v3.24.0.1
Equity
 12 Months Ended
Dec. 31, 2023
Equity [Abstract]  
Equity
17. Equity

Common Stock

Holders of common stock are entitled to participate in dividends from the Company on a pro rata basis.

During the year ended December 31, 2023, 2022 and 2021 the Company issued shares of common stock in settlement of vested RSUs. The Company has generally allowed holders of vested RSUs and exercised share options to settle their tax liabilities by reducing the number of shares of common stock issued to them, which the Company refers to as “net share settlement.” Additionally, the Company has generally allowed holders of share options to settle their exercise price by reducing the number of shares of common stock issued to them at the time of exercise by an amount sufficient to cover the exercise price. The net share settlement results in a liability for the Company and a corresponding accumulated deficit adjustment.

On January 3, 2022, the Company announced a share repurchase program, pursuant to which, the Company was authorized to repurchase (i) up to an aggregate of $1.5 billion of shares of its common stock in order to opportunistically reduce its share count and (ii) up to an aggregate of $1.0 billion of shares of its common stock in order to offset the dilutive impact of share issuances under its equity incentive plans. On February 21, 2023, the AGM board of directors approved a reallocation of the Company’s share repurchase program, pursuant to which, the Company was authorized to repurchase (i) up to an aggregate of $1.0 billion of shares of its common stock in order to opportunistically reduce its share count, a decrease of $0.5 billion of shares from the previously authorized amount and (ii) up to an aggregate of $1.5 billion of shares of its common stock in order
to offset the dilutive impact of share issuances under its equity incentive plans, an increase of $0.5 billion of shares from the previously authorized amount.

On February 8, 2024, the AGM board of directors terminated the Company’s prior share repurchase program and approved a new share repurchase program, pursuant to which, the Company is authorized to repurchase up to $3.0 billion of shares of its common stock to opportunistically reduce the Company’s share count or offset the dilutive impact of share issuances under the Company’s equity incentive plans. Shares of common stock may be repurchased from time to time in open market transactions, in privately negotiated transactions, pursuant to a trading plan adopted in accordance with Rule 10b5-1 of the Exchange Act, or otherwise, as well as through reductions of shares that otherwise would have been issued to participants under the Company’s Equity Plan in order to satisfy associated tax obligations. The repurchase program does not obligate the Company to make any repurchases at any specific time. The program is effective until the aggregate repurchase amount that has been approved by the AGM board of directors has been expended and may be suspended, extended, modified or discontinued at any time.

The table below outlines the share activity for the years ended December 31, 2023, 2022 and 2021:

Years ended December 31,
202320222021
Shares of common stock issued in settlement of vested RSUs and options exercised1
8,643,520 6,663,694 5,399,054 
Shares issued to Apollo Opportunity Foundation2
— 1,724,137 — 
Reduction of shares of common stock issued3
(3,185,680)(2,896,130)(2,368,832)
Shares of common stock purchased related to share issuances and forfeitures4
(162,123)(219,960)(275,655)
Issuance of shares of common stock for equity-based awards5,295,717 5,271,741 2,754,567 
1 The gross value of shares issued was $626 million, $420 million and $316 million for the years ended December 31, 2023, 2022 and 2021 respectively, based on the closing price of the shares of common stock at the time of issuance.
2 Shares issued to Apollo Opportunity Foundation in connection with an irrevocable pledge to contribute 1.7 million shares of common stock. The gross value of shares issued for the year ended December 31, 2022 totaled $103 million.
3 Cash paid for tax liabilities associated with net share settlement was $259 million, $185 million and $141 million for the years ended December 31, 2023 and 2022, respectively.
4 Certain Apollo employees receive a portion of the profit sharing proceeds of certain funds in the form of (a) restricted shares of common stock that they are required to purchase with such proceeds or (b) RSUs, in each case which equity-based awards generally vest over three years. These equity-based awards are granted under the Company's Equity Plan. To prevent dilution on account of these awards, Apollo may, in its discretion, repurchase shares of common stock on the open market and retire them. During the years ended December 31, 2023, 2022 and 2021 Apollo issued 551,333, 546,766 and 1,188,207 of such restricted shares and 162,123, 219,960 and 275,655 of such RSUs under the Equity Plan, respectively, and repurchased 713,456, 766,726 and 1,463,862 shares of common stock in open-market transactions not pursuant to a publicly-announced repurchase plan or program, respectively. In addition, there were 10,880, 12,883 and 0 restricted shares forfeited during the years ended December 31, 2023, 2022 and 2021.

During the years ended December 31, 2023, 2022 and 2021, 7,469,544, 9,974,909 and 3,370,851 shares of common stock, respectively, were repurchased in open market transactions as part of the publicly announced share repurchase program discussed above, and such shares were subsequently canceled by the Company. The Company paid $508 million, $588 million and $208 million for these open market share repurchases during the years ended December 31, 2023, 2022 and 2021 respectively.

Mandatory Convertible Preferred Stock

On August 11, 2023, the Company issued 28,750,000 shares, or $1.4 billion aggregate liquidation preference, of its 6.75% Series A Mandatory Convertible Preferred Stock (the “Mandatory Convertible Preferred Stock”).

Dividends on the Mandatory Convertible Preferred Stock will be payable on a cumulative basis when, as and if declared by the AGM board of directors, or an authorized committee thereof, at an annual rate of 6.75% on the liquidation preference of $50.00 per share, and may be paid in cash or, subject to certain limitations, in shares of common stock or, subject to certain limitations, any combination of cash and shares of common stock. If declared, dividends on the Mandatory Convertible Preferred Stock will be payable quarterly on January 31, April 30, July 31 and October 31 of each year, commencing on October 31, 2023, and ending on, and including, July 31, 2026. The first dividend payment on October 31, 2023 was $0.7500 per share of Mandatory Convertible Preferred Stock, with subsequent quarterly cash dividends expected to be $0.8438 per share of Mandatory Convertible Preferred Stock.
Unless converted earlier in accordance with its terms, each share of Mandatory Convertible Preferred Stock will automatically convert on the mandatory conversion date, which is expected to be July 31, 2026, into between 0.5052 shares and 0.6062 shares of common stock, in each case, subject to customary anti-dilution adjustments described in the certificate of designations related to the Mandatory Convertible Preferred Stock (the “Certificate of Designations”). The number of shares of common stock issuable upon conversion will be determined based on the average volume weighted average price per share of common stock over the 20 consecutive trading day period beginning on, and including, the 21st scheduled trading day immediately prior to July 31, 2026.

Holders of shares of Mandatory Convertible Preferred Stock have the option to convert all or any portion of their shares of Mandatory Convertible Preferred Stock at any time. The conversion rate applicable to any early conversion may in certain circumstances be increased to compensate holders of the Mandatory Convertible Preferred Stock for certain unpaid accumulated dividends as described in the Certificate of Designations.

If a Fundamental Change, as defined in the Certificate of Designations, occurs on or prior to July 31, 2026, then holders of the Mandatory Convertible Preferred Stock will be entitled to convert all or any portion of their Mandatory Convertible Preferred Stock at the Fundamental Change Conversion Rate for a specified period of time and to also receive an amount to compensate them for certain unpaid accumulated dividends and any remaining future scheduled dividend payments.

The Mandatory Convertible Preferred Stock is not subject to redemption at the Company’s option.

There are 28,750,000 shares of Mandatory Convertible Preferred Stock issued and outstanding as of December 31, 2023.

Redemption of Subsidiary Preferred Stock

On September 22, 2023, the Company redeemed (i) all outstanding shares of AAM’s Series A Preferred Stock, par value $0.00001 per share, with a liquidation preference of $25.00 per share (the “AAM Series A Preferred Stock”) and (ii) all outstanding shares of the AAM’s Series B Preferred Stock, par value $0.00001 per share, with a liquidation preference of $25.00 per share (the “AAM Series B Preferred Stock, together with the AAM Series A Preferred Stock, referred to herein as the “AAM Preferred Stock”), at a redemption price equal to $25.00 per share, in accordance with AAM’s Second Amended and Restated Certificate of Incorporation (collectively, the “AAM Preferred Stock Redemption”), for a total redemption value of $575 million. In connection with the AAM Preferred Stock Redemption, the listing of AAM Preferred Stock on the NYSE was removed and the registration of the AAM Preferred Stock under the Exchange Act was terminated, which resulted in the discontinuation of AAM’s reporting obligations under the Exchange Act.

Warrants

In 2022, the Company issued warrants to an institutional investor in a private placement exercisable for up to 12.5 million shares of common stock at an exercise price of $82.80 per share. As of December 31, 2023, 5.1 million warrants were vested and exercisable. An additional 2.5 million warrants become exercisable in the first quarter of 2024, 2025, and 2026, respectively. Each warrant, to the extent exercised, will be settled on a “cashless net exercise basis.” The warrants will expire in 2027 with any vested but unexercised warrants being automatically exercised at such time if the trading price of common stock is above the exercise price.

Dividends and Distributions

Outlined below is information regarding quarterly dividends and distributions (in millions, except per share data). Certain subsidiaries of the Company may be subject to U.S. federal, state, local and non-U.S. income taxes at the entity level and may pay taxes and/or make payments under the tax receivable agreement.
Dividend Declaration DateDividend per Share of Common StockPayment DateDividend to Common StockholdersDistribution to Non-Controlling Interest Holders in the Apollo Operating GroupTotal Distributions Distribution Equivalents on Participating Securities
February 3, 2021$0.60 February 26, 2021$139 $121 $260 $5 
N/A— April 14, 2021— 42 42 — 
May 4, 20210.50 May 28, 2021116 101 217 4 
N/A— June 15, 2021— 20 20 — 
August 4, 20210.50 August 31, 2021122 94 216 4 
N/A— September 15, 2021— 24 24 — 
November 2, 20210.50 November 30, 2021124 93 217 4 
N/A— December 15, 2021— 23 23 — 
Year ended December 31, 2021$2.10 $501 $518 $1,019 $17 
February 11, 2022$0.40 February 28, 2022$229 $— $229 $12 
May 5, 20220.40 May 31, 2022229 — 229 12 
August 4, 20220.40 August 31, 2022229 — 229 11 
November 2, 20220.40 November 30, 2022229 — 229 11 
Year ended December 31, 2022$1.60 $916 $— $916 $46 
February 9, 2023$0.40 February 28, 2023$229 $— $229 $12 
May 9, 20230.43 May 31, 2023244 — 244 12 
August 3, 2023$0.43 August 31, 2023244 — 244 12 
November 1, 2023$0.43 November 30, 2023244 — 244 15 
Year Ended December 31, 2023$1.69 $961 $— $961 $51 

Accumulated Other Comprehensive Income (Loss)

(In millions)Unrealized investment gains (losses) on AFS securities without a credit allowanceUnrealized investment gains (losses) on AFS securities with a credit allowanceUnrealized gains (losses) on hedging instrumentsRemeasurement gains (losses) on future policy benefits related to discount rateRemeasurement gains (losses) on market risk benefits related to credit riskForeign currency translation and other adjustmentsAccumulated other comprehensive income (loss)
Balance at December 31, 2022$(12,568)$(334)$48 $5,256 $285 $(22)$(7,335)
Other comprehensive income (loss) before reclassifications5,067 51 (117)(2,236)(374)65 2,456 
Less: Reclassification adjustments for gains (losses) realized1
(163)(3)82 — — — (84)
Less: Income tax expense (benefit)588 6 (51)38 (78)10 513 
Less: Other comprehensive income (loss) attributable to non-controlling interests, net of subsidiary issuance of equity interest and tax749 3 (19)(476)(14)24 267 
Balance at December 31, 2023$(8,675)$(289)$(81)$3,458 $3 $9 $(5,575)
1 Recognized in investment related gains (losses) on the consolidated statements of operations.
(In millions)Unrealized investment gains (losses) on AFS securities without a credit allowanceUnrealized investment gains (losses) on AFS securities with a credit allowanceUnrealized gains (losses) on hedging instrumentsRemeasurement gains (losses) on future policy benefits related to discount rateRemeasurement gains (losses) on market risk benefits related to credit riskForeign currency translation and other adjustmentsAccumulated other comprehensive income (loss)
Balance at December 31, 2021$(1)$— $(1)$— $— $(3)$(5)
Other comprehensive income (loss) before reclassifications(17,931)(463)71 8,425 366 (58)(9,590)
Less: Reclassification adjustments for gains (losses) realized1
(218)(18)67 — — — (169)
Less: Income tax expense (benefit)(3,154)(86)12 1,223 77 (5)(1,933)
Less: Other comprehensive income (loss) attributable to non-controlling interests, net of tax(1,992)(25)(57)1,946 4 (34)(158)
Balance at December 31, 2022$(12,568)$(334)$48 $5,256 $285 $(22)$(7,335)
1 Recognized in investment related gains (losses) on the consolidated statements of operations.