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Athene Holding Ltd. Director's Dealing 2017

Mar 24, 2017

35590_dirs_2017-03-24_0677708a-b973-4318-b5be-7dc780bd1d09.zip

Director's Dealing

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SEC Form 3/A — Form 3/A

Issuer: Athene Holding Ltd (ATH)
CIK: 0001527469
Period of Report: 2016-12-09

Reporting Person: ROWAN MARC J (Director)

Holdings (Non-Derivative)

Security Shares Ownership
Class A Common Shares 227953 Indirect

Footnotes

F1: The Class A common shares, par value $0.001, of Athene Holding Ltd. (the "Issuer") reported as beneficially owned are obtainable upon conversion at the election of the Reporting Person on a one-for-one basis of the Class B common shares beneficially owned by the Reporting Person.

F2: Marc Rowan is a co-founder and Senior Managing Director of Apollo Global Management, LLC ("Apollo") and currently serves on the board of directors of Apollo. Certain of Apollo's affiliates manage
investment funds (the "Apollo Funds") that hold Class B common shares, par value $0.001, of the Issuer and may be deemed to beneficially own the common shares of the Issuer held by the Apollo Funds. This report does not include any securities of the Issuer held by any of the Apollo Funds or that may be deemed to be beneficially owned by any Apollo investment managers or investment advisors affiliated with the Apollo Funds, and Mr. Rowan disclaims beneficial ownership of all such securities. This report shall not be deemed an admission that Mr. Rowan is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

F3: This amendment to the Form 3 is filed to amend the nature of the beneficial ownership disclosed. The shares reported as beneficially owned are held by entities directly and indirectly controlled by Mr. Rowan. Mr. Rowan disclaims beneficial ownership of all such securities except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that Mr. Rowan is the
beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.