member of AXA Equitable Financial Services, LLC, 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"). Equitable Holdings also wholly owns AXA-IM Holding U.S. Inc. ("AXA-IM Holding").
- F4As of December 31, 2017, 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 23.97% 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.
- F5Equitable Holdings beneficially owns directly 2,566,838 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 December 21, 2018, Equitable Holdings beneficially owned directly 51,192,758 AB Capital Units; ACMC beneficially owned directly 74,406,933 AB Capital Units; AXA-IM Holding beneficially owned directly 41,934,582 AB Capital Units; MLOA beneficially owned directly 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.