UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): February 8, 2024
Apollo Global Management, Inc.
(Exact name of registrant as specified in its charter)
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| Delaware | | 001-41197 | | 86-3155788 | |
| (State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) | |
9 West 57th Street, 42nd Floor
New York, New York 10019
(Address of principal executive offices) (Zip Code)
(212) 515-3200
(Registrant's telephone number, including area code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
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| Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
| Common Stock | | APO | | New York Stock Exchange |
| 6.75% Series A Mandatory Convertible Preferred Stock | | APO.PRA | | New York Stock Exchange |
| 7.625% Fixed-Rate Resettable Junior Subordinated Notes due 2053 | | APOS | | New York Stock Exchange |
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On February 8, 2024, Apollo Global Management, Inc. ("Apollo") issued a summary press release and a detailed earnings presentation announcing its financial results for the fourth quarter and full year ended December 31, 2023.
A copy of the summary press release and the earnings presentation are attached hereto as Exhibit 99.1 and Exhibit 99.2, respectively, and incorporated herein by reference.
Item 7.01 Regulation FD Disclosure.
On February 8, 2024, the board of directors (the “Board”) of Apollo authorized a new share repurchase program (the “Share Repurchase Program”) that allows Apollo to repurchase up to $3.0 billion of its common stock, par value $0.00001 per share (the “common stock”) and also terminated Apollo’s existing share repurchase program, thereby extinguishing the remaining capacity thereunder. The Share Repurchase Program may be used to repurchase outstanding shares of common stock in order to opportunistically reduce Apollo’s share count or offset the dilutive impact of share issuances under Apollo’s equity incentive plans. The timing and amount of repurchases will depend on a variety of factors including legal requirements, price, market and economic conditions and other factors. Shares of common stock may be repurchased from time to time in open market transactions, in privately negotiated transactions, pursuant to a trading plan adopted in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise, as well as through reductions of shares that otherwise would have been issued to participants under Apollo’s equity incentive plans in order to satisfy associated tax obligations. The authorization does not obligate Apollo to make any repurchases at any specific time and does not expire. The Share Repurchase Program is effective immediately and will continue until the aggregate repurchase amount that has been approved by the Board has been expended. The Share Repurchase Program may be suspended, extended, modified or discontinued at any time.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| | | | | |
| Exhibit No. | Description |
| Summary press release of Apollo Global Management, Inc., dated February 8, 2024 |
| Earnings presentation of Apollo Global Management, Inc., dated February 8, 2024 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
The information included in Item 2.02 “Results of Operations and Financial Condition”, Item 7.01 “Regulation FD Disclosure” and Item 9.01 “Financial Statements and Exhibits” of this Current Report on Form 8-K (including the exhibits hereto) is being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that Section, nor shall it be incorporated by reference into a filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| APOLLO GLOBAL MANAGEMENT, INC. |
| Date: February 8, 2024 | By: | /s/ Martin Kelly |
| | Martin Kelly |
| | Chief Financial Officer |
