Equitable Holdings, Inc. — Director's Dealing 2018

Apr 25, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ALLIANCEBERNSTEIN L.P. (NONE)
CIK: 0001109448
Period of Report: 2018-04-23

Reporting Person: AXA Equitable Holdings, Inc. (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-04-23	Units	P	8160000	$26.54	Acquired	128187163	Direct
2018-04-23	Units	J	41934582	—	Acquired	170121745	Indirect

Footnotes

F1: Units Representing Assignments of Beneficial Ownership of Limited Partnership Interests ("AB Capital Units") in AllianceBernstein L.P. ("AllianceBernstein").

F2: On April 23, 2018, AXA Equitable Holdings Inc. ("Equitable Holdings"), entered into a Purchase Agreement (the "Purchase Agreement") with Coliseum Reinsurance Company ("Coliseum") relating to the purchase and sale of all of the AB Capital Units owned by Coliseum. Pursuant to the Purchase Agreement, Equitable Holdings purchased from Coliseum 8,160,000 AB Capital Units owned by Coliseum at a purchase price of $26.54 per AB Capital Unit.

F3: AXA indirectly owns all of the common stock of Equitable Holdings, a holding company for a group of insurance and related financial services companies, AXA Financial, Inc. ("AXF") and its subsidiaries, and AXA-IM Holding U.S. Inc. (AXA-IM Holding"). AXF is the sole member of AXA Equitable Financial Services, LLC ("AXFS") which wholly owns (i) AXA Equitable Life Insurance Company ("AXA Equitable") which in turn owns ACMC, LLC ("ACMC") and (ii) MONY Life Insurance Company of America ("MLOA").

F4: As of December 31, 2017, AXA Assurances I.A.R.D. Mutuelle and AXA Assurances Vie Mutuelle (collectively, "Mutuelles AXA"), directly beneficially owned approximately 14.13% of the issued ordinary shares (representing approximately 23.97% of the voting power) of AXA. The Mutuelles AXA and AXA expressly declare that the filing of this Form 4 shall not be construed as an admission that either of them is, for purposes of Section 16 of the Securities Exchange Act of 1934, the beneficial owner of any securities covered by this Form 4.

F5: Equitable Holdings beneficially owns directly 8,160,000 AB Capital Units and beneficially owns indirectly 43,032,758 AB Capital Units beneficially owned directly by AXF, 74,406,933 AB Capital Units beneficially owned directly by ACMC, 2,587,472 AB Capital Units beneficially owned directly by MLOA and 41,934,582 AB Capital Units beneficially owned directly by AXA-IM Holding.

F6: In addition to the AB Capital Units reported in this Form 4, the Reporting Person and its affiliates beneficially own units of limited partnership interests ("Holding Units") in AllianceBernstein Holding L.P. ("Holding") as follows. As of April 23, 2018, Equitable Holdings beneficially owned directly 2,312,163 Holding Units, ACMC beneficially owned directly 1,444,356 Holding Units; and AllianceBernstein Corporation, a wholly-owned subsidiary of AXA Equitable, owned a 1% general partnership interest in AllianceBernstein and 100,000 units of general partnership interest in Holding. For more information on the Reporting Person and its affiliates' holdings of Holding Units, see their separate Form 4 filings with respect to Holding Units.

F7: On April 23, 2018, Equitable Holdings entered into a Stock Purchase Agreement (the "Stock Purchase Agreement") with AXA Investment Managers S.A. relating to the purchase and sale of all of the issued and outstanding shares of common stock of AXA-IM Holding. As a result of the transactions contemplated by the Stock Purchase Agreement, Equitable Holdings indirectly beneficially owns the 41,934,582 AB Capital Units owned AXA-IM Holding.