Athene Holding Ltd Series A Pfd美股招股说明书(2026-08-06版)

$1,000,000,000Athene Holding Ltd. 6.150% Senior Notes due 2036 We are offering $1,000,000,000 aggregate principal amount of our 6.150% Senior Notes due 2036 (the “notes”). We will pay interest on the noteson February 15 and August 15 of each year, commencing on February15, 2027. The stated maturity of the notes will be August 15, 2036. We may redeem some or all of the notes at any time and from time to time at theapplicable redemption prices as further described under “Description of the Senior Notes—Optional Redemption.” The notes will be AHL’s senior unsecured obligations and will rank senior in right of payment to any of AHL’s indebtedness that is expresslysubordinated in right of payment to the notes; equal in right of payment to any of AHL’s unsecured indebtedness that is not so subordinated; effectivelyjunior in right of payment to any of AHL’s secured indebtedness to the extent of the value of the assets securing such indebtedness; and structurallyjunior to all indebtedness and other liabilities (including interest sensitive contract liabilities, future policy benefits, market risk benefits and otherpayables) of AHL’s subsidiaries.The notes will not be obligations of, or guaranteed by, Apollo Global Management, Inc. (“AGM”) or any entityother than AHL. We do not intend to apply for listing of the notes on any securities exchange or for inclusion of the notes in any automated quotation system. Investing in the notes involves risks. See “RiskFactors” beginning on pageS-6 of this prospectus supplement andon page 2 of the accompanying prospectus, as well as the risks described in the documents incorporated by reference inthis prospectus supplement and the accompanying prospectus, to read about important factors you should considerbefore making a decision to invest in the notes. (1)Plus accrued interest, if any, from August 7, 2026, if settlement occurs after that date.(2)See “Underwriting (Conflicts of Interest)” for additional disclosure regarding the underwriting discounts and estimated offering expenses. Neither the Securities and Exchange Commission (the “SEC”), any state securities commission or any other regulatory body hasapproved or disapproved of these notes or passed upon the adequacy or accuracy of this prospectus supplement or the accompanyingprospectus. Any representation to the contrary is a criminal offense. The underwriters expect to deliver the notes in book-entry form on or about August 7, 2026. Citigroup WellsFargoSecurities Drexel Hamilton ApolloGlobalSecuritiesRBCCapitalMarkets Table of Contents TABLE OF CONTENTS Prospectus Supplement ABOUT THIS PROSPECTUS SUPPLEMENTCAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTSPROSPECTUS SUPPLEMENT SUMMARYRISK FACTORSUSE OF PROCEEDSCAPITALIZATIONDESCRIPTION OF THE SENIOR NOTESTAX CONSIDERATIONSUNDERWRITING (CONFLICTS OF INTEREST)LEGAL MATTERSEXPERTSWHERE YOU CAN FIND MORE INFORMATION; INCORPORATION BY REFERENCE Prospectus ABOUT THIS PROSPECTUSRISK FACTORSSPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTSINDUSTRY AND MARKET DATAWHERE YOU CAN FIND MORE INFORMATION; INCORPORATION BY REFERENCE OUR COMPANY LEGAL OPINIONS EXPERTS You should rely only on the information contained in or incorporated by reference in this prospectus supplement, the accompanying prospectus orin any free writing prospectus that we file with the SEC relating to this offering or that we authorize to be delivered to you. Neither we, nor theunderwriters, have authorized anyone to provide you with additional or different information. If anyone provides you with additional, different orinconsistent information, you should not rely on it. This prospectus supplement and the accompanying prospectus is an offer to sell only the notesoffered hereby, and only under circumstances and in jurisdictions where it is lawful to do so. You should assume the information contained in thisprospectus supplement, the accompanying prospectus and any free writing prospectus we authorize to be delivered to you and the documentsincorporated by reference herein and therein, including any forward-looking information, is accurate only as of their respective dates or the date or datesspecified in those documents. Our business, financial condition, results of operations or prospects may have changed since those dates. Table of Contents ABOUT THIS PROSPECTUS SUPPLEMENT This prospectus supplement is a supplement to the accompanying prospectus that is also a part of this document. The accompanying prospectus ispart of a registration statement that we have filed with the SEC using a shelf registration process. Under the shelf registration process, from time to time,we may offer preferred stock, depositary shares, debt securities, warrants and units. In the accompanying prospectus, we provide you with a generaldescription of the securities we may offer from time to time under the shelf registration statement. In this prospectus supplement, we provide you withspecific information a