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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Apollo Operating Group units | (1) | 11/01/2018 | M | 77,400 | (3) | (3) | Class A Shares | 77,400 | (4) | 2,966,286 | I | By AP Professional Holdings, L.P. (5) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
KLEINMAN SCOTT C/O APOLLO GLOBAL MANAGEMENT, INC. 9 WEST 57TH STREET, 43RD FLOOR NEW YORK, NY 10019 |
Co-President |
/s/ Scott M. Kleinman | 11/02/2018 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Each 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"). |
(2) | Reported 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. |
(3) | Pursuant to the reporting person's Roll-Up Agreement, the AOG units were fully vested as of June 30, 2013 and do not expire. |
(4) | Pursuant to Instruction 4(c)(iii), this response has been left blank. |
(5) | KRT 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. |
(6) | By KRT APO Series LLC, a vehicle over which the reporting person exercises voting and investment control. |
(7) | By KRT APO Series LLC (4/30/2015), a vehicle over which the reporting person exercises voting and investment control. |
(8) | By KRT APO Series 6/30/15 LLC, a vehicle over which the reporting person exercises voting and investment control. |
(9) | By KRT APO Series 9/30/15 LLC, a vehicle over which the reporting person exercises voting and investment control. |
(10) | By KRT APO Series 12/31/15 LLC, a vehicle over which the reporting person exercises voting and investment control. |
(11) | By 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. |