Equitable Holdings, Inc. — Director's Dealing 2018

May 11, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AXA Equitable Holdings, Inc. (EQH)
CIK: 0001333986
Period of Report: 2018-05-09

Reporting Person: Nitzan Andrea (EVP, CAO and Controller)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-05-09	Common Stock	A	5550	$0.00	Acquired	5550	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-05-09	Performance Restricted Stock Units	$	A	5550	Acquired		Common Stock (5550)	Direct

Footnotes

F1: Grant of restricted stock units under the AXA Equitable Holdings, Inc. 2018 Omnibus Equity Incentive Plan exempt under Rule 16b-3. Each restricted stock unit represents a contingent right to receive one share of common stock of the Issuer upon vesting. The restricted stock units vest according to the following schedule: 50% vest on the six-month anniversary of the closing of the initial public offering of the Issuer's common stock (the "Transaction Date"), 25% on the one-year anniversary of the Transaction Date and 25% on the two-year anniversary of the Transaction Date. Vested shares will be delivered to the reporting person within 30 days following the vesting date.

F2: Grant of performance restricted stock units (PRSUs) under the AXA Equitable Holdings, Inc. 2018 Omnibus Equity Incentive Plan exempt under Rule 16b-3. Each PRSU represents a contingent right to receive one share of common stock of the Issuer upon vesting. The PRSUs will vest upon and subject to achievement of the following criteria: (i) the Issuer's common stock achieving a market price of $26.00 for 30 consecutive days prior to May 14, 2020, or (ii) if the PRSUs have not vested by May 14, 2020, the Issuer's common stock achieving a market price of $30.00 for 30 consecutive days prior to May 14, 2023. If the PRSUs have not otherwise vested by May 14, 2023, 50% of the PRSUs will vest on May 14, 2023.