Athene Holding Ltd. — Director's Dealing 2019

Jan 4, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Athene Holding Ltd (ATH)
CIK: 0001527469
Period of Report: 2019-01-02

Reporting Person: Klein Martin P (Executive VP and CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-01-02	Class A Common Shares	M	1841	—	Acquired	85542	Direct
2019-01-02	Class A Common Shares	M	1626	—	Acquired	87168	Direct
2019-01-02	Class A Common Shares	M	1734	—	Acquired	88902	Direct
2019-01-02	Class A Common Shares	F	2069	$39.83	Disposed	86833	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-01-02	Restricted Stock Units	$	M	1841	Disposed		Class A Common Shares (1841)	Direct
2019-01-02	Restricted Stock Units	$	M	1626	Disposed		Class A Common Shares (1626)	Direct
2019-01-02	Restricted Stock Units	$	M	1734	Disposed		Class A Common Shares (1734)	Direct

Footnotes

F1: Each restricted stock unit ("RSU") represents a contingent right to receive one Class A common share of the Issuer. The RSUs reported herein vest on each of the first three anniversaries of the January 1, 2016 vesting start date. An additional 11,046 RSUs not reported herein vest only if the Issuer satisfies certain performance criteria over the three fiscal year period from January 1, 2016 to December 31, 2018.

F2: Each RSU represents a contingent right to receive one Class A common share of the Issuer. The RSUs reported herein vest on each of the first three anniversaries of the January 1, 2017 vesting start date. An additional 9,757 RSUs not reported herein vest only if the Issuer satisfies certain performance criteria over the three fiscal year period from January 1, 2017 to December 31, 2019.

F3: Each RSU represents a contingent right to receive one Class A common share of the Issuer. The RSUs reported herein vest on each of the first three anniversaries of the January 1, 2018 vesting start date.

F4: This reported transaction represents vested RSUs that have been settled in Class A common shares. Vested RSUs are settled in Class A common shares on a one-for-one basis.

F5: This reported transaction represents shares withheld to satisfy tax withholding obligations in connection with the settlement of vested RSUs that settled in Class A common shares.