Item 1. FINANCIAL STATEMENTS

Index to Condensed Consolidated Financial Statements (unaudited)

			Condensed Consolidated Statement of Financial Condition (unaudited)						12
			Condensed Consolidated Statements of Operations (unaudited)						14
			Condensed Consolidated Statements of Comprehensive Income (Loss) (unaudited)						15
			Condensed Consolidated Statements of Equity (unaudited)						16
			Condensed Consolidated Statements of Cash Flows (unaudited)						18
			Notes to Condensed Consolidated Financial Statements (unaudited)						21
						Note 1. Organization			21
						Note 2. Summary of Significant Accounting Policies			21
						Note 3. Investments			23
						Note 4. Derivatives			33
						Note 5. Variable Interest Entities			37
						Note 6. Fair Value			40
						Note 7. Deferred Acquisition Costs, Deferred Sales Inducements and Value of Business Acquired			64
						Note 8. Long-duration Contracts			65
						Note 9. Profit Sharing Payable			72
						Note 10. Income Taxes			72
						Note 11. Debt			74
						Note 12. Equity-Based Compensation			77
						Note 13. Equity			78
						Note 14. Earnings per Share			84
						Note 15. Related Parties			85
						Note 16. Commitments and Contingencies			89
						Note 17. Segments			94
						Note 18. Subsequent Events			98

APOLLO GLOBAL MANAGEMENT, INC.

CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (UNAUDITED)

(In millions, except share data)			As of September 30, 2024						As of December 31, 2023
Assets
Asset Management
Cash and cash equivalents			$	2,666					$	2,748
Restricted cash and cash equivalents			3						2
Investments			5,860						5,502
Assets of consolidated variable interest entities
Cash and cash equivalents			102						62
Investments			2,353						1,640
Other assets			124						177
Due from related parties			572						449
Goodwill			264						264
Other assets			2,512						2,331
			14,456						13,175
Retirement Services
Cash and cash equivalents			13,587						13,020
Restricted cash and cash equivalents			964						1,761
Investments			257,776						213,099
Investments in related parties			27,991						25,842
Assets of consolidated variable interest entities
Cash and cash equivalents			305						98
Investments			21,792						20,232
Other assets			192						110
Reinsurance recoverable			7,454						4,154
Deferred acquisition costs, deferred sales inducements and value of business acquired			6,971						5,979
Goodwill			4,071						4,065
Other assets			13,130						11,953
			354,233						300,313
Total Assets			$	368,689					$	313,488
									(Continued)
See accompanying notes to the unaudited condensed consolidated financial statements.

APOLLO GLOBAL MANAGEMENT, INC.

CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (UNAUDITED)

(In millions, except share data)			As of September 30, 2024						As of December 31, 2023
Liabilities, Redeemable non-controlling interests and Equity
Liabilities
Asset Management
Accounts payable, accrued expenses, and other liabilities			$	3,908					$	3,338
Due to related parties			709						870
Debt			4,082						3,883
Liabilities of consolidated variable interest entities
Other liabilities			1,021						1,145
			9,720						9,236
Retirement Services
Interest sensitive contract liabilities			245,436						204,670
Future policy benefits			52,962						53,287
Market risk benefits			4,402						3,751
Debt			5,725						4,209
Payables for collateral on derivatives and securities to repurchase			7,952						7,536
Other liabilities			9,597						4,456
Liabilities of consolidated variable interest entities
Other liabilities			1,354						1,098
			327,428						279,007
Total Liabilities			337,148						288,243
Commitments and Contingencies (note 16)
Redeemable non-controlling interests
Redeemable non-controlling interests			15						12
Equity
Mandatory Convertible Preferred Stock, 28,749,765 and 28,750,000 shares issued and outstanding as of September 30, 2024 and December 31, 2023, respectively			1,398						1,398
Common Stock, $0.00001 par value, 90,000,000,000 shares authorized, 565,816,456 and 567,762,932 shares issued and outstanding as of September 30, 2024 and December 31, 2023, respectively			—						—
Additional paid in capital			15,073						15,249
Retained earnings (accumulated deficit)			4,865						2,972
Accumulated other comprehensive income (loss)			(3,473)						(5,575)
Total Apollo Global Management, Inc. Stockholders’ Equity			17,863						14,044
Non-controlling interests			13,663						11,189
Total Equity			31,526						25,233
Total Liabilities, Redeemable non-controlling interests and Equity			$	368,689					$	313,488
									(Concluded)
See accompanying notes to the unaudited condensed consolidated financial statements.

APOLLO GLOBAL MANAGEMENT, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

			Three months ended September 30,												Nine months ended September 30,
(In millions, except per share data)			2024						2023						2024						2023
Revenues
Asset Management
Management fees			$	476					$	462					$	1,376					$	1,328
Advisory and transaction fees, net			181						157						617						482
Investment income (loss)			230						292						910						882
Incentive fees			35						18						108						59
			922						929						3,011						2,751
Retirement Services
Premiums			389						26						1,163						9,163
Product charges			267						217						756						622
Net investment income			4,101						3,166						11,481						8,726
Investment related gains (losses)			1,539						(2,624)						3,082						(1,193)
Revenues of consolidated variable interest entities			552						318						1,329						946
Other revenues			3						563						9						583
			6,851						1,666						17,820						18,847
Total Revenues			7,773						2,595						20,831						21,598
Expenses
Asset Management
Compensation and benefits			605						557						1,876						1,743
Interest expense			55						36						159						98
General, administrative and other			326						220						885						643
			986						813						2,920						2,484
Retirement Services
Interest sensitive contract benefits			2,599						333						7,307						3,634
Future policy and other policy benefits			793						368						2,431						10,346
Market risk benefits remeasurement (gains) losses			524						(441)						354						(166)
Amortization of deferred acquisition costs, deferred sales inducements and value of business acquired			244						211						678						502
Policy and other operating expenses			670						467						1,601						1,356
			4,830						938						12,371						15,672
Total Expenses			5,816						1,751						15,291						18,156
Other income (loss) – Asset Management
Net gains (losses) from investment activities			15						(32)						33						(14)
Net gains (losses) from investment activities of consolidated variable interest entities			44						49						70						95
Other income (loss), net			70						22						68						102
Total Other income (loss)			129						39						171						183
Income (loss) before income tax (provision) benefit			2,086						883						5,711						3,625
Income tax (provision) benefit			(317)						(243)						(1,000)						(697)
Net income (loss)			1,769						640						4,711						2,928
Net (income) loss attributable to non-controlling interests			(958)						42						(1,620)						(637)
Net income (loss) attributable to Apollo Global Management, Inc.			811						682						3,091						2,291
Preferred stock dividends			(24)						(22)						(73)						(22)
Net income (loss) attributable to Apollo Global Management, Inc. common stockholders			$	787					$	660					$	3,018					$	2,269
Earnings (loss) per share
Net income (loss) attributable to common stockholders - Basic			$	1.30					$	1.10					$	4.96					$	3.77
Net income (loss) attributable to common stockholders - Diluted			$	1.29					$	1.10					$	4.94					$	3.75
Weighted average shares outstanding – Basic			585.4						578.8						586.9						580.6
Weighted average shares outstanding – Diluted			588.5						578.8						589.9						581.6
See accompanying notes to the unaudited condensed consolidated financial statements.

APOLLO GLOBAL MANAGEMENT, INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (UNAUDITED)

			Three months ended September 30,												Nine months ended September 30,
(In millions)			2024						2023						2024						2023
Net income (loss)			$	1,769					$	640					$	4,711					$	2,928
Other comprehensive income (loss), before tax
Unrealized investment gains (losses) on available-for-sale securities			5,477						(3,155)						3,760						(1,767)
Unrealized gains (losses) on hedging instruments			221						(213)						229						(280)
Remeasurement gains (losses) on future policy benefits related to discount rate			(2,263)						1,317						(832)						1,328
Remeasurement gains (losses) on market risk benefits related to credit risk			(93)						(254)						(87)						(220)
Foreign currency translation and other adjustments			61						(34)						22						(1)
Other comprehensive income (loss), before tax			3,403						(2,339)						3,092						(940)
Income tax expense (benefit) related to other comprehensive income (loss)			682						(476)						634						(175)
Other comprehensive income (loss)			2,721						(1,863)						2,458						(765)
Comprehensive income (loss)			4,490						(1,223)						7,169						2,163
Comprehensive (income) loss attributable to non-controlling interests			(1,332)						199						(1,976)						(635)
Comprehensive income (loss) attributable to Apollo Global Management, Inc.			$	3,158					$	(1,024)					$	5,193					$	1,528
See accompanying notes to the unaudited condensed consolidated financial statements.

APOLLO GLOBAL MANAGEMENT, INC.

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY (UNAUDITED)

			For the three and nine months ended September 30, 2023
			Apollo Global Management, Inc. Stockholders
(In millions)			Common Stock						Series A Mandatory Convertible Preferred Stock						Additional Paid in Capital						Retained Earnings (Accumulated Deficit)						Accumulated Other Comprehensive Income (Loss)						Total Apollo Global Management, Inc. Stockholders’ Equity (Deficit)						Non-Controlling Interests						Total Equity
Balance at July 1, 2023			567						$	—					$	14,468					$	153					$	(6,392)					$	8,229					$	8,813					$	17,042
Other changes in equity of non-controlling interests			—						—						—						—						—						—						(95)						(95)
Accretion of redeemable non-controlling interests			—						—						(2)						—						—						(2)						—						(2)
Equity issued in connection with Mandatory Convertible Preferred Stock offering			—						1,397						—						—						—						1,397						—						1,397
Capital increase related to equity-based compensation			—						—						119						—						—						119						—						119
Capital contributions			—						—						—						—						—						—						1,037						1,037
Dividends/distributions			—						(22)						—						(256)						—						(278)						(330)						(608)
Payments related to issuances of common stock for equity-based awards			1						—						9						(22)						—						(13)						—						(13)
Stock option exercises			—						—						6						—						—						6						—						6
Redemption of subsidiary equity interests			—						—						(5)						—						—						(5)						(575)						(580)
Subsidiary issuance of equity interests			—						—						10						—						3						13						585						598
Net income (loss)			—						22						—						660						—						682						(45)						637
Other comprehensive income (loss)			—						—						—						—						(1,706)						(1,706)						(157)						(1,863)
Balance at September 30, 2023			568						$	1,397					$	14,605					$	535					$	(8,095)					$	8,442					$	9,233					$	17,675
Balance at January 1, 2023			570						$	—					$	14,982					$	(1,007)					$	(7,335)					$	6,640					$	7,726					$	14,366
Other changes in equity of non-controlling interests			—						—						—						—						—						—						(250)						(250)
Accretion of redeemable non-controlling interests			—						—						(17)						(1)						—						(18)						—						(18)
Equity issued in connection with Mandatory Convertible Preferred Stock offering			—						1,397						—						—						—						1,397						—						1,397
Capital increase related to equity-based compensation			—						—						364						—						—						364						—						364
Capital contributions			—						—						—						—						—						—						1,766						1,766
Dividends/distributions			—						(22)						(239)						(514)						—						(775)						(616)						(1,391)
Payments related to issuances of common stock for equity-based awards			6						—						32						(212)						—						(180)						—						(180)
Repurchase of common stock			(8)						—						(538)						—						—						(538)						—						(538)
Stock option exercises			—						—						16						—						—						16						—						16
Redemption of subsidiary equity interests			—						—						(5)						—						—						(5)						(575)						(580)
Subsidiary issuance of equity interests			—						—						10						—						3						13						585						598
Net income (loss)			—						22						—						2,269						—						2,291						599						2,890
Other comprehensive income (loss)			—						—						—						—						(763)						(763)						(2)						(765)
Balance at September 30, 2023			568						$	1,397					$	14,605					$	535					$	(8,095)					$	8,442					$	9,233					$	17,675
(Continued)

APOLLO GLOBAL MANAGEMENT, INC.

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY (UNAUDITED)

			For the three and nine months ended September 30, 2024
			Apollo Global Management, Inc. Stockholders
(In millions)			Common Stock						Series A Mandatory Convertible Preferred Stock						Additional Paid in Capital						Retained Earnings (Accumulated Deficit)						Accumulated Other Comprehensive Income (Loss)						Total Apollo Global Management, Inc. Stockholders’ Equity (Deficit)						Non-Controlling Interests						Total Equity
Balance at July 1, 2024			570						$	1,398					$	15,319					$	4,376					$	(5,820)					$	15,273					$	13,127					$	28,400
Consolidation/deconsolidation of VIEs			—						—						—						—						—						—						10						10
Other changes in equity of non-controlling interests			—						—						—						—						—						—						2						2
Accretion of redeemable non-controlling interests			—						—						(1)						—						—						(1)						—						(1)
Capital increase related to equity-based compensation			—						—						126						—						—						126						—						126
Capital contributions			—						—						—						—						—						—						479						479
Dividends/distributions			—						(24)						—						(277)						—						(301)						(1,293)						(1,594)
Payments related to issuances of common stock for equity-based awards			—						—						13						(21)						—						(8)						—						(8)
Repurchase of common stock			(4)						—						(457)						—						—						(457)						—						(457)
Stock option exercises			—						—						1						—						—						1						—						1
Subsidiary issuance of equity interests			—						—						72						—						—						72						6						78
Net income (loss)			—						24						—						787						—						811						958						1,769
Other comprehensive income (loss)			—						—						—						—						2,347						2,347						374						2,721
Balance at September 30, 2024			566						$	1,398					$	15,073					$	4,865					$	(3,473)					$	17,863					$	13,663					$	31,526
Balance at January 1, 2024			568						$	1,398					$	15,249					$	2,972					$	(5,575)					$	14,044					$	11,189					$	25,233
Consolidation/deconsolidation of VIEs			—						—						—						—						—						—						(40)						(40)
Other changes in equity of non-controlling interests			—						—						—						—						—						—						5						5
Issuance of common stock related to equity transactions			1						—						84						—						—						84						—						84
Accretion of redeemable non-controlling interests			—						—						(2)						—						—						(2)						—						(2)
Capital increase related to equity-based compensation			—						—						425						—						—						425						—						425
Capital contributions			—						—						—						—						—						—						2,481						2,481
Dividends/distributions			—						(73)						—						(815)						—						(888)						(1,954)						(2,842)
Payments related to issuances of common stock for equity-based awards			4						—						24						(310)						—						(286)						—						(286)
Repurchase of common stock			(7)						—						(792)						—						—						(792)						—						(792)
Stock option exercises			—						—						13						—						—						13						—						13
Subsidiary issuance of equity interests			—						—						72						—						—						72						6						78
Net income (loss)			—						73						—						3,018						—						3,091						1,620						4,711
Other comprehensive income (loss)			—						—						—						—						2,102						2,102						356						2,458
Balance at September 30, 2024			566						$	1,398					$	15,073					$	4,865					$	(3,473)					$	17,863					$	13,663					$	31,526
(Concluded)
See accompanying notes to the unaudited condensed consolidated financial statements.

APOLLO GLOBAL MANAGEMENT, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

			Nine months ended September 30,
(In millions)			2024						2023
Cash Flows from Operating Activities
Net Income (Loss)			$	4,711					$	2,928
Adjustments to Reconcile Net Income (Loss) to Net Cash Provided by Operating Activities:
Equity-based compensation			478						422
Net investment income			(1,010)						(958)
Net recognized (gains) losses on investments and derivatives			(3,607)						318
Depreciation and amortization			779						586
Net amortization (accretion) of net investment premiums, discount and other			(47)						70
Policy acquisition costs deferred			(1,191)						(1,040)
Other non-cash amounts included in net income (loss), net			210						(349)
Changes in consolidation			248						(53)
Changes in operating assets and liabilities:
Purchases of investments by Funds and VIEs			(4,836)						(4,761)
Proceeds from sale of investments by Funds and VIEs			4,738						3,781
Interest sensitive contract liabilities			4,948						1,485
Future policy benefits, market risk benefits and reinsurance recoverable			(1,135)						2,917
Other assets and liabilities, net			(1,029)						(1,088)
Net cash provided by operating activities			$	3,257					$	4,258
Cash Flows from Investing Activities
Purchases of investments and contributions to equity method investments			$	(3,402)					$	(2,719)
Purchases of available-for-sale securities			(63,058)						(24,568)
Purchases of mortgage loans			(19,319)						(14,398)
Purchases of investment funds			(1,895)						(2,221)
Purchases of U.S. Treasury securities			—						(490)
Purchases of derivatives instruments and other investments			(2,845)						(5,242)
Sales, maturities and repayments of investments and distributions from equity method investments			45,089						21,565
Other investing activities, net			(121)						354
Net cash used in investing activities			$	(45,551)					$	(27,719)
Cash Flows from Financing Activities
Issuance of debt			$	6,124					$	3,821
Repayment of debt			(4,494)						(2,769)
Redemption of subsidiary equity interests			—						(575)
Repurchase of common stock			(788)						(535)
Common stock dividends			(815)						(753)
Preferred stock dividends			(73)						—
Distributions paid to non-controlling interests			(859)						(596)
Contributions from non-controlling interests			2,476						1,766
Distributions to redeemable non-controlling interests			—						(798)
Issuance of Mandatory Convertible Preferred Stock, net of issuance costs			—						1,397
Deposits on investment-type policies and contracts			57,013						35,168
Withdrawals on investment-type policies and contracts			(16,054)						(10,229)
Subsidiary issuance of equity interests to non-controlling interests			—						632
Net change in cash collateral posted for derivative transactions and securities to repurchase			416						945
Other financing activities, net			(719)						(716)
Net cash provided by financing activities			$	42,227					$	26,758
Effect of exchange rate changes on cash and cash equivalents			3						2
									(Continued)

APOLLO GLOBAL MANAGEMENT, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

			Nine months ended September 30,
(In millions)			2024						2023
Net Increase (Decrease) in Cash and Cash Equivalents, Restricted Cash and Cash Held at Consolidated Variable Interest Entities			(64)						3,299
Cash and Cash Equivalents, Restricted Cash and Cash Equivalents, and Cash and Cash Equivalents Held at Consolidated Variable Interest Entities, Beginning of Period			17,691						11,128
Cash and Cash Equivalents, Restricted Cash and Cash Equivalents, and Cash and Cash Equivalents Held at Consolidated Variable Interest Entities, End of Period			$	17,627					$	14,427
Supplemental Disclosure of Cash Flow Information
Cash paid for taxes			$	639					$	162
Cash paid for interest			611						533
Non-cash transactions
Non-Cash Investing Activities
Asset Management and Other
Distributions from principal investments			8						1
Purchases of other investments, at fair value			11						5
Retirement Services
Investments received from settlements on reinsurance agreements			48						164
Investments received from pension group annuity premiums			521						4,776
Reduction in investments relating to recapture of reinsurance agreement			—						482
Non-Cash Financing Activities
Asset Management and Other
Capital increases related to equity-based compensation			393						328
Issuance of restricted shares			24						32
Subsidiary issuance of equity interest			72						—
Issuance of common stock related to equity transactions			12						—
Retirement Services
Deposits on investment-type policies and contracts through reinsurance agreements, net assumed (ceded)			(3,152)						78
Withdrawals on investment-type policies and contracts through reinsurance agreements, net assumed (ceded)			6,092						10,212
Distribution of investments to non-controlling interests of consolidated variable interest entities			1,107						—
Supplemental Disclosure of Cash Flow Information of Consolidated VIEs
Cash Flows from Operating Activities
Purchases of investments - Asset Management			(4,836)						(4,760)
Proceeds from sale of investments - Asset Management			4,738						3,781
Cash Flows from Investing Activities
Purchases of investments - Retirement Services			(2,346)						(2,023)
Proceeds from sale of investments - Retirement Services			334						352
Cash Flows from Financing Activities
Issuance of debt			4,035						3,183
Principal repayment of debt			(3,922)						(2,768)
Distributions paid to non-controlling interests			(73)						(58)
Contributions from non-controlling interests			1,646						1,437
Distributions to redeemable non-controlling interests			—						(798)
									(Continued)

APOLLO GLOBAL MANAGEMENT, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

			Nine months ended September 30,
(In millions)			2024						2023
Changes in Consolidation
Investments, at fair value			148						(1,136)
Other assets			19						(1)
Debt, at fair value			(223)						—
Notes payable			20						1,068
Other liabilities			(169)						22
Non-controlling interest			41						5
Equity			(84)						95
Reconciliation of Cash and Cash Equivalents, Restricted Cash and Cash Equivalents, and Cash and Cash Equivalents Held at Consolidated Variable Interest Entities to the Condensed Consolidated Statements of Financial Condition:
Cash and cash equivalents			$	16,253					$	12,346
Restricted cash and cash equivalents			967						1,492
Cash and cash equivalents held at consolidated variable interest entities			407						589
Total Cash and Cash Equivalents, Restricted Cash and Cash Equivalents, and Cash and Cash Equivalents Held at Consolidated Variable Interest Entities			$	17,627					$	14,427
									(Concluded)
See accompanying notes to the unaudited condensed consolidated financial statements.

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

1. Organization

Apollo Global Management, Inc. together with its consolidated subsidiaries (collectively, “Apollo” or the “Company”) is a high-growth, global alternative asset manager and a retirement services provider. Its asset management business focuses on two investing strategies: credit and equity. Through its asset management business, Apollo raises, invests and manages funds, accounts and other vehicles, on behalf of some of the world’s most prominent pension, endowment and sovereign wealth funds and insurance companies, as well as other institutional and individual investors. Apollo’s retirement services business is conducted by Athene, a leading financial services company that specializes in issuing, reinsuring and acquiring retirement savings products for the increasing number of individuals and institutions seeking to fund retirement needs.

2. Summary of Significant Accounting Policies

Basis of Presentation and Consolidation

The accompanying unaudited condensed consolidated financial statements are prepared in accordance with U.S. GAAP for interim financial information and the SEC’s rules and regulations for Form 10-Q and Article 10 of Regulation S-X. Certain disclosures included in the annual audited financial statements have been condensed or omitted as they are not required for interim financial statements under U.S. GAAP and the rules of the SEC. The operating results presented for interim periods are not necessarily indicative of the results that may be expected for any other interim period or for the entire year. These condensed consolidated financial statements should be read in conjunction with the annual audited financial statements included in the 2023 Annual Report.

The results of the Company and its subsidiaries are presented on a consolidated basis. Any ownership interest other than the Company’s interest in its subsidiaries is reflected as a non-controlling interest. Intercompany accounts and transactions have been eliminated. Management believes it has made all necessary adjustments (consisting only of normal recurring items) so that the condensed consolidated financial statements are presented fairly and that any estimates made are reasonable and prudent. Certain reclassifications have been made to previously reported amounts to conform to the current period’s presentation.

The Company’s principal subsidiaries, AAM and AHL, together with their subsidiaries, operate an asset management business and a retirement services business, respectively, which possess distinct characteristics. As a result, the Company’s financial statement presentation is organized into two tiers: asset management and retirement services. The Company believes that separate presentation provides a more informative view of the Company’s consolidated financial condition and results of operations than an aggregated presentation.

Deferred Revenue

Apollo records deferred revenue, which is a type of contract liability, when consideration is received in advance of management services provided. Deferred revenue is reversed and recognized as revenue over the period that the agreed upon services are performed. It is included in accounts payable, accrued expenses, and other liabilities in the condensed consolidated statements of financial condition. There was $154 million of revenue recognized during the nine months ended September 30, 2024 that was previously deferred as of January 1, 2024.

Recently Issued Accounting Pronouncements

Segment Reporting – Improvements to Reporting Segment Disclosures (ASU 2023-07)

In November 2023, the FASB issued guidance to incrementally add disclosures for public entities’ reporting segments including significant segment expenses and other segment items.

The guidance is mandatorily effective for the Company in its 2024 annual report and in interim periods in 2025; however, early adoption is permitted. The Company will adopt the new standard in its annual report for the year ended December 31, 2024, and expects the impact on the consolidated financial statements to be immaterial.

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Income Taxes—Improvements to Income Tax Disclosures (ASU 2023-09)

In December 2023, the FASB made amendments to update disclosures on income taxes including rate reconciliation, income taxes paid, and certain amendments on disaggregation by federal, state, and foreign taxes, as relevant.

The guidance is mandatorily effective for the Company for annual periods beginning in 2025; however, early adoption is permitted. The Company is currently evaluating the impact of the new standard on its consolidated financial statements.

Intangibles—Goodwill and Other—Crypto Assets Accounting for and Disclosure of Crypto Assets (ASU 2023-08)

In December 2023, the FASB issued amendments on the accounting for and disclosure of crypto assets. The guidance requires assets that meet certain conditions be accounted for at fair value with changes in fair value recognized in net income. The ASU also requires disclosures about significant holdings, contractual sale restrictions, and changes during the reporting period.

The guidance is mandatorily effective for the Company on January 1, 2025, and early adoption is permitted. The Company is currently evaluating the impact of the new standard on its consolidated financial statements.

Business Combinations – Joint Venture Formations (ASU 2023-05)

The amendments in this update address how a joint venture initially recognizes and measures contributions received at its formation date. The amendments require a joint venture to apply a new basis of accounting upon formation and to initially recognize its assets and liabilities at fair value.

The guidance is effective prospectively for all joint ventures formed on or after January 1, 2025, while retrospective application may be elected for a joint venture formed before the effective date. Early adoption is permitted. The Company is currently evaluating the impact of the new standard on its consolidated financial statements.

Compensation – Stock Compensation (ASU 2024-01)

In March 2024, the FASB issued guidance in ASU 2024-01 that clarifies how an entity determines whether it is required to account for profits interest awards (and similar awards) in accordance with ASC 718 or other guidance. The ASU provides specific examples on when a profits interest award should be accounted for as a share-based payment arrangement under ASC 718 or in a manner similar to a cash bonus or profit-sharing arrangement under ASC 710 or other ASC topics.

The guidance is mandatorily effective for the Company on January 1, 2025, and early adoption is permitted. The Company is currently evaluating the impact of the new pronouncement on its consolidated financial statements.

Recently Adopted Accounting Pronouncements

Investments– Equity Method and Joint Ventures (ASU 2023-02)

In March 2023, the FASB issued guidance to introduce the option of applying the proportional amortization method (“PAM”) to account for investments made primarily for the purpose of receiving income tax credits or other income tax benefits when certain requirements are met. Previously, PAM only applied to low-income housing tax credit investments.

The Company early adopted the guidance on October 1, 2023, and there was no impact to the condensed consolidated financial statements upon adoption.

Fair Value Measurement — Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions (ASU 2022-03)

In June 2022, the FASB issued clarifying guidance that a restriction which is a characteristic of the holding entity rather than a characteristic of the equity security itself should not be considered in its fair value measurement. As a result, the Company is required to measure the fair value of equity securities subject to contractual restrictions attributable to the holding entity on the basis of the market price of the same equity security without those contractual restrictions. Companies are not permitted to

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

recognize a contractual sale restriction attributable to the holding entity as a separate unit of account. The guidance also requires disclosures for these equity securities.

The Company early adopted the guidance on July 1, 2023. The Company applied the guidance on a prospective basis, and there was no impact to the condensed consolidated financial statements upon adoption.

Reference Rate Reform (Topic 848) — Deferral of the Sunset Date of Topic 848 (ASU 2022-06, ASU 2021-01, ASU 2020-04)

The Company adopted ASU 2020-04 and ASU 2021-01 and elected to apply certain of the practical expedients related to contract modifications, hedge accounting relationships, and derivative modifications pertaining to discounting, margining, or contract price alignment. The main purpose of the practical expedients is to ease the administrative burden of accounting for contracts impacted by reference rate reform, and these elections did not have, and are not expected to have, a material impact on the condensed consolidated financial statements. ASU 2022-06 amended and deferred the sunset date of Topic 848 from December 31, 2022 to December 31, 2024, after which the Company will no longer be permitted to apply the expedients provided in Topic 848. The Company will continue to evaluate the impact of reference rate reform on contract modifications and hedging relationships.

3. Investments

The following table outlines the Company’s investments:

(In millions)			September 30, 2024						December 31, 2023
Asset Management
Investments, at fair value			$	1,388					$	1,489
Equity method investments			1,109						1,072
Performance allocations			3,005						2,941
Other investments			358						—
Total Investments – Asset Management			5,860						5,502
Retirement Services
AFS securities, at fair value			$	182,247					$	148,347
Trading securities, at fair value			2,303						2,544
Equity securities			1,549						1,611
Mortgage loans, at fair value			59,932						45,396
Investment funds			1,711						1,741
Policy loans			320						334
Funds withheld at interest			26,675						30,833
Derivative assets			7,529						5,298
Short-term investments			1,426						1,288
Other investments			2,075						1,549
Total Investments, including related parties – Retirement Services			285,767						238,941
Total Investments			$	291,627					$	244,443

Asset Management

Net Gains (Losses) from Investment Activities

The following outlines realized and net change in unrealized gains (losses) reported in net gains (losses) from investment activities:

			Three months ended September 30,												Nine months ended September 30,
(In millions)			2024						2023						2024						2023
Realized gains (losses) on sales of investments, net			$	1					$	(3)					$	1					$	(4)
Net change in unrealized gains (losses) due to changes in fair value			14						(29)						32						(10)
Net gains (losses) from investment activities			$	15					$	(32)					$	33					$	(14)

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Performance Allocations

Performance allocations receivable is recorded within investments in the condensed consolidated statements of financial condition. The table below provides a roll forward of the performance allocations balance:

(In millions)			Total
Performance allocations, January 1, 2024			$	2,941
Change in fair value of funds			880
Fund distributions to the Company			(816)
Performance allocations, September 30, 2024			$	3,005

The change in fair value of funds excludes the general partner obligation to return previously distributed performance allocations, which is recorded in due to related parties in the condensed consolidated statements of financial condition.

The timing of the payment of performance allocations due to the general partner or investment manager varies depending on the terms of the applicable fund agreements. Generally, performance allocations with respect to the private equity funds and certain credit and real assets funds are payable and are distributed to the fund’s general partner upon realization of an investment if the fund’s cumulative returns are in excess of the preferred return.

Retirement Services

AFS Securities

The following table represents the amortized cost, allowance for credit losses, gross unrealized gains and losses and fair value of Athene’s AFS investments by asset type:

			September 30, 2024
(In millions)			Amortized Cost						Allowance for Credit Losses						Gross Unrealized Gains						Gross Unrealized Losses						Fair Value
AFS securities
U.S. government and agencies			$	7,501					$	—					$	84					$	(824)					$	6,761
U.S. state, municipal and political subdivisions			1,175						—						2						(200)						977
Foreign governments			2,088						—						44						(374)						1,758
Corporate			95,432						(168)						1,309						(8,963)						87,610
CLO			27,362						(1)						437						(188)						27,610
ABS			22,488						(74)						500						(444)						22,470
CMBS			9,704						(57)						112						(395)						9,364
RMBS			8,502						(377)						338						(328)						8,135
Total AFS securities			174,252						(677)						2,826						(11,716)						164,685
AFS securities – related parties
Corporate			1,295						—						7						(23)						1,279
CLO			5,763						—						41						(24)						5,780
ABS			10,725						(1)						40						(261)						10,503
Total AFS securities – related parties			17,783						(1)						88						(308)						17,562
Total AFS securities, including related parties			$	192,035					$	(678)					$	2,914					$	(12,024)					$	182,247

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

			December 31, 2023
(In millions)			Amortized Cost						Allowance for Credit Losses						Gross Unrealized Gains						Gross Unrealized Losses						Fair Value
AFS securities
U.S. government and agencies			$	6,161					$	—					$	67					$	(829)					$	5,399
U.S. state, municipal and political subdivisions			1,296						—						—						(250)						1,046
Foreign governments			2,083						—						71						(255)						1,899
Corporate			88,343						(129)						830						(10,798)						78,246
CLO			20,506						(2)						261						(558)						20,207
ABS			13,942						(49)						120						(630)						13,383
CMBS			7,070						(29)						52						(502)						6,591
RMBS			8,160						(381)						252						(464)						7,567
Total AFS securities			147,561						(590)						1,653						(14,286)						134,338
AFS securities – related parties
Corporate			1,423						—						1						(72)						1,352
CLO			4,367						—						21						(120)						4,268
ABS			8,665						(1)						34						(309)						8,389
Total AFS securities – related parties			14,455						(1)						56						(501)						14,009
Total AFS securities, including related parties			$	162,016					$	(591)					$	1,709					$	(14,787)					$	148,347

The amortized cost and fair value of AFS securities, including related parties, are shown by contractual maturity below:

			September 30, 2024
(In millions)			Amortized Cost						Fair Value
AFS securities
Due in one year or less			$	2,407					$	2,394
Due after one year through five years			19,358						19,138
Due after five years through ten years			27,393						26,016
Due after ten years			57,038						49,558
CLO, ABS, CMBS and RMBS			68,056						67,579
Total AFS securities			174,252						164,685
AFS securities – related parties
Due after one year through five years			1,028						1,024
Due after five years through ten years			43						45
Due after ten years			224						210
CLO and ABS			16,488						16,283
Total AFS securities – related parties			17,783						17,562
Total AFS securities, including related parties			$	192,035					$	182,247

Actual maturities can differ from contractual maturities as borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Unrealized Losses on AFS Securities

The following summarizes the fair value and gross unrealized losses for AFS securities, including related parties, for which an allowance for credit losses has not been recorded, aggregated by asset type and length of time the fair value has remained below amortized cost:

			September 30, 2024
			Less than 12 months												12 months or more												Total
(In millions)			Fair Value						Gross Unrealized Losses						Fair Value						Gross Unrealized Losses						Fair Value						Gross Unrealized Losses
AFS securities
U.S. government and agencies			$	1,031					$	(6)					$	3,795					$	(818)					$	4,826					$	(824)
U.S. state, municipal and political subdivisions			22						(1)						893						(198)						915						(199)
Foreign governments			886						(134)						737						(239)						1,623						(373)
Corporate			7,810						(314)						45,086						(8,624)						52,896						(8,938)
CLO			3,742						(7)						3,146						(131)						6,888						(138)
ABS			435						(93)						4,319						(258)						4,754						(351)
CMBS			918						(5)						2,074						(341)						2,992						(346)
RMBS			270						(4)						1,201						(102)						1,471						(106)
Total AFS securities			15,114						(564)						61,251						(10,711)						76,365						(11,275)
AFS securities – related parties
Corporate			109						—						368						(23)						477						(23)
CLO			680						(1)						690						(20)						1,370						(21)
ABS			2,403						(34)						3,398						(213)						5,801						(247)
Total AFS securities – related parties			3,192						(35)						4,456						(256)						7,648						(291)
Total AFS securities, including related parties			$	18,306					$	(599)					$	65,707					$	(10,967)					$	84,013					$	(11,566)

			December 31, 2023
			Less than 12 months												12 months or more												Total
(In millions)			Fair Value						Gross Unrealized Losses						Fair Value						Gross Unrealized Losses						Fair Value						Gross Unrealized Losses
AFS securities
U.S. government and agencies			$	2,013					$	(94)					$	2,389					$	(735)					$	4,402					$	(829)
U.S. state, municipal and political subdivisions			123						(5)						888						(245)						1,011						(250)
Foreign governments			690						(13)						760						(242)						1,450						(255)
Corporate			7,752						(474)						50,028						(10,311)						57,780						(10,785)
CLO			689						(2)						11,579						(543)						12,268						(545)
ABS			2,129						(75)						4,378						(458)						6,507						(533)
CMBS			859						(12)						1,967						(406)						2,826						(418)
RMBS			467						(9)						2,057						(263)						2,524						(272)
Total AFS securities			14,722						(684)						74,046						(13,203)						88,768						(13,887)
AFS securities – related parties
Corporate			548						(35)						382						(37)						930						(72)
CLO			397						(16)						2,592						(102)						2,989						(118)
ABS			2,008						(66)						2,793						(225)						4,801						(291)
Total AFS securities – related parties			2,953						(117)						5,767						(364)						8,720						(481)
Total AFS securities, including related parties			$	17,675					$	(801)					$	79,813					$	(13,567)					$	97,488					$	(14,368)

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

The following summarizes the number of AFS securities that were in an unrealized loss position, including related parties, for which an allowance for credit losses has not been recorded:

			September 30, 2024
			Unrealized Loss Position						Unrealized Loss Position 12 Months or More
AFS securities			7,058						6,167
AFS securities – related parties			139						62

The unrealized losses on AFS securities can primarily be attributed to changes in market interest rates since acquisition. Athene did not recognize the unrealized losses in income, unless as required for hedge accounting, as it intends to hold these securities and it is not more likely than not it will be required to sell a security before the recovery of its amortized cost.

Allowance for Credit Losses

The following table summarizes the activity in the allowance for credit losses for AFS securities by asset type:

			Three months ended September 30, 2024
									Additions												Reductions
(In millions)			Beginning balance						Initial credit losses						Initial credit losses on PCD securities						Securities sold during the period									Additions (reductions) to previously impaired securities						Ending balance
AFS securities
Corporate			$	168					$	—					$	—					$	—								$	—					$	168
CLO			—						1						—						—									—						1
ABS			67						13						—						(14)									8						74
CMBS			57						1						—						—									(1)						57
RMBS			378						5						—						(4)									(2)						377
Total AFS securities			670						20						—						(18)									5						677
AFS securities – related parties, ABS			1						—						—						—									—						1
Total AFS securities, including related parties			$	671					$	20					$	—					$	(18)								$	5					$	678

			Three months ended September 30, 2023
									Additions												Reductions
(In millions)			Beginning balance						Initial credit losses						Initial credit losses on PCD securities						Securities sold during the period									Additions (reductions) to previously impaired securities						Ending balance
AFS securities
Foreign governments			$	27					$	—					$	—					$	—								$	—					$	27
Corporate			73						67						—						(2)									2						140
CLO			3						—						—						—									—						3
ABS			35						1						—						(4)									(2)						30
CMBS			6						1						—						—									—						7
RMBS			377						4						1						(5)									(6)						371
Total AFS securities			521						73						1						(11)									(6)						578
AFS securities – related parties, ABS			1						—						—						—									—						1
Total AFS securities, including related parties			$	522					$	73					$	1					$	(11)								$	(6)					$	579

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

			Nine months ended September 30, 2024
									Additions												Reductions
(In millions)			Beginning balance						Initial credit losses						Initial credit losses on PCD securities						Securities sold during the period												Additions (reductions) to previously impaired securities						Ending balance
AFS securities
Corporate			$	129					$	48					$	—					$	(8)											$	(1)					$	168
CLO			2						1						—						—												(2)						1
ABS			49						25						—						(15)												15						74
CMBS			29						27						—						—												1						57
RMBS			381						10						—						(14)												—						377
Total AFS securities			590						111						—						(37)												13						677
AFS securities – related parties, ABS			1						—						—						—												—						1
Total AFS securities, including related parties			$	591					$	111					$	—					$	(37)											$	13					$	678

			Nine months ended September 30, 2023
									Additions												Reductions
(In millions)			Beginning balance						Initial credit losses						Initial credit losses on PCD securities						Securities sold during the period												Additions (reductions) to previously impaired securities						Ending balance
AFS securities
Foreign governments			$	27					$	—					$	—					$	—											$	—					$	27
Corporate			61						88						—						(8)												(1)						140
CLO			7						1						—						—												(5)						3
ABS			29						2						—						(4)												3						30
CMBS			5						4						—						—												(2)						7
RMBS			329						15						40						(13)												—						371
Total AFS securities			458						110						40						(25)												(5)						578
AFS securities – related parties
CLO			1						—						—						—												(1)						—
ABS			—						1						—						—												—						1
Total AFS securities – related parties			1						1						—						—												(1)						1
Total AFS securities, including related parties			$	459					$	111					$	40					$	(25)											$	(6)					$	579

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Net Investment Income

Net investment income by asset class consists of the following:

			Three months ended September 30,												Nine months ended September 30,
(In millions)			2024						2023						2024						2023
AFS securities			$	2,519					$	1,822					$	6,996					$	4,940
Trading securities			40						44						125						130
Equity securities			19						14						65						54
Mortgage loans			1,007						642						2,711						1,632
Investment funds			45						(15)						35						46
Funds withheld at interest			279						486						1,001						1,368
Other			217						213						617						620
Investment revenue			4,126						3,206						11,550						8,790
Investment expenses			(25)						(40)						(69)						(64)
Net investment income			$	4,101					$	3,166					$	11,481					$	8,726

Investment Related Gains (Losses)

Investment related gains (losses) by asset class consists of the following:

			Three months ended September 30,												Nine months ended September 30,
(In millions)			2024						2023						2024						2023
AFS securities1
Gross realized gains on investment activity			$	744					$	55					$	936					$	379
Gross realized losses on investment activity			(237)						(431)						(802)						(647)
Net realized investment gains (losses) on AFS securities			507						(376)						134						(268)
Net recognized investment gains (losses) on trading securities			119						(137)						21						(105)
Net recognized investment gains (losses) on equity securities			38						(3)						65						(34)
Net recognized investment gains (losses) on mortgage loans			1,139						(911)						874						(838)
Derivative gains (losses)			1,608						(1,480)						2,486						(66)
Provision for credit losses			(14)						(60)						(114)						(237)
Other gains (losses)			(1,858)						343						(384)						355
Investment related gains (losses)			$	1,539					$	(2,624)					$	3,082					$	(1,193)
1 Includes the effects of recognized gains or losses on AFS securities associated with designated hedges.

Proceeds from sales of AFS securities were $8,539 million and $724 million for the three months ended September 30, 2024 and 2023, respectively, and $19,305 million and $3,918 million for the nine months ended September 30, 2024 and 2023, respectively.

The following table summarizes the change in unrealized gains (losses) on trading and equity securities held as of the respective period end:

			Three months ended September 30,												Nine months ended September 30,
(In millions)			2024						2023						2024						2023
Trading securities			$	83					$	(75)					$	42					$	(35)
Trading securities – related parties			(1)						3						(2)						3
Equity securities			28						6						56						9
Equity securities – related parties			10						(9)						2						(16)

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Repurchase Agreements

The following table summarizes the remaining contractual maturities of repurchase agreements, which are included in payables for collateral on derivatives and securities to repurchase on the condensed consolidated statements of financial condition:

(In millions)			September 30, 2024						December 31, 2023
Less than 30 days			$	—					$	686
91 days to 1 year			1,097						—
Greater than 1 year			1,569						3,167
Payables for repurchase agreements			$	2,666					$	3,853

The following table summarizes the securities pledged as collateral for repurchase agreements:

			September 30, 2024												December 31, 2023
(In millions)			Amortized Cost						Fair Value						Amortized Cost						Fair Value
AFS securities
Foreign governments			$	155					$	113					$	137					$	99
Corporate			1,770						1,549						2,735						2,307
CLO			587						589						580						579
ABS			597						559						1,207						1,086
Total securities pledged under repurchase agreements			$	3,109					$	2,810					$	4,659					$	4,071

Reverse Repurchase Agreements

As of September 30, 2024 and December 31, 2023, amounts loaned under reverse repurchase agreements were $1,017 million and $947 million, respectively, and the fair value of the collateral, comprised primarily of asset-backed securities and commercial mortgage loans, was $2,347 million and $1,504 million, respectively.

Mortgage Loans, including related parties and consolidated VIEs

Mortgage loans include both commercial and residential loans. Athene has elected the fair value option on its mortgage loan portfolio. See note 6 for further fair value option information. The following represents the mortgage loan portfolio, with fair value option loans presented at unpaid principal balance:

(In millions)			September 30, 2024						December 31, 2023
Commercial mortgage loans			$	32,066					$	27,630
Commercial mortgage loans under development			1,722						1,228
Total commercial mortgage loans			33,788						28,858
Mark to fair value			(1,926)						(2,246)
Commercial mortgage loans			31,862						26,612
Residential mortgage loans			30,616						21,894
Mark to fair value			(320)						(937)
Residential mortgage loans			30,296						20,957
Mortgage loans			$	62,158					$	47,569

Athene primarily invests in commercial mortgage loans on income producing properties, including office and retail buildings, apartments, hotels, and industrial properties. Athene diversifies the commercial mortgage loan portfolio by geographic region and property type to reduce concentration risk. Athene evaluates mortgage loans based on relevant current information to confirm if properties are performing at a consistent and acceptable level to secure the related debt.

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

The distribution of commercial mortgage loans, including those under development, by property type and geographic region is as follows:

			September 30, 2024												December 31, 2023
(In millions, except percentages)			Fair Value						Percentage of Total						Fair Value						Percentage of Total
Property type
Apartment			$	11,556					36.3		%				$	9,591					36.0		%
Office building			4,140						13.0		%				4,455						16.7		%
Industrial			6,144						19.3		%				4,143						15.6		%
Hotels			2,941						9.2		%				2,913						11.0		%
Retail			2,447						7.7		%				2,158						8.1		%
Other commercial			4,634						14.5		%				3,352						12.6		%
Total commercial mortgage loans			$	31,862					100.0		%				$	26,612					100.0		%
U.S. region
East North Central			$	1,494					4.7		%				$	1,517					5.7		%
East South Central			443						1.3		%				523						2.0		%
Middle Atlantic			8,497						26.7		%				7,147						26.9		%
Mountain			1,335						4.2		%				1,196						4.5		%
New England			1,126						3.5		%				1,295						4.9		%
Pacific			5,788						18.2		%				4,860						18.3		%
South Atlantic			5,504						17.3		%				4,583						17.2		%
West North Central			228						0.7		%				249						0.9		%
West South Central			1,965						6.2		%				1,228						4.6		%
Total U.S. region			26,380						82.8		%				22,598						85.0		%
International region
United Kingdom			2,638						8.3		%				2,343						8.7		%
Other international1			2,844						8.9		%				1,671						6.3		%
Total international region			5,482						17.2		%				4,014						15.0		%
Total commercial mortgage loans			$	31,862					100.0		%				$	26,612					100.0		%
1 Represents all other countries, with each individual country comprising less than 5% of the portfolio.

Athene’s residential mortgage loan portfolio primarily consists of first lien residential mortgage loans collateralized by properties in various geographic locations and is summarized by proportion of the portfolio in the following table:

			September 30, 2024						December 31, 2023
U.S. States
California			26.2		%				27.6		%
Florida			12.6		%				12.0		%
Texas			7.0		%				6.1		%
New York			5.1		%				5.9		%
Other1			40.2		%				39.4		%
Total U.S. residential mortgage loan percentage			91.1		%				91.0		%
International
United Kingdom			5.1		%				4.0		%
Other1			3.8		%				5.0		%
Total international residential mortgage loan percentage			8.9		%				9.0		%
Total residential mortgage loan percentage			100.0		%				100.0		%
1 Represents all other states or countries, with each individual state or country comprising less than 5% of the portfolio.

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Investment Funds

Athene’s investment fund portfolio strategy primarily focuses on core holdings of strategic origination and retirement services platforms, equity and credit funds, and other funds. Strategic origination platforms include investments sourced by affiliated platforms that originate loans to third parties and in which Athene gains exposure directly to the loan or indirectly through its ownership of the origination platform and/or securitizations of assets originated by the origination platform. Retirement services platforms include investments in equity of financial services companies. The credit strategy is comprised of direct origination, asset-backed, multi credit and opportunistic credit funds focused on generating returns through high-quality credit underwriting and origination. The equity strategy is comprised of private equity, hybrid value, secondaries equity, real estate equity, impact investing platform, infrastructure and clean transition equity funds that raise capital from investors to pursue control-oriented investments across the universe of private assets. Investment funds can meet the definition of VIEs. The investment funds do not specify timing of distributions on the funds’ underlying assets.

The following summarizes Athene’s investment funds, including related parties and consolidated VIEs:

			September 30, 2024												December 31, 2023 1
(In millions, except percentages)			Carrying Value						Percentage of Total						Carrying Value						Percentage of Total
Investment funds
Equity			$	107					0.6		%				$	109					0.6		%
Investment funds – related parties
Strategic origination platforms			28						0.1		%				32						0.2		%
Retirement services platforms			1,287						6.9		%				1,300						7.4		%
Equity			264						1.4		%				267						1.5		%
Credit			16						0.1		%				20						0.1		%
Other			9						—		%				13						0.1		%
Total investment funds – related parties			1,604						8.5		%				1,632						9.3		%
Investment funds – consolidated VIEs
Strategic origination platforms			5,519						29.5		%				4,987						28.4		%
Retirement services platforms			—						—		%				483						2.8		%
Equity			7,730						41.3		%				6,925						39.4		%
Credit			3,077						16.4		%				2,852						16.2		%
Other			702						3.7		%				573						3.3		%
Total investment funds – consolidated VIEs			17,028						90.9		%				15,820						90.1		%
Total investment funds, including related parties and consolidated VIEs			$	18,739					100.0		%				$	17,561					100.0		%
1 Prior period amounts have been reclassified to conform with the current year presentation as a result of aligning the investment fund categories to reflect the Company’s updated investment strategies.

Concentrations—The following table represents Athene’s investment concentrations in excess of 10% of stockholders’ equity:

(In millions)			September 30, 2024
AP Grange Holdings, LLC			$	4,626
Atlas1			3,240
Fox Hedge L.P.			3,050
			December 31, 2023
Wheels1			$	1,591
AT&T Inc.			1,526
1 Related party amounts are representative of single issuer risk and may only include a portion of the total investments associated with a related party. See further discussion of these related parties in note 15.

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

4. Derivatives

The Company uses a variety of derivative instruments to manage risks, primarily equity, interest rate, credit, foreign currency and market volatility. See note 6 for information about the fair value hierarchy for derivatives.

The following table presents the notional amount and fair value of derivative instruments:

			September 30, 2024																		December 31, 2023
			Notional Amount						Fair Value												Notional Amount						Fair Value
(In millions)						Assets						Liabilities									Assets						Liabilities
Derivatives designated as hedges
Foreign currency hedges
Swaps			15,119						$	503					$	345					9,034						$	477					$	230
Forwards			3,691						195						36						6,294						275						102
Interest rate swaps			4,506						56						418						4,468						—						521
Forwards on net investments			218						—						3						219						—						6
Interest rate swaps			21,079						131						40						10,031						29						95
Total derivatives designated as hedges									885						842												781						954
Derivatives not designated as hedges
Equity options			82,762						5,820						127						73,881						3,809						102
Futures			44						119						—						35						72						—
Foreign currency swaps			13,706						223						354						8,072						230						244
Interest rate swaps			1,870						76						1						3,499						81						9
Other swaps			2,591						12						1						2,588						39						1
Foreign currency forwards			40,174						394						1,433						28,236						286						685
Embedded derivatives
Funds withheld, including related parties									(3,111)						80												(4,100)						(64)
Interest sensitive contract liabilities									—						11,996												—						9,059
Total derivatives not designated as hedges									3,533						13,992												417						10,036
Total derivatives									$	4,418					$	14,834											$	1,198					$	10,990

Derivatives Designated as Hedges

Cash Flow Hedges

Athene uses interest rate swaps to convert floating-rate interest payments to fixed-rate interest payments to reduce exposure to interest rate changes. The interest rate swaps will expire by July 2031. During the three months ended September 30, 2024 and 2023, Athene recognized gains of $152 million and $91 million, respectively, in other comprehensive income (“OCI”) associated with these hedges. During the nine months ended September 30, 2024 and 2023, Athene recognized gains of $149 million and losses of $35 million, respectively, in OCI associated with these hedges. There were no amounts deemed ineffective during the three and nine months ended September 30, 2024 and 2023. As of September 30, 2024, no amounts were expected to be reclassified to income within the next 12 months.

Fair Value Hedges

Athene uses foreign currency forward contracts, foreign currency swaps, foreign currency interest rate swaps and interest rate swaps that are designated and accounted for as fair value hedges to hedge certain exposures to foreign currency risk and interest rate risk. The foreign currency forward price is agreed upon at the time of the contract and payment is made at a specified future date.

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

The following represents the carrying amount and the cumulative fair value hedging adjustments included in the hedged assets or liabilities:

			September 30, 2024												December 31, 2023
(In millions)			Carrying amount of the hedged assets or liabilities****1						Cumulative amount of fair value hedging gains (losses)						Carrying amount of the hedged assets or liabilities****1						Cumulative amount of fair value hedging gains (losses)
AFS securities
Foreign currency forwards			$	3,851					$	(13)					$	4,883					$	(15)
Foreign currency swaps			11,588						71						6,820						(141)
Interest sensitive contract liabilities
Foreign currency swaps			2,507						(44)						1,438						19
Foreign currency interest rate swaps			4,220						205						4,010						363
Interest rate swaps			17,483						(121)						6,910						189
1 The carrying amount disclosed for AFS securities is amortized cost.

The following is a summary of the gains (losses) related to the derivatives and related hedged items in fair value hedge relationships:

																					Amounts excluded
(In millions)			Derivatives						Hedged items						Net						Recognized in income through amortization approach						Recognized in income through changes in fair value
Three months ended September 30, 2024
Investment related gains (losses)
Foreign currency forwards			$	(180)					$	184					$	4					$	4					$	8
Foreign currency swaps			(313)						282						(31)						—						—
Foreign currency interest rate swaps			255						(258)						(3)						—						—
Interest rate swaps			382						(386)						(4)						—						—
Interest sensitive contract benefits
Foreign currency interest rate swaps			26						(25)						1						—						—
Three months ended September 30, 2023
Investment related gains (losses)
Foreign currency forwards			$	179					$	(187)					$	(8)					$	21					$	5
Foreign currency swaps			161						(166)						(5)						—						—
Foreign currency interest rate swaps			(90)						95						5						—						—
Interest rate swaps			(74)						63						(11)						—						—
Interest sensitive contract benefits
Foreign currency interest rate swaps			16						(14)						2						—						—

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

																					Amounts excluded
(In millions)			Derivatives						Hedged items						Net						Recognized in income through amortization approach						Recognized in income through changes in fair value
Nine months ended September 30, 2024
Investment related gains (losses)
Foreign currency forwards			$	(1)					$	1					$	—					$	35					$	14
Foreign currency swaps			(158)						144						(14)						—						—
Foreign currency interest rate swaps			132						(135)						(3)						—						—
Interest rate swaps			267						(310)						(43)						—						—
Interest sensitive contract benefits
Foreign currency interest rate swaps			66						(64)						2						—						—
Nine months ended September 30, 2023
Investment related gains (losses)
Foreign currency forwards			$	74					$	(77)					$	(3)					$	66					$	12
Foreign currency swaps			59						(57)						2						—						—
Foreign currency interest rate swaps			(5)						15						10						—						—
Interest rate swaps			(92)						79						(13)						—						—
Interest sensitive contract benefits
Foreign currency interest rate swaps			44						(44)						—						—						—

The following is a summary of the gains (losses) excluded from the assessment of hedge effectiveness that were recognized in OCI:

			Three months ended September 30,												Nine months ended September 30,
(In millions)			2024						2023						2024						2023
Foreign currency forwards			$	13					$	(65)					$	(2)					$	(63)
Foreign currency swaps			56						(239)						82						(182)

Net Investment Hedges

Athene uses foreign currency forwards to hedge the foreign currency exchange rate risk of its investments in subsidiaries that have a reporting currency other than the U.S. dollar. Hedge effectiveness is assessed based on the changes in forward rates. During the three months ended September 30, 2024 and 2023, these derivatives had losses of $14 million and gains of $13 million, respectively. During the nine months ended September 30, 2024 and 2023, these derivatives had losses of $11 million and gains of $5 million, respectively. These derivatives are included in foreign currency translation and other adjustments on the condensed consolidated statements of comprehensive income (loss). As of September 30, 2024 and December 31, 2023, the cumulative foreign currency translations recorded in AOCI related to these net investment hedges were gains of $15 million and $26 million, respectively. During the three and nine months ended September 30, 2024 and 2023, there were no amounts deemed ineffective.

Derivatives Not Designated as Hedges

Equity options

Athene uses equity indexed options to economically hedge fixed indexed annuity products that guarantee the return of principal to the policyholder and credit interest based on a percentage of the gain in a specified market index, primarily the S&P 500. To hedge against adverse changes in equity indices, Athene enters into contracts to buy equity indexed options. The contracts are net settled in cash based on differentials in the indices at the time of exercise and the strike price.

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Futures

Athene purchases futures contracts to hedge the growth in interest credited to the customer as a direct result of increases in the related indices. Athene enters into exchange-traded futures with regulated futures commission clearing brokers who are members of a trading exchange. Under exchange-traded futures contracts, Athene agrees to purchase a specified number of contracts with other parties and to post variation margin on a daily basis in an amount equal to the difference in the daily fair values of those contracts.

Interest rate swaps

Athene uses interest rate swaps to reduce market risks from interest rate changes and to alter interest rate exposure arising from duration mismatches between assets and liabilities. With an interest rate swap, Athene agrees with another party to exchange the difference between fixed-rate and floating-rate interest amounts tied to an agreed-upon notional principal amount at specified intervals.

Other swaps

Other swaps include total return swaps, credit default swaps and swaptions. Athene purchases total rate of return swaps to gain exposure and benefit from a reference asset or index without ownership. Credit default swaps provide a measure of protection against the default of an issuer or allow Athene to gain credit exposure to an issuer or traded index. Athene uses credit default swaps coupled with a bond to synthetically create the characteristics of a reference bond. Swaptions provide an option to enter into an interest rate swap and are used by Athene to hedge against interest rate exposure.

Embedded derivatives

Athene has embedded derivatives which are required to be separated from their host contracts and reported as derivatives. Host contracts include reinsurance agreements structured on a modco or funds withheld basis and indexed annuity products.

The following is a summary of the gains (losses) related to derivatives not designated as hedges:

			Three months ended September 30,												Nine months ended September 30,
(In millions)			2024						2023						2024						2023
Equity options			$	596					$	(951)					$	2,298					$	390
Futures			26						(73)						152						22
Swaps			(126)						(24)						(156)						38
Foreign currency forwards			209						146						(657)						(191)
Embedded derivatives on funds withheld			747						(780)						560						(439)
Amounts recognized in investment related gains (losses)			1,452						(1,682)						2,197						(180)
Embedded derivatives in indexed annuity products1			(275)						1,251						(1,270)						(277)
Total gains (losses) on derivatives not designated as hedges			$	1,177					$	(431)					$	927					$	(457)
1 Included in interest sensitive contract benefits on the condensed consolidated statements of operations.

Credit Risk

The Company may be exposed to credit-related losses in the event of counterparty nonperformance on derivative financial instruments. Generally, the current credit exposure of Athene’s derivative contracts is the fair value at the reporting date less any collateral received from the counterparty.

Athene manages credit risk related to over-the-counter derivatives by entering into transactions with creditworthy counterparties. Where possible, Athene maintains collateral arrangements and uses master netting agreements that provide for a single net payment from one counterparty to another at each due date and upon termination. Athene has also established counterparty exposure limits, where possible, in order to evaluate if there is sufficient collateral to support the net exposure.

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Collateral arrangements typically require the posting of collateral in connection with its derivative instruments. Collateral agreements often contain posting thresholds, some of which may vary depending on the posting party’s financial strength ratings. Additionally, a decrease in Athene’s financial strength rating to a specified level can result in settlement of the derivative position.

The estimated fair value of Athene’s net derivative and other financial assets and liabilities after the application of master netting agreements and collateral were as follows:

									Gross amounts not offset on the condensed consolidated statements of financial condition
(In millions)			Gross amount recognized****1						Financial instruments****2						Collateral (received)/pledged						Net amount						Off-balance sheet securities collateral****3						Net amount after securities collateral
September 30, 2024
Derivative assets			$	7,529					$	(1,739)					$	(5,272)					$	518					$	—					$	518
Derivative liabilities			(2,758)						1,739						1,091						72						1						73
December 31, 2023
Derivative assets			$	5,298					$	(1,497)					$	(3,676)					$	125					$	—					$	125
Derivative liabilities			(1,995)						1,497						848						350						—						350
1 The gross amounts of recognized derivative assets and derivative liabilities are reported on the condensed consolidated statements of financial condition. As of September 30, 2024 and December 31, 2023, amounts not subject to master netting or similar agreements were immaterial.
2 Represents amounts offsetting derivative assets and derivative liabilities that are subject to an enforceable master netting agreement or similar agreement that are not netted against the gross derivative assets or gross derivative liabilities for presentation on the condensed consolidated statements of financial condition.
3 For non-cash collateral received, the Company does not recognize the collateral on the condensed consolidated statements of financial condition unless the obligor (transferor) has defaulted under the terms of the secured contract and is no longer entitled to redeem the pledged asset. Amounts do not include any excess of collateral pledged or received.

5. Variable Interest Entities

A variable interest in a VIE is an investment or other interest that will absorb portions of the VIE’s expected losses and/or receive expected residual returns. Variable interests in consolidated VIEs and unconsolidated VIEs are discussed separately below.

Consolidated VIEs

Consolidated VIEs include certain CLOs and funds managed by the Company and other entities where the Company is deemed the primary beneficiary. In addition, during 2023, consolidated VIEs also included SPACs which were liquidated during the fourth quarter of 2023. See note 15 for further details regarding Apollo’s previously consolidated SPACs.

The assets of consolidated VIEs are not available to creditors of the Company, and the investors in these consolidated VIEs have no recourse against the assets of the Company. Similarly, there is no recourse to the Company for the consolidated VIEs’ liabilities.

Other assets of the consolidated VIEs include interest receivables, receivables from affiliates and reverse repurchase agreements. Other liabilities include debt and short-term payables.

Each series of notes in a respective consolidated VIE participates in distributions from the VIE, including principal and interest from underlying investments. Amounts allocated to the noteholders reflect amounts that would be distributed if the VIE’s affairs were wound up and its assets sold for cash equal to their respective carrying values, its liabilities satisfied in accordance with their terms, and all the remaining amounts distributed to the noteholders. The respective VIEs that issue the notes payable are marked at their prevailing net asset value, which approximates fair value.

Results from certain funds managed by Apollo are reported on a three-month lag based upon the availability of financial information.

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Net Gains (Losses) from Investment Activities of Consolidated Variable Interest Entities—Asset Management

The following table presents net gains (losses) from investment activities of the consolidated VIEs:

			Three months ended September 30,												Nine months ended September 30,
(In millions)			2024****1						2023****1						2024****1						2023****1
Net gains (losses) from investment activities			$	32					$	18					$	25					$	42
Net gains (losses) from other liabilities			(7)						—						(7)						—
Interest and other income			46						59						140						133
Interest and other expenses			(27)						(28)						(88)						(80)
Net gains (losses) from investment activities of consolidated variable interest entities			$	44					$	49					$	70					$	95
1 Amounts reflect consolidation eliminations.

In addition, we recognize revenues and expenses of certain consolidated VIEs within management fees, investment income (loss), compensation and benefits and general, administrative and other. For the three and nine months ended September 30, 2024, the Company recorded $9 million and $27 million, respectively, of revenues and $74 million and $75 million, respectively, of expenses related to the activities of these VIEs. For the three and nine months ended September 30, 2023, the Company recorded $9 million and $12 million, respectively, of revenues related to the activities of these VIEs.

Subscription Lines

Included within other liabilities are amounts due to third-party institutions by the consolidated VIEs. The following table summarizes the principal provisions of those amounts:

			September 30, 2024																		December 31, 2023
(In millions, except percentages)			Principal Outstanding						Weighted Average Interest Rate						Weighted Average Remaining Maturity in Years						Principal Outstanding						Weighted Average Interest Rate						Weighted Average Remaining Maturity in Years
Asset Management
Subscription lines1			$	942					7.07		%				0.07						$	1,072					7.16		%				0.09
Total – Asset Management			$	942																	$	1,072
1 The subscription lines of the consolidated VIEs are collateralized by assets held by each respective vehicle and assets of one vehicle may not be used to satisfy the liabilities of another vehicle.

The consolidated VIEs’ debt obligations contain various customary loan covenants. As of September 30, 2024, the Company was not aware of any instances of non-compliance with any of these covenants.

Reverse Repurchase Agreements

As of December 31, 2023, fair value of collateral received under reverse repurchase agreements was $453 million. There was no rehypothecation of the collateral received under reverse repurchase agreements as of December 31, 2023.

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Revenues of Consolidated Variable Interest Entities—Retirement Services

The following summarizes the statements of operations activity of the consolidated VIEs:

			Three months ended September 30,												Nine months ended September 30,
(In millions)			2024						2023						2024						2023
Trading securities			$	39					$	17					$	104					$	65
Mortgage loans			30						29						91						83
Investment funds			22						20						43						55
Other			(9)						2						(13)						1
Net investment income			82						68						225						204
Net recognized investment gains (losses) on trading securities			29						(16)						21						(15)
Net recognized investment gains (losses) on mortgage loans			24						(25)						(4)						(45)
Net recognized investment gains on investment funds			415						292						1,094						831
Other gains (losses)			2						(1)						(7)						(29)
Investment related gains (losses)			470						250						1,104						742
Revenues of consolidated variable interest entities			$	552					$	318					$	1,329					$	946

Unconsolidated Variable Interest Entities—Asset Management

The following table presents the maximum exposure to losses relating to these VIEs for which Apollo has concluded that it holds a significant variable interest, but that it is not the primary beneficiary.

(In millions)			September 30, 2024						December 31, 2023
Maximum Loss Exposure1,2			$	795					$	325
1 Represents Apollo’s direct investment in those entities in which it holds a significant variable interest and certain other investments. Additionally, cumulative performance allocations are subject to reversal in the event of future losses.
2 Some amounts included are a quarter in arrears.

Unconsolidated Variable Interest Entities—Retirement Services

The Company has variable interests in certain unconsolidated VIEs in the form of securities and ownership stakes in investment funds.

Fixed maturity securities

Athene invests in securitization entities as a debt holder or an investor in the residual interest of the securitization vehicle. These entities are deemed VIEs due to insufficient equity within the structure and lack of control by the equity investors over the activities that significantly impact the economics of the entity. In general, Athene is a debt investor within these entities and, as such, holds a variable interest; however, due to the debt holders’ lack of ability to control the decisions within the trust that significantly impact the entity, and the fact the debt holders are protected from losses due to the subordination of the equity tranche, the debt holders are not deemed the primary beneficiary. Securitization vehicles in which Athene holds the residual tranche are not consolidated because Athene does not unilaterally have substantive rights to remove the general partner, or when assessing related party interests, Athene is not under common control, as defined by U.S. GAAP, with the related parties, nor are substantially all of the activities conducted on Athene’s behalf; therefore, Athene is not deemed the primary beneficiary. Debt investments and investments in the residual tranche of securitization entities are considered debt instruments, and are held at fair value and classified as AFS or trading securities on the condensed consolidated statements of financial condition.

Investment funds

Investment funds include non-fixed income, alternative investments in the form of limited partnerships or similar legal structures.

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Equity securities

Athene invests in preferred equity securities issued by entities deemed to be VIEs due to insufficient equity within the structure.

Athene’s risk of loss associated with its non-consolidated investments depends on the investment. Investment funds, equity securities and trading securities are limited to the carrying value plus unfunded commitments. AFS securities are limited to amortized cost plus unfunded commitments.

The following summarizes the carrying value and maximum loss exposure of these non-consolidated investments:

			September 30, 2024												December 31, 2023
(In millions)			Carrying Value						Maximum Loss Exposure						Carrying Value						Maximum Loss Exposure
Investment funds			$	107					$	862					$	109					$	876
Investment in related parties – investment funds			1,604						2,659						1,632						2,377
Assets of consolidated VIEs – investment funds			17,028						23,587						15,820						22,129
Investment in fixed maturity securities			67,990						69,290						48,155						50,623
Investment in related parties – fixed maturity securities			16,902						20,764						13,495						15,608
Investment in related parties – equity securities			257						257						318						318
Total non-consolidated investments			$	103,888					$	117,419					$	79,529					$	91,931

6. Fair Value

Fair Value Measurements of Financial Instruments

The following summarize the Company’s financial assets and liabilities recorded at fair value hierarchy level:

			September 30, 2024
(In millions)			Level 1						Level 2						Level 3						NAV						Total
Assets
Asset Management
Cash and cash equivalents			$	2,666					$	—					$	—					$	—					$	2,666
Restricted cash and cash equivalents			3						—						—						—						3
Cash and cash equivalents of VIEs			102						—						—						—						102
Investments, at fair value			226						2						1,089			1			71						1,388
Investments of consolidated VIEs			222						29						1,908						184						2,343
Due from related parties2			—						—						26						—						26
Derivative assets3			—						—						16						—						16
Total Assets – Asset Management			3,219						31						3,039						255						6,544
Retirement Services
AFS Securities
U.S. government and agencies			6,759						2						—						—						6,761
U.S. state, municipal and political subdivisions			—						977						—						—						977
Foreign governments			756						967						35						—						1,758
Corporate			12						83,423						4,175						—						87,610
CLO			—						27,610						—						—						27,610
ABS			—						6,855						15,615						—						22,470
CMBS			—						9,347						17						—						9,364
RMBS			—						7,792						343						—						8,135
Total AFS securities			7,527						136,973						20,185						—						164,685
Trading securities			24						1,623						37						—						1,684
Equity securities			207						1,059						26						—						1,292
Mortgage loans			—						—						58,587						—						58,587
(Continued)

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

			September 30, 2024
(In millions)			Level 1						Level 2						Level 3						NAV						Total
Funds withheld at interest – embedded derivative			—						—						(2,581)						—						(2,581)
Derivative assets			143						7,385						1						—						7,529
Short-term investments			202						39						168						—						409
Other investments			—						603						904						—						1,507
Cash and cash equivalents			13,587						—						—						—						13,587
Restricted cash and cash equivalents			964						—						—						—						964
Investments in related parties
AFS securities
Corporate			—						233						1,046						—						1,279
CLO			—						5,215						565						—						5,780
ABS			—						694						9,809						—						10,503
Total AFS securities – related parties			—						6,142						11,420						—						17,562
Trading securities			—						—						619						—						619
Equity securities			—						—						257						—						257
Mortgage loans			—						—						1,345						—						1,345
Investment funds			—						—						1,106						—						1,106
Funds withheld at interest – embedded derivative			—						—						(530)						—						(530)
Other investments			—						—						348						—						348
Reinsurance recoverable			—						—						1,710						—						1,710
Other assets5			—						—						313						—						313
Assets of consolidated VIEs
Trading securities			—						441						1,938						—						2,379
Mortgage loans			—						—						2,226						—						2,226
Investment funds			—						—						818						16,210						17,028
Other investments			5						—						154						—						159
Cash and cash equivalents			305						—						—						—						305
Total Assets – Retirement Services			22,964						154,265						99,051						16,210						292,490
Total Assets			$	26,183					$	154,296					$	102,090					$	16,465					$	299,034
Liabilities
Asset Management
Contingent consideration obligations4			$	—					$	—					$	56					$	—					$	56
Derivative liabilities3			—						33						—						—						33
Total Liabilities – Asset Management			—						33						56						—						89
Retirement Services
Interest sensitive contract liabilities
Embedded derivative			—						—						11,996						—						11,996
Universal life benefits			—						—						820						—						820
Future policy benefits
AmerUs Closed Block			—						—						1,166						—						1,166
ILICO Closed Block and life benefits			—						—						545						—						545
Market risk benefits5			—						—						4,402						—						4,402
Derivative liabilities			1						2,756						1						—						2,758
Other liabilities			—						—						337						—						337
Total Liabilities – Retirement Services			1						2,756						19,267						—						22,024
Total Liabilities			$	1					$	2,789					$	19,323					$	—					$	22,113
(Concluded)

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

			December 31, 2023
(In millions)			Level 1						Level 2						Level 3						NAV						Total
Assets
Asset Management
Cash and cash equivalents			$	2,748					$	—					$	—					$	—					$	2,748
Restricted cash and cash equivalents			2						—						—						—						2
Cash and cash equivalents of VIEs			62						—						—						—						62
Investments, at fair value			202						38						1,188			1			61						1,489
Investments of consolidated VIEs			—						16						1,492						127						1,635
Due from related parties2			—						—						37						—						37
Derivative assets3			—						—						13						—						13
Total Assets – Asset Management			3,014						54						2,730						188						5,986
Retirement Services
AFS Securities
U.S. government and agencies			5,392						7						—						—						5,399
U.S. state, municipal and political subdivisions			—						1,046						—						—						1,046
Foreign governments			895						964						40						—						1,899
Corporate			10						75,711						2,525						—						78,246
CLO			—						20,207						—						—						20,207
ABS			—						6,440						6,943						—						13,383
CMBS			—						6,570						21						—						6,591
RMBS			—						7,302						265						—						7,567
Total AFS securities			6,297						118,247						9,794						—						134,338
Trading securities			24						1,654						28						—						1,706
Equity securities			210						699						26						—						935
Mortgage loans			—						—						44,115						—						44,115
Funds withheld at interest – embedded derivative			—						—						(3,379)						—						(3,379)
Derivative assets			108						5,190						—						—						5,298
Short-term investments			—						236						105						—						341
Other investments			—						313						630						—						943
Cash and cash equivalents			13,020						—						—						—						13,020
Restricted cash and cash equivalents			1,761						—						—						—						1,761
Investments in related parties
AFS securities
Corporate			—						181						1,171						—						1,352
CLO			—						3,762						506						—						4,268
ABS			—						563						7,826						—						8,389
Total AFS securities – related parties			—						4,506						9,503						—						14,009
Trading securities			—						—						838						—						838
Equity securities			63						—						255						—						318
Mortgage loans			—						—						1,281						—						1,281
Investment funds			—						—						1,082						—						1,082
Funds withheld at interest – embedded derivative			—						—						(721)						—						(721)
Other investments			—						—						343						—						343
Reinsurance recoverable			—						—						1,367						—						1,367
Other assets5			—						—						378						—						378
Assets of consolidated VIEs
Trading securities			—						284						1,852						—						2,136
Mortgage loans			—						—						2,173						—						2,173
Investment funds			—						—						977						14,843						15,820
(Continued)

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

			December 31, 2023
(In millions)			Level 1						Level 2						Level 3						NAV						Total
Other investments			—						2						101						—						103
Cash and cash equivalents			98						—						—						—						98
Total Assets – Retirement Services			21,581						131,131						70,748						14,843						238,303
Total Assets			$	24,595					$	131,185					$	73,478					$	15,031					$	244,289
Liabilities
Asset Management
Other liabilities of consolidated VIEs, at fair value			$	—					$	3					$	—					$	—					$	3
Contingent consideration obligations4			—						—						93						—						93
Derivative liabilities3			—						42						—						—						42
Total Liabilities – Asset Management			—						45						93						—						138
Retirement Services
Interest sensitive contract liabilities
Embedded derivative			—						—						9,059						—						9,059
Universal life benefits			—						—						834						—						834
Future policy benefits
AmerUs Closed Block			—						—						1,178						—						1,178
ILICO Closed Block and life benefits			—						—						522						—						522
Market risk benefits5			—						—						3,751						—						3,751
Derivative liabilities			17						1,977						1						—						1,995
Other liabilities			—						(64)						330						—						266
Total Liabilities – Retirement Services			17						1,913						15,675						—						17,605
Total Liabilities			$	17					$	1,958					$	15,768					$	—					$	17,743
(Concluded)
1 Investments as of September 30, 2024 and December 31, 2023 excludes $223 million and $218 million, respectively, of performance allocations classified as Level 3 related to certain investments for which the Company elected the fair value option. The Company’s policy is to account for performance allocations as investments.
2 Due from related parties represents a receivable from a fund.
3 Derivative assets and derivative liabilities are presented as a component of Other assets and Other liabilities, respectively, in the condensed consolidated statements of financial condition.
4 As of September 30, 2024 and December 31, 2023, Other liabilities includes $1 million and $26 million, respectively, of contingent obligations related to the Griffin Capital acquisition, classified as Level 3 and also includes profit sharing payable of $55 million and $67 million, respectively, related to other contingent obligations classified as Level 3.
5 Other assets consist of market risk benefits assets. See note 8 for additional information on market risk benefits assets and liabilities valuation methodology and additional fair value disclosures.

Changes in fair value of contingent consideration obligations in connection with the acquisitions of Stone Tower and Griffin Capital are recorded in compensation and benefits expense and other income (loss), net, respectively, in the condensed consolidated statements of operations. Refer to note 16 for further details.

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Level 3 Financial Instruments

The following tables summarize the valuation techniques and quantitative inputs and assumptions used for financial assets and liabilities categorized as Level 3:

			September 30, 2024
			Fair Value (In millions)						Valuation Technique						Unobservable Inputs						Ranges						Weighted Average
Financial Assets
Asset Management
Investments			$	803					Discounted cash flow						Discount rate						13.5% – 52.8%						17.6%			1
			126						Direct capitalization						Capitalization rate						6.7%						6.7%
			160						Adjusted transaction value						N/A						N/A						N/A
Due from related parties			26						Discounted cash flow						Discount rate						14.0%						14.0%
Derivative assets			16						Option model						Volatility rate						47.5%						47.5%
Investments of consolidated VIEs
Bank loans			80						Discounted cash flow						Discount rate						6.6% – 35.5%						8.9%			1
			256						Adjusted transaction value						N/A						N/A						N/A
Equity securities			504						Dividend discount model						Discount rate						14.1%						14.1%
			432						Discounted cash flow						Discount rate						12.7%						12.7%
			39						Adjusted transaction value						N/A						N/A						N/A
			18						Option Model						Volatility rate						85.0% – 105.0%						95.3%			1
Bonds			579						Discounted cash flow						Discount rate						6.0% – 10.4%						6.4%			1
Retirement Services
AFS, trading and equity securities			27,208						Discounted cash flow						Discount rate						4.3% – 17.7%						6.9%			1
Mortgage loans2			62,158						Discounted cash flow						Discount rate						1.0% – 36.5%						7.4%			1
Investment funds2			1,623						Discounted cash flow						Discount rate						6.3% – 13.5%						11.3%			1
Financial Liabilities
Asset Management
Contingent consideration obligations			56						Discounted cash flow						Discount rate						20.0% – 25.0%						23.7%			1
Retirement Services
Interest sensitive contract liabilities – fixed indexed annuities embedded derivatives			11,996						Discounted cash flow						Nonperformance risk						0.5% – 1.2%						0.8%			3
															Option budget						0.5% – 6.0%						2.7%			4
															Surrender rate						6.2% – 14.0%						8.7%			4
1 Unobservable inputs were weighted based on the fair value of the investments included in the range.
2 Includes those of consolidated VIEs.
3 The nonperformance risk weighted average is based on the projected cash flows attributable to the embedded derivative.
4 The option budget and surrender rate weighted averages are calculated based on projected account values.

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

			December 31, 2023
			Fair Value (In millions)						Valuation Techniques						Unobservable Inputs						Ranges						Weighted Average
Financial Assets
Asset Management
Investments			$	857					Discounted cash flow						Discount rate						10.5% – 52.8%						17.2%			1
			112						Direct capitalization						Capitalization rate						6.9%						6.9%
			219						Adjusted transaction value						N/A						N/A						N/A
Due from related parties			37						Discounted cash flow						Discount rate						14.0%						14.0%
Derivative assets			13						Option model						Volatility rate						62.5%						62.5%
Investments of consolidated VIEs
Bank loans			605						Discounted cash flow						Discount rate						7.7% – 11.0%						9.4%			1
			64						Adjusted transaction value						N/A						N/A						N/A
Equity securities			494						Dividend discount model						Discount rate						13.5%						13.5%
			131						Adjusted transaction value						N/A						N/A						N/A
Bonds			35						Discounted cash flow						Discount rate						6.1% – 13.0%						10.7%			1
			163						Adjusted transaction value						N/A						N/A						N/A
Retirement Services
AFS, trading and equity securities			14,247						Discounted cash flow						Discount rate						2.3% – 18.1%						7.0%			1
Mortgage loans2			47,569						Discounted cash flow						Discount rate						2.5% – 20.6%						6.8%			1
Investment funds2			1,574						Discounted cash flow						Discount rate						6.3% – 13.5%						11.2%			1
			483						Net tangible asset values						Implied multiple						1.14x						1.14x
Financial Liabilities
Asset Management
Contingent consideration obligations			93						Discounted cash flow						Discount rate						20.0% – 25.0%						23.3%			1
									Option model						Volatility rate						31.4% – 33.4%						32.4%			1
Retirement Services
Interest sensitive contract liabilities – fixed indexed annuities embedded derivatives			9,059						Discounted cash flow						Nonperformance risk						0.4% – 1.4%						0.9%			3
															Option budget						0.5% – 6.0%						2.3%			4
															Surrender rate						6.0% – 13.4%						8.7%			4
1 Unobservable inputs were weighted based on the fair value of the investments included in the range.
2 Includes those of consolidated VIEs.
3 The nonperformance risk weighted average is based on the projected cash flows attributable to the embedded derivative.
4 The option budget and surrender rate weighted averages are calculated based on projected account values.

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

The following are reconciliations for Level 3 assets and liabilities measured at fair value on a recurring basis:

			Three months ended September 30, 2024
									Total realized and unrealized gains (losses)
(In millions)			Beginning balance						Included in income						Included in OCI						Net purchases, issuances, sales and settlements						Net transfers in (out)						Ending balance						Total gains (losses) included in earnings****1						Total gains (losses) included in OCI****1
Assets – Asset Management
Investments and derivative assets			$	1,170					$	42					$	—					$	(39)					$	(68)					$	1,105					$	7					$	—
Investments of consolidated VIEs			1,507						48						—						(99)						452						1,908						8						—
Total Level 3 assets – Asset Management			$	2,677					$	90					$	—					$	(138)					$	384					$	3,013					$	15					$	—
Assets – Retirement Services
AFS securities
Foreign governments			$	34					$	—					$	1					$	—					$	—					$	35					$	—					$	—
Corporate			8,114						6						80						775						(4,800)						4,175						2						98
ABS			8,420						1						313						2,202						4,679						15,615						—						301
CMBS			20						2						(5)						—						—						17						—						(3)
RMBS			261						2						2						78						—						343						—						2
Trading securities			37						1						—						(1)						—						37						1						—
Equity securities			36						(1)						—						—						(9)						26						—						—
Mortgage loans			52,645						1,096						—						4,846						—						58,587						1,236						—
Funds withheld at interest – embedded derivative			(3,283)						702						—						—						—						(2,581)						—						—
Derivative assets			1						—						—						—						—						1						—						—
Short-term investments			80						—						—						166						(78)						168						—						—
Other investments			904						—						—						—						—						904						(1)						—
Investments in related parties
AFS securities
Corporate			1,194						(3)						12						(3)						(154)						1,046						—						(4)
CLO			521						—						2						42						—						565						—						2
ABS			10,580						28						75						(874)						—						9,809						7						73
Trading securities			719						—						—						(100)						—						619						(1)						—
Equity securities			247						10						—						—						—						257						10						—
Mortgage loans			1,320						39						—						(14)						—						1,345						(43)						—
Investment funds			1,066						40						—						—						—						1,106						40						—
Funds withheld at interest – embedded derivative			(717)						187						—						—						—						(530)						—						—
Other investments			335						13						—						—						—						348						13						—
Reinsurance recoverable			1,518						99						—						93						—						1,710						—						—
Assets of consolidated VIEs
Trading securities			1,876						82						—						34						(54)						1,938						82						—
Mortgage loans			2,120						51						—						55						—						2,226						51						—
Investment funds			913						(1)						—						338						(432)						818						(1)						—
Other investments			113						4						—						37						—						154						4						—
Total Level 3 assets – Retirement Services			$	89,074					$	2,358					$	480					$	7,674					$	(848)					$	98,738					$	1,400					$	469
(Continued)

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Liabilities – Asset Management
Contingent consideration obligations			$	59					$	3					$	—					$	(6)					$	—					$	56					$	—					$	—
Total Level 3 liabilities – Asset Management			$	59					$	3					$	—					$	(6)					$	—					$	56					$	—					$	—
Liabilities – Retirement Services
Interest sensitive contract liabilities
Embedded derivative			$	(11,234)					$	(275)					$	—					$	(487)					$	—					$	(11,996)					$	—					$	—
Universal life benefits			(769)						(51)						—						—						—						(820)						—						—
Future policy benefits
AmerUs Closed Block			(1,120)						(46)						—						—						—						(1,166)						—						—
ILICO Closed Block and life benefits			(529)						(16)						—						—						—						(545)						—						—
Derivative liabilities			(1)						—						—						—						—						(1)						—						—
Other liabilities			(253)						(86)						—						2						—						(337)						—						—
Total Level 3 liabilities – Retirement Services			$	(13,906)					$	(474)					$	—					$	(485)					$	—					$	(14,865)					$	—					$	—
(Concluded)
1 Related to instruments held at end of period.

			Three months ended September 30, 2023
									Total realized and unrealized gains (losses)
(In millions)			Beginning balance						Included in income						Included in OCI						Net purchases, issuances, sales and settlements						Net transfers in (out)						Ending balance						Total gains (losses) included in earnings****1						Total gains (losses) included in OCI****1
Assets – Asset Management
Investments and derivative assets			$	1,165					$	(25)					$	—					$	6					$	—					$	1,146					$	(1)					$	—
Investments of consolidated VIEs			2,608						(9)						—						(619)						—						1,980						4						—
Total Level 3 assets – Asset Management			$	3,773					$	(34)					$	—					$	(613)					$	—					$	3,126					$	3					$	—
Assets – Retirement Services
AFS securities
Foreign governments			$	48					$	—					$	(2)					$	—					$	—					$	46					$	—					$	(2)
Corporate			2,460						(8)						(25)						(26)						(20)						2,381						—						(27)
ABS			5,305						—						14						(255)						(438)						4,626						—						4
CMBS			12						—						—						—						—						12						—						—
RMBS			6						—						—						261						(4)						263						—						—
Trading securities			38						(1)						—						(5)						—						32						(1)						—
Equity securities			67						7						—						—						—						74						7						—
Mortgage loans			34,668						(850)						—						4,160						—						37,978						(850)						—
Funds withheld at interest – embedded derivative			(4,356)						(625)						—						—						—						(4,981)						—						—
Short-term investments			30						—						(1)						100						—						129						—						(1)
Other investments			337						(5)						—						145						—						477						(5)						—
Investments in related parties
AFS securities
Corporate			1,171						1						(10)						24						—						1,186						—						(10)
CLO			495						—						8						—						—						503						—						8
ABS			7,742						(2)						(11)						110						—						7,839						(6)						(14)
Trading securities			867						4						—						—						—						871						3						—
Equity securities			252						(7)						—						—						—						245						(7)						—
Mortgage loans			1,296						(61)						—						(1)						—						1,234						(61)						—
Investment funds			1,061						(18)						—						—						—						1,043						(18)						—
(Continued)

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Funds withheld at interest – embedded derivative			(1,297)						325						—						—						—						(972)						—						—
Other investments			343						(16)						—						—						—						327						(16)						—
Reinsurance recoverable			1,436						(135)						—						—						—						1,301						—						—
Assets of consolidated VIEs
Trading securities			717						(26)						—						(13)						1,180						1,858						(48)						—
Mortgage loans			2,113						(73)						—						2						—						2,042						(73)						—
Investment funds			1,351						(30)						—						81						—						1,402						(30)						—
Other investments			99						5						—						(12)						—						92						5						—
Total Level 3 assets – Retirement Services			$	56,261					$	(1,515)					$	(27)					$	4,571					$	718					$	60,008					$	(1,100)					$	(42)
Liabilities – Asset Management
Contingent consideration obligations			$	69					$	20					$	—					$	(4)					$	—					$	85					$	—					$	—
Total Level 3 liabilities – Asset Management			$	69					$	20					$	—					$	(4)					$	—					$	85					$	—					$	—
Liabilities – Retirement Services
Interest sensitive contract liabilities
Embedded derivative			$	(8,198)					$	1,251					$	—					$	(398)					$	—					$	(7,345)					$	—					$	—
Universal life benefits			(854)						115						—						—						—						(739)						—						—
Future policy benefits
AmerUs Closed Block			(1,159)						59						—						—						—						(1,100)						—						—
ILICO Closed Block and life benefits			(571)						20						—						—						—						(551)						—						—
Derivative liabilities			(1)						—						—						—						—						(1)						—						—
Other liabilities			(209)						(4)						—						—						—						(213)						—						—
Total Level 3 liabilities – Retirement Services			$	(10,992)					$	1,441					$	—					$	(398)					$	—					$	(9,949)					$	—					$	—
(Concluded)
1 Related to instruments held at end of period.

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

			Nine months ended September 30, 2024
									Total realized and unrealized gains (losses)
(In millions)			Beginning Balance						Included in Income						Included in OCI						Net Purchases, Issuances, Sales and Settlements						Net Transfers In (Out)						Ending Balance						Total Gains (Losses) Included in Earnings****1						Total Gains (Losses) Included in OCI****1
Assets – Asset Management
Investments and derivative assets			$	1,201					$	6					$	—					$	(34)					$	(68)					$	1,105					$	7					$	—
Investments of consolidated VIEs			1,492						19						—						15						382						1,908						5						—
Total Level 3 assets – Asset Management			$	2,693					$	25					$	—					$	(19)					$	314					$	3,013					$	12					$	—
Assets – Retirement Services
AFS securities
Foreign governments			$	40					$	—					$	1					$	(6)					$	—					$	35					$	—					$	1
Corporate			2,525						3						87						2,387						(827)						4,175						—						110
ABS			6,943						(14)						314						8,371						1						15,615						—						298
CMBS			21						1						(5)						—						—						17						—						(3)
RMBS			265						5						3						72						(2)						343						—						2
Trading securities			28						1						—						(6)						14						37						—						—
Equity securities			26						(1)						—						1						—						26						—						—
Mortgage loans			44,115						825						—						13,647						—						58,587						965						—
Funds withheld at interest – embedded derivative			(3,379)						798						—						—						—						(2,581)						—						—
Derivative assets			—						—						—						—						1						1						—						—
Short-term investments			105						—						—						142						(79)						168						—						—
Other investments			630						(6)						—						280						—						904						(7)						—
Investments in related parties
AFS securities
Corporate			1,171						(2)						33						(2)						(154)						1,046						—						18
CLO			506						—						17						42						—						565						—						18
ABS			7,826						46						22						1,915						—						9,809						2						20
Trading securities			838						(1)						—						(218)						—						619						(2)						—
Equity securities			255						2						—						—						—						257						2						—
Mortgage loans			1,281						41						—						23						—						1,345						(41)						—
Investment funds			1,082						24						—						—						—						1,106						24						—
Funds withheld at interest – embedded derivative			(721)						191						—						—						—						(530)						—						—
Other investments			343						5						—						—						—						348						5						—
Reinsurance recoverable			1,367						51						—						292						—						1,710						—						—
Assets of consolidated VIEs
Trading securities			1,852						31						—						103						(48)						1,938						30						—
Mortgage loans			2,173						2						—						51						—						2,226						2						—
Investment funds			977						(66)						—						339						(432)						818						(66)						—
Other investments			101						—						—						53						—						154						1						—
Total Level 3 assets – Retirement Services			$	70,370					$	1,936					$	472					$	27,486					$	(1,526)					$	98,738					$	915					$	464
(Continued)

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

			Nine months ended September 30, 2024
									Total realized and unrealized gains (losses)
(In millions)			Beginning Balance						Included in Income						Included in OCI						Net Purchases, Issuances, Sales and Settlements						Net Transfers In (Out)						Ending Balance						Total Gains (Losses) Included in Earnings****1						Total Gains (Losses) Included in OCI****1
Liabilities – Asset Management
Contingent consideration obligations			$	93					$	68					$	—					$	(105)					$	—					$	56					$	—					$	—
Total Level 3 liabilities – Asset Management			$	93					$	68					$	—					$	(105)					$	—					$	56					$	—					$	—
Liabilities – Retirement Services
Interest sensitive contract liabilities
Embedded derivative			$	(9,059)					$	(1,270)					$	—					$	(1,667)					$	—					$	(11,996)					$	—					$	—
Universal life benefits			(834)						14						—						—						—						(820)						—						—
Future policy benefits
AmerUs Closed Block			(1,178)						12						—						—						—						(1,166)						—						—
ILICO Closed Block and life benefits			(522)						(23)						—						—						—						(545)						—						—
Derivative liabilities			(1)						—						—						—						—						(1)						—						—
Other liabilities			(330)						(123)						—						52						64						(337)						—						—
Total Level 3 liabilities – Retirement Services			$	(11,924)					$	(1,390)					$	—					$	(1,615)					$	64					$	(14,865)					$	—					$	—
(Concluded)
1 Related to instruments held at end of period.

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

			Nine months ended September 30, 2023
									Total realized and unrealized gains (losses)
(In millions)			Beginning Balance						Included in Income						Included in OCI						Net Purchases, Issuances, Sales and Settlements						Net Transfers In (Out)						Ending Balance						Total Gains (Losses) Included in Earnings****1						Total Gains (Losses) Included in OCI****1
Assets – Asset Management
Investments and derivative assets			$	1,098					$	18					$	—					$	30					$	—					$	1,146					$	45					$	—
Investments of consolidated VIEs			727						23						—						1,232						(2)						1,980						16						—
Total Level 3 assets – Asset Management			$	1,825					$	41					$	—					$	1,262					$	(2)					$	3,126					$	61					$	—
Assets – Retirement Services
AFS securities
Foreign governments			$	1					$	—					$	(2)					$	47					$	—					$	46					$	—					$	(2)
Corporate			1,665						(9)						(1)						1,170						(444)						2,381						—						(7)
ABS			4,867						—						(36)						794						(999)						4,626						—						(49)
CMBS			—						—						—						—						12						12						—						(1)
RMBS			232						6						2						258						(235)						263						—						—
Trading securities			53						2						—						(12)						(11)						32						—						—
Equity securities			92						(5)						—						—						(13)						74						(5)						—
Mortgage loans			27,454						(794)						—						11,318						—						37,978						(792)						—
Funds withheld at interest – embedded derivative			(4,847)						(134)						—						—						—						(4,981)						—						—
Short-term investments			36						—						(3)						70						26						129						—						(1)
Other investments			441						(5)						—						41						—						477						(7)						—
Investments in related parties
AFS securities
Corporate			812						2						(18)						175						215						1,186						—						(18)
CLO			303						—						15						185						—						503						—						15
ABS			5,542						7						38						1,968						284						7,839						(2)						32
Trading securities			878						6						—						(13)						—						871						3						—
Equity securities			279						(2)						—						(32)						—						245						(3)						—
Mortgage loans			1,302						(44)						—						(24)						—						1,234						(44)						—
Investment funds			959						52						—						32						—						1,043						53						—
Funds withheld at interest – embedded derivative			(1,425)						453						—						—						—						(972)						—						—
Other investments			303						(18)						—						42						—						327						(19)						—
Reinsurance recoverable			1,388						(87)						—						—						—						1,301						—						—
Assets of consolidated VIEs
Trading securities			622						(18)						—						(23)						1,277						1,858						(40)						—
Mortgage loans			2,055						(71)						—						58						—						2,042						(71)						—
Investment funds			2,471						(7)						—						73						(1,135)						1,402						(7)						—
Other investments			99						7						—						(14)						—						92						7						—
Total Level 3 assets – Retirement Services			$	45,582					$	(659)					$	(5)					$	16,113					$	(1,023)					$	60,008					$	(927)					$	(31)
Liabilities – Asset Management
Contingent consideration obligations			$	86					$	3					$	—					$	(4)					$	—					$	85					$	—					$	—
Total Level 3 liabilities – Asset Management			$	86					$	3					$	—					$	(4)					$	—					$	85					$	—					$	—
(Continued)

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

			Nine months ended September 30, 2023
									Total realized and unrealized gains (losses)
(In millions)			Beginning Balance						Included in Income						Included in OCI						Net Purchases, Issuances, Sales and Settlements						Net Transfers In (Out)						Ending Balance						Total Gains (Losses) Included in Earnings****1						Total Gains (Losses) Included in OCI****1
Liabilities – Retirement Services
Interest sensitive contract liabilities
Embedded derivative			$	(5,841)					$	(277)					$	—					$	(1,227)					$	—					$	(7,345)					$	—					$	—
Universal life benefits			(829)						90						—						—						—						(739)						—						—
Future policy benefits
AmerUs Closed Block			(1,164)						64						—						—						—						(1,100)						—						—
ILICO Closed Block and life benefits			(548)						(3)						—						—						—						(551)						—						—
Derivative liabilities			(1)						—						—						—						—						(1)						—						—
Other liabilities			(142)						(71)						—						—						—						(213)						—						—
Total Level 3 liabilities – Retirement Services			$	(8,525)					$	(197)					$	—					$	(1,227)					$	—					$	(9,949)					$	—					$	—
(Concluded)
1 Related to instruments held at end of period.

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

The following represents the gross components of purchases, issuances, sales and settlements, net, and net transfers in (out) shown above:

			Three months ended September 30, 2024
(In millions)			Purchases						Issuances						Sales						Settlements						Net purchases, issuances, sales and settlements						Transfers In						Transfers Out						Net Transfers In (Out)
Assets – Asset Management
Investments and derivative assets			$	7					$	—					$	(46)					$	—					$	(39)					$	—					$	(68)					$	(68)
Investments of consolidated VIEs			1,033						—						(1,132)						—						(99)						452						—						452
Total Level 3 assets – Asset Management			$	1,040					$	—					$	(1,178)					$	—					$	(138)					$	452					$	(68)					$	384
Assets – Retirement Services
AFS securities
Corporate			$	912					$	—					$	(16)					$	(121)					$	775					$	68					$	(4,868)					$	(4,800)
ABS			3,004						—						(351)						(451)						2,202						4,897						(218)						4,679
RMBS			81						—						—						(3)						78						—						—						—
Trading securities			—						—						—						(1)						(1)						—						—						—
Equity securities			—						—						—						—						—						—						(9)						(9)
Mortgage loans			7,518						—						—						(2,672)						4,846						—						—						—
Short-term investments			168						—						—						(2)						166						—						(78)						(78)
Investments in related parties
AFS securities
Corporate			—						—						—						(3)						(3)						—						(154)						(154)
CLO			42						—						—						—						42						—						—						—
ABS			1,193						—						—						(2,067)						(874)						—						—						—
Trading securities			—						—						—						(100)						(100)						—						—						—
Mortgage loans			—						—						—						(14)						(14)						—						—						—
Reinsurance recoverable			—						94						—						(1)						93						—						—						—
Assets of consolidated VIEs
Trading securities			38						—						(4)						—						34						34						(88)						(54)
Mortgage loans			70						—						—						(15)						55						—						—						—
Investment funds			338						—						—						—						338						—						(432)						(432)
Other investments			37						—						—						—						37						—						—						—
Total Level 3 assets – Retirement Services			$	13,401					$	94					$	(371)					$	(5,450)					$	7,674					$	4,999					$	(5,847)					$	(848)
Liabilities - Asset Management
Contingent consideration obligations			$	—					$	—					$	—					$	(6)					$	(6)					$	—					$	—					$	—
Total Level 3 liabilities – Asset Management			$	—					$	—					$	—					$	(6)					$	(6)					$	—					$	—					$	—
Liabilities – Retirement Services
Interest sensitive contract liabilities – Embedded derivative			$	—					$	(750)					$	—					$	263					$	(487)					$	—					$	—					$	—
Other liabilities			—						—						—						2						2						—						—						—
Total Level 3 liabilities – Retirement Services			$	—					$	(750)					$	—					$	265					$	(485)					$	—					$	—					$	—

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

			Three months ended September 30, 2023
(In millions)			Purchases						Issuances						Sales						Settlements						Net purchases, issuances, sales and settlements						Transfers In						Transfers Out						Net Transfers In (Out)
Assets – Asset Management
Investments and derivative assets			$	8					$	—					$	(2)					$	—					$	6					$	—					$	—					$	—
Investments of consolidated VIEs			1,459						—						(2,078)						—						(619)						—						—						—
Total Level 3 assets – Asset Management			$	1,467					$	—					$	(2,080)					$	—					$	(613)					$	—					$	—					$	—
Assets – Retirement Services
AFS securities
Corporate			$	26					$	—					$	—					$	(52)					$	(26)					$	—					$	(20)					$	(20)
ABS			221						—						(13)						(463)						(255)						357						(795)						(438)
RMBS			261						—						—						—						261						—						(4)						(4)
Trading securities			—						—						—						(5)						(5)						—						—						—
Mortgage loans			5,696						—						(285)						(1,251)						4,160						—						—						—
Short-term investments			100						—						—						—						100						—						—						—
Other investments			145						—						—						—						145						—						—						—
Investments in related parties
AFS securities
Corporate			27						—						—						(3)						24						—						—						—
ABS			426						—						—						(316)						110						—						—						—
Trading securities			1						—						(1)						—						—						—						—						—
Mortgage loans			—						—						—						(1)						(1)						—						—						—
Assets of consolidated VIEs
Trading securities			6						—						(19)						—						(13)						1,180						—						1,180
Mortgage loans			4						—						—						(2)						2						—						—						—
Investment funds			113						—						(32)						—						81						—						—						—
Other investments			2						—						(14)						—						(12)						—						—						—
Total Level 3 assets – Retirement Services			$	7,028					$	—					$	(364)					$	(2,093)					$	4,571					$	1,537					$	(819)					$	718
Liabilities - Asset Management
Contingent consideration obligations			$	—					$	—					$	—					$	(4)					$	(4)					$	—					$	—					$	—
Total Level 3 liabilities – Asset Management			$	—					$	—					$	—					$	(4)					$	(4)					$	—					$	—					$	—
Liabilities – Retirement Services
Interest sensitive contract liabilities – Embedded derivative			$	—					$	(573)					$	—					$	175					$	(398)					$	—					$	—					$	—
Total Level 3 liabilities – Retirement Services			$	—					$	(573)					$	—					$	175					$	(398)					$	—					$	—					$	—

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

			Nine months ended September 30, 2024
(In millions)			Purchases						Issuances						Sales						Settlements						Net Purchases, Issuances, Sales and Settlements						Transfers In						Transfers Out						Net Transfers In (Out)
Assets – Asset Management
Investments and derivative assets			$	27					$	—					$	(61)					$	—					$	(34)					$	—					$	(68)					$	(68)
Investments of consolidated VIEs			3,122						—						(3,107)						—						15						452						(70)						382
Total Level 3 assets – Asset Management			$	3,149					$	—					$	(3,168)					$	—					$	(19)					$	452					$	(138)					$	314
Assets – Retirement Services
AFS securities
Foreign governments			$	—					$	—					$	—					$	(6)					$	(6)					$	—					$	—					$	—
Corporate			2,623						—						(18)						(218)						2,387						166						(993)						(827)
ABS			9,635						—						(423)						(841)						8,371						748						(747)						1
RMBS			81						—						—						(9)						72						—						(2)						(2)
Trading securities			—						—						—						(6)						(6)						14						—						14
Equity securities			2						—						(1)						—						1						9						(9)						—
Mortgage loans			19,226						—						(26)						(5,553)						13,647						—						—						—
Derivative assets			—						—						—						—						—						1						—						1
Short-term investments			171						—						(6)						(23)						142						—						(79)						(79)
Other investments			280						—						—						—						280						—						—						—
Investments in related parties
AFS securities
Corporate			6						—						(1)						(7)						(2)						—						(154)						(154)
CLO			42						—						—						—						42						—						—						—
ABS			5,780						—						(504)						(3,361)						1,915						—						—						—
Trading securities			4						—						—						(222)						(218)						—						—						—
Mortgage loans			87						—						—						(64)						23						—						—						—
Reinsurance recoverable			—						294						—						(2)						292						—						—						—
Assets of consolidated VIEs
Trading securities			201						—						(91)						(7)						103						40						(88)						(48)
Mortgage loans			125						—						—						(74)						51						—						—						—
Investment funds			339						—						—						—						339						—						(432)						(432)
Other investments			56						—						(3)						—						53						—						—						—
Total Level 3 assets – Retirement Services			$	38,658					$	294					$	(1,073)					$	(10,393)					$	27,486					$	978					$	(2,504)					$	(1,526)
Liabilities - Asset Management
Contingent consideration obligations			$	—					$	—					$	—					$	(105)					$	(105)					$	—					$	—					$	—
Total Level 3 liabilities – Asset Management			$	—					$	—					$	—					$	(105)					$	(105)					$	—					$	—					$	—
Liabilities – Retirement Services
Interest sensitive contract liabilities – embedded derivative			$	—					$	(2,408)					$	—					$	741					$	(1,667)					$	—					$	—					$	—
Other liabilities			—						—						—						52						52						64						—						64
Total Level 3 liabilities – Retirement Services			$	—					$	(2,408)					$	—					$	793					$	(1,615)					$	64					$	—					$	64

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

			Nine months ended September 30, 2023
(In millions)			Purchases						Issuances						Sales						Settlements						Net Purchases, Issuances, Sales and Settlements						Transfers In						Transfers Out						Net Transfers In (Out)
Assets – Asset Management
Investments and derivative assets			$	34					$	—					$	(4)					$	—					$	30					$	—					$	—					$	—
Investments of consolidated VIEs			4,058						—						(2,826)						—						1,232						—						(2)						(2)
Total Level 3 assets – Asset Management			$	4,092					$	—					$	(2,830)					$	—					$	1,262					$	—					$	(2)					$	(2)
Assets – Retirement Services
AFS securities
Foreign governments			$	53					$	—					$	—					$	(6)					$	47					$	—					$	—					$	—
Corporate			1,338						—						—						(168)						1,170						29						(473)						(444)
ABS			1,552						—						(33)						(725)						794						695						(1,694)						(999)
CMBS			—						—						—						—						—						12						—						12
RMBS			262						—						—						(4)						258						5						(240)						(235)
Trading securities			8						—						—						(20)						(12)						5						(16)						(11)
Equity securities			—						—						—						—						—						—						(13)						(13)
Mortgage loans			14,361						—						(348)						(2,695)						11,318						—						—						—
Short-term investments			100						—						—						(30)						70						26						—						26
Other investments			472						—						—						(431)						41						—						—						—
Investments in related parties
AFS securities
Corporate			184						—						—						(9)						175						215						—						215
CLO			185						—						—						—						185						—						—						—
ABS			3,132						—						(162)						(1,002)						1,968						284						—						284
Trading securities			28						—						(38)						(3)						(13)						—						—						—
Equity securities			—						—						—						(32)						(32)						—						—						—
Mortgage loans			—						—						—						(24)						(24)						—						—						—
Investment funds			32						—						—						—						32						—						—						—
Other investments			42						—						—						—						42						—						—						—
Assets of consolidated VIEs
Trading securities			26						—						(49)						—						(23)						1,308						(31)						1,277
Mortgage loans			63						—						—						(5)						58						—						—						—
Investment funds			113						—						(40)						—						73						475						(1,610)						(1,135)
Other investments			7						—						(21)						—						(14)						—						—						—
Total Level 3 assets – Retirement Services			$	21,958					$	—					$	(691)					$	(5,154)					$	16,113					$	3,054					$	(4,077)					$	(1,023)
Liabilities - Asset Management
Contingent consideration obligations			$	—					$	—					$	—					$	(4)					$	(4)					$	—					$	—					$	—
Total Level 3 liabilities – Asset Management			$	—					$	—					$	—					$	(4)					$	(4)					$	—					$	—					$	—
Liabilities – Retirement Services
Interest sensitive contract liabilities – Embedded derivative			$	—					$	(1,708)					$	—					$	481					$	(1,227)					$	—					$	—					$	—
Total Level 3 liabilities – Retirement Services			$	—					$	(1,708)					$	—					$	481					$	(1,227)					$	—					$	—					$	—

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Financial Instruments Without Readily Determinable Fair Values

The Company elected the measurement alternative for certain equity securities that do not have a readily determinable fair value. The equity securities are held at cost less any impairment. The carrying amount of the equity securities was $358 million, net of an impairment of $42 million, as of September 30, 2024 and December 31, 2023.

Fair Value Option – Retirement Services

The following represents the gains (losses) recorded for instruments for which Athene has elected the fair value option, including related parties and VIEs:

			Three months ended September 30,												Nine months ended September 30,
(In millions)			2024						2023						2024						2023
Trading securities			$	131					$	(116)					$	31					$	(84)
Mortgage loans			1,186						(984)						868						(909)
Investment funds			38						(66)						13						23
Future policy benefits			(46)						59						12						64
Other			5						(4)						9						(71)
Total gains (losses)			$	1,314					$	(1,111)					$	933					$	(977)

Gains and losses on trading securities, mortgage loans, and other are recorded in investment related gains (losses) on the condensed consolidated statements of operations. Gains and losses related to investment funds are recorded in net investment income on the condensed consolidated statements of operations. Gains and losses related to investments of consolidated VIEs are recorded in revenues of consolidated VIEs on the condensed consolidated statements of operations. The change in fair value of future policy benefits is recorded to future policy and other policy benefits on the condensed consolidated statements of operations.

The following summarizes information for fair value option mortgage loans, including related parties and VIEs:

(In millions)			September 30, 2024						December 31, 2023
Unpaid principal balance			$	64,404					$	50,752
Mark to fair value			(2,246)						(3,183)
Fair value			$	62,158					$	47,569

The following represents the commercial mortgage loan portfolio 90 days or more past due and/or in non-accrual status:

(In millions)			September 30, 2024						December 31, 2023
Unpaid principal balance of commercial mortgage loans 90 days or more past due and/or in non-accrual status			$	507					$	221
Mark to fair value of commercial mortgage loans 90 days or more past due and/or in non-accrual status			(191)						(74)
Fair value of commercial mortgage loans 90 days or more past due and/or in non-accrual status			$	316					$	147
Fair value of commercial mortgage loans 90 days or more past due			$	254					$	64
Fair value of commercial mortgage loans in non-accrual status			316						147

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

The following represents the residential mortgage loan portfolio 90 days or more past due and/or in non-accrual status:

(In millions)			September 30, 2024						December 31, 2023
Unpaid principal balance of residential mortgage loans 90 days or more past due and/or in non-accrual status			$	850					$	528
Mark to fair value of residential mortgage loans 90 days or more past due and/or in non-accrual status			(74)						(49)
Fair value of residential mortgage loans 90 days or more past due and/or in non-accrual status			$	776					$	479
Fair value of residential mortgage loans 90 days or more past due1			$	776					$	479
Fair value of residential mortgage loans in non-accrual status			679						355
1 As of September 30, 2024 and December 31, 2023, includes $97 million and $124 million, respectively, of residential mortgage loans that are guaranteed by U.S. government-sponsored agencies.

The following is the estimated amount of gains (losses) included in earnings during the period attributable to changes in instrument-specific credit risk on our mortgage loan portfolio:

			Three months ended September 30,												Nine months ended September 30,
(In millions)			2024						2023						2024						2023
Mortgage loans			$	(19)					$	(20)					$	(49)					$	(31)

The portion of gains and losses attributable to changes in instrument-specific credit risk is estimated by identifying commercial mortgage loans with loan-to-value ratios meeting credit quality criteria, and residential mortgage loans with delinquency status meeting credit quality criteria.

Fair Value of Financial Instruments Not Carried at Fair Value – Retirement Services

The following represents Athene’s financial instruments not carried at fair value on the condensed consolidated statements of financial condition:

			September 30, 2024
(In millions)			Carrying Value						Fair Value						NAV						Level 1						Level 2						Level 3
Financial assets
Investment funds			$	107					$	107					$	107					$	—					$	—					$	—
Policy loans			320						320						—						—						320						—
Funds withheld at interest			23,812						23,812						—						—						—						23,812
Short-term investments			205						205						—						—						—						205
Other investments			17						28						—						—						—						28
Investments in related parties
Investment funds			498						498						498						—						—						—
Funds withheld at interest			5,974						5,974						—						—						—						5,974
Short-term investments			812						812						—						—						812						—
Total financial assets not carried at fair value			$	31,745					$	31,756					$	605					$	—					$	1,132					$	30,019
Financial liabilities
Interest sensitive contract liabilities			$	191,137					$	187,554					$	—					$	—					$	—					$	187,554
Debt			5,725						5,448						—						591						4,857						—
Securities to repurchase			2,666						2,666						—						—						2,666						—
Funds withheld liability			3,416						3,416						—						—						—						3,416
Total financial liabilities not carried at fair value			$	202,944					$	199,084					$	—					$	591					$	7,523					$	190,970

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

			December 31, 2023
(In millions)			Carrying Value						Fair Value						NAV						Level 1						Level 2						Level 3
Financial assets
Investment funds			$	109					$	109					$	109					$	—					$	—					$	—
Policy loans			334						334						—						—						334						—
Funds withheld at interest			27,738						27,738						—						—						—						27,738
Other investments			46						52						—						—						—						52
Investments in related parties
Investment funds			550						550						550						—						—						—
Funds withheld at interest			7,195						7,195						—						—						—						7,195
Short-term investments			947						947						—						—						947						—
Total financial assets not carried at fair value			$	36,919					$	36,925					$	659					$	—					$	1,281					$	34,985
Financial liabilities
Interest sensitive contract liabilities			$	154,095					$	146,038					$	—					$	—					$	—					$	146,038
Debt			4,209						3,660						—						—						3,660						—
Securities to repurchase			3,853						3,853						—						—						3,853						—
Funds withheld liability			350						350						—						—						350						—
Total financial liabilities not carried at fair value			$	162,507					$	153,901					$	—					$	—					$	7,863					$	146,038

The fair value for financial instruments not carried at fair value are estimated using the same methods and assumptions as those carried at fair value. The financial instruments presented above are reported at carrying value on the condensed consolidated statements of financial condition; however, in the case of policy loans, funds withheld at interest and liability, short-term investments, and securities to repurchase, the carrying amount approximates fair value.

Interest sensitive contract liabilities – The carrying and fair value of interest sensitive contract liabilities above includes fixed indexed and traditional fixed annuities without mortality or morbidity risks, funding agreements and payout annuities without life contingencies. The embedded derivatives within fixed indexed annuities without mortality or morbidity risks are excluded, as they are carried at fair value. The valuation of these investment contracts is based on discounted cash flow methodologies using significant unobservable inputs. The estimated fair value is determined using current market risk-free interest rates, adding a spread to reflect nonperformance risk and subtracting a risk margin to reflect uncertainty inherent in the projected cash flows.

Debt – The fair value of debt is obtained from commercial pricing services. See note 11 for further information on debt.

Significant Unobservable Inputs

Asset Management

Discounted Cash Flow and Direct Capitalization Model

When a discounted cash flow or direct capitalization model is used to determine fair value, the significant input used in the valuation model is the discount rate applied to present value the projected cash flows or the capitalization rate, respectively. Increases in the discount or capitalization rate can significantly lower the fair value of an investment and the contingent consideration obligations; conversely decreases in the discount or capitalization rate can significantly increase the fair value of an investment and the contingent consideration obligations. See note 16 for further discussion of the contingent consideration obligations.

Option Model

When an option model is used to determine fair value, the significant input used in the valuation model is the volatility rate applied to present value the projected cash flows. Increases in the volatility rate can significantly lower the fair value of an investment and the contingent consideration obligations; conversely decreases in the discount or capitalization rate can significantly increase the fair value of an investment and the contingent consideration obligations.

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Consolidated VIEs’ Investments

The significant unobservable input used in the fair value measurement of the equity securities, bank loans and bonds is the discount rate applied in the valuation models. This input in isolation can cause significant increases or decreases in fair value, which would result in a significantly lower or higher fair value measurement. The discount rate is determined based on the market rates an investor would expect for a similar investment with similar risks.

NAV

Certain investments and investments of VIEs are valued using the NAV per share equivalent calculated by the investment manager as a practical expedient to determine an independent fair value.

Retirement Services

AFS, trading and equity securities

Athene uses discounted cash flow models to calculate the fair value for certain fixed maturity and equity securities. The discount rate is a significant unobservable input because the credit spread includes adjustments made to the base rate. The base rate represents a market comparable rate for securities with similar characteristics. This excludes assets for which fair value is provided by independent broker quotes.

Mortgage loans

Athene uses discounted cash flow models from independent commercial pricing services to calculate the fair value of its mortgage loan portfolio. The discount rate is a significant unobservable input. This approach uses market transaction information and client portfolio-oriented information, such as prepayments or defaults, to support the valuations.

Interest sensitive contract liabilities – embedded derivative

Significant unobservable inputs used in the fixed indexed annuities embedded derivative of the interest sensitive contract liabilities valuation include:

1.Nonperformance risk – For contracts Athene issues, it uses the credit spread, relative to the U.S. Treasury curve based on Athene’s public credit rating as of the valuation date. This represents Athene’s credit risk for use in the estimate of the fair value of embedded derivatives.

2.Option budget – Athene assumes future hedge costs in the derivative’s fair value estimate. The level of option budgets determines the future costs of the options and impacts future policyholder account value growth.

3.Policyholder behavior – Athene regularly reviews the full withdrawal (surrender rate) assumptions. These are based on initial pricing assumptions updated for actual experience. Actual experience may be limited for recently issued products.

Valuation of Underlying Investments

Asset Management

As previously noted, the underlying entities that Apollo manages and invests in are primarily investment companies that account for their investments at estimated fair value.

On a quarterly basis, valuation committees consisting of members from senior management review and approve the valuation results related to the investments of the funds Apollo manages. Apollo also retains external valuation firms to provide third-party valuation consulting services to Apollo, which consist of certain limited procedures that management identifies and requests them to perform. The limited procedures provided by the external valuation firms assist management with validating their valuation results or determining fair value. Apollo performs various back-testing procedures to validate their valuation approaches, including comparisons between expected and observed outcomes, forecast evaluations and variance analyses. However, because of the inherent uncertainty of valuation, those estimated values may differ significantly from the values that would have been used had a ready market for the investments existed, and the differences could be material.

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Credit Investments

Credit investments are generally valued based on third-party vendor prices and/or quoted market prices and valuation models. Valuations using quoted market prices are based on the average of the “bid” and the “ask” quotes provided by multiple brokers wherever possible without any adjustments. Apollo will designate certain brokers to use to value specific securities. In determining the designated brokers, Apollo considers the following: (i) brokers with which Apollo has previously transacted, (ii) the underwriter of the security and (iii) active brokers indicating executable quotes. In addition, when valuing a security based on broker quotes wherever possible Apollo tests the standard deviation amongst the quotes received and the variance between the concluded fair value and the value provided by a pricing service. When relying on a third-party vendor as a primary source, Apollo (i) analyzes how the price has moved over the measurement period, (ii) reviews the number of brokers included in the pricing service’s population, if available, and (iii) validates the valuation levels with Apollo’s pricing team and traders.

Debt securities that are not publicly traded or whose market prices are not readily available are valued at fair value utilizing a model-based approach to determine fair value. Valuation approaches used to estimate the fair value of illiquid credit investments also may include the income approach, as described below. The valuation approaches used consider, as applicable, market risks, credit risks, counterparty risks and foreign currency risks.

Equity Investments

The majority of illiquid equity investments are valued using the market approach and/or the income approach, as described below.

Market Approach

The market approach is driven by current market conditions, including actual trading levels of similar companies and, to the extent available, actual transaction data of similar companies. Judgment is required by management when assessing which companies are similar to the subject company being valued. Consideration may also be given to any of the following factors: (1) the subject company’s historical and projected financial data; (2) valuations given to comparable companies; (3) the size and scope of the subject company’s operations; (4) the subject company’s individual strengths and weaknesses; (5) expectations relating to the market’s receptivity to an offering of the subject company’s securities; (6) applicable restrictions on transfer; (7) industry and market information; (8) general economic and market conditions; and (9) other factors deemed relevant. Market approach valuation models typically employ a multiple that is based on one or more of the factors described above.

Enterprise value as a multiple of EBITDA is common and relevant for most companies and industries, however, other industry specific multiples are employed where available and appropriate. Sources for gaining additional knowledge related to comparable companies include public filings, annual reports, analyst research reports and press releases. Once a comparable company set is determined, Apollo reviews certain aspects of the subject company’s performance and determines how its performance compares to the group and to certain individuals in the group. Apollo compares certain measurements such as EBITDA margins, revenue growth over certain time periods, leverage ratios and growth opportunities. In addition, Apollo compares the entry multiple and its relation to the comparable set at the time of acquisition to understand its relation to the comparable set on each measurement date.

Income Approach

The income approach provides an indication of fair value based on the present value of cash flows that a business or security is expected to generate in the future. The most widely used methodology for the income approach is a discounted cash flow method. Inherent in the discounted cash flow method are significant assumptions related to the subject company’s expected results, the determination of a terminal value and a calculated discount rate, which is normally based on the subject company’s WACC. The WACC represents the required rate of return on total capitalization, which is comprised of a required rate of return on equity, plus the current tax-effected rate of return on debt, weighted by the relative percentages of equity and debt that are typical in the industry. The most critical step in determining the appropriate WACC for each subject company is to select companies that are comparable in nature to the subject company and the credit quality of the subject company. Sources for gaining additional knowledge about the comparable companies include public filings, annual reports, analyst research reports and press releases. The general formula then used for calculating the WACC considers the after-tax rate of return on debt capital and the rate of return on common equity capital, which further considers the risk-free rate of return, market beta, market

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

risk premium and small stock premium, if applicable. The variables used in the WACC formula are inferred from the comparable market data obtained. The Company evaluates the comparable companies selected and concludes on WACC inputs based on the most comparable company or analyzes the range of data for the investment.

The value of liquid investments, where the primary market is an exchange (whether foreign or domestic), is determined using period end market prices. Such prices are generally based on the close price on the date of determination.

Certain of the funds Apollo manages may also enter into foreign currency exchange contracts, total return swap contracts, credit default swap contracts and other derivative contracts, which may include options, caps, collars and floors. Foreign currency exchange contracts are marked-to-market by recognizing the difference between the contract exchange rate and the current market rate as unrealized appreciation or depreciation. If securities are held at the end of the period, the changes in value are recorded in income as unrealized. Realized gains or losses are recognized when contracts are settled. Total return swap and credit default swap contracts are recorded at fair value as an asset or liability with changes in fair value recorded as unrealized appreciation or depreciation. Realized gains or losses are recognized at the termination of the contract based on the difference between the close-out price of the total return or credit default swap contract and the original contract price. Forward contracts are valued based on market rates obtained from counterparties or prices obtained from recognized financial data service providers.

Retirement Services

NAV

Investment funds are typically measured using NAV as a practical expedient in determining fair value and are not classified in the fair value hierarchy. The carrying value reflects a pro rata ownership percentage as indicated by NAV in the investment fund financial statements, which may be adjusted if it is determined NAV is not calculated consistent with investment company fair value principles. The underlying investments of the investment funds may have significant unobservable inputs, which may include but are not limited to, comparable multiples and WACC rates applied in valuation models or a discounted cash flow model.

AFS and trading securities

The fair values for most marketable securities without an active market are obtained from several commercial pricing services. These are classified as Level 2 assets. The pricing services incorporate a variety of market observable information in their valuation techniques, including benchmark yields, trading activity, credit quality, issuer spreads, bids, offers and other reference data. This category typically includes U.S. and non-U.S. corporate bonds, U.S. agency and government guaranteed securities, CLO, ABS, CMBS and RMBS.

Athene also has fixed maturity securities priced based on indicative broker quotes or by employing market accepted valuation models. For certain fixed maturity securities, the valuation model uses significant unobservable inputs and these are included in Level 3 in the fair value hierarchy. Significant unobservable inputs used include discount rates, issue-specific credit adjustments, material non-public financial information, estimation of future earnings and cash flows, default rate assumptions, liquidity assumptions and indicative quotes from market makers. These inputs are usually considered unobservable, as not all market participants have access to this data.

Privately placed fixed maturity securities are valued based on the credit quality and duration of comparable marketable securities, which may be securities of another issuer with similar characteristics. In some instances, a matrix-based pricing model is used. These models consider the current level of risk-free interest rates, corporate spreads, credit quality of the issuer and cash flow characteristics of the security. Additional factors such as net worth of the borrower, value of collateral, capital structure of the borrower, presence of guarantees and Athene’s evaluation of the borrower’s ability to compete in its relevant market are also considered. Privately placed fixed maturity securities are classified as Level 2 or 3.

Equity securities

Fair values of publicly traded equity securities are based on quoted market prices and classified as Level 1. Other equity securities, typically private equities or equity securities not traded on an exchange, are valued based on other sources, such as commercial pricing services or brokers, and are classified as Level 2 or 3.

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Mortgage loans

Athene estimates fair value monthly using discounted cash flow analysis and rates being offered for similar loans to borrowers with similar credit ratings. Loans with similar characteristics are aggregated for purposes of the calculations. The discounted cash flow model uses unobservable inputs, including estimates of discount rates and loan prepayments. Mortgage loans are classified as Level 3.

Investment funds

Certain investment funds for which Athene has elected the fair value option are included in Level 3 and are priced based on market accepted valuation models. The valuation models use significant unobservable inputs, which include material non-public financial information, estimation of future distributable earnings and demographic assumptions. These inputs are usually considered unobservable, as not all market participants have access to this data.

Other investments

The fair values of other investments are determined using a discounted cash flow model using discount rates for similar investments.

Funds withheld at interest embedded derivatives

Funds withheld at interest embedded derivatives represent the right to receive or obligation to pay the total return on the assets supporting the funds withheld at interest or funds withheld liability, respectively, and are analogous to a total return swap with a floating rate leg. The fair value of embedded derivatives on funds withheld and modco agreements is measured as the unrealized gain (loss) on the underlying assets and classified as Level 3.

Derivatives

Derivative contracts can be exchange traded or over the counter. Exchange-traded derivatives typically fall within Level 1 of the fair value hierarchy depending on trading activity. Over-the-counter derivatives are valued using valuation models or an income approach using third-party broker valuations. Valuation models require a variety of inputs, including contractual terms, market prices, yield curves, credit curves, measures of volatility, prepayment rates and correlation of the inputs. Athene considers and incorporates counterparty credit risk in the valuation process through counterparty credit rating requirements and monitoring of overall exposure. Athene also evaluates and includes its own nonperformance risk in valuing derivatives. The majority of Athene’s derivatives trade in liquid markets; therefore, it can verify model inputs and model selection does not involve significant management judgment. These are typically classified within Level 2 of the fair value hierarchy.

Interest sensitive contract liabilities embedded derivatives

Embedded derivatives related to interest sensitive contract liabilities with fixed indexed annuity products are classified as Level 3. The valuations include significant unobservable inputs associated with economic assumptions and actuarial assumptions for policyholder behavior.

AmerUs Closed Block

Athene elected the fair value option for the future policy benefits liability in the AmerUs Closed Block. The valuation technique is to set the fair value of policyholder liabilities equal to the fair value of assets. There is an additional component which captures the fair value of the open block’s obligations to the closed block business. This component is the present value of the projected release of required capital and future earnings before income taxes on required capital supporting the AmerUs Closed Block, discounted at a rate which represents a market participant’s required rate of return, less the initial required capital. Unobservable inputs include estimates for these items. The AmerUs Closed Block policyholder liabilities and any corresponding reinsurance recoverable are classified as Level 3.

ILICO Closed Block

Athene elected the fair value option for the ILICO Closed Block. The valuation technique is to set the fair value of policyholder liabilities equal to the fair value of assets. There is an additional component which captures the fair value of the open block’s

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

obligations to the closed block business. This component uses the present value of future cash flows which include commissions, administrative expenses, reinsurance premiums and benefits, and an explicit cost of capital. The discount rate includes a margin to reflect the business and nonperformance risk. Unobservable inputs include estimates for these items. The ILICO Closed Block policyholder liabilities and corresponding reinsurance recoverable are classified as Level 3.

Universal life liabilities and other life benefits

Athene elected the fair value option for certain blocks of universal and other life business ceded to Global Atlantic. Athene uses a present value of liability cash flows. Unobservable inputs include estimates of mortality, persistency, expenses, premium payments and a risk margin used in the discount rates that reflect the riskiness of the business. The universal life policyholder liabilities and corresponding reinsurance recoverable are classified as Level 3.

Other liabilities

Other liabilities include funds withheld liability embedded derivatives, as described above in funds withheld at interest embedded derivatives, and a ceded modco agreement of certain inforce funding agreement contracts for which Athene elected the fair value option. Athene estimates the fair value of the ceded modco agreement by discounting projected cash flows for net settlements and certain periodic and non-periodic payments. Unobservable inputs include estimates for asset portfolio returns and economic inputs used in the discount rate, including risk margin. Depending on the projected cash flows and other assumptions, the contract may be recorded as an asset or liability. The estimate is classified as Level 3.

7. Deferred Acquisition Costs, Deferred Sales Inducements and Value of Business Acquired

The following represents a rollforward of DAC and DSI by product, and a rollforward of VOBA. See note 8 for more information on Athene’s products.

			Nine months ended September 30, 2024
			DAC																								DSI						VOBA						Total DAC, DSI and VOBA
(In millions)			Traditional deferred annuities						Indexed annuities						Funding agreements						Other investment-type						Indexed annuities
Balance at December 31, 2023			$	890					$	1,517					$	10					$	11					$	970					$	2,581					$	5,979
Additions			404						751						36						—						479						—						1,670
Amortization			(176)						(131)						(8)						(1)						(88)						(274)						(678)
Balance at September 30, 2024			$	1,118					$	2,137					$	38					$	10					$	1,361					$	2,307					$	6,971

			Nine months ended September 30, 2023
			DAC																								DSI						VOBA						Total DAC, DSI and VOBA
(In millions)			Traditional deferred annuities						Indexed annuities						Funding agreements						Other investment-type						Indexed annuities
Balance at December 31, 2022			$	304					$	755					$	11					$	9					$	399					$	2,988					$	4,466
Additions			426						609						2						3						447						—						1,487
Amortization			(74)						(69)						(3)						(1)						(40)						(315)						(502)
Other			—						—						—						—						—						(3)						(3)
Balance at September 30, 2023			$	656					$	1,295					$	10					$	11					$	806					$	2,670					$	5,448

Deferred costs related to universal life-type policies and investment contracts with significant revenue streams from sources other than investment of the policyholder funds, including traditional deferred annuities and indexed annuities, are amortized on a constant-level basis for a cohort of contracts using initial premium or deposit. Significant inputs and assumptions are required for determining the expected duration of the cohort and involves using accepted actuarial methods to determine decrement rates related to policyholder behavior for lapses, withdrawals (surrenders) and mortality. The assumptions used to determine the amortization of DAC and DSI are consistent with those used to estimate the related liability balance.

Deferred costs related to investment contracts without significant revenue streams from sources other than investment of policyholder funds are amortized using the effective interest method, which primarily includes funding agreements. The

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

effective interest method requires inputs to project future cash flows, which for funding agreements includes contractual terms of notional value, periodic interest payments based on either fixed or floating interest rates, and duration. For other investment-type contracts which include immediate annuities and assumed endowments without significant mortality risks, assumptions are required related to policyholder behavior for lapses and withdrawals (surrenders).

8. Long-duration Contracts

Interest sensitive contract liabilities – Interest sensitive contract liabilities primarily include:

▪traditional deferred annuities,

▪indexed annuities consisting of fixed indexed and index-linked variable annuities,

▪funding agreements, and

▪other investment-type contracts comprising of immediate annuities without significant mortality risk (which includes pension group annuities without life contingencies) and assumed endowments without significant mortality risks.

The following represents a rollforward of the policyholder account balance by product within interest sensitive contract liabilities. Where explicit policyholder account balances do not exist, the disaggregated rollforward represents the recorded reserve.

			Nine months ended September 30, 2024
(In millions, except percentages)			Traditional Deferred Annuities						Indexed Annuities												Funding Agreements						Other Investment-type						Total
Balance at December 31, 2023			$	64,763					$	93,147											$	32,350					$	7,629					$	197,889
Deposits			19,786						12,761												24,083						933						57,563
Policy charges			(2)						(522)												—						—						(524)
Surrenders and withdrawals			(3,691)						(9,724)												—						(63)						(13,478)
Benefit payments			(830)						(1,204)												(7,746)						(173)						(9,953)
Interest credited			2,323						2,313												1,173						152						5,961
Foreign exchange			(1)						1												116						(56)						60
Other			—						—												421						(74)						347
Balance at September 30, 2024			$	82,348					$	96,772											$	50,397					$	8,348					$	237,865
Weighted average crediting rate			4.3		%				2.6		%										4.5		%				2.6		%
Net amount at risk			$	427					$	15,221											$	—					$	65
Cash surrender value			78,049						89,378												—						7,112

			Nine months ended September 30, 2023
(In millions, except percentages)			Traditional Deferred Annuities						Indexed Annuities												Funding Agreements						Other Investment-type						Total
Balance at December 31, 2022			$	43,518					$	92,660											$	27,439					$	4,722					$	168,339
Deposits			18,011						8,960												4,893						3,760						35,624
Policy charges			(2)						(481)												—						—						(483)
Surrenders and withdrawals			(8,207)						(8,292)												(110)						(25)						(16,634)
Benefit payments			(738)						(1,216)												(2,264)						(223)						(4,441)
Interest credited			1,284						802												628						110						2,824
Foreign exchange			(77)						(1)												(26)						(344)						(448)
Other1			63						77												(46)						(1,419)						(1,325)
Balance at September 30, 2023			$	53,852					$	92,509											$	30,514					$	6,581					$	183,456
Weighted average crediting rate			3.7		%				2.3		%										3.1		%				2.7		%
Net amount at risk			$	425					$	14,438											$	—					$	104
Cash surrender value			50,352						84,052												—						5,335
1Other includes $1,371 million reduction of reserves related to the VIAC recapture agreement. See note 15 for further information.

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

The following is a reconciliation of interest sensitive contract liabilities to the condensed consolidated statements of financial condition:

			September 30,
(In millions)			2024						2023
Traditional deferred annuities			$	82,348					$	53,852
Indexed annuities			96,772						92,509
Funding agreements			50,397						30,514
Other investment-type			8,348						6,581
Reconciling items1			7,571						5,609
Interest sensitive contract liabilities			$	245,436					$	189,065
1 Reconciling items primarily include embedded derivatives in indexed annuities, unaccreted host contract adjustments on indexed annuities, negative VOBA, sales inducement liabilities, and wholly ceded universal life insurance contracts.

The following represents policyholder account balances by range of guaranteed minimum crediting rates, as well as the related range of the difference between rates being credited to policyholders and the respective guaranteed minimums:

			September 30, 2024
(In millions)			At Guaranteed Minimum						1 Basis Point – 100 Basis Points Above Guaranteed Minimum						Greater than 100 Basis Points Above Guaranteed Minimum						Total
< 2.0%			$	28,488					$	15,531					$	126,352					$	170,371
2.0% – < 4.0%			23,576						1,787						1,927						27,290
4.0% – < 6.0%			28,764						75						1						28,840
6.0% and greater			11,364						—						—						11,364
Total			$	92,192					$	17,393					$	128,280					$	237,865

			September 30, 2023
(In millions)			At Guaranteed Minimum						1 Basis Point – 100 Basis Points Above Guaranteed Minimum						Greater than 100 Basis Points Above Guaranteed Minimum						Total
< 2.0%			$	28,564					$	19,709					$	90,121					$	138,394
2.0% – < 4.0%			28,838						1,128						541						30,507
4.0% – < 6.0%			11,433						9						1						11,443
6.0% and greater			3,112						—						—						3,112
Total			$	71,947					$	20,846					$	90,663					$	183,456

Future policy benefits – Future policy benefits consist primarily of payout annuities, including single premium immediate annuities with life contingencies (which include pension group annuities with life contingencies), and whole life insurance contracts.

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

The following is a rollforward by product within future policy benefits:

			Nine months ended September 30, 2024
(In millions, except percentages and years)			Payout Annuities with Life Contingencies						Whole Life						Total
Present value of expected net premiums
Beginning balance			$	—					$	1,182					$	1,182
Effect of changes in discount rate assumptions			—						(45)						(45)
Effect of foreign exchange on the change in discount rate assumptions			—						(2)						(2)
Beginning balance at original discount rate			—						1,135						1,135
Effect of actual to expected experience			—						(4)						(4)
Adjusted balance			—						1,131						1,131
Interest accrual			—						17						17
Net premium collected			—						(144)						(144)
Foreign exchange			—						(28)						(28)
Ending balance at original discount rate			—						976						976
Effect of changes in discount rate assumptions			—						41						41
Effect of foreign exchange on the change in discount rate assumptions			—						1						1
Ending balance			$	—					$	1,018					$	1,018
Present value of expected future policy benefits
Beginning balance			$	45,001					$	3,371					$	48,372
Effect of changes in discount rate assumptions			6,233						(89)						6,144
Effect of foreign exchange on the change in discount rate assumptions			1						(6)						(5)
Beginning balance at original discount rate			51,235						3,276						54,511
Effect of changes in cash flow assumptions			(104)						—						(104)
Effect of actual to expected experience			(89)						(4)						(93)
Adjusted balance			51,042						3,272						54,314
Issuances			1,010						—						1,010
Interest accrual			1,353						52						1,405
Benefit payments			(3,355)						(66)						(3,421)
Foreign exchange			33						(64)						(31)
Ending balance at original discount rate			50,083						3,194						53,277
Effect of changes in discount rate assumptions			(5,362)						46						(5,316)
Effect of foreign exchange on the change in discount rate assumptions			(16)						(3)						(19)
Ending balance			$	44,705					$	3,237					$	47,942
Net future policy benefits			$	44,705					$	2,219					$	46,924
Weighted-average liability duration (in years)			9.4						31.3
Weighted-average interest accretion rate			3.7		%				4.8		%
Weighted-average current discount rate			5.0		%				4.0		%
Expected future gross premiums, undiscounted			$	—					$	1,255
Expected future gross premiums, discounted1			—						1,064
Expected future benefit payments, undiscounted			73,523						10,235
1 Discounted at the original discount rate.

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

			Nine months ended September 30, 2023
(In millions, except percentages and years)			Payout Annuities with Life Contingencies						Whole Life						Total
Present value of expected future policy benefits
Beginning balance			$	36,422					$	—					$	36,422
Effect of changes in discount rate assumptions			8,425						—						8,425
Effect of foreign exchange on the change in discount rate assumptions			(13)						—						(13)
Beginning balance at original discount rate			44,834						—						44,834
Effect of changes in cash flow assumptions			(297)						—						(297)
Effect of actual to expected experience			(36)						—						(36)
Adjusted balance			44,501						—						44,501
Issuances			9,120						—						9,120
Interest accrual			1,194						—						1,194
Benefit payments			(2,731)						—						(2,731)
Foreign exchange			6						—						6
Other1			(1,509)						—						(1,509)
Ending balance at original discount rate			50,581						—						50,581
Effect of changes in discount rate assumptions			(9,753)						—						(9,753)
Effect of foreign exchange on the change in discount rate assumptions			12						—						12
Ending balance			$	40,840					$	—					$	40,840
Net future policy benefits			$	40,840					$	—					$	40,840
Weighted-average liability duration (in years)			9.6						0.0
Weighted-average interest accretion rate			3.6		%				—		%
Weighted-average current discount rate			6.1		%				—		%
Expected future benefit payments, undiscounted			$	73,933					$	—
1 Other includes $1,509 million reduction of reserves related to the VIAC recapture agreement. See note 15 for further information.

The following is a reconciliation of future policy benefits to the condensed consolidated statements of financial condition:

			September 30,
(In millions)			2024						2023
Payout annuities with life contingencies			$	44,705					$	40,840
Whole life			2,219						—
Reconciling items1			6,038						5,832
Future policy benefits			$	52,962					$	46,672
1 Reconciling items primarily include the deferred profit liability and negative VOBA associated with the liability for future policy benefits. Additionally, it includes term life reserves, fully ceded whole life reserves, and reserves for immaterial lines of business including accident and health and disability, as well as other insurance benefit reserves for no-lapse guarantees with universal life contracts, all of which are fully ceded.

The following is a reconciliation of premiums and interest expense relating to future policy benefits to the condensed consolidated statements of operations:

			Premiums												Interest expense
			Nine months ended September 30,												Nine months ended September 30,
(In millions)			2024						2023						2024						2023
Payout annuities with life contingencies			$	985					$	9,142					$	1,353					$	1,194
Whole life			154						—						35						—
Reconciling items1			24						21						—						—
Total			$	1,163					$	9,163					$	1,388					$	1,194
1 Reconciling items primarily relate to immaterial lines of business including term life, fully ceded whole life, and accident and health and disability.

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Significant assumptions and inputs to the calculation of future policy benefits for payout annuities with life contingencies include policyholder demographic data, assumptions for policyholder longevity and policyholder utilization for contracts with deferred lives, and discount rates. For whole life products, significant assumptions and inputs include policyholder demographic data, assumptions for mortality, morbidity, and lapse and discount rates.

Athene bases certain key assumptions related to policyholder behavior on industry standard data adjusted to align with actual company experience, if necessary. At least annually, Athene reviews all significant cash flow assumptions and updates as necessary, unless emerging experience indicates a more frequent review is necessary. The discount rate reflects market observable inputs from upper-medium grade fixed income instrument yields and is interpolated, where necessary, to conform to the duration of Athene’s liabilities.

During the nine months ended September 30, 2024, the present value of expected future policy benefits decreased by $430 million, which was driven by $3,421 million of benefit payments and $104 million of favorable unlocking of assumptions, offset by $1,405 million of interest accruals, $1,010 million of issuances, primarily pension group annuities, and an $832 million change in discount rate assumptions related to a decrease in market observable rates.

During the nine months ended September 30, 2023, the present value of expected future policy benefits increased by $4,418 million, which was driven by $9,120 million of issuances, primarily pension group annuities, and $1,194 million of interest accrual, partially offset by $2,731 million of benefit payments, a $1,509 million reduction in reserve related to recapture, a $1,328 million change in discount rate assumptions related to an increase in rates, and $297 million resulting from favorable unlocking of assumptions, primarily related to higher interest rates and favorable mortality experience lowering future benefit payments.

The following is a summary of remeasurement gains (losses) included within future policy and other policy benefits on the condensed consolidated statements of operations:

			Nine months ended September 30,
(In millions)			2024						2023
Reserves			$	193					$	333
Deferred profit liability			(37)						(243)
Negative VOBA			(52)						(54)
Total remeasurement gains (losses)			$	104					$	36

During the nine months ended September 30, 2024 and 2023, Athene recorded reserve increases of $15 million and $110 million, respectively, on the condensed consolidated statements of operations as a result of the present value of benefits and expenses exceeding the present value of gross premiums.

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Market risk benefits – Athene issues and reinsures traditional deferred and indexed annuity products that contain GLWB and GMDB riders that meet the criteria to be classified as market risk benefits.

The following is a rollfoward of net market risk benefit liabilities by product:

			Nine months ended September 30, 2024
(In millions, except years)			Traditional Deferred Annuities						Indexed Annuities												Total
Balance at December 31, 2023			$	192					$	3,181											$	3,373
Effect of changes in instrument-specific credit risk			2						(10)												(8)
Balance, beginning of period, before changes in instrument-specific credit risk			194						3,171												3,365
Issuances			—						270												270
Interest accrual			8						143												151
Attributed fees collected			1						265												266
Benefit payments			(3)						(39)												(42)
Effect of changes in interest rates			(2)						(34)												(36)
Effect of changes in equity			—						(115)												(115)
Effect of actual policyholder behavior compared to expected behavior			5						64												69
Effect of changes in future expected policyholder behavior			(3)						88												85
Effect of changes in other future expected assumptions			—						(19)												(19)
Balance, end of period, before changes in instrument-specific credit risk			200						3,794												3,994
Effect of changes in instrument-specific credit risk			1						94												95
Balance at September 30, 2024			201						3,888												4,089
Less: Reinsurance recoverable			—						(40)												(40)
Balance at September 30, 2024, net of reinsurance			$	201					$	3,848											$	4,049
Net amount at risk			$	427					$	15,221
Weighted-average attained age of contract holders (in years)			76						69

			Nine months ended September 30, 2023
(In millions, except years)			Traditional Deferred Annuities						Indexed Annuities												Total
Balance at December 31, 2022			$	170					$	2,319											$	2,489
Effect of changes in instrument-specific credit risk			13						353												366
Balance, beginning of period, before changes in instrument-specific credit risk			183						2,672												2,855
Issuances			—						47												47
Interest accrual			7						108												115
Attributed fees collected			2						250												252
Benefit payments			(1)						(24)												(25)
Effect of changes in interest rates			(18)						(591)												(609)
Effect of changes in equity			—						(26)												(26)
Effect of actual policyholder behavior compared to expected behavior			4						42												46
Effect of changes in future expected policyholder behavior			(3)						78												75
Effect of changes in other future expected assumptions			—						6												6
Balance, end of period, before changes in instrument-specific credit risk			174						2,562												2,736
Effect of changes in instrument-specific credit risk			(7)						(139)												(146)
Balance at September 30, 2023			$	167					$	2,423											$	2,590
Net amount at risk			$	425					$	14,438
Weighted-average attained age of contract holders (in years)			75						69

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

The following is a reconciliation of market risk benefits to the condensed consolidated statements of financial condition. Market risk benefit assets are included in other assets on the condensed consolidated statements of financial condition.

			September 30, 2024																		September 30, 2023
(In millions)			Asset						Liability						Net Liability						Asset						Liability						Net Liability
Traditional deferred annuities			$	—					$	201					$	201					$	—					$	167					$	167
Indexed annuities			313						4,201						3,888						431						2,854						2,423
Total			$	313					$	4,402					$	4,089					$	431					$	3,021					$	2,590

During the nine months ended September 30, 2024, net market risk benefit liabilities increased by $716 million, which was primarily driven by $270 million of issuances, $266 million in fees collected from policyholders, and $151 million of interest accrual.

During the nine months ended September 30, 2023, net market risk benefit liabilities increased by $101 million, which was primarily driven by $252 million in fees collected from policyholders, a $220 million change in instrument-specific credit risk related to tightening of credit spreads and $115 million of interest accrual, partially offset by a decrease of $609 million related to changes in the risk-free discount rate across the curve.

The determination of the fair value of market risk benefits requires the use of inputs related to fees and assessments and assumptions in determining the projected benefits in excess of the projected account balance. Judgment is required for both economic and actuarial assumptions, which can be either observable or unobservable, that impact future policyholder account growth.

Economic assumptions include interest rates and implied volatilities throughout the duration of the liability. For indexed annuities, assumptions also include projected equity returns which impact cash flows attributable to indexed strategies, implied equity volatilities, expected index credits on the next policy anniversary date and future equity option costs. Assumptions related to the level of option budgets used for determining the future equity option costs and the impact on future policyholder account value growth are considered unobservable inputs.

Policyholder behavior assumptions are unobservable inputs and are established using accepted actuarial valuation methods to estimate withdrawals (surrender rate) and income rider utilization. Assumptions are generally based on industry data and pricing assumptions which are updated for actual experience, if necessary. Actual experience may be limited for recently issued products.

All inputs are used to project excess benefits and fees over a range of risk-neutral, stochastic interest rate scenarios. For indexed annuities, stochastic equity return scenarios are also included within the range. A risk margin is incorporated within the discount rate to reflect uncertainty in the projected cash flows such as variations in policyholder behavior, as well as a credit spread to reflect nonperformance risk, which is considered an unobservable input. Athene uses its public credit rating relative to the U.S. Treasury curve as of the valuation date to reflect its nonperformance risk in the fair value estimate of market risk benefits.

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

The following summarizes the unobservable inputs for market risk benefits:

						September 30, 2024
(In millions, except percentages)						Fair Value						Valuation Technique						Unobservable Inputs						Minimum						Maximum						Weighted Average									Impact of an Increase in the Input on Fair Value
Market risk benefits, net						$	4,089					Discounted cash flow						Nonperformance risk						0.5		%				1.2		%				1.1		%	1						Decrease
																		Option budget						0.5		%				6.0		%				2.2		%	2						Decrease
																		Surrender rate						3.3		%				7.0		%				4.5		%	2						Decrease
																		Utilization rate						28.6		%				95.0		%				84.7		%	3						Increase
						September 30, 2023
(In millions, except percentages)						Fair Value						Valuation Technique						Unobservable Inputs						Minimum						Maximum						Weighted Average									Impact of an Increase in the Input on Fair Value
Market risk benefits, net						$	2,590					Discounted cash flow						Nonperformance risk						0.6		%				1.6		%				1.4		%	1						Decrease
																		Option budget						0.5		%				5.9		%				1.9		%	2						Decrease
																		Surrender rate						3.4		%				6.5		%				4.6		%	2						Decrease
																		Utilization rate						28.6		%				95.0		%				83.2		%	3						Increase
1 The nonperformance risk weighted average is based on the cash flows underlying the market risk benefit reserve.
2 The option budget and surrender rate weighted averages are calculated based on projected account values.
3 The utilization of GLWB withdrawals represents the estimated percentage of policyholders that are expected to use their income rider over the duration of the contract, with the weighted average based on current account values.

9. Profit Sharing Payable

Profit sharing payable was $1.9 billion and $1.7 billion as of September 30, 2024 and December 31, 2023, respectively. The below is a roll-forward of the profit-sharing payable balance:

(In millions)			Total
Profit sharing payable, January 1, 2024			$	1,669
Profit sharing expense			570
Payments/other			(373)
Profit sharing payable, September 30, 2024			$	1,866

Profit sharing expense includes (i) changes in amounts due to current and former employees entitled to a share of performance revenues in funds managed by Apollo and (ii) changes to the fair value of the contingent consideration obligations recognized in connection with certain of the Company’s acquisitions. Profit sharing payable excludes the potential return of profit-sharing distributions that would be due if certain funds were liquidated, which is recorded in due from related parties in the condensed consolidated statements of financial condition.

The Company requires that a portion of certain of the performance revenues distributed to the Company’s employees be used to purchase restricted shares of common stock issued under its Equity Plan. Prior to distribution of the performance revenues, the Company records the value of the equity-based awards expected to be granted in other assets and accounts payable, accrued expenses, and other liabilities.

10. Income Taxes

The Company’s income tax provision totaled $317 million and $243 million for the three months ended September 30, 2024 and 2023, respectively, and totaled $1,000 million and $697 million for the nine months ended September 30, 2024 and 2023, respectively. The Company’s effective income tax rate was approximately 15.2% and 27.5% for the three months ended September 30, 2024 and 2023, respectively, and 17.5% and 19.2% for the nine months ended September 30, 2024 and 2023, respectively.

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

AHL changed its domicile from Bermuda to the United States, causing AHL to become a U.S.-domiciled corporation and a U.S. taxpayer effective December 31, 2023 (the “Redomicile”) and will be subject to U.S. corporate income tax for 2024 and future years. AHL’s Bermuda subsidiaries (and AHL for pre-Redomicile periods) file protective U.S. income tax returns. AHL’s U.S. subsidiaries file, and AHL for post-Redomicile periods will file, income tax returns with the U.S. federal government and various state governments.

On December 27, 2023, the Government of Bermuda enacted the Corporate Income Tax Act of 2023 (“Bermuda CIT”). Commencing on January 1, 2025, the Bermuda CIT generally will impose a 15% corporate income tax on in-scope entities that are resident in Bermuda or have a Bermuda permanent establishment, without regard to any assurances that have been given pursuant to the Exempted Undertakings Tax Protection Act 1966. The Company recorded material deferred tax assets at December 31, 2023 as a result of the passage of the Bermuda CIT, primarily related to an estimated opening tax loss carryforward under the Bermuda CIT. Throughout 2024, the Company will evaluate and record applicable adjustments to these deferred tax assets. The Company evaluated the existing deferred tax assets and determined that no adjustments were necessary at September 30, 2024.

The U.K. enacted legislation in July 2023 implementing certain provisions of the Organisation for Economic Cooperation and Development’s “Pillar Two” global minimum tax initiative (“Pillar Two”) that will apply to multinational enterprises for accounting periods beginning on or after December 31, 2023. On February 22, 2024, the U.K. enacted certain amendments to its Pillar Two legislation which similarly take effect for accounting periods beginning on or after December 31, 2023. The Company continues to evaluate the potential impact on future periods of Pillar Two, pending legislative adoption by individual countries, as such legislative changes could result in changes to our effective tax rate. The Company evaluated the enacted legislation and concluded there was no material impact to our effective tax rate for the three months ended September 30, 2024.

Under U.S. GAAP, a tax benefit from an uncertain tax position may be recognized when it is more likely than not that the position will be sustained upon examination, including resolution of any related appeals or litigation, based on the technical merits of the position. As of September 30, 2024, the Company recorded $10 million of unrecognized tax benefits for uncertain tax positions. Approximately all of the unrecognized tax benefits, if recognized, would impact our effective tax rate. The Company does not believe that it has any tax positions for which it is reasonably possible that it will be required to record significant amounts of unrecognized tax benefits within the next twelve months.

The primary jurisdictions in which the Company operates and incurs income taxes are the United States, the United Kingdom, and Bermuda (beginning January 1, 2025). There are no unremitted earnings with respect to the United Kingdom or other foreign jurisdictions.

In the normal course of business, the Company is subject to examination by federal, state, local and foreign tax authorities. As of September 30, 2024, the Company’s U.S. federal, state, local and foreign income tax returns for the years 2020 through 2022 are open under the general statute of limitations provisions and therefore subject to examination. Currently, the Internal Revenue Service is examining the tax returns of the Company and certain subsidiaries for tax years 2019 to 2021. The State and City of New York are examining certain subsidiaries’ tax returns for tax years 2014 to 2021. The United Kingdom tax authorities are currently examining certain subsidiaries’ tax returns for tax years 2015 to 2022. There are other examinations ongoing in other foreign jurisdictions in which the Company operates. No provisions with respect to these examinations have been recorded, other than the unrecognized tax benefits discussed above.

The Company has historically recorded deferred tax assets resulting from the step-up in the tax basis of assets, including intangibles, resulting from exchanges of AOG Units for Class A shares by the Former Managing Partners and Contributing Partners. A related liability has also historically been recorded in due to related parties in the condensed consolidated statements of financial condition for the expected payments under the tax receivable agreement entered into by and among the Company, the Former Managing Partners, the Contributing Partners, and other parties thereto (as amended, the “tax receivable agreement”) (see note 15). The benefit the Company obtained from the difference in the tax asset recognized and the related liability was recorded as an increase to additional paid in capital. The amortization period for the portion of the increase in tax basis related to intangibles is 15 years. The realization of the remaining portion of the increase in tax basis relates to the disposition of the underlying assets to which the step-up is attributed. The associated deferred tax assets reverse at the time of the corresponding asset disposition.

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

11. Debt

Company debt consisted of the following:

									September 30, 2024															December 31, 2023
(In millions, except percentages)			Maturity Date						Outstanding Balance						Fair Value															Outstanding Balance						Fair Value
Asset Management
4.00% 2024 Senior Notes1,2			May 30, 2024						$	—					$	—														$	499					$	496		4
4.40% 2026 Senior Notes1,2			May 27, 2026						499						500			4												498						490			4
4.87% 2029 Senior Notes1,2			February 15, 2029						675						687			4												675						664			4
2.65% 2030 Senior Notes1,2			June 5, 2030						497						454			4												496						432			4
6.38% 2033 Senior Notes1,2			November 15, 2033						492						558			4												492						539			4
5.00% 2048 Senior Notes1,2			March 15, 2048						297						296			4												297						275			4
5.80% 2054 Senior Notes1,2			May 21, 2054						741						800			4												—						—
4.95% 2050 Subordinated Notes1,2			January 14, 2050						297						299			4												297						283			4
7.63% 2053 Subordinated Notes1,2			September 15, 2053						584						656			5												584						652			5
1.70% Secured Borrowing II			April 15, 2032						—						—															14						14			4
1.30% 2016 AMI Term Facility I			January 15, 2025						—						—															19						19			3
2.00% 2016 AMI Term Facility II			October 18, 2024						—						—															12						12			3
									4,082						4,250															3,883						3,876
Retirement Services
4.13% 2028 AHL Senior Notes1			January 12, 2028						1,054						986			4												1,066						956			4
6.15% 2030 AHL Senior Notes1			April 3, 2030						582						538			4												593						516			4
3.50% 2031 AHL Senior Notes1			January 15, 2031						521						466			4												523						442			4
6.65% 2033 AHL Senior Notes1			February 1, 2033						395						441			4												395						427			4
5.88% 2034 AHL Senior Notes1			January 15, 2034						584						629			4												583						607			4
3.95% 2051 AHL Senior Notes1			May 25, 2051						545						385			4												545						375			4
3.45% 2052 AHL Senior Notes1			May 15, 2052						504						344			4												504						337			4
6.25% 2054 AHL Senior Notes1			April 1, 2054						982						1,068			4												—						—
7.25% 2064 AHL Subordinated Notes1			March 30, 2064						558						591			5												—						—
									5,725						5,448															4,209						3,660
Total Debt									$	9,807					$	9,698														$	8,092					$	7,536
1 Interest rate is calculated as weighted average annualized.
2 Includes amortization of note discount, as applicable, totaling $41 million and $34 million as of September 30, 2024 and December 31, 2023, respectively. Outstanding balance is presented net of unamortized debt issuance costs.
3 Fair value is based on a discounted cash flow method. These notes are classified as a Level 3 liability within the fair value hierarchy.
4 Fair value is based on broker quotes. These notes are valued using Level 2 inputs based on the number and quality of broker quotes obtained, the standard deviations of the observed broker quotes and the percentage deviation from external pricing services.
5 Fair value is based on quoted market prices. These notes are classified as a Level 1 liability within the fair value hierarchy.

Asset Management – Notes Issued and Repayments

On May 21, 2024, AGM issued $750 million aggregate principal amount of its 5.800% Senior Notes due 2054 (the “2054 Senior Notes”), at par value. The 2054 Senior Notes bear interest at a rate of 5.800% per annum and interest is payable semi-annually in arrears on May 21 and November 21 of each year, commencing on November 21, 2024. The 2054 Senior Notes will mature on May 21, 2054. The underwriting discount and related expenses are amortized into interest expense on the condensed consolidated statements of operations over the term of the 2054 Senior Notes.

On May 30, 2024, AMH repaid in full the principal and accrued interest of the $500 million aggregate principal amount of its 4.00% 2024 Senior Notes.

During the fourth quarter of 2024, AGM issued $500 million aggregate principal amount of its 6.000% Fixed-Rate Resettable Junior Subordinated Notes due 2054 (the “2054 Subordinated Notes”), at par value. Subject to the Company’s right to defer the payment of interest for up to five years, interest on the 2054 Subordinated Notes is payable on a semi-annual basis in arrears on June 15 and December 15 of each year, commencing on June 15, 2025. The 2054 Subordinated Notes bear interest at a fixed rate of 6.000% per annum until December 15, 2034 (the “First Reset Date”). On and after the First Reset Date, on the five-year

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

anniversary of the First Reset Date and every five years thereafter, the interest rate on the 2054 Subordinated Notes will be reset equal to the Five-Year U.S. Treasury Rate (as defined in the indenture for the 2054 Subordinated Notes (the “Indenture”)) as of the most recent Reset Interest Determination Date (as defined in the Indenture) plus a spread of 2.168%. The 2054 Subordinated Notes will mature on December 15, 2054. The underwriting discount and related expenses will be amortized into interest expense on the condensed consolidated statements of operations over the term of the 2054 Subordinated Notes, commencing in the fourth quarter of 2024.

The indentures governing the 2026 Senior Notes, the 2029 Senior Notes, the 2030 Senior Notes, the 2033 Senior Notes, the 2048 Senior Notes, the 2054 Senior Notes, the 2050 Subordinated Notes, the 2053 Subordinated Notes and the 2054 Subordinated Notes restrict the ability of AGM, AMH and the guarantors of the notes to incur indebtedness secured by liens on voting stock or profit participating equity interests of their respective subsidiaries, or merge, consolidate or sell, transfer or lease assets. The indentures also provide for customary events of default.

Retirement Services – Notes Issued

AHL Senior Notes – Athene’s senior unsecured notes are callable by AHL at any time. If called prior to three months before the scheduled maturity date, the price is equal to the greater of (1) 100% of the principal and any accrued and unpaid interest and (2) an amount equal to the sum of the present values of remaining scheduled payments, discounted from the scheduled payment date to the redemption date at the treasury rate plus a spread (as defined in the applicable prospectus supplement) and any accrued and unpaid interest.

During the first quarter of 2024, Athene issued $1.0 billion of 6.250% Senior Notes due April 1, 2054 (the “2054 AHL Senior Notes”). Athene will pay interest on the 2054 AHL Senior Notes semi-annually, commencing on October 1, 2024.

AHL Subordinated Notes – During the first quarter of 2024, Athene issued $575 million of 7.250% Fixed-Rate Reset Junior Subordinated Debentures due March 30, 2064 (the “2064 AHL Subordinated Notes”). Athene will pay interest at an annual fixed rate of 7.250% on the 2064 AHL Subordinated Notes quarterly, commencing on June 30, 2024 until March 30, 2029. On March 30, 2029, and every fifth annual anniversary thereafter, the interest rate will reset to the Five-Year U.S. Treasury Rate (as defined in the applicable prospectus supplement) plus 2.986%. Athene may defer interest payments for up to five consecutive years.

During the fourth quarter of 2024, Athene issued $600 million of 6.625% Fixed-Rate Reset Junior Subordinated Debentures due October 15, 2054 (the “2054 AHL Subordinated Notes”). Athene will pay interest semi-annually at an annual fixed rate of 6.625% on the 2054 AHL Subordinated Notes, commencing on April 15, 2025 until October 15, 2034. On October 15, 2034, and every fifth annual anniversary thereafter, the interest rate will reset to the Five-Year U.S. Treasury Rate (as defined in the applicable prospectus supplement) plus 2.607%. Athene may defer interest payments for up to five consecutive years.

Credit and Liquidity Facilities

The following table represents the Company’s credit and liquidity facilities as of September 30, 2024:

Instrument/Facility			Borrowing Date			Maturity Date						Administrative Agent						Key terms
Asset Management - AMH credit facility			N/A			October 12, 2027						Citibank						The commitment fee on the $1.0 billion undrawn AMH credit facility as of September 30, 2024 was 0.08%.
Retirement Services - AHL credit facility			N/A			June 30, 2028						Citibank						The borrowing capacity under the AHL credit facility is $1.25 billion, subject to being increased up to $1.75 billion in total.
Retirement Services - AHL liquidity facility			N/A			June 27, 2025						Wells Fargo Bank						The borrowing capacity under the AHL liquidity facility is $2.6 billion, subject to being increased up to $3.1 billion in total.

Asset Management – Credit Facility

On October 12, 2022, AMH, as borrower, entered into a $1.0 billion revolving credit facility with Citibank, N.A., as administrative agent, which matures on October 12, 2027 (“AMH credit facility”). Borrowings under the AMH credit facility may be used for working capital and general corporate purposes, including, without limitation, permitted acquisitions. As of September 30, 2024, AMH, the borrower under the facility, could incur incremental facilities in an aggregate amount not to

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

exceed $250 million plus additional amounts so long as AMH was in compliance with a net leverage ratio not to exceed 4.00 to 1.00.

As of September 30, 2024, there were no amounts outstanding under the AMH credit facility and the Company was in compliance with all financial covenants under the facility.

Retirement Services – Credit and Liquidity Facilities

AHL Credit Facility—On June 30, 2023, AHL, ALRe, AUSA and AARe entered into a five-year revolving credit agreement with a syndicate of banks and Citibank, N.A. as administrative agent (“AHL credit facility”). The AHL credit facility is unsecured and has a commitment termination date of June 30, 2028, subject to up to two one-year extensions, in accordance with the terms of the AHL credit facility. In connection with the AHL credit facility, AHL and AUSA guaranteed all of the obligations of AHL, ALRe, AARe and AUSA under the AHL credit facility and the related loan documents, and ALRe and AARe guaranteed certain of the obligations of AHL, ALRe, AARe and AUSA under the AHL credit facility and the related loan documents. The borrowing capacity under the AHL credit facility is $1.25 billion, subject to being increased up to $1.75 billion in total on the terms described in the AHL credit facility.

The AHL credit facility contains various standard covenants with which Athene must comply, including the following:

1.Consolidated debt-to-capitalization ratio not to exceed 35%;

2.Minimum consolidated net worth of no less than $14.8 billion; and

3.Restrictions on Athene’s ability to incur liens, with certain exceptions.

Interest accrues on outstanding borrowings at either the adjusted term secured overnight financing rate plus a margin or the base rate plus a margin, with the applicable margin varying based on AHL’s debt rating. Rates and terms are as defined in the AHL credit facility. As of September 30, 2024 and December 31, 2023, there were no amounts outstanding under the AHL credit facility and Athene was in compliance with all financial covenants under the facility.

AHL Liquidity Facility—On June 28, 2024, AHL and ALRe entered into a new revolving credit agreement with a syndicate of banks and Wells Fargo Bank, National Association, as administrative agent, (“AHL liquidity facility”), which replaced Athene’s previous revolving credit agreement dated as of June 30, 2023. The previous credit agreement, and the commitments under it, expired on June 28, 2024. The AHL liquidity facility is unsecured and has a commitment termination date of June 27, 2025, subject to any extensions of additional 364-day periods with consent of extending lenders and/or “term-out” of outstanding loans (by which, at Athene’s election, the outstanding loans may be converted to term loans which shall have a maturity of up to one year after the original maturity date), in each case in accordance with the terms of the AHL liquidity facility. In connection with the AHL liquidity facility, ALRe guaranteed all of the obligations of AHL under the AHL liquidity facility and the related loan documents. The AHL liquidity facility will be used for liquidity and working capital needs to meet short-term cash flow and investment timing differences. The borrowing capacity under the AHL liquidity facility is $2.6 billion, subject to being increased up to $3.1 billion in total on the terms described in the AHL liquidity facility. The AHL liquidity facility contains various standard covenants with which Athene must comply, including the following:

1.ALRe minimum consolidated net worth of no less than $10.2 billion; and

2.Restrictions on Athene’s ability to incur liens, with certain exceptions.

Interest accrues on outstanding borrowings at the adjusted term secured overnight financing rate plus a margin or the base rate plus a margin, with applicable margin varying based on ALRe’s financial strength rating. Rates and terms are as defined in the AHL liquidity facility. As of September 30, 2024 and December 31, 2023, there were no amounts outstanding under the current or previous AHL liquidity facilities and Athene was in compliance with all financial covenants under the facilities.

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Interest Expense

The following table presents the interest expense incurred related to the Company’s debt:

			Three months ended September 30,												Nine months ended September 30,
(In millions)			2024						2023						2024						2023
Asset Management			$	55					$	36					$	159					$	98
Retirement Services1			65						30						174						91
Total Interest Expense			$	120					$	66					$	333					$	189
Note: Debt issuance costs incurred are amortized into interest expense over the term of the debt arrangement, as applicable.
1 Interest expense for Retirement Services is included in policy and other operating expenses on the condensed consolidated statements of operations.

12. Equity-Based Compensation

Under the Equity Plan, the Company grants equity-based awards to employees. Equity-based awards granted to employees and non-employees as compensation are measured based on the grant date fair value of the award, which considers the public share price of AGM’s common stock subject to certain discounts, as applicable.

The Company grants both service-based and performance-based awards. The estimated total grant date fair value for service-based awards is charged to compensation expense on a straight-line basis over the vesting period, which is generally one to six years from the date of grant. Certain service-based awards are tied to profit sharing arrangements in which a portion of the performance fees distributed to the general partner are required to be used by employees to purchase restricted shares of common stock or is delivered in the form of RSUs, which are granted under the Company’s Equity Plan. Performance-based awards vest subject to continued employment and the Company’s achievement of specified performance goals. In accordance with U.S. GAAP, equity-based compensation expense for performance grants are typically recognized on an accelerated recognition method over the requisite service period to the extent the performance revenue metrics are met or deemed probable. Equity-based awards that do not require future service (i.e., vested awards) are expensed immediately.

For the three months ended September 30, 2024 and 2023, the Company recorded equity-based compensation expense of $136 million and $142 million, respectively. For the nine months ended September 30, 2024 and 2023, the Company recorded equity-based compensation expense of $478 million and $422 million, respectively. As of September 30, 2024, there was $691 million of estimated unrecognized compensation expense related to unvested RSU awards. This cost is expected to be recognized over a weighted-average period of 2.1 years.

Service-Based Awards

During the nine months ended September 30, 2024 and 2023, the Company awarded 3.5 million and 4.8 million of service-based RSUs, respectively, with a grant date fair value of $378 million and $326 million, respectively.

During the three months ended September 30, 2024 and 2023, the Company recorded equity-based compensation expense on service-based RSUs of $95 million and $80 million, respectively. During the nine months ended September 30, 2024 and 2023, the Company recorded equity-based compensation expense on service-based RSUs of $296 million and $227 million, respectively.

Performance-Based Awards

During the nine months ended September 30, 2024 and 2023, the Company awarded 0.9 million and 1.4 million of performance-based RSUs, respectively, with a grant date fair value of $89 million and $94 million, respectively, which primarily vest subject to continued employment and the Company’s receipt of performance revenues, within prescribed periods, sufficient to cover the associated equity-based compensation expense.

During the three months ended September 30, 2024 and 2023, the Company recorded equity-based compensation expense on performance-based awards of $31 million and $41 million, respectively. During the nine months ended September 30, 2024 and 2023, the Company recorded equity-based compensation expense on performance-based awards of $138 million and $137 million, respectively.

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

In December 2021, the Company awarded one-time grants to the Co-Presidents of AAM of 6.0 million RSUs which vest on a cliff basis subject to continued employment over five years, with 2.0 million of those RSUs also subject to the Company’s achievement of certain fee related earnings and spread related earnings per share metrics.

During the three months ended September 30, 2024 and 2023, the Company recorded equity-based compensation expense for service-based awards related to these one-time grants of $14 million and $14 million, respectively. During the nine months ended September 30, 2024 and 2023, the Company recorded equity-based compensation expense for service-based awards related to these one-time grants of $42 million and $42 million, respectively.

During the three months ended September 30, 2024 and 2023, the Company recorded equity-based compensation expense for performance-based awards related to these one-time grants of $6 million and $6 million, respectively. During the nine months ended September 30, 2024 and 2023, the Company recorded equity-based compensation expense for performance-based awards related to these one-time grants of $18 million and $18 million, respectively.

The following table summarizes all RSU activity for the current period:

			Unvested						Weighted Average Grant Date Fair Value						Vested						Total Number of RSUs Outstanding
Balance at January 1, 2024			16,692,903						$	62.92					22,067,052						38,759,955
Granted			4,359,947						106.78						21,957						4,381,904
Forfeited			(235,093)						71.52						(172,960)						(408,053)
Vested			(3,320,092)						66.30						3,320,092						—
Issued			—						—						(7,034,702)						(7,034,702)
Balance at September 30, 2024			17,497,665						$	68.10					18,201,439						35,699,104

Restricted Stock Awards

During the nine months ended September 30, 2024 and 2023, the Company awarded 0.2 million and 0.5 million restricted stock awards, respectively, from profit sharing arrangements with a grant date fair value of $25 million and $32 million, respectively.

During the three months ended September 30, 2024 and 2023, the Company recorded equity-based compensation expense related to restricted stock awards from profit sharing arrangements of $9 million and $15 million, respectively. During the nine months ended September 30, 2024 and 2023, the Company recorded equity-based compensation expense related to restricted stock awards from profit sharing arrangements of $31 million and $36 million, respectively.

13. Equity

Common Stock

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

During the three and nine months ended September 30, 2024 and 2023, 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 adjustment to retained earnings (accumulated deficit).

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

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

$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 nine months ended September 30, 2024 and 2023:

			Nine months ended September 30,
			2024						2023
Shares of common stock issued in settlement of vested RSUs and options exercised1			7,352,428						7,736,756
Reduction of shares of common stock issued2			(2,404,677)						(2,997,427)
Shares of common stock purchased related to share issuances and forfeitures3			(149,002)						(161,530)
Issuance of shares of common stock for equity-based awards			4,798,749						4,577,799
1 The gross value of shares issued was $789 million and $553 million for the nine months ended September 30, 2024 and 2023, respectively, based on the closing price of the shares of common stock at the time of issuance.
2 Cash paid for tax liabilities associated with net share settlement was $310 million and $215 million for the nine months ended September 30, 2024 and 2023, respectively.
3 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 nine months ended September 30, 2024, and 2023, Apollo issued 228,392 and 452,640 of such restricted shares and 149,002 and 161,530 of such RSUs under the Equity Plan, respectively. During the nine months ended September 30, 2023, Apollo repurchased 499,430 shares of common stock in open-market transactions not pursuant to a publicly-announced repurchase plan or program.

During the nine months ended September 30, 2024 and 2023, 7,267,000 and 7,386,570 shares of common stock, respectively, were repurchased in open market transactions as part of the publicly announced share repurchase programs discussed above, and such shares were subsequently canceled by the Company. The Company paid $788 million and $501 million for these open market share repurchases during the nine months ended September 30, 2024 and 2023, respectively.

During the second quarter of 2024, the Company issued 742,742 shares of common stock in settlement of a share-based contingent consideration. See note 16 for further information on the contingent consideration.

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.

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

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 0.5055 shares and 0.6066 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.

During the nine months ended September 30, 2024, 235 shares of the Mandatory Convertible Preferred Stock were converted at the option of the respective holders. There were 28,749,765 shares of Mandatory Convertible Preferred Stock issued and outstanding as of September 30, 2024.

Warrants

In 2022, the Company issued warrants 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 September 30, 2024, warrants exercisable for 7.5 million shares of common stock were vested and exercisable. Additional warrants exercisable for 2.5 million shares of common stock each become exercisable in the first quarter of 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.

On November 6, 2024, the Company issued warrants in a private placement exercisable for up to 2.9 million shares of common stock at an exercise price of $173.51 per share. The warrants are exercisable on the issuance date and each of the first, second, third, fourth, fifth and sixth anniversaries thereof. Each warrant, to the extent exercised, will be settled on a “cashless net exercise basis.” The warrants will expire on the seventh anniversary of the issuance date, with any vested but unexercised warrants being automatically exercised at such time if the trading price of common stock is above the exercise price.

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

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 Date						Dividend per Share of Common Stock						Payment Date						Dividend to Common Stockholders																		Distribution Equivalents on Participating Securities
February 9, 2023						$	0.40					February 28, 2023						$	229																	$	12
May 9, 2023						0.43						May 31, 2023						244																		12
August 3, 2023						0.43						August 31, 2023						244																		12
November 1, 2023						0.43						November 30, 2023						244																		15
Year ended December 31, 2023						$	1.69											$	961																	$	51
February 8, 2024						0.43						February 29, 2024						245																		14
May 2, 2024						0.46						May 31, 2024						263																		16
August 1, 2024						0.46						August 30, 2024						262																		15
Nine months ended September 30, 2024						$	1.35											$	770																	$	45

Accumulated Other Comprehensive Income (Loss)

(In millions)			Unrealized investment gains (losses) on AFS securities without a credit allowance						Unrealized investment gains (losses) on AFS securities with a credit allowance						Unrealized gains (losses) on hedging instruments						Remeasurement gains (losses) on future policy benefits related to discount rate						Remeasurement gains (losses) on market risk benefits related to credit risk																		Foreign currency translation and other adjustments						Accumulated other comprehensive income (loss)
Balance at June 30, 2024			$	(9,674)					$	(277)					$	(82)					$	4,218					$	5																	$	(10)					$	(5,820)
Other comprehensive income (loss) before reclassifications			5,143						(22)						225						(2,263)						(93)																		61						3,051
Less: Reclassification adjustments for gains (losses) realized1			(348)						(8)						4						—						—																		—						(352)
Less: Income tax expense (benefit)			1,122						(3)						47						(472)						(20)																		8						682
Less: Other comprehensive loss attributable to non-controlling interests, net of tax			886						7						60						(596)						(9)																		26						374
Balance at September 30, 2024			$	(6,191)					$	(295)					$	32					$	3,023					$	(59)																	$	17					$	(3,473)
1 Recognized in investment related gains (losses) on the condensed consolidated statements of operations.

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

(In millions)			Unrealized investment gains (losses) on AFS securities without a credit allowance						Unrealized investment gains (losses) on AFS securities with a credit allowance						Unrealized gains (losses) on hedging instruments						Remeasurement gains (losses) on future policy benefits related to discount rate						Remeasurement gains (losses) on market risk benefits related to credit risk						Foreign currency translation and other adjustments						Accumulated other comprehensive income (loss)
Balance at June 30, 2023			$	(11,052)					$	(378)					$	27					$	4,708					$	312					$	(9)					$	(6,392)
Other comprehensive income (loss) before reclassifications			(3,199)						33						(192)						1,317						(254)						(34)						(2,329)
Less: Reclassification adjustments for gains (losses) realized1			(11)						—						21						—						—						—						10
Less: Income tax expense (benefit)			(654)						6						(46)						273						(52)						(3)						(476)
Less: Other comprehensive income (loss) attributable to non-controlling interests, net of subsidiary issuance of equity interest and tax			(577)						(3)						(26)						471						(8)						(17)						(160)
Balance at September 30, 2023			$	(13,009)					$	(348)					$	(114)					$	5,281					$	118					$	(23)					$	(8,095)
1 Recognized in investment related gains (losses) on the condensed consolidated statements of operations.

(In millions)			Unrealized investment gains (losses) on AFS securities without a credit allowance						Unrealized investment gains (losses) on AFS securities with a credit allowance						Unrealized gains (losses) on hedging instruments						Remeasurement gains (losses) on future policy benefits related to discount rate						Remeasurement gains (losses) on market risk benefits related to credit risk						Foreign currency translation and other adjustments						Accumulated other comprehensive income (loss)
Balance at December 31, 2023			$	(8,675)					$	(289)					$	(81)					$	3,458					$	3					$	9					$	(5,575)
Other comprehensive income (loss) before reclassifications			3,528						(19)						264						(832)						(87)						22						2,876
Less: Reclassification adjustments for gains (losses) realized1			(237)						(14)						35						—						—						—						(216)
Less: Income tax expense (benefit)			776						(1)						49						(176)						(18)						4						634
Less: Other comprehensive income (loss) attributable to non-controlling interests, net of tax			505						2						67						(221)						(7)						10						356
Balance at September 30, 2024			$	(6,191)					$	(295)					$	32					$	3,023					$	(59)					$	17					$	(3,473)
1 Recognized in investment related gains (losses) on the condensed consolidated statements of operations.

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

(In millions)			Unrealized investment gains (losses) on AFS securities without a credit allowance						Unrealized investment gains (losses) on AFS securities with a credit allowance						Unrealized gains (losses) on hedging instruments						Remeasurement gains (losses) on future policy benefits related to discount rate						Remeasurement gains (losses) on market risk benefits related to credit risk						Foreign currency translation and other adjustments						Accumulated other comprehensive income (loss)
Balance at December 31, 2022			$	(12,568)					$	(334)					$	48					$	5,256					$	285					$	(22)					$	(7,335)
Other comprehensive income (loss) before reclassifications			(1,841)						(31)						(214)						1,328						(220)						(1)						(979)
Less: Reclassification adjustments for gains (losses) realized1			(105)						—						66						—						—						—						(39)
Less: Income tax expense (benefit)			(828)						(12)						(68)						777						(46)						2						(175)
Less: Other comprehensive income (loss) attributable to non-controlling interests, net of subsidiary issuance of equity interest and tax			(467)						(5)						(50)						526						(7)						(2)						(5)
Balance at September 30, 2023			$	(13,009)					$	(348)					$	(114)					$	5,281					$	118					$	(23)					$	(8,095)
1 Recognized in investment related gains (losses) on the condensed consolidated statements of operations.

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

14. Earnings per Share

The following presents basic and diluted net income (loss) per share of common stock computed using the two-class method:

			Basic and Diluted
			Three months ended September 30,												Nine months ended September 30,
(In millions, except share and per share amounts)			2024						2023						2024						2023
Numerator:
Net income (loss) attributable to common stockholders			$	787					$	660					$	3,018					$	2,269
Dividends declared on common stock1			(262)						(244)						(770)						(717)
Dividends on participating securities2			(15)						(12)						(45)						(36)
Earnings allocable to participating securities			(14)						(12)						(59)						(44)
Undistributed income (loss) attributable to common stockholders: Basic			496						392						2,144						1,472
Dilution effect on distributable income attributable to contingent shares			—						—						—						(5)
Undistributed income (loss) attributable to common stockholders: Diluted			$	496					$	392					$	2,144					$	1,467
Denominator:
Weighted average number of shares of common stock outstanding: Basic			585,382,685						578,797,225						586,921,189						580,610,127
Dilution effect of options			1,029,658						—						1,057,400						960,937
Dilution effect of warrants			2,129,471						—						1,929,163						—
Dilution effect of contingent shares			—						—						—						42,215
Weighted average number of shares of common stock outstanding: Diluted			588,541,814						578,797,225						589,907,752						581,613,279
Net income (loss) per share of common stock: Basic
Distributed income			$	0.46					$	0.43					$	1.35					$	1.26
Undistributed income (loss)			0.84						0.67						3.61						2.51
Net income (loss) per share of common stock: Basic			$	1.30					$	1.10					$	4.96					$	3.77
Net income (loss) per share of common stock: Diluted
Distributed income			$	0.46					$	0.43					$	1.35					$	1.26
Undistributed income (loss)			0.83						0.67						3.59						2.49
Net income (loss) per share of common stock: Diluted			$	1.29					$	1.10					$	4.94					$	3.75
1 See note 13 for information regarding quarterly dividends.
2 Participating securities consist of vested and unvested RSUs that have rights to dividends and unvested restricted shares.

The Company has granted RSUs that provide the right to receive, subject to vesting during continued employment, shares of common stock pursuant to the Equity Plan.

Any dividend equivalent paid to an employee on RSUs will not be returned to the Company upon forfeiture of the award by the employee. Vested and unvested RSUs that are entitled to non-forfeitable dividend equivalents qualify as participating securities and are included in the Company’s basic and diluted earnings per share computations using the two-class method. The holder of an RSU participating security would have a contractual obligation to share in the losses of the entity if the holder is obligated to fund the losses of the issuing entity or if the contractual principal or mandatory redemption amount of the participating security is reduced as a result of losses incurred by the issuing entity. The RSU participating securities do not have a mandatory redemption amount and the holders of the participating securities are not obligated to fund losses; therefore, neither the vested RSUs nor the unvested RSUs are subject to any contractual obligation to share in losses of the Company.

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

The following table summarizes the anti-dilutive securities:

			Three months ended September 30,												Nine months ended September 30,
			2024						2023						2024						2023
Weighted average unvested RSUs			14,405,628						15,755,026						14,282,686						15,238,581
Weighted average unexercised options			—						2,096,655						—						—
Weighted average unexercised warrants			—						5,065,938						—						4,659,465
Weighted average Mandatory Convertible Preferred Stock			14,531,793						9,480,194						14,528,276						3,194,791
Weighted average unvested restricted shares			1,249,388						1,706,003						1,371,113						1,730,341

15. Related Parties

Asset Management

Due from/ to related parties

Due from/ to related parties includes:

• unpaid management fees, transaction and advisory fees and reimbursable expenses from the funds Apollo manages and their portfolio companies;

• reimbursable payments for certain operating costs incurred by these funds as well as their related parties; and

• other related party amounts arising from transactions, including loans to employees and periodic sales of ownership interests in funds managed by Apollo.

Due from related parties and Due to related parties consisted of the following as of September 30, 2024 and December 31, 2023:

(In millions)			September 30, 2024						December 31, 2023
Due from Related Parties:
Due from funds1			$	416					$	299
Due from portfolio companies			50						40
Due from employees and former employees			106						110
Total Due from Related Parties			$	572					$	449
Due to Related Parties:
Due to Former Managing Partners and Contributing Partners2			$	458					$	661
Due to funds			219						194
Due to portfolio companies			32						15
Total Due to Related Parties			$	709					$	870
1 Includes $26 million and $37 million as of September 30, 2024 and December 31, 2023, respectively, related to a receivable from a fund in connection with the Company’s sale of a platform investment to such fund. The amount is payable to the Company over five years and is held at fair value.
2 Includes $44 million and $175 million as of September 30, 2024 and December 31, 2023, respectively, related to the AOG Unit Payment, payable in equal quarterly installments through December 31, 2024.

Tax Receivable Agreement

Prior to the consummation of the Mergers, each of the Former Managing Partners and Contributing Partners had the right to exchange vested AOG Units for Class A shares, subject to certain restrictions. All Apollo Operating Group entities have made, or will make, an election under Section 754 of the U.S. Internal Revenue Code (“IRC”), which will result in an adjustment to the tax basis of the assets owned by the Apollo Operating Group entities. The election results in an increase to the tax basis of underlying assets which will reduce the amount of gain and associated tax that AGM and its subsidiaries will otherwise be required to pay in the future.

The tax receivable agreement (“TRA”) provides for payment to the Former Managing Partners and Contributing Partners of 85% of the amount of cash tax savings, if any, in U.S. federal, state, local and foreign income taxes the Company realizes as a result of the increases in tax basis of assets resulting from exchanges of AOG Units for Class A shares that have occurred in

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

prior years. AGM and its subsidiaries retain the benefit of the remaining 15% of actual cash tax savings. If the Company does not make the required annual payment on a timely basis as outlined in the tax receivable agreement, interest is accrued on the balance until the payment date.

Following the closing of the Mergers, as the Former Managing Partners and Contributing Partners no longer own AOG Units, there were no new exchanges subject to the TRA.

AOG Unit Payment

On December 31, 2021, holders of AOG Units (other than Athene and the Company) sold and transferred a portion of such AOG Units to a wholly-owned consolidated subsidiary of the Company, in exchange for an amount equal to $3.66 multiplied by the total number of AOG Units held by such holders immediately prior to such transaction. The remainder of the AOG Units held by such holders were exchanged for shares of AGM common stock concurrently with the consummation of the Mergers on January 1, 2022.

As of September 30, 2024, the outstanding payable amount due to Former Managing Partners and Contributing Partners was $44 million, which is payable in equal quarterly installments through December 31, 2024.

Due from Employees and Former Employees

As of September 30, 2024 and December 31, 2023, due from related parties includes various amounts due to Apollo, including employee loans and return of profit-sharing distributions. As of September 30, 2024 and December 31, 2023, the balance includes interest-bearing employee loans receivable of $5 million and $3 million, respectively. The outstanding principal amount of the loans as well as all accrued and unpaid interest is required to be repaid at the earlier of the eighth anniversary of the date of the relevant loan or at the date of the relevant employee’s resignation.

The receivable from certain employees and former employees includes an amount for the potential return of profit-sharing distributions that would be due if certain funds were liquidated of $95 million and $99 million at September 30, 2024 and December 31, 2023, respectively.

Indemnity

Certain of the performance revenues Apollo earns from funds may be subject to repayment by its subsidiaries that are general partners of the funds in the event that certain specified return thresholds are not ultimately achieved. The Former Managing Partners, Contributing Partners and certain other investment professionals have personally guaranteed, subject to certain limitations, the obligations of these subsidiaries in respect of this obligation. Such guarantees are several and not joint and are limited to a particular individual’s distributions. Apollo has agreed to indemnify each of the Former Managing Partners and certain Contributing Partners against all amounts that they pay pursuant to any of these personal guarantees in favor of certain funds that it manages (including costs and expenses related to investigating the basis for or objecting to any claims made in respect of the guarantees) for all interests that the Former Managing Partners and Contributing Partners contributed or sold to the Apollo Operating Group.

Apollo recorded an indemnification liability of $0.4 million and $0.3 million as of September 30, 2024 and December 31, 2023, respectively.

Due to Related Parties

Based upon an assumed liquidation of certain of the funds Apollo manages, it has recorded a general partner obligation to return previously distributed performance allocations, which represents amounts due to certain funds. The obligation is recognized based upon an assumed liquidation of a fund’s net assets as of the reporting date. The actual determination and any required payment would not take place until the final disposition of a fund’s investments based on the contractual termination of the fund or as otherwise set forth in the respective governing document of the fund.

Apollo recorded general partner obligations to return previously distributed performance allocations related to certain funds of $202 million and $174 million as of September 30, 2024 and December 31, 2023, respectively.

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Athora

Apollo, through ISGI, provides investment advisory services to certain portfolio companies of funds managed by Apollo and Athora, a strategic liabilities platform that acquires or reinsures blocks of insurance business in the German and broader European life insurance market (collectively, the “Athora Accounts”). AAM and its subsidiaries had equity commitments outstanding to Athora of up to $356 million as of September 30, 2024, subject to certain conditions.

Athora Sub-Advised

Apollo provides sub-advisory services with respect to a portion of the assets in certain portfolio companies of funds managed by Apollo and the Athora Accounts. Apollo broadly refers to “Athora Sub-Advised” assets as those assets in the Athora Accounts which Apollo explicitly sub-advises as well as those assets in the Athora Accounts which are invested directly in funds and investment vehicles Apollo manages.

Apollo earns a base management fee on the aggregate market value of substantially all of the investment accounts of or relating to Athora and also a sub-advisory fee on the Athora Sub-Advised assets, which varies depending on the specific asset class.

See “—Athora” in the Retirement Services section below for further details on Athene’s relationship with Athora.

Regulated Entities and Affiliated Service Providers

Apollo Global Securities, LLC (“AGS”) is a registered broker-dealer with the SEC and is a member of the Financial Industry Regulatory Authority, subject to the minimum net capital requirements of the SEC. AGS was in compliance with these requirements as of September 30, 2024. From time to time AGS, as well as other Apollo affiliates, provide services to related parties of Apollo, including Apollo funds and their portfolio companies, whereby the Company or its affiliates earn fees for providing such services.

Griffin Capital Securities, LLC (“GCS”) is a registered broker-dealer with the SEC and is a member of the Financial Industry Regulatory Authority, subject to the minimum net capital requirements of the SEC. GCS was in compliance with these requirements as of September 30, 2024.

Investment in SPACs

Apollo previously sponsored and consolidated two SPACs, Apollo Strategic Growth Capital II and Acropolis Infrastructure Acquisition Corp. Both SPACs were ultimately liquidated in the fourth quarter of 2023, resulting in a loss of $40 million.

Retirement Services

AAA

Athene consolidates AAA as a VIE and AAA holds the majority of Athene’s alternative investments portfolio. Apollo established AAA to provide a single vehicle through which Athene and third-party investors participate in a portfolio of alternative investments, including those managed by Apollo. Additionally, the Company believes AAA enhances its ability to increase alternative assets under management by raising capital from third parties, which allows it to achieve greater scale and diversification for alternatives. During the third quarter of 2024, AAA underwent a restructuring which resulted in a change in consolidation that reduced Athene’s non-controlling interests by $1.1 billion and does not represent a withdrawal from AAA.

Athora

Athene has a cooperation agreement with Athora, pursuant to which, among other things, (1) for a period of 30 days from the receipt of notice of a cession, Athene has the right of first refusal to reinsure (i) up to 50% of the liabilities ceded from Athora’s reinsurance subsidiaries to Athora Life Re Ltd. and (ii) up to 20% of the liabilities ceded from a third party to any of Athora’s insurance subsidiaries, subject to a limitation in the aggregate of 20% of Athora’s liabilities, (2) Athora agreed to cause its insurance subsidiaries to consider the purchase of certain funding agreements and/or other spread instruments issued by Athene’s insurance subsidiaries, subject to a limitation that the fair market value of such funding agreements purchased by any of Athora’s insurance subsidiaries may generally not exceed 3% of the fair market value of such subsidiary’s total assets, (3) Athene provides Athora with a right of first refusal to pursue acquisition and reinsurance transactions in Europe (other than the

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

U.K.) and (4) Athora provides Athene and its subsidiaries with a right of first refusal to pursue acquisition and reinsurance transactions in North America and the U.K. Notwithstanding the foregoing, pursuant to the cooperation agreement, Athora is only required to use its reasonable best efforts to cause its subsidiaries to adhere to the provisions set forth in the cooperation agreement and therefore Athora’s ability to cause its subsidiaries to act pursuant to the cooperation agreement may be limited by, among other things, legal prohibitions or the inability to obtain the approval of the board of directors or other applicable governing body of the applicable subsidiary, which approval is solely at the discretion of such governing body. As of September 30, 2024, Athene had not exercised its right of first refusal to reinsure liabilities ceded to Athora’s insurance or reinsurance subsidiaries.

The following table summarizes Athene’s investments in Athora:

(In millions)			September 30, 2024						December 31, 2023
Investment fund			$	1,106					$	1,082
Non-redeemable preferred equity and corporate debt securities			296						249
Total investment in Athora			$	1,402					$	1,331

Additionally, as of September 30, 2024 and December 31, 2023, Athene had $61 million and $61 million, respectively, of funding agreements outstanding to Athora. Athene also has commitments to make additional investments in Athora of $540 million as of September 30, 2024.

Atlas

Athene has an equity investment in Atlas, an asset-backed specialty lender, through its investment in AAA and, as of September 30, 2024 and December 31, 2023, Athene held $2.4 billion and $1.0 billion, respectively, of AFS securities issued by Atlas. Athene also held $792 million and $921 million of reverse repurchase agreements issued by Atlas as of September 30, 2024 and December 31, 2023, respectively. As of September 30, 2024, Athene has commitments to make additional investments in Atlas of $3.0 billion. Additionally, see note 16 for further information on assurance letters issued in support of Atlas.

Catalina

Athene has an investment in Apollo Rose II (B) (“Apollo Rose”). Apollo Rose holds equity interests in Catalina Holdings (Bermuda) Ltd. (together with its subsidiaries, “Catalina”). During the third quarter of 2024, Athene distributed $141 million of its investment in Apollo Rose representing Catalina common equity interest to an asset management subsidiary of AGM.

Athene has a strategic modco reinsurance agreement with Catalina to cede certain inforce funding agreements. Athene elected the fair value option on this agreement and had a liability of $257 million and $330 million as of September 30, 2024 and December 31, 2023, respectively, which is included in other liabilities on the condensed consolidated statements of financial condition. During the first quarter of 2024, Athene entered into a modco reinsurance agreement with Catalina to cede a quota share of retail deferred annuity products. As of September 30, 2024, Athene had a reinsurance recoverable balance of $3.4 billion related to this agreement.

PK AirFinance

Athene has investments in PK AirFinance (“PK Air”), an aviation lending business with a portfolio of loans (“Aviation Loans”). The Aviation Loans are generally fully secured by aircraft leases and aircraft and are securitized by a special purpose vehicle (“SPV”) for which Apollo acts as ABS manager (“ABS-SPV”). The ABS-SPV issues tranches of senior notes and subordinated notes, which are secured by the Aviation Loans. Athene invests in PK Air through its investment in AAA. As of September 30, 2024 and December 31, 2023, Athene also held $1.6 billion and $1.6 billion, respectively, of PK Air senior notes, which are included in investments in related parties on the condensed consolidated statements of financial condition. Athene has commitments to make additional investments in PK Air of $40 million as of September 30, 2024.

Venerable

VA Capital Company LLC (“VA Capital”) is owned by a consortium of investors, led by affiliates of Apollo, Crestview Partners III Management, LLC and Reverence Capital Partners L.P., and is the parent of Venerable. Athene has a minority

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

equity investment in VA Capital, which was $180 million and $181 million as of September 30, 2024 and December 31, 2023, respectively, that is included in investments in related parties on the condensed consolidated statements of financial condition and accounted for as an equity method investment.

Athene also has coinsurance and modco agreements with VIAC, which is a subsidiary of Venerable. VIAC is a related party due to Athene’s investment in VA Capital. Effective July 1, 2023, VIAC recaptured $2.7 billion of reserves, which represents a portion of their business that was subject to those coinsurance and modco agreements. Athene recognized a gain of $555 million, which is included in other revenues on the condensed consolidated statements of operations, in the third quarter of 2023 as a result of the settlement of the recapture agreement. As a result of Athene’s intent to transfer the assets supporting this business to VIAC in connection with the recapture, Athene was required by U.S. GAAP to recognize the unrealized losses on these assets of $104 million as intent-to-sell impairments in the second quarter of 2023.

Additionally, Athene has term loans receivable from Venerable due in 2033, which are included in investments in related parties on the condensed consolidated statements of financial condition. The loans are held at fair value and were $348 million and $343 million as of September 30, 2024 and December 31, 2023, respectively. While management viewed the overall transactions with Venerable as favorable to Athene, the stated interest rate of 6.257% on the initial term loan to Venerable represented a below-market interest rate, and management considered such rate as part of its evaluation and pricing of the reinsurance transactions.

Wheels

Athene invests in Wheels, Inc. (“Wheels”) indirectly through its investment in AAA. As of September 30, 2024 and December 31, 2023, Athene also owned $928 million and $981 million, respectively, of AFS securities issued by Wheels, which are included in investments in related parties on the condensed consolidated statements of financial condition. Athene also has commitments to make additional investments in Wheels of $81 million as of September 30, 2024.

Apollo/Athene Dedicated Investment Programs

Athene’s subsidiary, ACRA 1 is partially owned by ADIP I, a series of funds managed by Apollo. Athene’s subsidiary, ALRe, currently holds 36.55% of the economic interests in ACRA 1 and all of ACRA 1’s voting interests, with ADIP I holding the remaining 63.45% of the economic interests. ACRA 2 is partially owned by ADIP II, a fund managed by Apollo. Effective October 1, 2024, ACRA 2 repurchased a portion of its shares held by ALRe, which increased ADIP II’s ownership of economic interests in ACRA 2 to 63%, with ALRe owning the remaining 37%. ALRe holds all of ACRA 2’s voting interests.

Athene received capital contributions and paid distributions relating to ACRA of the following:

			Three months ended September 30,												Nine months ended September 30,
(In millions)			2024						2023						2024						2023
Contributions from ADIP			$	126					$	325					$	831					$	325
Distributions to ADIP			(95)						(254)						(603)						(381)

16. Commitments and Contingencies

Investment Commitments

The Company has unfunded capital commitments of $606 million as of September 30, 2024 related to the funds it manages. Separately, Athene had commitments to make investments, primarily capital contributions to investment funds, inclusive of related party commitments discussed previously and those of its consolidated VIEs, of $27.2 billion as of September 30, 2024. The Company expects most of the current commitments will be invested over the next five years; however, these commitments could become due any time upon counterparty request.

Contingent Obligations

Performance allocations with respect to certain funds are subject to reversal in the event of future losses to the extent of the cumulative revenues recognized in income to date. If all of the existing investments became worthless, the amount of cumulative revenues that have been recognized by Apollo through September 30, 2024 and that could be reversed approximates

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

$5.4 billion. Performance allocations are affected by changes in the fair values of the underlying investments in the funds that Apollo manages. Valuations, on an unrealized basis, can be significantly affected by a variety of external factors including, but not limited to, bond yields and industry trading multiples. Movements in these items can affect valuations quarter to quarter even if the underlying business fundamentals remain stable. Management views the possibility of all of the investments becoming worthless as remote.

Additionally, at the end of the life of certain funds, Apollo may be obligated as general partner, to repay the funds’ performance allocations received in excess of what was ultimately earned. This obligation amount, if any, will depend on final realized values of investments at the end of the life of each fund or as otherwise set forth in the partnership agreement of the fund.

Certain funds may not generate performance allocations as a result of unrealized and realized losses that are recognized in the current and prior reporting periods. In certain cases, performance allocations will not be generated until additional unrealized and realized gains occur. Any appreciation would first cover the deductions for invested capital, unreturned organizational expenses, operating expenses, management fees and priority returns based on the terms of the respective fund agreements.

One of Apollo’s subsidiaries, AGS, provides underwriting commitments in connection with securities offerings of related parties of Apollo, including portfolio companies of the funds Apollo manages, as well as third parties. As of September 30, 2024, AGS had unfunded contingent commitments of $175 million outstanding related to such offerings. The commitments expired on October 1, 2024 with no funding on the part of Apollo.

The Company, along with a third-party institutional investor, has committed to provide financing to a consolidated VIE that invests across Apollo’s capital markets platform (such VIE, the “Apollo Capital Markets Partnership”). Pursuant to these arrangements, the Company has committed equity financing to the Apollo Capital Markets Partnership. The Apollo Capital Markets Partnership also has a revolving credit facility with Sumitomo Mitsui Banking Corporation, as lead arranger, administrative agent and letter of credit issuer, Mizuho Bank Ltd., and other lenders party thereto, pursuant to which it may borrow up to $2.25 billion. The revolving credit facility, which has a final maturity date of April 1, 2025, is non-recourse to the Company, except that the Company provided customary comfort letters with respect to its capital contributions to the Apollo Capital Markets Partnership. As of September 30, 2024, the Apollo Capital Markets Partnership had funded commitments of $877 million, on a net basis, to transactions across Apollo’s capital markets platform, all of which were funded through the revolving credit facility and other asset-based financing. No capital had been funded by the Company to the Apollo Capital Markets Partnership pursuant to its commitment.

Whether the commitments of the Apollo Capital Markets Partnership are actually funded, in whole or in part, depends on the contractual terms of such commitments, including the satisfaction or waiver of any conditions to closing or funding. It is expected that between the time the Apollo Capital Markets Partnership makes a commitment and funding of such commitment, efforts will be made to syndicate such commitment to, among others, third parties, which should reduce its risk when committing to certain transactions. The Apollo Capital Markets Partnership may also, with respect to a particular transaction, enter into other arrangements with third parties which reduce its commitment risk.

In connection with the acquisition of Stone Tower in 2012, Apollo agreed to pay its former owners a specified percentage of future performance revenues earned from certain of its funds, CLOs, and strategic investment accounts. This obligation was determined based on the present value of estimated future performance revenue payments and is recorded in other liabilities. The fair value of the remaining contingent obligation was $55 million and $67 million as of September 30, 2024 and December 31, 2023, respectively. This contingent consideration obligation is remeasured to fair value at each reporting period until the obligations are satisfied. The changes in the fair value of the Stone Tower contingent consideration obligation is reflected in profit sharing expense within compensation and benefits in the condensed consolidated statements of operations.

In connection with the acquisition of Griffin Capital’s U.S. asset management business on May 3, 2022, Apollo agreed to pay its former owners certain share-based consideration contingent on specified AUM and capital raising thresholds. This obligation was determined based on the present value of estimated future performance relative to such thresholds and is recorded in other liabilities. During the second quarter of 2024, the specified capital raise thresholds were achieved and the Company issued 742,742 shares of common stock to settle the share-based consideration obligation to Griffin Capital’s former owners. The fair value of the remaining contingent obligation was $1 million and $26 million as of September 30, 2024 and December 31, 2023, respectively. This contingent consideration obligation is remeasured to fair value at each reporting period until the respective thresholds are met such that the contingencies are satisfied. The period to satisfy such contingencies is valid until the end of 2024. The changes in the fair value of the Griffin Capital contingent consideration obligation are reflected in other income (loss) in the condensed consolidated statements of income.

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Funding Agreements

Athene is a member of the Federal Home Loan Bank of Des Moines (“FHLB”) and, through its membership, has issued funding agreements to the FHLB in exchange for cash advances. As of September 30, 2024 and December 31, 2023, Athene had $13.0 billion and $6.5 billion, respectively, of FHLB funding agreements outstanding. Athene is required to provide collateral in excess of the funding agreement amounts outstanding, considering any discounts to the securities posted and prepayment penalties.

Athene has a funding agreement backed notes (“FABN”) program, which allows Athene Global Funding, a special purpose, unaffiliated statutory trust, to offer its senior secured medium-term notes. Athene Global Funding uses the net proceeds from each sale to purchase one or more funding agreements from Athene. As of September 30, 2024 and December 31, 2023, Athene had $23.0 billion and $19.9 billion, respectively, of FABN funding agreements outstanding. Athene had $11.9 billion of board-authorized FABN capacity remaining as of September 30, 2024.

Athene also issues secured and other funding agreements. Secured funding agreements involve special-purpose, unaffiliated entities entering into repurchase agreements with a third party, the proceeds of which are used by the special-purpose entities to purchase funding agreements from Athene. As of September 30, 2024 and December 31, 2023, Athene had $14.1 billion and $6.0 billion, respectively, of secured and other funding agreements outstanding.

Pledged Assets and Funds in Trust (Restricted Assets)

Athene’s total restricted assets included on the condensed consolidated statements of financial condition are as follows:

(In millions)			September 30, 2024						December 31, 2023
AFS securities			$	42,446					$	32,458
Trading securities			1,777						139
Equity securities			304						80
Mortgage loans			23,171						14,257
Investment funds			777						409
Derivative assets			68						73
Short-term investments			14						153
Other investments			623						313
Restricted cash and cash equivalents			974						1,761
Total restricted assets			$	70,154					$	49,643

The restricted assets are primarily related to reinsurance trusts established in accordance with coinsurance agreements and the FHLB and secured funding agreements described above.

Letters of Credit

Athene has undrawn letters of credit totaling $1.3 billion as of September 30, 2024. These letters of credit were issued for Athene’s reinsurance program and have expirations through May 22, 2028.

Atlas

In connection with the Company and CS’s previously announced transaction, whereby Atlas acquired certain assets of the CS Securitized Products Group, two subsidiaries of the Company have each issued an assurance letter to CS to guarantee the full five year deferred purchase obligation of Atlas in the amount of $3.3 billion. In March 2024, in connection with Atlas concluding its investment management agreement with CS, the deferred purchase obligation amount was reduced to $2.5 billion. In addition, certain strategic investors have made equity commitments to Atlas which therefore obligates these investors for a portion of the deferred purchase obligation. The Company’s guarantee is not probable of payment hence there is no liability on the Company’s condensed consolidated financial statements.

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Litigation and Regulatory Matters

The Company is party to various legal actions arising from time to time in the ordinary course of business, including claims and lawsuits, arbitrations, reviews, investigations or proceedings by governmental and self-regulatory agencies regarding the Company’s business.

On December 21, 2017, several entities referred to collectively as “Harbinger” commenced an action in New York Supreme Court captioned Harbinger Capital Partners II LP et al. v. Apollo Global Management LLC, et al. (No. 657515/2017). The complaint named as defendants AAM, and funds managed by Apollo that invested in SkyTerra Communications, Inc. (“SkyTerra”), among others. The complaint alleged that during the period of Harbinger’s various equity and debt investments in SkyTerra from 2004 to 2010, the defendants concealed from Harbinger material defects in SkyTerra technology. The complaint further alleged that Harbinger would not have made investments in SkyTerra totaling approximately $1.9 billion had it known of the defects, and that the public disclosure of these defects ultimately led to SkyTerra filing for bankruptcy in 2012 (after it had been renamed LightSquared). The complaint sought $1.9 billion in damages, as well as punitive damages, interest, costs, and fees. On June 12, 2019, Harbinger voluntarily discontinued the state action without prejudice. On June 8, 2020, Harbinger refiled its litigation in New York Supreme Court, captioned Harbinger Capital Partners II, LP et al. v. Apollo Global Management, LLC et al. (No. 652342/2020). The complaint adds eight new defendants and three new claims relating to Harbinger’s contention that the new defendants induced Harbinger to buy CCTV One Four Holdings, LLC (“CCTV”) to support SkyTerra’s network even though they allegedly knew that the network had material defects. On November 23, 2020, Defendants refiled a bankruptcy motion, and on November 24, 2020, filed in the state court a motion to stay the state court proceedings pending a ruling by the bankruptcy court on the bankruptcy motion. On February 1, 2021, the bankruptcy court denied the bankruptcy motion. Defendants filed their motions to dismiss the New York Supreme Court action on March 31, 2021, which were granted in part and denied in part on May 23, 2023. The court granted in full the Defendants’ motion to dismiss Harbinger’s complaint as time-barred and denied as moot the Defendants’ motion to dismiss the complaint for failure to state a claim. Plaintiffs have appealed the court’s decision. Apollo believes the claims in this action are without merit. No reasonable estimate of possible loss, if any, can be made at this time.

In March 2020, Frank Funds, which claims to be a former shareholder of MPM Holdings, Inc. (“MPM”), commenced an action in the Delaware Court of Chancery, captioned Frank Funds v. Apollo Global Management, Inc., et al., C.A. No. 2020-0130, against AAM, certain former MPM directors (including three Apollo officers and employees), and members of the consortium that acquired MPM in a May 2019 merger. The complaint asserted, on behalf of a putative class of former MPM shareholders, a claim against Apollo for breach of its fiduciary duties as MPM’s alleged controlling shareholder in connection with the May 2019 merger. Frank Funds seeks unspecified compensatory damages. On July 23, 2019, a group of former MPM shareholders filed an appraisal petition in Delaware Chancery Court seeking the fair value of their MPM shares that were purchased through MPM’s May 15, 2019 merger, in an action captioned In re Appraisal of MPM Holdings, Inc., C.A. No. 2019-0519 (Del. Ch.). On June 3, 2020, petitioners moved for leave to file a verified amended appraisal petition and class-action complaint that included claims for breach of fiduciary duty and/or aiding and abetting breaches of fiduciary duty against AAM, the Apollo-affiliated fund that owned MPM’s shares before the merger, certain former MPM directors (including three Apollo employees), and members of the consortium that acquired MPM, based on alleged actions related to the May 2019 merger. The petitioners also sought to consolidate their appraisal proceeding with the Frank Funds action. On November 13, 2020, the Chancery Court granted the parties’ stipulated order to consolidate the two matters, and on December 21, 2020, the Chancery Court granted petitioners’ motion for leave to file the proposed amended complaint. This new consolidated action is captioned In Re MPM Holdings Inc. Appraisal and Stockholder Litigation, C.A. No. 2019-0519 (Del Ch.). On November 17, 2023, Plaintiff and Defendants filed a stipulation of settlement with the Chancery Court. On February 23, 2024, the Chancery Court held a hearing on the proposed settlement, which is now pending Court approval.

On August 4, 2020, a putative class action complaint was filed in the United States District Court for the District of Nevada against PlayAGS Inc. (“PlayAGS”), all of the members of PlayAGS’s board of directors (including three directors who are affiliated with Apollo), certain underwriters of PlayAGS (including Apollo Global Securities, LLC), as well as AAM, Apollo Investment Fund VIII, L.P., Apollo Gaming Holdings, L.P., and Apollo Gaming Voteco, LLC (these last four parties, together, the “Apollo Defendants”). The complaint asserted claims against all defendants arising under the Securities Act of 1933 in connection with certain secondary offerings of PlayAGS stock conducted in August 2018 and March 2019, alleging that the registration statements issued in connection with those offerings did not fully disclose certain business challenges facing PlayAGS. The complaint further asserted a control person claim under Section 20(a) of the Exchange Act against the Apollo Defendants and the director defendants (including the directors affiliated with Apollo), alleging such defendants were responsible for certain misstatements and omissions by PlayAGS about its business. On December 2, 2022, the Court dismissed all claims against the underwriters (including Apollo Global Securities, LLC) and the Apollo Defendants, but allowed a claim

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

against PlayAGS and two of PlayAGS’s executives to proceed. On February 13, 2024, the Court dismissed the entire case against all defendants, with prejudice, and instructed the clerk of the court to close the case. On March 14, 2024, plaintiffs filed a notice of appeal, which is now fully briefed. Apollo believes the claims in this action are without merit. No reasonable estimate of possible loss, if any, can be made at this time.

On August 17, 2023, a purported stockholder of AGM filed a shareholder derivative complaint (the “Original Complaint”) in the Court of Chancery of the State of Delaware against current AGM directors Marc Rowan, Scott Kleinman, James Zelter, Alvin Krongard, Michael Ducey, and Pauline Richards, Apollo Former Managing Partners Leon Black and Joshua Harris, and, as a nominal defendant, AGM. The action is captioned Anguilla Social Security Board vs. Black et al., C.A. No. 2023-0846-JTL and challenges the $570 million payments being made to the Former Managing Partners and Contributing Partners in connection with the elimination of the Up-C structure that was in place prior to Apollo’s merger with Athene. As previously disclosed in Apollo’s SEC filings, this purported stockholder previously had sought and received documents relating to the transaction pursuant to Section 220 of the Delaware General Corporation Law. The Original Complaint alleged that the challenged payments amount to corporate waste, that the Former Managing Partners and Contributing Partners received payments in connection with the Corporate Recapitalization that exceed fair value and therefore breached their fiduciary duties, and that the independent conflicts committee of the AAM board of directors (which then consisted of Mr. Krongard, Mr. Ducey, and Ms. Richards) that negotiated the elimination of the TRA breached their fiduciary duties. The Original Complaint alleged that pre-suit demand was futile because a majority of AGM’s board is either not independent from the Former Managing Partners or face a substantial likelihood of liability in light of the challenges to the transaction. The Original Complaint sought, among other things, declaratory relief, unspecified monetary damages, interest, restitution, disgorgement, injunctive relief, costs, and attorneys’ fees. On November 16, 2023, the defendants moved to dismiss the Original Complaint on the basis that, among other things, the plaintiff failed to make a pre-suit demand on the Apollo board of directors. On February 9, 2024, the plaintiff filed an amended complaint (the “Amended Complaint”) that adds new factual allegations but names the same defendants, asserts the same causes of action, and seeks the same relief as the Original Complaint. The Amended Complaint alleges that pre-suit demand was futile for the same reasons alleged in the Original Complaint. On April 25, 2024, the defendants moved to dismiss the Amended Complaint. On September 20, 2024, the Court of Chancery denied the defendants’ motion to dismiss. The deadline for the defendants to answer the Amended Complaint is November 25, 2024. No reasonable estimate of possible loss, if any, can be made at this time.

On March 14, 2024, a purported stockholder of AGM filed a class action complaint in the Court of Chancery of the State of Delaware against AGM. The complaint alleges, among other things, that certain provisions of the stockholders agreement, entered into on January 1, 2022 between AGM and the Former Managing Partners, violate Delaware law. Apollo believes the claims in this action are without merit. On July 11, 2024, defendants moved to dismiss. On August 7, 2024, the court entered an order staying the motion to dismiss pending the resolution of the appeal of the decision in West Palm Beach Firefighters’ Pension Fund v. Moelis & Co., 311 A.3d 809 (Del. Ch. 2024). No reasonable estimate of possible loss, if any, can be made at this time.

Certain of Apollo’s investment adviser subsidiaries have received a request for information and documents from the SEC in connection with an investigation concerning compliance with record retention requirements relating to business communications sent or received via electronic messaging channels. As has been publicly reported, the SEC is conducting similar investigations of other investment advisers. The Company is in discussions with the SEC regarding a potential resolution of this investigation. As of June 30, 2024, Apollo recorded an accrual for the estimated liability associated with this matter. There can be no assurances that these discussions will lead to resolution of the investigation, and it is possible that the ultimate amount of any potential liability could be different from the amount accrued.

Guaranty Association Assessments

Guaranty associations may subject member insurers, including Athene, to assessments that require the insurers to pay funds to cover contractual obligations under insurance policies issued by insurance companies that become impaired or insolvent. The assessments are based on an insurer’s proportionate share of premiums written in that state during a specified one-year or three-year period for lines of business in which the impaired or insolvent insurer engaged, subject to prescribed limits. On December 30, 2022, the North Carolina Wake County Superior Court entered an Order of Liquidation (the “Liquidation Order”) against Bankers Life Insurance Company (“BLIC”) and Colorado Bankers Life Insurance Company (“CBLIC”), which was affirmed by the North Carolina Court of Appeals on March 5, 2024. On April 9, 2024, GBIG Holdings, LLC (“GBIG”), the sole shareholder of BLIC and CBLIC, filed a Petition for Discretionary Review requesting the North Carolina Supreme Court review the decision by the North Carolina Court of Appeals to affirm the Liquidation Order. On July 11, 2024, GBIG filed a Motion to Withdraw its Petition for Discretionary Review. Athene is not a party to this litigation. The North Carolina Supreme

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Court granted the Motion to Withdraw on August 23, 2024, which makes the Liquidation Order effective on November 30, 2024. Shortly thereafter, guaranty associations began levying assessments and we expect those assessments to continue for the foreseeable future. As of September 30, 2024, Athene has recorded a liability of $177 million, based on the current best estimate of these assessments. The actual amount of assessments levied against Athene during the year ended December 31, 2024 or in future years in connection with the BLIC and CBLIC insolvencies may vary from this estimate. Athene expects to recover $5 million of assessments paid through future premium tax credits.

17. Segments

The Company conducts its business through three reportable segments: (i) Asset Management, (ii) Retirement Services and (iii) Principal Investing. Segment information is utilized by the Company’s chief operating decision maker to assess performance and to allocate resources.

The performance is measured by the Company’s chief operating decision maker on an unconsolidated basis because the chief operating decision maker makes operating decisions and assesses the performance of each of the Company’s business segments based on financial and operating metrics and data that exclude the effects of consolidation of any of the affiliated funds.

Segment Income

Segment Income is the key performance measure used by management in evaluating the performance of the asset management, retirement services, and principal investing segments. Management uses Segment Income to make key operating decisions such as the following:

• decisions related to the allocation of resources such as staffing decisions, including hiring and locations for deployment of the new hires;

• decisions related to capital deployment such as providing capital to facilitate growth for the business and/or to facilitate expansion into new businesses;

• decisions related to expenses, such as determining annual discretionary bonuses and equity-based compensation awards to its employees. With respect to compensation, management seeks to align the interests of certain professionals and selected other individuals with those of the investors in the funds and those of Apollo’s stockholders by providing such individuals a profit sharing interest in the performance fees earned in relation to the funds. To achieve that objective, a certain amount of compensation is based on Apollo’s performance and growth for the year; and

• decisions related to the amount of earnings available for dividends to common stockholders and holders of equity-based awards that participate in dividends.

Segment Income is a measure of profitability and has certain limitations in that it does not take into account certain items included under U.S. GAAP. Segment Income is the sum of (i) Fee Related Earnings, (ii) Spread Related Earnings and (iii) Principal Investing Income. Segment Income excludes the effects of the consolidation of any of the related funds and SPACs, interest and other financing costs related to AGM not attributable to any specific segment, taxes and related payables, transaction-related charges and any acquisitions. Transaction-related charges includes equity-based compensation charges, the amortization of intangible assets, contingent consideration, and certain other charges associated with acquisitions, and restructuring charges. In addition, Segment Income excludes non-cash revenue and expense related to equity awards granted by unconsolidated related parties to employees of the Company, compensation and administrative related expense reimbursements, as well as the assets, liabilities and operating results of the funds and VIEs that are included in the condensed consolidated financial statements.

Segment Income may not be comparable to similarly titled measures used by other companies and is not a measure of performance calculated in accordance with U.S. GAAP. We use Segment Income as a measure of operating performance, not as a measure of liquidity. Segment Income should not be considered in isolation or as a substitute for net income or other income data prepared in accordance with U.S. GAAP. The use of Segment Income without consideration of related U.S. GAAP measures is not adequate due to the adjustments described above. Management compensates for these limitations by using Segment Income as a supplemental measure to U.S. GAAP results, to provide a more complete understanding of our performance as management measures it. A reconciliation of Segment Income to its most directly comparable U.S. GAAP measure of income (loss) before income tax provision can be found in this footnote.

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Fee Related Earnings

Fee Related Earnings (“FRE”) is a component of Segment Income that is used to assess the performance of the Asset Management segment. FRE is the sum of (i) management fees, (ii) capital solutions and other related fees, (iii) fee-related performance fees from indefinite term vehicles, that are measured and received on a recurring basis and not dependent on realization events of the underlying investments, excluding performance fees from Athene and performance fees from origination platforms dependent on capital appreciation, and (iv) other income, net, less (a) fee-related compensation, excluding equity-based compensation, (b) non-compensation expenses incurred in the normal course of business, (c) placement fees and (d) non-controlling interests in the management companies of certain funds the Company manages.

Spread Related Earnings

Spread Related Earnings (“SRE”) is a component of Segment Income that is used to assess the performance of the Retirement Services segment, excluding certain market volatility, which consists of investment gains (losses), net of offsets, and non-operating change in insurance liabilities and related derivatives, and certain expenses related to integration, restructuring, equity-based compensation, and other expenses. For the Retirement Services segment, SRE equals the sum of (i) the net investment earnings on Athene’s net invested assets and (ii) management fees received on business managed for others, less (x) cost of funds, (y) operating expenses excluding equity-based compensation and (z) financing costs, including interest expense and preferred dividends, if any, paid to Athene preferred stockholders.

Principal Investing Income

Principal Investing Income (“PII”) is a component of Segment Income that is used to assess the performance of the Principal Investing segment. For the Principal Investing segment, PII is the sum of (i) realized performance fees, including certain realizations received in the form of equity, and (ii) realized investment income, less (x) realized principal investing compensation expense, excluding expense related to equity-based compensation, and (y) certain corporate compensation and non-compensation expenses.

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

The following presents financial data for the Company’s reportable segments.

			Three months ended September 30,												Nine months ended September 30,
(In millions)			2024						2023						2024						2023
Asset Management
Management fees1			$	710					$	648					$	2,034					$	1,845
Capital solutions fees and other, net			159						146						508						422
Fee-related performance fee			57						40						155						102
Fee-related compensation			(238)						(212)						(698)						(635)
Other operating expenses			(157)						(150)						(490)						(423)
Fee Related Earnings			531						472						1,509						1,311
Retirement Services
Fixed income and other net investment income			2,806						2,235						7,893						6,399
Alternative net investment income			236						230						670						674
Strategic capital management fees			27						19						76						49
Cost of funds			(1,983)						(1,384)						(5,586)						(4,056)
Other operating expenses			(112)						(121)						(342)						(362)
Interest and other financing costs			(118)						(106)						(328)						(344)
Spread Related Earnings			856						873						2,383						2,360
Principal Investing
Realized performance fees			331						132						600						473
Realized investment income			17						5						42						35
Principal investing compensation			(253)						(119)						(464)						(434)
Other operating expenses			(17)						(14)						(46)						(42)
Principal Investing Income			78						4						132						32
Segment Income			$	1,465					$	1,349					$	4,024					$	3,703

Segment Assets:			September 30, 2024						December 31, 2023
Asset Management			$	2,314					$	1,938
Retirement Services			348,604						294,730
Principal Investing			10,205						9,573
Total Assets****2			$	361,123					$	306,241
1 Includes intersegment management fees from Retirement Services of $320 million and $890 million for the three and nine months ended September 30, 2024, respectively, and $247 million and $695 million for the three and nine months ended September 30, 2023, respectively.
2 Refer below for a reconciliation of total assets for Apollo’s total reportable segments to total consolidated assets.

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

The following presents the reconciliation of income before income tax provision reported in the condensed consolidated statements of operations to Segment Income:

			Three months ended September 30,												Nine months ended September 30,
(In millions)			2024						2023						2024						2023
Income (loss) before income tax provision (benefit)			$	2,086					$	883					$	5,711					$	3,625
Asset Management Adjustments:
Equity-based profit sharing expense and other1			41						62						180						186
Equity-based compensation			72						57						230						167
Transaction-related charges2			79						25						156						18
Merger-related transaction and integration costs3			9						5						24						17
(Gains) losses from change in tax receivable agreement liability			(35)						—						(34)						—
Net (income) loss attributable to non-controlling interests in consolidated entities			(975)						28						(1,675)						(687)
Unrealized performance fees			141						(91)						(213)						(244)
Unrealized profit sharing expense			(65)						55						129						191
HoldCo interest and other financing costs4			21						36						51						77
Unrealized principal investment income (loss)			(4)						(27)						(14)						(66)
Unrealized net (gains) losses from investment activities and other5			(6)						30						23						50
Retirement Services Adjustments:
Investment (gains) losses, net of offsets			(628)						663						(482)						829
Non-operating change in insurance liabilities and related derivatives6			513						(431)						(363)						(600)
Integration, restructuring and other non-operating expenses			204						41						265						98
Equity-based compensation			12						13						36						42
Segment Income			$	1,465					$	1,349					$	4,024					$	3,703
1 Equity-based profit sharing expense and other includes certain profit sharing arrangements in which a portion of performance fees distributed to the general partner are required to be used by employees of Apollo to purchase restricted shares of common stock or is delivered in the form of RSUs, which are granted under the Equity Plan. Equity-based profit sharing expense and other also includes performance grants which are tied to the Company’s receipt of performance fees, within prescribed periods, sufficient to cover the associated equity-based compensation expense.
2 Transaction-related charges include contingent consideration, equity-based compensation charges and the amortization of intangible assets and certain other charges associated with acquisitions, and restructuring charges.
3 Merger-related transaction and integration costs includes advisory services, technology integration, equity-based compensation charges and other costs associated with the Mergers.
4 Represents interest and other financing costs related to AGM not attributable to any specific segment.
5 Nine months ended September 30, 2024 includes an accrual related to an estimated liability associated with a regulatory matter.
6 Includes change in fair values of derivatives and embedded derivatives, non-operating change in funding agreements, change in fair value of market risk benefits, and non-operating change in liability for future policy benefits.

The following table presents the reconciliation of the Company’s total reportable segment assets to total assets:

(In millions)			September 30, 2024						December 31, 2023
Total reportable segment assets			$	361,123					$	306,241
Adjustments1			7,566						7,247
Total assets			$	368,689					$	313,488
1 Represents the addition of assets of consolidated funds and VIEs and consolidation elimination adjustments.

APOLLO GLOBAL MANAGEMENT, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

18. Subsequent Events

Dividends

On November 5, 2024, the Company declared a cash dividend of $0.4625 per share of common stock, which will be paid on November 29, 2024 to holders of record at the close of business on November 18, 2024.

On November 5, 2024, the Company also declared and set aside for payment a cash dividend of $0.8438 per share of its Mandatory Convertible Preferred Stock, which will be paid on January 31, 2025 to holders of record at the close of business on January 15, 2025.