Current Report Filing (8-k)
January 10 2022 - 07:01AM
Edgar (US Regulatory)
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION |
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Washington, D.C. 20549 |
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
Date of report (Date of earliest event reported): January 7,
2022
ATHENE HOLDING LTD.
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(Exact name of registrant as specified in its charter) |
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Bermuda |
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001-37963 |
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98-0630022 |
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(State or other jurisdiction of |
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(Commission file number) |
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(I.R.S. Employer |
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incorporation or organization) |
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Identification Number) |
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Second Floor, Washington House
16 Church Street
Hamilton, HM 11, Bermuda
(441) 279-8400
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(Address, including zip code, and telephone number, including area
code, of registrant’s principal executive offices) |
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Check the appropriate box below if the Form 8-K filing is intended
to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions: |
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☐ |
Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425) |
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☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12) |
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☐ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b)) |
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☐ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c)) |
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Securities registered pursuant to Section 12(b) of the
Act: |
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Title of each class |
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Trading Symbols |
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Name of each exchange on which registered |
Depositary Shares, each representing a 1/1,000th
interest in a 6.35% Fixed-to-Floating Rate
Perpetual Non-Cumulative Preference Share, Series
A
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ATHPrA |
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New York Stock Exchange |
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Depositary Shares, each representing a 1/1,000th
interest in a 5.625% Fixed Rate Perpetual Non-Cumulative
Preference Share, Series B
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ATHPrB |
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New York Stock Exchange |
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Depositary Shares, each representing a 1/1,000th
interest in a 6.375% Fixed-Rate Reset
Perpetual Non-Cumulative Preference Share, Series
C
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ATHPrC |
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New York Stock Exchange |
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Depositary Shares, each representing a 1/1,000th
interest in a 4.875% Fixed-Rate
Perpetual Non-Cumulative Preference Share, Series
D
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ATHPrD |
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New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933
(§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange
Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act.
☐
Item 5.02. Departure of Directors or Certain
Officers; Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers.
On January 7, 2022, William J. Wheeler, President of Athene Holding
Ltd. (the “Company”), notified the Company of his decision to
resign from his role as President of the Company, effective as of
March 31, 2022 (the “Transition Date”). The Company plans to enter
into an arrangement with Mr. Wheeler, pursuant to which Mr. Wheeler
will transition to the role of Vice Chairman of the Company after
the Transition Date. In this role, Mr. Wheeler will remain an
employee of the Company and will provide strategic advice to the
Company’s senior management as the Company executes its plan for
future growth.
As of April 1, 2022, Grant Kvalheim, Executive Vice President of
the Company and Chief Executive Officer and President, Athene USA
Corporation (“Athene USA”), will assume the role of President of
the Company. Mr. Kvalheim, 65, has served as the Chief Executive
Officer of Athene USA since June 2015 and served as the Company’s
President from January 2011 until September 2015, served as the
Company’s Chief Financial Officer from January 2011 until April
2013, and served as a director of the Company from January 2012
until February 2014. Mr. Kvalheim is responsible for the
oversight of the Company’s U.S. operating companies with a
focus on the Company’s retail annuity and funding agreement
channels. Prior to joining the Company, Mr. Kvalheim was a
senior executive of Barclays Capital (“Barclays”) from early 2001
to the end of 2007, becoming Co-President in September 2005. During
his time at Barclays, he converted a European cash investment grade
business into a leading global cash and derivatives business across
both securitized and non-securitized credit products, and
significantly expanded Barclays’ investment banking platform. Prior
to joining Barclays, Mr. Kvalheim held senior executive
positions in the investment banks of Deutsche Bank and Merrill
Lynch. Mr. Kvalheim has a Bachelor of Arts degree in economics
from Claremont McKenna College and a Master of Business
Administration in finance from the University of Chicago. He
currently serves on the board of directors of Mottahedeh &
Co., Sol Health, United Way of Central Iowa, and the Greater Des
Moines Partnership. Mr. Kvalheim does not have any family
relationships with any of the Company’s directors or executive
officers, and is not a party to any transactions listed in Item
404(a) of Regulation S-K.
Effective as of January 7, 2022, the Company appointed Michael S.
Downing, Executive Vice President and Chief Actuary of the Company,
to the role of Chief Operating Officer of the Company, reporting
directly to Mr. Kvalheim. Mr. Downing, 52, has served as the
Company’s Executive Vice President and Chief Actuary since 2015. He
is responsible for overseeing global actuarial valuation, modeling,
pricing, product development, and product go-to-market. Prior to
joining the Company, Mr. Downing spent seven years at The Allstate
Corporation, leading the turnaround of the annuity business in his
role as the Vice President of Inforce and Risk Management. As a
result of his success, he was promoted to Senior Vice President for
Product and Actuarial Services. Before joining Allstate, Mr.
Downing was a Managing Principal at Aon Hewitt, leading the
International Consulting practice following overseas assignments in
the UK and Switzerland. A founding member of the Pension Risk
Services consulting practice, he advised large multinational
clients on global benefits strategy, governance and pension risk
management. His career in business spans more than 20 years. Mr.
Downing holds a bachelor’s degree in Mathematics from Gustavus
Adolphus College in St. Peter, Minnesota. He is a Fellow of the
Society of Actuaries (FSA), an Enrolled Actuary (EA) and a
Certified Enterprise Risk Analyst (CERA). Mr. Downing does not have
any family relationships with any of the Company’s directors or
executive officers, and is not a party to any transactions listed
in Item 404(a) of Regulation S-K.
Mr. Downing is expected to serve as the Company’s Chief Actuary
until such time as a successor Chief Actuary has been
appointed.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned hereunto duly
authorized.
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ATHENE HOLDING LTD. |
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Date: |
January 10, 2022 |
/s/ John L. Golden |
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John L. Golden |
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Executive Vice President and General Counsel |
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