ALLIANCEBERNSTEIN HOLDING L.P. — Director's Dealing 2014

Dec 16, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ALLIANCEBERNSTEIN HOLDING L.P. (AB)
CIK: 0000825313
Period of Report: 2014-12-12

Reporting Person: van Brugge Robert P (Chairman and CEO, SCB LLC)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-12-12	units rep. assignments of beneficial owner. of lp interests	A	68482	$24.24	Acquired	168851	Indirect

Footnotes

F1: Units representing assignments of beneficial ownership of limited partnership interests in AllianceBernstein Holding L.P. ("AB Holding Units").

F2: Reporting Person's 2014 incentive compensation award, which was approved by the Compensation Committee of the Board on December 12, 2014, was made in the form of AB Holding Units. Reporting Person therefore may be deemed to have acquired 68,482 AB Holding Units. These AB Holding Units are held in a rabbi trust under AllianceBernstein's incentive compensation award program until they vest and are distributed to the Reporting Person. The award vests, subject to various agreements and restrictive covenants set forth in the applicable award agreement, in equal annual increments on each of December 1, 2015, 2016, 2017 and 2018. The price set forth in the table is the closing price of an AB Holding Unit on December 12, 2014.