Equity

12 Months Ended

Dec. 31, 2022

11. Equity

Preferred Stock—We have five series of preferred stock: 6.35% Fixed-to-Floating Rate Perpetual Non-Cumulative Preference Shares, Series A (Series A); 5.625% Fixed-Rate Perpetual Non-Cumulative Preference Shares, Series B (Series B); 6.375% Fixed-Rate Reset Perpetual Non-Cumulative Preference Shares, Series C (Series C); 4.875% Fixed-Rate Perpetual Non-Cumulative Preference Shares, Series D (Series D); and 7.75% Fixed-Rate Reset Perpetual Non-Cumulative Preference Shares, Series E (Series E) as summarized below:


	Series A		Series B		Series C		Series D		Series E
Issue date	June 10, 2019		September 19, 2019		June 11, 2020		December 18, 2020		December 12, 2022
Authorized, issued and outstanding	34,500		13,800		24,000		23,000		20,000
Liquidation preference per share	$	25,000	$	25,000	$	25,000	$	25,000	$	25,000

The following summarizes dividends declared and paid per preferred stock share by series:


	Successor		Predecessor
(Per share)	Year Ended December 31, 2022		Year Ended December 31, 2021		Year Ended December 31, 2020
Series A	$	1,587.50	$	1,587.50	$	1,587.51
Series B	1,406.25		1,406.25		1,406.25
Series C	1,593.75		1,593.75		880.99
Series D	1,218.75		1,259.38		—
Series E	—		—		—

The following summarizes dividends declared and paid in the aggregate on the preferred stock by series:


	Successor		Predecessor
(In millions)	Year Ended December 31, 2022		Year Ended December 31, 2021		Year Ended December 31, 2020
Series A	$	55	$	55	$	55
Series B	19		19		19
Series C	38		38		21
Series D	29		29		—

Total dividends declared and paid	$	141	$	141	$	95

Preferred stock dividends are payable on a non-cumulative basis only when, as and if declared, quarterly in arrears on the 30th day of March, June, September and December of each year. Preferred stock ranks senior to our common stock with respect to dividends, to the extent declared, and in liquidation, to the extent of the liquidation preference.

Common Stock—All of our Class A shares are owned by AGM effective January 1, 2022 with the closing of the merger. Prior to the closing of our merger with AGM, our bye-laws placed certain restrictions on Class A shares such that a holder of Class A shares, except for shareholders permitted by our board of directors, which include members of the Apollo Group, as defined in our bye-laws, could not control greater than 9.9% of the total outstanding vote and if a holder of Class A shares were to control greater than 9.9%, then such holder’s voting power is automatically reduced to 9.9% and the other holders of Class A shares would vote the remainder on a prorated basis.

During the first quarter of 2020, shareholders approved amendments to our bye-laws which eliminated our multi-class share structure at the closing of the share transaction with AGM. Class B shares outstanding were converted to Class A shares on a one-to-one basis. Class M shares outstanding were converted to Class A shares representing 5% of the Class M value and warrants representing 95% of the Class M value. The warrants were issued with substantially the same terms, including the same economic terms, as the Class M shares. See Note 14 – Related Parties for further information on this transaction.

Prior to the share transaction described above, we had six classes of common stock: Class A, Class B, Class M-1, Class M-2, Class M-3 and Class M-4. The Class M-1, Class M-2, Class M-3 and Class M-4 shares were collectively referred to as Class M shares. Class A shares collectively represented 55% of the total voting power of the Company. Class B shares collectively represented the remaining 45% of the total voting power of the Company, and were beneficially owned by shareholders who were members of the Apollo Group, as defined in our bye-laws. Class B shares were convertible to Class A shares on a one-to-one basis at any time upon notice to us. Class M shares were restricted, non-voting shares previously issued under equity incentive plans. Class M shares functioned similar to options in that they were exchangeable into Class A shares upon payment of a conversion price and satisfaction of other conditions, including vesting conditions.

Share Repurchase Authorizations

Our board of directors had previously approved authorizations of $1,567 million for the repurchase of our Class A shares under our repurchase program; however, the program was terminated following the closing of our merger with AGM. We accounted for share repurchases as constructive retirement, in which we reduce common stock and additional paid-in capital by the amount of the original issuance, with any excess purchase price recorded as a reduction to retained earnings. Issued and outstanding shares were reduced by the shares repurchased, and no treasury stock was recognized on the consolidated balance sheets.

The following summarizes the activity on our share repurchase authorizations:


	Predecessor
(In millions)	Year Ended December 31, 2021		Year Ended December 31, 2020
Beginning balance	$	221	$	640

Repurchases	—		(419)
Ending balance	$	221	$	221

As of December 31, 2022, we had $386,810 aggregate par value of authorized but undesignated shares.

Dividends

Our board of directors declared common stock cash dividends of $750 million on December 31, 2021, payable to holders of the Company’s Class A shares with a record date and payment date following the completion of our merger with AGM. The dividend payable was included in related party other liabilities on the consolidated balance sheets as of December 31, 2021. The dividend was paid on January 4, 2022.

During the year ended December 31, 2022, our board of directors declared and we paid additional common stock dividends of $563 million.

The table below shows the changes in each class of shares issued and outstanding:


	Successor	Predecessor
(In millions)	Year Ended December 31, 2022	Year Ended December 31, 2021	Year Ended December 31, 2020
Class A
Beginning balance	192.2	191.5	143.2
Issued shares	13.1	0.9	36.0
Forfeited shares	(1.5)	(0.2)	(0.1)
Repurchased shares	—	—	(13.3)
Converted from Class B shares	—	—	25.4
Converted from Class M	—	—	0.3
Ending balance	203.8	192.2	191.5
Class B
Beginning balance	—	—	25.4


Converted to Class A shares	—	—	(25.4)
Ending balance	—	—	—
Class M-1
Beginning balance	—	—	3.3
Converted to Class A shares	—	—	(0.2)
Converted to warrants	—	—	(3.1)


Ending balance	—	—	—
Class M-2
Beginning balance	—	—	0.8


Converted to warrants	—	—	(0.8)


Ending balance	—	—	—
Class M-3
Beginning balance	—	—	1.0


Converted to warrants	—	—	(1.0)


Ending balance	—	—	—
Class M-4
Beginning balance	—	—	4.0

Converted to Class A shares	—	—	(0.1)
Converted to warrants	—	—	(3.6)

Repurchased shares	—	—	(0.3)
Ending balance	—	—	—

Distributions to Parent—In the first quarter of 2022, we distributed our investment in AOG units to AGM. See Note 14 – Related Parties for further information on the investment in AOG units. The AOG distribution resulted in a reduction of additional paid-in capital of $1,916 million and an increase in accumulated deficit of $26 million. In connection with the AOG distribution to AGM, we also issued a stock dividend of 11.6 million shares to the Apollo Group shareholders other than AGM. Additionally, we recorded a reestablishment of the liabilities that were considered effectively settled upon merger of $810 million, as these liabilities were settled during the first quarter of 2022 in the normal course of business as intercompany payables to AGM.

Accumulated Other Comprehensive Income (Loss)—The following provides the details and changes in AOCI:


Predecessor
(In millions)	Unrealized investment gains (losses) on AFS securities without a credit allowance		Unrealized investment gains (losses) on AFS securities with a credit allowance		DAC, DSI, VOBA and future policy benefits adjustments on AFS securities		Unrealized gains (losses) on hedging instruments		Foreign currency translation and other adjustments		Accumulated other comprehensive income (loss)
Balance at December 31, 2019	$	3,102	$	—	$	(879)	$	61	$	(3)	$	2,281
Adoption of accounting standards	4		(4)		(6)		—		—		(6)
Other comprehensive income (loss) before reclassifications	3,312		(61)		(634)		(106)		18		2,529
Less: Reclassification adjustments for gains (losses) realized in net income1	353		—		(94)		—		—		259
Less: Income tax expense (benefit)	566		(12)		(115)		(26)		—		413
Less: Other comprehensive income (loss) attributable to NCI	147		—		—		7		7		161
Balance at December 31, 2020	5,352		(53)		(1,310)		(26)		8		3,971

Other comprehensive income (loss) before reclassifications2	(2,309)		42		432		246		(10)		(1,599)
Less: Reclassification adjustments for gains (losses) realized in net income1,2	614		(10)		(156)		14		—		462
Less: Income tax expense (benefit)	(558)		10		123		54		—		(371)
Less: Other comprehensive income (loss) attributable to NCI, net of subsidiary issuance of equity interests and tax	(154)		—		—		6		(1)		(149)
Balance at December 31, 2021	$	3,141	$	(11)	$	(845)	$	146	$	(1)	$	2,430

Successor
(In millions)	Unrealized investment gains (losses) on AFS securities without a credit allowance		Unrealized investment gains (losses) on AFS securities with a credit allowance		DAC, DSI, VOBA and future policy benefits adjustments on AFS securities		Unrealized gains (losses) on hedging instruments		Foreign currency translation and other adjustments		Accumulated other comprehensive income (loss)
Balance at January 1, 2022	$	—	$	—	$	—	$	—	$	—	$	—

Other comprehensive income (loss) before reclassifications	(17,929)		(463)		704		69		(16)		(17,635)
Less: Reclassification adjustments for gains (losses) realized in net income1	(218)		(18)		5		67		—		(164)
Less: Income tax expense (benefit)	(3,154)		(86)		147		12		(2)		(3,083)
Less: Other comprehensive income (loss) attributable to NCI	(1,992)		(25)		1		(57)		(4)		(2,077)
Balance at December 31, 2022	$	(12,565)	$	(334)	$	551	$	47	$	(10)	$	(12,311)
1 Recognized in investment related gains (losses) on the consolidated statements of income (loss).
2 Previously reported amounts have been revised to correct a misstatement, which was not material, in the classification of activity between other comprehensive income (loss) before reclassifications and reclassification adjustments for gains (losses) realized.