Post-effective Amendment to an S-8 Filing (s-8 Pos)
03 Januar 2022 - 11:20PM
Edgar (US Regulatory)
As filed with the Securities and Exchange Commission on January
3, 2022
Registration No. 333-232797
Registration No. 333-173161
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 2 TO:
FORM S-8 REGISTRATION STATEMENT No. 333-232797
FORM S-8 REGISTRATION STATEMENT No. 333-173161
UNDER
THE SECURITIES ACT OF 1933
APOLLO ASSET MANAGEMENT, INC.*
(Exact name of registrant as specified in its charter)
Delaware |
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20-8880053 |
(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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9 West 57th Street, 43rd Floor
New York, New York 10019
(212) 515-3200
(Address of principal executive offices, including Zip
Code)
Apollo Global Management, Inc. 2019 Omnibus Equity Incentive
Plan
(Full title of the plans)
Christian Weideman, Esq.
General Counsel
Apollo Asset Management, Inc.
9 West 57th Street, 43rd Floor
New York, New York 10019
(Name and address of agent for service)
(212) 515-3200
(Telephone number, including area code, of agent for
service)
Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, a non-accelerated filer, a
smaller reporting company, or an emerging growth company. See the
definitions of “large accelerated filer,” “accelerated filer,”
“smaller reporting company” and “emerging growth company” in Rule
12b-2 of the Exchange Act.
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Large
accelerated filer |
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x |
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Accelerated filer |
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¨ |
Non-accelerated filer |
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¨ |
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Smaller reporting company |
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¨ |
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Emerging growth company |
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¨ |
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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 7(a)(2)(B) of the Securities Act. |
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* |
On January 1, 2022, pursuant to the
Agreement and Plan of Merger, dated as of March 8, 2021 (the
“Merger Agreement”), by and among Apollo Global Management, Inc., a
Delaware corporation (“AGM”), Athene Holding Ltd, a Bermuda
exempted company (“AHL”), Tango Holdings, Inc., a Delaware
corporation and a direct wholly owned subsidiary of AGM
(“Holdings”), Blue Merger Sub, Ltd., a Bermuda exempted company and
a direct wholly owned subsidiary of Holdings (“AHL Merger Sub”),
and Green Merger Sub, Inc., a Delaware corporation and a direct,
wholly owned subsidiary of Holdings (“AGM Merger Sub”), AGM Merger
Sub merged with and into AGM with AGM as the surviving corporation
and a direct subsidiary of Holdings (the “AGM Merger”), and AHL
Merger Sub merged with and into AHL with AHL as the surviving
corporation and a direct subsidiary of Holdings (the “AHL Merger”,
and together with the AGM Merger, the “Mergers”). On January 1,
2022, upon the consummation of the Mergers, AGM was renamed Apollo
Asset Management, Inc. and Holdings was renamed Apollo Global
Management, Inc. |
DEREGISTRATION OF UNSOLD SECURITIES
This
Post-Effective Amendment No. 2, filed by Apollo Asset Management,
Inc., a Delaware corporation (f/k/a Apollo Global Management, Inc.)
(the “Registrant”), relates to the following Registration
Statements, as amended, on Form S-8 (collectively, the
“Registration Statements”), previously filed with the U.S.
Securities and Exchange Commission (the “SEC”) by the
Registrant:
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Registration No. 333-232797, filed with the SEC on July 25,
2019, as amended on September 5, 2019, registering 47,658,088
shares of Class A common stock of the Registrant, par value
$0.00001 per share (“Class A Shares”), under the Apollo Global
Management, Inc. 2019 Omnibus Equity Incentive Plan (the “2019
OEIP”); and |
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· |
Registration No. 333-173161, filed with the SEC on March 30,
2011, as amended on September 5, 2019, registering 50,555,556 Class
A Shares under the 2019 OEIP |
As a
result of the Mergers, the Registrant has terminated all offerings
of its securities pursuant to existing registration statements,
including the Registration Statements. In accordance with an
undertaking made by the Registrant in the Registration Statements
to remove from registration, by means of a post-effective
amendment, any of the securities which remain unsold at the
termination of the offering, the Registrant hereby removes from
registration all of the securities registered under the
Registration Statements which remain unsold as of January 1,
2022.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the
Registrant certifies that it has reasonable grounds to believe that
it meets all of the requirements for filing on Form S-8, and has
duly caused this Post-Effective Amendment No. 2 to be signed on its
behalf by the undersigned, thereunto duly authorized, in the City
of New York, State of New York, on January 3, 2022.
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APOLLO ASSET MANAGEMENT,
INC. |
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By |
/s/
CHRISTIAN WEIDEMAN
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Christian Weideman |
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General Counsel |
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Note:
No other person is required to sign this Post-Effective Amendment
in reliance upon Rule 478 under the Securities Act of 1933.
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