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Item 7. Management’s Discussion and Analysis

2025-02-14 compared with 2024-02-09 · 293 added, 243 removed, 658 unchanged (45% of the section changed)

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Our total Assets Under Management (" AUM ") as of December 31, 2024 were $792.2 billion, up $67.0 billion, or 9.2%, during 2024.

The increase was driven by market appreciation of $85.8 billion, offset by net outflows of $7.0 billion (reflecting Institutional net outflows of $11.8 billion, offset by Retail net inflows of $3.7 billion and Private Wealth Management net inflows of $1.1 billion).

The increase was primarily driven by market appreciation of $68.5 billion, partially offset by net outflows of $2.2 billion (reflecting Institutional net outflows of $16.5 billion, offset by Retail net inflows of $13.4 billion and Private Wealth Management net inflows of $0.9 billion).

Institutional AUM increased $4.3 billion, or 1.3%, to $321.4 billion during 2024, primarily due to market appreciation of $20.7 billion, partially offset by net outflows of $16.5 billion.

Gross sales decreased $20.4 billion, from $32.2 billion in 2022 to $11.8 billion in 2023.

Redemptions and terminations decreased $0.7 billion, from $13.3 billion in 2022 to $12.6 billion in 2023.

Gross sales increased $1.2 billion, from $11.8 billion in 2023 to $13.0 billion in 2024.

Redemptions and terminations increased $2.3 billion, from $12.6 billion in 2023 to $14.9 billion in 2024.

Retail AUM increased $47.5 billion, or 16.6%, to $334.3 billion during 2024, primarily due to market appreciation of $34.2 billion and net inflows of $13.4 billion.

Gross sales increased $28.8 billion, from $71.1 billion in 2023 to $99.9 billion in 2024.

Redemptions and terminations decreased $8.2 billion, from $66.3 billion in 2022 to $58.1 billion in 2023.

Private Wealth Management AUM increased $15.1 billion, or 14.1%, to $121.3 billion during 2023, due to market appreciation of $14.0 billion and net inflows of $1.1 billion.

Redemptions and terminations increased $13.6 billion, from $58.1 billion in 2023 to $71.7 billion in 2024.

Private Wealth Management AUM increased $15.2 billion, or 12.6%, to $136.5 billion during 2024, primarily due to market appreciation of $13.6 billion and net inflows of $0.9 billion.

Gross sales increased $2.2 billion, from $18.6 billion in 2023 to $20.8 billion in 2024.

Redemptions and terminations increased $2.4 billion, from $17.5 billion in 2023 to $19.9 billion in 2024.

Bernstein Research Services (" BRS ") revenue decreased $30.1 million, or 7.2%, in 2023.

The decrease was primarily driven by significantly lower global customer trading activity due to the prevailing macro-economic environment.

In the fourth quarter of 2022, AB and Société Générale (EURONEXT:

GLE, “ SocGen ”), a leading European bank, announced plans to form a joint venture combining their respective cash equities and research businesses.

As a result, the BRS business has been classified as held for sale.

For further discussion, see Note 24 Acquisitions and Divestitures to our consolidated financial statements in Item 8 .

Bernstein Research Services (" BRS ") revenue decreased $289.9 million, or 75.1%, during 2024.

The decrease was due to the deconsolidation of the BRS business and contribution of the business to the joint ventures, effective April 1, 2024.

For further discussion, see Note 24 Divestitures to our consolidated financial statements in Item 8 .

Our 2024 net revenues of $4.5 billion increased $319.8 million, or 7.7%, compared to net revenues of $4.2 billion in the prior year.

The increase was primarily driven by investment gains in the current year compared to investment losses in the prior year (impact of $116.6 million), higher net dividend and interest income of $35.2 million and higher base advisory fees of $4.8 million, partially offset by lower Bernstein Research Services revenue of $30.1 million and lower distribution revenues of $20.9 million.

Our operating expenses of $3.3 billion increased $98.5 million, or 3.0%, compared to the prior year.

The increase was primarily driven by higher employee compensation and benefits expenses of $102.5 million, higher interest on borrowings of $36.5 million, higher amortization of intangibles of $20.3 million and higher contingent payment arrangements of $16.3 million, partially offset by lower general and administrative expenses of $60.1 million and lower promotion and servicing expenses of $17.1 million.

Our operating income increased $2.6 million, or 0.3%, to $817.7 million from $815.1 million in 2022 and our operating margin decreased to 19.1% in 2023 from 21.5% in 2022.

The increase was primarily due to higher investment advisory base fees of $340.6 million, higher distribution revenues of $140.4 million, higher performance-based fees of $126.1 million and higher other revenues of $41.6 million primarily due certain reimbursements for services provided to the joint ventures, partially offset by lower Bernstein Research Services revenue of $289.9 million due to the deconsolidation of the BRS business, investment losses as compared to gains in the prior year of $27.7 million and lower net dividend and interest income of $11.1 million.

Our operating expenses of $3.4 billion increased $13.4 million, or 0.4%, compared to operating expenses of $3.3 billion in the prior year.

The increase was primarily due to higher promotion and servicing expense of $119.7 million, higher employee compensation and benefits expense of $32.6 million and higher general and administrative expenses of $17.6 million, partially offset by higher gain on contingent payment arrangements of $144.7 million and lower interest on borrowings of $10.9 million.

The change in contingent payment arrangements was primarily due to the recognition of a gain of $128.5 million related to a fair value remeasurement of the contingent payment liability associated with our acquisition of AB CarVal in 2022.

Our operating income increased $306.4 million, or 37.5%, to $1.1 billion from $817.7 million in 2023 and our operating margin increased to 24.7% in 2024 from 19.1% in 2023.

Market Environment

Equity markets registered strong gains in the final quarter of 2023, buoyed by slowing inflation data and expectations that the U.S.

Federal Reserve (the "Fed") has finished its rate hiking cycle and will move towards cuts in 2024.

Market breadth improved in the fourth quarter, with share price appreciation moving beyond mega-cap technology stocks.

Both the cap-weighted S&P 500 and the equal-weighted S&P 500 returned positive 12% in the fourth quarter (including dividends).

Previously lagging segments of the market rebounded, with Small-Caps (market capitalization ranges between $250 million to $2 billion) and Mid-Caps (market capitalization ranges between $2 billion to $10 billion) outperforming Large-Caps (market capitalization above $10 billion) with the Russell 2000 index posting a positive 14% return in the fourth quarter and Value stocks outperforming Growth stocks in the fourth quarter.

Despite a volatile quarter for U.S.

Equities, the S&P 500 ended 2% higher in the fourth quarter of 2024, rounding out a 25% total annual return.

Shares were buoyed by expectations that the new federal administration’s policies will lift growth, lower taxes, and ease regulation over the next four years.

The Federal Reserve (" Fed ") lowered interest rates in both November and December.

However, in December the Fed scaled back expectations for rate cuts in 2025, on account of persistent inflation and a robust labor market, triggering a market sell-off particularly in Small Cap (market capitalization between $250 million and $2 billion) with the Russell 2000 giving up earlier gains to end flat in the fourth quarter of 2024.

Large Cap growth companies (market capitalization above $10 billion) continued to outperform throughout the quarter and the year.

The S&P 500 Growth index returned 36% in 2024 vs.

12% for the S&P 500 Value and 12% for the Russell 2000.

1 Percentage change figures are calculated using assets under management rounded to the nearest million, while financial statement amounts are rounded to the nearest hundred thousand.

AllianceBernstein

Despite the broadening rally in late 2023, annual index returns were largely concentrated within the "Magnificent-7" companies:

a term coined for Apple, Amazon, Alphabet, Meta Platforms, Microsoft, NVIDIA and Tesla which were perceived as the main beneficiaries of the Artificial Intelligence revolution.

These seven companies boast the largest market capitalization values in the S&P 500 and account for more than a quarter of the index, disproportionally driving the capitalization-weighted S&P 500's 2023 total return of positive 26% versus positive 14% for the equal-weighted version.

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Global and Non-U.S.

Moderating inflation data and peaking interest rates drove nearly unilateral gains beyond U.S.

equity markets (MSCI World Index was positive 11.4% in the fourth quarter).

Within the Eurozone, annual inflation fell to 2.4% (as of November 2023) from 10.1% a year ago, sending the MSCI European Economic and Monetary Union index 7.8% higher in the fourth quarter.

In the U.K., gains were led by Small-Cap and Mid-Cap indices while Large-Cap lagged on account of a strengthening GBP (sterling).

Japan's TOPIX trading index posted a positive 2.0% total return despite a volatile quarter and overall Emerging Market equities were strong in the fourth quarter, albeit lagging Developed Markets.

All markets in the MSCI Asia (ex Japan) index ended the quarter positively, apart from China, where lackluster growth continues to be a drag on asset prices.

Fixed income markets experienced their strongest quarterly performance in over 20 years, as indicated by the Bloomberg Global Aggregate indices.

This was primarily driven by a perceived shift in monetary policy direction, with expectations of rate cuts replacing the previous "higher-for-longer" narrative.

As a result, government bond yields fell significantly, and credit markets outperformed government bonds.

The Fed maintained its rates throughout the quarter, but a more dovish tone in December accelerated the market rally.

The revised dot plot, which plots the Federal Open Market Committee's (" FOMC ") projections for the federal funds rate, now anticipates three rate cuts in 2024, up from the previous expectation of two.

The FOMC appears more comfortable with the progress made in bringing inflation back towards the target, as indicated by positive news on the Personal Consumption Expenditures Price Index, which is the Fed's most closely watched measure.

Eurozone equities declined in the fourth quarter of 2024, with the MSCI European Economic and Monetary Union Index returning negative 1.8% (gross returns, in local-currency terms) amid fears of a recession and political turmoil in France and Germany.

The European Central Bank signaled more cuts to come in 2025, as the single currency area wrestles with lackluster growth.

The UK MSCI Index was roughly flat in local currency terms and returned negative 7% in USD terms, reflecting rapid GBP depreciation amid a rise in long-term bond yields and growing concerns about the U.K.

macro-economic outlook.

In Japan, equity markets gained in the fourth quarter with the TOPIX returning 5.4%.

The Bank of Japan decided not to raise interest rates at its December policy meeting.

MSCI Asia ex-Japan ended negative 7% (USD terms) during the fourth quarter of 2024, reflecting investor concerns around the impact of proposed tariffs, particularly on China.

Emerging Markets underperformed Developed Markets in the fourth quarter.

Fixed income markets experienced considerable volatility in the fourth quarter of 2024, primarily driven by geopolitical tensions, central bank decisions, and fluctuating inflation rates.

The Bloomberg Global Aggregate Bond index ended 5.0% lower (USD terms, unhedged) in the fourth quarter of 2024.

Major government bonds sold off, driven by persistent inflation, political instability, and budgetary concerns.

The 10-year Treasury yield experienced a notable rise, finishing the year at 4.6%, indicating market uncertainty regarding the Fed's future actions amidst rising expectations over potential inflationary policies implemented by the new federal administration.

On the credit front, high yield bonds outperformed their investment-grade counterparts during the fourth quarter, driven by expectations of pro-business policies under the new federal administration.

Relationship with EQH and its Subsidiaries

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In mid-2021, Equitable Financial Life Insurance Company, a subsidiary of EQH (" Equitable Financial "), agreed to provide an initial $10 billion in permanent capital to build out AB's private illiquid offerings, including private alternatives and private placements.

Deployment of this capital commitment is approximately 90% completed and is expected to continue over the next year.

In addition, during the second quarter of 2023, EQH committed to provide an additional $10 billion in permanent capital, which will begin following the completion of the initial $10 billion commitment.

We expect this anticipated capital from Equitable Financial will continue to accelerate both organic and inorganic growth in our private alternatives business, allowing us to continue to deliver for our clients, employees, unitholders and other stakeholders.

For example, included in the initial $10 billion commitment by EQH is $750 million in capital to be deployed through AB CarVal.

Deployment of the initial $10 billion in permanent capital is now complete.

In addition, during the second quarter of 2023, EQH committed to provide an additional $10 billion in permanent capital, deployment of which is approximately 20% complete.

We expect this anticipated capital from EQH's insurance subsidiaries will continue to accelerate both organic and inorganic growth in our private alternatives business, allowing us to continue to deliver for our clients, employees, unitholders and other stakeholders.

For example, included in the initial $10 billion commitment by EQH is $750 million in capital deployed through AB CarVal.

Permanent capital means investment capital of indefinite duration, for which commitments may be withdrawn under certain conditions.

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While the withdrawal of their commitment could potentially slow down our introduction of certain products, the impact to our overall operations would not be material.

Joint Venture with Societe Generale

Effective April 1, 2024, AB and Societe Generale (" SocGen ") completed their previously announced transaction to form a global joint venture with two joint venture holding companies, one outside of North America and one within North America (" NA JV ", and together the " JVs ").

AB owns a majority interest in the NA JV while SocGen owns a majority interest in the joint venture outside of North America.

AB has deconsolidated the BRS business and retained the Bernstein Private Wealth Management business within its existing U.S.

broker dealer Sanford C.

Bernstein & Co., LLC.

For further discussion, see Note 24 Divestitures to our consolidated financial statements in Item 8.

Relocation Strategy

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Our Nashville headquarters houses Finance, IT, Operations, Legal, Compliance, Internal Audit, Human Capital, and Sales and Marketing and at year-end 2024, we had 1,063 employees in Nashville.

We will continue to maintain a principal location in New York City, which houses our Portfolio Management, Sell-Side Research and Trading, and New York-based Private Wealth Management businesses.

We will continue to maintain a principal location in New York City, which houses our Portfolio Management and Trading, and New York-based Private Wealth Management businesses.

We believe relocating our corporate headquarters to Nashville affords us the opportunity to provide an improved quality of life alternative for our employees and enables us to attract and recruit new talented employees to a highly desirable location while improving the long-term cost structure of the firm.

During the transition period, which began in 2018 and is expected to continue through 2024, we currently estimate that we will incur transition costs of between $145 million to $155 million.

As of December 31, 2024, we have successfully completed the relocation of our corporate headquarters to Nashville, TN.

During the transition period, which began in 2018 and was completed in the fourth quarter of 2024, we incurred $160 million of cumulative transition costs.

These costs include employee relocation, severance, recruitment, and overlapping compensation and occupancy costs.

Over this same period, we expect to realize total expense savings of between $205 million to $215 million.

However, we did incur some transition costs before we began to realize

2023 Annual Report 33

expense savings.

For the period beginning in 2018 and ending in the fourth quarter of 2023, we incurred $140 million of cumulative transition costs compared to $175 million of cumulative savings.

Over this same period, we realized total cumulative expense savings of $218 million, resulting in an overall net savings of $58 million for the period.

AllianceBernstein

We incurred $20 million of transition costs for the twelve months ended December 31, 2024, compared to $43 million of expense savings, resulting in an overall net savings of $23 million for the period.

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We also expect to achieve EPU accretion in each future year.

Beginning in 2025, once the transition period has been completed, we estimate ongoing annual expense savings of approximately $75 million, which will result from a combination of occupancy and compensation-related savings.

Our estimates for both the transition costs and the corresponding expense savings are based on our current assumptions of employee relocation costs, severance, and overlapping compensation and occupancy costs.

In addition, our estimates for both the timing of when we incur transition costs and realize the related expense savings are based on our current relocation implementation plan and the timing for execution of each phase.

The actual total charges we eventually record, the related expense savings we realize, and the timing of EPU impact may differ from our current estimates as we implement each phase of our headquarters relocation.

Beginning in 2025, as the transition period has now been completed, we estimate ongoing annual expense savings of approximately $75 million, which will result from a combination of occupancy and compensation-related savings.

During October 2018, we signed a lease, which commenced in the fourth quarter of 2020, relating to 218,976 square feet of space at our new Nashville headquarters.

Our estimated total base rent obligation (excluding taxes, operating expenses and utilities) over the 15-year initial lease term is $134 million.

Although we have presented many of our transition costs and annual expense savings with numerical specificity, and we believe these targets to be reasonable as of the date of this report, the uncertainties surrounding the assumptions we discuss above create a significant risk that these targets may not be achieved.

Accordingly, the expenses we actually incur and the savings we actually realize may differ from our targets, particularly if actual events adversely differ from one or more of our key assumptions.

The transition costs and expense savings, together with their underlying assumptions, are Forward-Looking Statements and can be affected by any of the factors discussed in “Risk Factors” and “Cautions Regarding Forward-Looking Statements” in this 2023 10-K.

We strongly caution investors not to place undue reliance on any of these assumptions or our cost and expense targets.

Except as may be required by applicable securities laws, we are not under any obligation, and we expressly disclaim any obligation, to update or alter any assumptions, estimates, financial goals, targets, projections or other related statements that we may make.

While we have completed the transition period associated with our headquarter relocation to Nashville and our transition costs, expense savings and favorable EPU impact were in line with our estimates, there are several remaining positions to be relocated.

We believe that any additional transition costs and expense savings will be immaterial.

The actual outcomes may differ due to deviations in one or more of our key assumptions.

The remaining transition costs and expense savings, along with their underlying assumptions, are considered Forward-Looking Statements.

These statements were subject to various factors discussed in the " Risk Factors " and " Cautions Regarding Forward-Looking Statements " sections of this 2024 10-K.

AB Holding’s principal source of income and cash flow is attributable to its investment in AB Units.

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(1) Distributions reflect the impact of AB’s non-GAAP adjustments.

AB Holding had net income of $264.2 million in 2023 compared to $274.2 million in 2022, reflecting lower net income attributable to AB Unitholders, partially offset by higher weighted average equity ownership interest.

AB Holding had net income of $423.4 million in 2024 compared to $264.2 million in 2023, reflecting higher net income attributable to AB Unitholders and higher weighted average equity ownership interest.

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AB Holding’s effective tax rate was 8.4% in 2024, 11.9% in 2023 and 10.3% in 2022.

The increase in AB Holdings effective tax rate is primarily due to the

AllianceBernstein

increase in the weighted average equity ownership interest.

The decrease in AB Holdings effective tax rate is primarily driven by one- time items not subject to the gross revenue tax.

See Note 6 to AB Holding’s financial statements in Item 8 for a further description.

As supplemental information, AB provides the performance measures “adjusted net revenues,” “adjusted operating income” and “adjusted operating margin,” which are the principal metrics management uses in evaluating and comparing the period-to-period operating performance of AB.

Management principally uses these metrics in evaluating performance because they present a clearer picture of AB's operating performance and allow management to see long-term trends without the distortion primarily caused by long-term incentive compensation-related mark-to-market adjustments, acquisition-related expenses, interest expense and other adjustment items.

As supplemental information, AB provides the performance measures “adjusted net revenues,” “adjusted operating income” and “adjusted operating margin,” which are additional metrics management uses in evaluating and comparing the period-to-period operating performance of AB.

Management uses these additional metrics in evaluating performance because they present a clearer picture of AB's operating performance and allow management to see long-term trends without the distortion primarily caused by long-term incentive compensation-related mark-to-market adjustments, acquisition-related expenses, interest expense and other adjustment items.

Similarly, management believes that these management operating metrics help investors better understand the underlying trends in AB's results and, accordingly, provide a valuable perspective for investors.

Such measures are not based on generally accepted accounting principles (“ non-GAAP measures ”).

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We provide the non-GAAP measures "adjusted net income" and "adjusted diluted net income per unit" because our quarterly distribution per unit is typically our adjusted diluted net income per unit (which is derived from adjusted net income).

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AB non-GAAP adjustments (2)

$ (141,755) $ 103,164 $ 75,745

AB Income tax (expense) benefit on non-GAAP adjustments 8,338 (2,786) (6,395)

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Adjusted diluted net income per AB Holding Unit $ 3.25 $ 2.69 $ 2.94

(2) Includes all AB non-GAAP adjustments to pre-tax income.

The degree to which AB’s non-GAAP adjustments impact AB Holding’s net income fluctuates based on AB Holding's ownership percentage in AB.

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During the year ended December 31, 2024, net cash provided by operating activities was $340.5 million, compared to $294.0 million during the corresponding 2023 period.

The decrease primarily resulted from lower cash distributions received from AB of $64.6 million.

During the year ended December 31, 2022, net cash provided by operating activities was $362.6 million, compared to $355.1 million during the corresponding 2021 period.

The increase primarily resulted from higher cash distributions received from AB of $47.7 million.

During the years ended December 31, 2023, 2022 and 2021, net cash used in investing activities was zero, $1.8 million and $3.4 million, respectively, reflecting investments in AB with proceeds from exercises of compensatory options to buy AB Holding Units and capital contributions to AB.

2 Includes all AB non-GAAP adjustments to pre-tax income.

2023 Annual Report 35

During the year ended December 31, 2023, net cash provided by operating activities was $294.0 million, compared to $362.6 million during the corresponding 2022 period.

The decrease primarily resulted from lower cash distributions received from AB of $64.6 million.

During the years ended December 31, 2024, 2023 and 2022, net cash used in investing activities was zero, zero and $1.8 million, respectively.

In 2022, net cash used in investing activities reflected investments in AB with proceeds from exercises of compensatory options to buy AB Holding Units and capital contributions to AB.

During the year ended December 31, 2024, net cash used in financing activities was $340.5 million, compared to $294.0 million during the corresponding 2023 period.

The decrease was primarily due to lower cash distributions to Unitholders of $64.9 million and higher capital contributions from AB of $2.2 million.

The increase was primarily due to higher cash distributions to Unitholders of $45.1 million and lower capital contributions from AB of $1.4 million.

During the year ended December 31, 2023, net cash used in financing activities was $294.0 million, compared to $360.8 million during the corresponding 2022 period.

The increase was due to cash distributions to Unitholders of $3.5 million and proceeds from exercise of compensatory options to buy AB Holding Units of $3.2 million, offset by lower capital contributions from AB of $2.3 million.

The decrease was primarily due to lower cash distributions to Unitholders of $64.9 million and higher capital contributions from AB of $2.2 million.

Management believes that AB Holding will have the resources it needs to meet its financial obligations as a result of the cash flow AB Holding realizes from its investment in AB.

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As a result, AB Holding has no liquidity risk as it only pays distributions to AB Holding’s Unitholders to the extent of distributions received from AB (net of taxes paid).

AllianceBernstein

Cash Distributions

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Total $ 792.2 $ 725.2 $ 646.4 9.2 % 12.2 %

AllianceBernstein

Assets under management by investment service are as follows:

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Actively Managed

Taxable 208.6 190.3 246.3 9.6 (22.8)

209.3 208.6 190.3 0.3 9.6

Tax–exempt 76.2 61.1 52.5 24.7 16.3

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(2) Includes certain multi-asset solutions and services not included in equity or fixed income services.

(3) Approximately $12.1 billion of private placements was transferred from Taxable Fixed Income into Alternatives/Multi-Asset during 2024 to better align with standard industry practice for asset class reporting purposes.

2024 Annual Report 33

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Net long-term (outflows) inflows (16.5) 13.4 0.9 (2.2)

Adjustments (1)

Transfers 0.1 (0.1) — —

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Cash flow/unreinvested dividends (11.0) (9.3) — (20.3)

Net long-term inflows (outflows) (1)

6.3 (11.6) 1.7 (3.6)

Adjustments (2)

(0.4) — — (0.4)

Acquisitions (3)

12.2 — — 12.2

Net long-term (outflows) inflows (11.8) 3.7 1.1 (7.0)

Transfers 0.1 (0.1) — —

Market (depreciation) (57.8) (65.5) (17.1) (140.4)

Market appreciation 31.5 40.3 14.0 85.8

Net change 19.8 43.9 15.1 78.8

Balance as of December 31, 2023 $ 317.1 $ 286.8 $ 121.3 $ 725.2

(1) Net flows include $4.5 billion of AXA redemptions for 2022.

(2) Approximately $0.4 billion of Institutional AUM was removed from our total assets under management during the second quarter of 2022 due to a change in the fee structure.

(3) The CarVal acquisition added approximately $12.2 billion of Institutional AUM in the third quarter of 2022.

(1) This adjustment is due to a change in fee policy related to certain fixed income assets effective October 1, 2024.

AllianceBernstein

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Net long-term (outflows) inflows (24.1) (6.6) 11.0 13.6 (1.0) 4.9 (2.2)

Market appreciation 45.1 12.3 11.7 2.9 0.5 13.3 85.8

Adjustments (3)

— — 0.2 0.5 — — 0.7

Transfers (4)

— — (12.1) — — 12.1 —

Market appreciation (depreciation) 40.0 12.8 1.6 1.0 (0.1) 13.2 68.5

Net change 15.9 6.2 0.7 15.1 (1.1) 30.2 67.0

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Net long-term (outflows) inflows (15.5) (4.0) 6.6 5.7 1.5 (1.3) (7.0)

(2.7) (5.3) (17.9) 0.6 (1.3) 23.0 (3.6)

Adjustments (4)

— — — — — (0.4) (0.4)

Acquisitions (5)

— — — — — 12.2 12.2

Market (depreciation) (67.0) (12.5) (38.1) (5.2) (2.5) (15.1) (140.4)

Market appreciation 45.1 12.3 11.7 2.9 0.5 13.3 85.8

Net change 29.6 8.3 18.3 8.6 2.0 12.0 78.8

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(2) Includes certain multi-asset solutions and services not included in equity or fixed income services.

(3) Net flows include $4.5 billion of AXA redemptions for 2022.

(4) Approximately $0.4 billion of Institutional AUM was removed from our total assets under management during the second quarter of 2022 due to a change in the fee structure.

(5) The CarVal acquisition added approximately $12.2 billion of Institutional AUM in the third quarter of 2022.

(3) This adjustment is due to a change in fee policy related to certain fixed income assets effective October 1, 2024.

(4) Approximately $12.1 billion of private placements was transferred from Taxable Fixed Income into Alternatives/Multi-Asset during 2024 to better align with standard industry practice for asset class reporting purposes.

2024 Annual Report 35

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AllianceBernstein

During 2024, our Institutional channel average AUM of $322.9 billion increased $18.3 billion, or 6.0%, compared to 2023, while ending AUM increased $4.3 billion, or 1.3%, to $321.4 billion from December 31, 2023.

The $4.3 billion increase in AUM resulted primarily from market appreciation of $20.7 billion, partially offset by net outflows of $16.5 billion.

Market depreciation of $7.6 billion in the fourth quarter of 2024 drove the ending AUM balance down as compared to our average AUM for 2024.

During 2023, our Institutional channel average AUM of $304.6 billion decreased $3.8 billion, or 1.2%, compared to 2022, while ending AUM increased $19.8 billion, or 6.7%, to $317.1 billion from December 31, 2022.

The $19.8 billion increase in AUM resulted primarily from market appreciation of $31.5 billion (with $22.7 billion of market appreciation occurring in the fourth quarter of 2023), partially offset by net outflows of $11.8 billion.

During 2022, our Institutional channel average AUM of $308.4 billion decreased $17.3 billion, or 5.3%, compared to 2021, primarily due to this AUM decreasing $39.8 billion, or 11.8%, to $297.3 billion from December 31, 2021.

The $39.8 billion decrease in AUM resulted primarily from market depreciation of $57.8 billion, partially offset by an addition of $12.2 billion due to the acquisition of CarVal and net inflows of $6.3 billion.

During 2024, our Retail channel average AUM of $315.3 billion increased $53.3 billion, or 20.4%, compared to 2023, primarily due to this AUM increasing $47.5 billion, or 16.6%, to $334.3 billion from December 31, 2023.

The $47.5 billion increase in AUM resulted primarily from market appreciation of $34.2 billion and net inflows of $13.4 billion.

During 2023, our Retail channel average AUM of $262.0 billion decreased $5.8 billion, or 2.1%, compared to 2022, while ending AUM increased $43.9 billion, or 18.1%, to $286.8 billion from December 31, 2022.

The $43.9 billion increase in AUM resulted primarily from market appreciation of $40.3 billion (with $26.3 billion of market appreciation occurring in the fourth quarter of 2023) and net inflows of $3.7 billion.

During 2022, our Retail channel average AUM of $267.8 billion decreased $23.2 billion, or 8.0%, compared to 2021, primarily due to this AUM decreasing $77.0 billion, or 24.1%, to $242.9 billion from December 31, 2021.

The $77.0 billion decrease in AUM resulted primarily from market depreciation of $65.5 billion and net outflows of $11.6 billion.

The $43.9 billion increase in AUM resulted primarily from market appreciation of $40.3 billion and net outflows of $3.7 billion.

During 2024, our Private Wealth Management channel average AUM of $130.3 billion increased $16.6 billion, or 14.6%, compared to 2023, primarily due to this AUM increasing $15.2 billion, or 12.6%, to $136.5 billion from December 31, 2023.

The $15.1 billion increase in AUM resulted from market appreciation of $14.0 billion (with $9.0 billion of market appreciation occurring in the fourth quarter of 2023) and net inflows of $1.1 billion.

During 2022, our Private Wealth Management channel average AUM of $110.3 billion decreased $3.8 billion, or 3.3%, compared to 2021, primarily due to this AUM decreasing $15.4 billion, or 12.6%, to $106.2 billion from December 31, 2021.

The $15.4 billion decrease in AUM resulted from market depreciation of $17.1 billion, offset by net inflows of $1.7 billion.

The $15.2 billion increase in AUM resulted from market appreciation of $13.6 billion, net inflows of $0.9 billion and an adjustment of $0.7 billion.

During 2023, our Private Wealth Management channel average AUM of $113.7 billion increased $3.4 billion, or 3.0%, compared to 2022, primarily due to this AUM increasing $15.1 billion, or 14.1%, to $121.3 billion from December 31, 2022.

The $15.1 billion increase in AUM resulted from market appreciation of $14.0 billion, and net inflows of $1.1 billion.

Absolute investment composite returns, gross of fees, and relative performance as of December 31, 2024 compared to benchmarks for certain representative Institutional equity and fixed income services are as follows:

1-Year 3-Year (1)

Income - Hedged (fixed income)

Income (fixed income)

Absolute return 4.26 % 0.22 % 1.50 %

Relative return (vs.

Bloomberg Barclays Global High Yield Index - Hedged) 4.2 2.5 2.0

Bloomberg Barclays U.S.

Aggregate Index) 3.01 2.63 1.83

High Income (fixed income)

1 unchanged sentence

Relative return (vs.

Bloomberg Barclays U.S.

Aggregate Index) 1.4 1.1 0.6

Bloomberg Barclays Global High Yield Index - Hedged) (1.44) (0.05) 0.01

Global Plus - Hedged (fixed income)

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Blended Muni Fund Avg) 0.49 0.51 0.67

Strategic Core Plus (fixed income)

Core Plus (fixed income)

Absolute return 2.74 (1.84) 0.33

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Russell 2500 Value Index) (0.17) (0.30) 1.26

Strategic Value

Large Cap Value

Absolute return 16.41 9.36 11.29

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Operating income 1,124,073 817,670 815,096 37.5 0.3

Non-operating income 134,555 — — n/m n/m

Pre-tax income 1,258,628 817,670 815,096 53.9 0.3

Income taxes 65,143 29,051 39,639 124.2 (26.7)

Net income 1,193,485 788,619 775,457 51.3 1.7

Net income (loss) of consolidated entities attributable to non-controlling interests 24,009 (56,356) 5,111 n/m n/m

Net income (loss) of consolidated entities attributable to non-controlling interests 20,238 24,009 (56,356) (15.7) n/m

Net income attributable to AB Unitholders $ 1,173,247 $ 764,610 $ 831,813 53.4 (8.1)

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(1) Operating income excluding net income (loss) attributable to non-controlling interests as a percentage of net revenues.

Net income attributable to AB Unitholders for the year ended December 31, 2024 increased $408.6 million from the year ended December 31, 2023.

The increase primarily is due to (in millions):

Higher base advisory fees $ 340.6

Higher distribution revenues 140.4

Higher gain on divestiture 134.6

Higher gain on contingent payment arrangements (1)

Higher performance-based fees 126.1

Higher other revenues 41.5

Lower interest expense 10.9

Lower Bernstein Services Research revenues (2)

Higher promotion and servicing expenses (119.7)

Higher income tax expense (36.1)

Higher employee compensation and benefits expense (32.6)

Higher investment losses (27.7)

Higher general and administrative expenses (17.6)

Lower net dividend and interest income (11.1)

(1) During 2024, we recognized a gain of $128.5 million in contingent payment arrangements in the consolidated statements of income related to a fair value remeasurement of the contingent payment liability associated with our acquisition of AB Carval in 2022.

(2) On April 1, 2024, AB and SocGen, a leading European bank, completed their transaction to form a jointly owned equity research provider and cash equity trading partner for institutional investors.

AB has deconsolidated the BRS business and contributed the business to the JVs.

For further discussion, see Note 24 Divestiture to our consolidated financial statements contained in Item 8 .

2024 Annual Report 39

Net income attributable to AB Unitholders for the year ended December 31, 2023 decreased $67.2 million from the year ended December 31, 2022.

The decrease primarily is due to (in millions):

The decrease primarily was due to (in millions):

Higher employee compensation and benefits $ (102.5)

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Lower income taxes 10.6

2023 Annual Report 43

Net income attributable to AB Unitholders for the year ended December 31, 2022 decreased $316.8 million from the year ended December 31, 2021.

The decrease primarily was due to (in millions):

Lower base advisory fees $ (123.6)

Higher investment losses (101.8)

Lower performance-based fees (99.9)

Higher general and administrative expenses (86.0)

Lower distribution revenues (45.0)

Lower Bernstein Research Services revenue (35.7)

Lower promotion and servicing expenses 60.1

Higher net loss of consolidated entities attributable to non-controlling interest 61.5

Lower employee compensation and benefits 49.4

Units Outstanding

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Repurchases are subject to regulations promulgated by the SEC, as well as certain price, market volume and timing constraints specified in the plan.

There was no plan adopted during the fourth quarter of 2023.

We did not adopt a plan during the fourth quarter of 2024.

We may adopt additional plans in the future to engage in open-market purchases of AB Holding Units to help fund anticipated obligations under our incentive compensation award program and for other corporate purposes.

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Management Operating Metrics

We are providing the non-GAAP measures “adjusted net revenues,” “adjusted operating income” and “adjusted operating margin” because they are the principal operating metrics management uses in evaluating and comparing period-to-period operating performance.

Management principally uses these metrics in evaluating performance because they present a clearer picture of our operating performance and allow management to see long-term trends without the distortion primarily caused by long-term incentive compensation-related mark-to-market adjustments, acquisition-related expenses, interest expense and other adjustment items.

We are providing the non-GAAP measures “adjusted net revenues,” “adjusted operating income” and “adjusted operating margin” because they are additional operating metrics management uses in evaluating and comparing period-to-period operating performance.

Management uses these additional metrics in evaluating performance because they present a clearer picture of our operating performance and allow management to see long-term trends without the distortion primarily caused by long-term incentive compensation-related mark-to-market adjustments, acquisition-related expenses, interest expense and other adjustment items.

Similarly, we believe that these management operating metrics help investors better understand the underlying trends in our results and, accordingly, provide a valuable perspective for investors.

AllianceBernstein

These non-GAAP measures are provided in addition to, and not as substitutes for, net revenues, operating income and operating margin, and they may not be comparable to non-GAAP measures presented by other companies.

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The non-GAAP measures alone may pose limitations because they do not include all of our revenues and expenses.

AllianceBernstein

Years Ended December 31

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Incentive compensation-related items (14,410) (13,621) (7,083)

Write-down of investment — — 1,880

Equity loss on JV 36,611 — —

Adjusted net revenues $ 3,528,398 $ 3,371,949 $ 3,336,234

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Incentive compensation-related items 2,391 5,192 3,461

Retirement plan settlement loss 13,130 — —

EQH award compensation 1,088 727 606

Write-down of investment — — 1,880

Acquisition-related expenses (59,595) 98,070 72,503

Equity loss on JV 36,611 — —

Sub-total of non-GAAP adjustments before interest on borrowings (7,200) 103,164 75,745

Interest on borrowings 43,509 54,394 17,906

54,394 17,906 5,145

Subtotal of non-GAAP adjustments 36,309 157,558 93,651

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Adjusted operating income $ 1,140,144 $ 951,219 $ 965,103

951,219 965,103 1,219,455

Non-operating income, US GAAP basis $ 134,555 $ — $ —

Interest on borrowings 43,509 54,394 17,906

Gain on divestiture 134,555 — —

Adjusted non-operating (expense) $ (43,509) $ (54,394) $ (17,906)

Adjusted pre-tax income 1,096,635 896,825 947,197

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Adjusted operating margin 32.3 % 28.2 % 28.9 %

During the second quarter of 2023, we revised adjusted operating income to exclude interest on borrowings in order to align with our industry peer group.

We have recast prior periods presentation to align with the current period presentation.

Adjusted operating income for the year ended December 31, 2023 decreased $13.9 million, or 1.4%, from the year ended December 31, 2022, primarily due to higher employee compensation and benefits expense of $39.3 million, lower Bernstein Research Services revenue of $30.1 million, lower investment advisory base fees of $25.1 million and higher general and administrative expenses of $6.2 million, partially offset by higher net dividend and interest income of $51.6 million and higher performance-based fees of $35.5 million.

Adjusted operating income for the year ended December 31, 2022 decreased $254.4 million, or 20.9%, from the year ended December 31, 2021, primarily due to lower performance-based fees of $130.9 million, lower investment advisory base fees of

2024 Annual Report 41

$99.1 million, lower Bernstein Research Services revenue of $35.7 million and higher general and administrative expenses of $32.3 million, partially offset by lower employee compensation and benefits expense of $58.4 million.

Adjusted operating income for the year ended December 31, 2024 increased $188.9 million, or 19.9%, from the year ended December 31, 2023, primarily due to higher investment advisory base fees of $332.6 million, higher performance-based fees of $101.3 million, lower general and administrative expenses of $37.9 million, lower promotion and servicing expenses of $32.5 million, higher investment gains of $10.7 million and higher other revenues of $8.1 million, partially offset by lower Bernstein Research Services revenue of $289.9 million due to the deconsolidation of the BRS business, higher employee compensation and benefits expense of $37.7 million and lower net dividends and interest income of $6.2 million.

Adjusted Net Revenues

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These fees do not affect operating income, as such, we exclude these fees from adjusted net revenues.

We also adjust for certain pass through costs associated with the transition of services to the JVs entered into with SocGen.

These amounts are expensed by us and passed to the JVs for reimbursement.

These fees do not affect operating income, as such, we exclude these fees from adjusted net revenues.

We adjust for the revenue impact of consolidating company-sponsored investment funds by eliminating the consolidated company-sponsored investment funds' revenues and including AB's fees from such consolidated company-sponsored investment funds and AB's investment gains and losses on its investments in such consolidated company-sponsored investment funds that were eliminated in consolidation.

We also adjust net revenues to exclude our portion of the equity income or loss associated with our investment in the JVs.

Effective April 1, 2024 following the close of the transaction with SocGen, we record all income or loss associated with the JVs as an equity method investment income (loss).

As we no longer consider this activity part of our core business operations and our intent is to fully divest from both joint ventures, we consider these amounts temporary, and as such, we exclude these amounts from our adjusted net revenues.

Adjusted net revenues exclude investment gains and losses and dividends and interest on employee long-term incentive compensation-related investments.

Also, we adjust for certain acquisition-related pass-through performance-based fees and performance related compensation.

During the fourth quarter of 2021, we wrote down an equity method investment;

this write-down brought the investment balance to zero.

Adjusted Operating Income

Adjusted operating income represents operating income on a US GAAP basis excluding (1) real estate charges (credits), (2) the impact on net revenues and compensation expense of the investment gains and losses (as well as the dividends and interest) associated with employee long-term incentive compensation-related investments, (3) the equity compensation paid by EQH to certain AB executives, as discussed below , (4) the write-down of investments ( discussed immediately above ), (5) acquisition-related expenses, (6) interest on borrowings and (7) the impact of consolidated company-sponsored investment funds.

Adjusted operating income represents operating income on a US GAAP basis excluding (1) real estate charges (credits), (2) the impact on net revenues and compensation expense of the investment gains and losses (as well as the dividends and interest) associated with employee long-term incentive compensation-related investments, (3) retirement plan settlement loss, (4) the equity compensation paid by EQH to certain AB executives, (5) acquisition-related expenses, (6) equity (income) loss on JVs, (7) interest on borrowings and (8) the impact of consolidated company-sponsored investment funds.

Real estate charges (credits) incurred during the fourth quarter of 2019 through the fourth quarter of 2020, while excluded in the period in which the charges (credits) were recorded, are included ratably over the remaining applicable lease term.

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AB economically hedged the exposure to market movements by purchasing and holding these investments on its balance sheet.

All such investments had vested as of year-end 2012 and the investments have been delivered to the participants, except for those investments with respect to which the participant elected a long-term deferral.

AllianceBernstein

investments had vested as of year-end 2012 and the investments have been delivered to the participants, except for those investments with respect to which the participant elected a long-term deferral.

Fluctuation in the value of these investments, which also impacts compensation expense, is recorded within investment gains and losses on the income statement.

1 unchanged sentence

The non-GAAP measures exclude gains and losses and dividends and interest on employee long-term incentive compensation-related investments included in revenues and compensation expense.

The losses associated with the termination of our defined benefit retirement plan are non-cash, short term in nature and not considered a part of our core operating results when comparing financial results from period to period.

The board of directors of EQH granted to Seth Bernstein, our CEO, equity awards in connection with EQH's IPO.

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The compensation expense associated with these awards has been excluded from our non-GAAP measures because they are non-cash and are based upon EQH's, and not AB's, financial performance.

AllianceBernstein

The write-down of investments discussed above in Adjusted Net Revenues have been excluded due to their non-recurring nature and because they are not part of our core operating results.

Acquisition-related expenses have been excluded because they are not considered part of our core operating results when comparing financial results from period to period and to industry peers.

Acquisition-related expenses include professional fees and the recording of changes in estimates to contingent payment arrangements associated with our acquisitions.

Beginning in the first quarter of 2022, acquisition-related expenses also include certain compensation-related expenses, amortization of intangible assets for contracts acquired and accretion expense with respect to contingent payment arrangements.

During 2023, 2022 and 2021, acquisition related expenses included an intangible asset impairment charge of zero, $5.6 million and $1.0 million, respectively, related to various historical acquisitions.

The recording of changes in estimates of contingent consideration payable with respect to contingent payment arrangements associated with our acquisitions are not considered part of our core operating results and, accordingly, have been excluded.

Acquisition-related expenses include professional fees, the recording of changes in estimates or fair value remeasurements to, and accretion expense related to, our contingent payment arrangements associated with our acquisitions, certain compensation-related expenses and amortization of intangible assets for contracts acquired.

During 2024, we recognized a gain of $128.5 million in contingent payment arrangements in the consolidated statement of income related to a fair value remeasurement of the contingent payment liability associated with our acquisition of AB Carval in 2022.

The fair value remeasurement was due to updated assumptions of future performance associated with the liability.

We also recorded an impairment of $2.5 million of the contingent consideration payable associated with a small acquisition made in 2020 due to the loss of investment management contracts.

In addition, we recorded an intangible asset impairment charge of $4.4 million associated with various historical acquisitions.

During 2023, we recorded an expense of $28.4 million due to a change in estimate related to the contingent consideration associated with the acquisition of Autonomous LLC in 2019.

The change in estimate was based upon better than expected revenues during the 2023 performance evaluation period.

We recorded $14.1 million as contingent payment arrangement expense and $14.3 million as compensation and benefits expense in the condensed consolidated statement of income.

We recorded $14.1 million as contingent payment arrangement expense and $14.3 million as compensation and benefits expense in the consolidated statement of income.

The charges to compensation and benefits expense are due to certain service conditions and special awards included in the acquisition agreement.

During 2022, acquisition related expenses included an intangible asset impairment charge of $5.6 million related to various historical acquisitions.

We also adjust operating income to exclude our portion of the equity income or loss associated with our investment in the JVs.

Effective April 1, 2024 following the close of the transaction with SocGen, we record all income or loss associated with the JVs as an equity method investment (income) loss.

We adjust operating income to exclude interest on borrowings in order to align with our industry peer group.

We adjusted for the operating income impact of consolidating certain company-sponsored investment funds by eliminating the consolidated company-sponsored funds' revenues and expenses and including AB's revenues and expenses that were eliminated in consolidation.

We also excluded the limited partner interests we do not own.

Adjusted Net Income and Adjusted Diluted Net Income per AB Unit

As previously discussed , our quarterly distribution is typically our adjusted diluted net income per unit (which is derived from adjusted net income) for the quarter multiplied by the number of general and limited partnership interests at the end of the quarter.

As previously discussed, our quarterly distribution is typically our adjusted diluted net income per unit (which is derived from adjusted net income) for the quarter multiplied by the number of general and limited partnership interests outstanding at the end of the quarter.

Adjusted net income is derived from adjusted operating income less interest expense, gain on divestiture and adjusted income taxes.

The gain on divestiture is not considered part of our core operating results and, accordingly has been excluded from our adjusted net income.

Adjusted income taxes, used in calculating adjusted net income, are calculated using the GAAP effective tax rate adjusted for non-GAAP income tax adjustments.

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Base fees 1,504,354 1,275,914 1,321,645 17.9 (3.5)

Performance-based fees 197 1,564 50,669 (87.4) (96.9)

Performance-based fees 17,825 197 1,564 n/m (87.4)

1,522,179 1,276,111 1,323,209 19.3 (3.6)

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Bernstein Research Services (1)

96,222 386,142 416,273 (75.1) (7.2)

Distribution revenues 726,670 586,263 607,195 23.9 (3.4)

Dividend and interest income 199,443 123,091 38,734 62.0 n/m

Investment gains (losses) 14,206 (102,413) (636) n/m n/m

Dividend and interest income 165,313 199,443 123,091 (17.1) 62.0

Investment (losses) gains (13,486) 14,206 (102,413) n/m n/m

Other revenues 142,794 101,342 105,544 40.9 (4.0)

Total revenues 4,559,652 4,262,864 4,120,728 7.0 3.4

broker-dealer related interest expense 107,541 66,438 3,686 61.9 n/m

broker-dealer related interest expense 84,513 107,541 66,438 (21.4) 61.9

Net revenues $ 4,475,139 $ 4,155,323 $ 4,054,290 7.7 % 2.5 %

(1) On April 1, 2024, AB and SocGen, a leading European bank, completed their transaction to form a jointly owned equity research provider and cash equity trading partner for institutional investors.

AB has deconsolidated the BRS business and contributed the business to the JVs.

For further discussion, see Note 24 Divestiture to our consolidated financial statements contained in Item 8 .

Investment Advisory and Services Fees

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Our average basis points realized (investment advisory and services fees divided by average AUM) generally approximate 30 to 105 basis points for actively managed equity services, 10 to 65 basis points for actively managed fixed income services and 1 to 50 basis points for passively managed services.

Average basis points realized for other services could range from 3 basis points for certain Institutional third party managed services to over 190 basis points for certain Retail and Private Wealth Management alternative services.

Average basis points realized for other services could range from 3 basis points for certain Institutional third party managed services to 190 basis points for certain Private Wealth Management alternative services.

These ranges include all-inclusive fee arrangements (covering investment management, trade execution and other services) for our Private Wealth Management clients.

AllianceBernstein

We calculate AUM using established market-based valuation methods and fair valuation (non-observable market) methods.

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mid prices from recognized pricing vendors and brokers for credit default swaps;

and quoted bids or spreads from pricing

AllianceBernstein

vendors and brokers for other derivative products.

and quoted bids or spreads from pricing vendors and brokers for other derivative products.

Fair valuation methods include:

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We are eligible to earn performance-based fees on 7.4%, 8.0% and 0.3% of the assets we manage for institutional clients, private wealth clients and retail clients, respectively (in total, 4.5% of our AUM).

Our investment advisory and services fees increased by $466.7 million, or 15.7%, in 2024, due to a $340.6 million, or 12.0%, increase in base fees and a $126.1 million increase in performance-based fees.

The increase in base fees is primarily due to a 13.0% increase in average AUM.

Our investment advisory and services fees increased by $4.4 million, or 0.1%, in 2023, due to a $4.8 million, or 0.2%, increase in base fees, offset by a $0.3 million decrease in performance-based fees.

The increase in base fees is primarily due to slight shift in product mix to alternatives, which generally earn higher fees, partially offset by a 0.9% decrease in average AUM.

Our investment advisory and services fees decreased by $223.5 million, or 7.0%, in 2022, due to a $123.6 million, or 4.2%, decrease in base fees and a $99.9 million decrease in performance-based fees.

The decrease in base fees was primarily due to a 6.1% decrease in average AUM, partially offset by a slight increase in our portfolio fee rate.

The increase in base fees was primarily due to slight shift in product mix to alternatives, which generally earn higher fees, partially offset by a 0.9% decrease in average AUM.

Performance-based fees increased $126.1 million, or 87.0%, in 2024, primarily due to higher performance-based fees earned on Financial Services Opportunities fund, Global Opportunistic Credit fund, Global Multi-Strategy fund and US Select Equity Long/Short fund, partially offset by lower performance-based fees earned on International Small Cap fund.

Performance-based fees decreased $0.3 million, or 0.2%, in 2023, primarily due to lower performance-based fees earned on U.S.

Real Estate fund and Emerging Markets Opportunistic Credit fund, partially offset by higher performance-based fees earned on Private Credit fund, Global Opportunistic Credit fund, Global Multi-Strategy fund and Securitized Assets fund.

Performance-based fees decreased $99.9 million, or 40.7%, in 2022, primarily due to lower performance-based fees earned on Financial Services Opportunities fund, U.S.

Select Equity fund, Arya Partners fund and Private Credit Services fund, partially offset by higher U.S.

Real Estate fund fees.

Institutional base fees increased $6.9 million, or 1.1%, in 2024, primarily due to a a 6.0% increase in average AUM, partially offset by a lower portfolio fee rate.

Retail base fees increased $228.4 million, or 17.9%, in 2024, primarily due to a 20.4% increase in average AUM, partially offset by a lower portfolio fee rate.

Private Wealth base fees increased $105.3 million, or 11.2%, in 2024, primarily due to a 14.6% increase in average AUM, partially offset by a lower portfolio fee rate.

Institutional base fees increased $30.4 million, or 5.2%, in 2023, primarily due to a higher portfolio fee rate, partially offset by a 1.2% decrease in average AUM.

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Private Wealth base fees increased $20.1 million, or 2.2%, in 2023, primarily due to a 3.0% increase in average AUM.

Institutional base fees increased $41.5 million, or 7.7%, in 2022, primarily due to a higher portfolio fee rate, partially offset by a 5.3% decrease in average AUM.

Retail base fees decreased $120.5 million, or 8.4%, in 2022, primarily due to an 8.0% decrease in average AUM.

Private Wealth base fees decreased $44.6 million, or 4.6%, in 2022, primarily due to a 3.3% decrease in average AUM.

Bernstein Research Services

We earn revenues for providing investment research to, and executing brokerage transactions for, institutional clients.

These clients compensate us principally by directing us to execute brokerage transactions on their behalf, for which we earn commissions, and to a lesser extent, but increasingly, by paying us directly for research through commission sharing agreements or cash payments.

In the fourth quarter of 2022, AB and SocGen, a leading European bank, announced plans to form a joint venture combining their respective cash equities and research businesses.

As a result, the BRS business has been classified as held for sale.

For further discussion, see Note 24 Acquisitions and Divestitures to our consolidated financial statements in Item 8 .

E ffective April 1, 2024, AB deconsolidated the BRS business.

For further discussion, see Note 24 Divestitures to our consolidated financial statements in Item 8.

Prior to the deconsolidation of the BRS business, we earned revenues for providing investment research to, and executing brokerage transactions for, institutional clients.

These clients compensated us principally by directing us to execute brokerage transactions on their behalf, for which we earned commissions, and to a lesser extent, by paying us directly for research through commission sharing agreements or cash payments.

Revenues from Bernstein Research Services decreased $289.9 million, or 75.1%, in 2024.

The decrease was primarily driven by significantly lower global customer trading activity due to the prevailing macro-economic environment.

The decrease was driven by the deconsolidation of the BRS business.

Revenues from Bernstein Research Services decreased $30.1 million, or 7.2%, in 2023.

The decrease was driven by significantly lower customer trading activity in Europe and Asia due to local market conditions.

The decrease was primarily driven by significantly lower global customer trading activity due to the prevailing macro-economic environment.

2024 Annual Report 45

Distribution Revenues

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Period-over-period fluctuations of distribution revenues typically are in line with fluctuations of the corresponding average AUM of these mutual funds.

2023 Annual Report 49

Distribution revenues increased $140.4 million, or 23.9%, in 2024, primarily due to a 20.0% increase in the corresponding average AUM of these mutual funds.

Distribution revenues decreased $20.9 million, or 3.4%, in 2023, primarily due to a shift in product mix from mutual funds with higher distribution rates to mutual funds with lower distribution rates, as well as a 1.4% decrease in the corresponding average AUM of these mutual funds.

Distribution revenues decreased $45.0 million, or 6.9%, in 2022, primarily due to the corresponding average AUM of these mutual funds decreasing 12.4%, partially offset by a shift in product mix from mutual funds with lower distribution rates to mutual funds with higher distribution rates.

Dividend and Interest Income and Interest Expense

Dividend and Interest Income and Broker-Dealer Related Interest Expense

Dividend and interest income consists primarily of investment income and interest earned on customer margin balances and U.S.

Treasury Bills as well as dividend and interest income in our consolidated company-sponsored investment funds.

Interest expense principally reflects interest accrued on cash balances in customers’ brokerage accounts.

Broker- dealer related interest expense principally reflects interest accrued on cash balances in customers’ brokerage accounts.

Dividend and interest income decreased $34.1 million, or 17.1%, in 2024, primarily due to lower interest earned on U.S.

Treasury Bills and customer margin balances.

Broker-dealer related interest expense decreased $23.0 million, or 21.4%, in 2024, primarily due to lower interest paid on cash balances in customers' brokerage accounts.

Dividend and interest income increased $76.4 million, or 62.0%, in 2023, primarily due to higher interest earned on customer margin balances and higher interest earned on U.S.

Treasury Bills.

Interest expense increased $41.1 million in 2023, due to higher interest paid on cash balances in customers' brokerage accounts.

Dividend and interest income increased $84.4 million in 2022, primarily due to higher interest earned on customer margin balances, higher interest earned on U.S.

Treasury Bills as well as higher dividend and interest income in our consolidated company-sponsored investment funds.

Interest expense increased $62.8 million, in 2022, due to higher interest paid on cash balances in customers' brokerage accounts.

Broker-dealer related interest expense increased $41.1 million, or 61.9%, in 2023, primarily due to higher interest paid on cash balances in customers' brokerage accounts.

AllianceBernstein

Investment Gains (Losses)

Investment gains (losses) consist primarily of realized and unrealized investment gains or losses on:

Investment (Losses) Gains

Investment (losses) gains consist primarily of realized and unrealized investment gains or losses on:

(i) employee long-term incentive compensation-related investments, (ii) U.S.

Treasury Bills, (iii) market-making in exchange-traded options and equities, (iv) seed capital investments, (v) derivatives and (vi) investments in our consolidated company-sponsored investment funds.

Investment gains (losses) also include equity in earnings of proprietary investments in limited partnership hedge funds that we sponsor and manage.

Investment gains (losses) are as follows:

Investment gains (losses) also include equity in earnings of proprietary investments in limited partnership hedge funds that we sponsor and manage and equity gains (losses) related to our equity investments in JVs.

Investment (losses) gains are as follows:

Years Ended December 31

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Realized gains $ 7,194 $ 6,573 $ 1,345

Unrealized (losses) gains (1,707) (10,626) 2,446

Unrealized (losses) (3,915) (1,707) (10,626)

Investments held by consolidated company-sponsored investment funds:

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Seed capital investments:

Realized (losses) gains

Realized gains (losses)

Seed capital and other 2,322 (34) 17,272

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Brokerage-related investments:

Realized (losses) (203) (1,384) (829)

Unrealized (losses) gains (442) 669 (278)

Realized gains (losses) 160 (203) (1,384)

Unrealized gains (losses) 309 (442) 669

Equity investment in JVs:

Equity (loss) (36,611) — —

$ (13,486) $ 14,206 $ (102,413)

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Other revenues consist of fees earned for transfer agency services provided to company-sponsored mutual funds, fees earned for administration and recordkeeping services provided to company-sponsored mutual funds and the General Accounts of EQH and its subsidiaries, and other miscellaneous revenues.

Other revenues increased $41.5 million, or 40.9%, in 2024, primarily due to certain reimbursements for services provided to the JVs.

Other revenues decreased $4.2 million, or 4.0%, in 2023, primarily due to lower shareholder servicing fees and lower brokerage income, partially offset by higher mutual fund reimbursements.

Other revenues decreased $2.9 million, or 2.6%, in 2022, primarily due to lower shareholder servicing fees.

2024 Annual Report 47

10 unchanged sentences

General and administrative 599,215 581,571 641,635 3.0 (9.4)

Contingent payment arrangements 22,853 6,563 2,710 n/m 142.2

Interest on borrowings 54,394 17,906 5,145 n/m n/m

Amortization of intangible assets 46,854 26,564 5,697 76.4 n/m

Contingent payment arrangements (121,896) 22,853 6,563 n/m n/m

Interest on borrowings 43,509 54,394 17,906 (20.0) n/m

Amortization of intangible assets 45,913 46,854 26,564 (2.0) 76.4

Total $ 3,351,066 $ 3,337,653 $ 3,239,194 0.4 % 3.0 %

9 unchanged sentences

Our ratios of adjusted compensation expense as a percentage of adjusted net revenues were 47.9%, 49.0% and 48.4%, respectively, for the years ended December 31, 2024, 2023 and 2022.

In 2024, employee compensation and benefits expense increased $32.6 million, or 1.8%, primarily due to higher incentive compensation of $92.9 million and higher commissions of $27.9 million, partially offset by lower base compensation of $87.8 million primarily driven by the Bernstein Research Services deconsolidation.

In 2023, employee compensation and benefits expense increased $102.5 million, or 6.2% primarily due to higher base compensation of $72.2 million, higher incentive compensation of $51.7 million and higher fringes of $7.8 million, partially offset by lower commissions of $29.0 million.

In 2022, employee compensation and benefits expense decreased $49.4 million, or 2.9%, primarily due to lower incentive compensation of $107.7 million, partially offset by higher base compensation of $39.8 million, higher commissions of $12.7 million and higher other employment costs of $5.3 million.

Promotion and Servicing

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AllianceBernstein

Promotion and servicing expenses increased $119.7 million, or 13.9%, in 2024.

The increase was due to higher distribution-related payments of $132.1 million, higher amortization of deferred sales commissions of $21.2 million and higher transfer fees of $11.1 million, partially offset by lower trade execution and clearance expenses of $47.1 million primarily driven by the Bernstein Research Services deconsolidation.

Promotion and servicing expenses decreased $17.1 million, or 1.9%, in 2023.

The decrease was due to lower distribution-related payments of $19.2 million, lower trade execution and clearance expenses of $9.0 million and lower transfer fees of $3.0 million, offset by higher travel and entertainment expenses of $8.5 million, higher marketing and communication expenses of $3.5 million and higher amortization of deferred sales commissions of $2.1 million.

Promotion and servicing expenses decreased $60.1 million, or 6.4%, in 2022.

The decrease was primarily due to lower distribution-related payments of $78.5 million, lower transfer fees of $4.9 million and lower trade execution and clearance expenses of $3.1 million, partially offset by higher travel and entertainment expenses of $15.4 million and higher firm meeting expenses of $8.8 million.

General and Administrative

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General and administrative expenses as a percentage of net revenues were 13.4%, 14.0% and 15.8% for the years ended December 31, 2024, 2023 and 2022, respectively.

General and administrative expenses increased $17.6 million, or 3.0%, in 2024.

The increase was primarily due to higher office and related expenses of $13.3 million, losses related to the settlement of the retirement plan in 2024 of $13.1 million, higher portfolio services expenses of $7.3 million, higher other state income taxes of $6.3 million and higher charitable contributions of $5.3 million, partially offset by the recognition of a $20.8 million government incentive grant received in connection with our headquarters relocation to Nashville, Tennessee and lower errors of $3.3 million.

General and administrative expenses decreased $60.1 million, or 9.4%, in 2023.

The decrease was primarily due to lower portfolio services fees of $43.7 million, lower professional fees of $18.0 million, lower valuation adjustments related to the classification of Bernstein Research Services as held for sale of $6.0 million and a favorable foreign exchange translation impact of $5.7 million, partially offset by higher office-related expenses of $7.4 million.

General and administrative expenses increased $86.0 million, or 15.5%, in 2022.

The increase was primarily due to higher professional fees of $27.3 million, higher portfolio services fees of $21.3 million, higher technology fees of $19.1 million, a valuation adjustment of $7.4 million associated with the classification of BRS as held for sale, higher office-related expenses of $6.9 million and a $5.6 million impairment of certain acquisition related intangible assets.

Contingent Payment Arrangements

Contingent payment arrangements reflect changes in estimates of contingent payment liabilities associated with acquisitions in current and previous periods, as well as accretion expense of these liabilities.

For the years ended December 31, 2023, 2022 and 2021, we recognized $8.8 million, $6.6 million and $3.3 million, respectively, in accretion expense related to our contingent considerations payable.

The fair value remeasurement was due to updated assumptions of future performance associated with the liability.

In December 2024, the company agreed to finalize its contingent consideration liability with AB CarVal for a value of $134.0 million.

This liability will be paid predominantly in AB Units issued within 10 days of December 31, 2027.

Given the liability is no longer contingent, the liability of approximately $118.8 million is now recorded in accounts payable and accrued expenses on the consolidated statements of financial condition.

We will accrete the present value of the liability of $118.8 million up to $134.0 million through December 31, 2027 and recognize this expense as general and administrative expenses on the consolidated statements of income on a prospective basis.

As of December 31, 2023, the contingent consideration payable associated with the Carval Acquisition was $238.5 million.

During 2023, we recorded a change in estimate related to the contingent consideration liability associated with the acquisition of Autonomous LLC in 2019 of $14.1 million.

1 unchanged sentence

There were no changes in our estimates during the year ended December 31, 2022.

During 2021, we recorded a change in estimate related to the contingent consideration liability associated with the acquisition of Ramius Alternative Solutions LLC of $0.6 million.

Due to the loss of acquired investment management contracts, the carrying value of the finite-lived intangible assets exceeded the fair value of the contracts.

These expenses resulting from changes to expected payments and the accretion of these obligations to their expected payment amounts are reflected within contingent payment arrangements in our consolidated statements of income.

For the years ended December 31, 2024, 2023 and 2022, we recognized $9.0 million, $8.8 million and $6.6 million, respectively, in accretion expense related to our contingent considerations payable.

Interest on Borrowings

Interest expense increased $36.5 million in 2023, reflecting higher interest rates on borrowings and higher weighted average borrowings.

Average daily borrowings for the EQH facilities and commercial paper were $1,014 million at a weighted average interest rate of 5.1% during 2023 compared to $845.5 million and 1.7% during 2022.

Interest expense decreased $10.9 million in 2024, primarily due to lower weighted average borrowings, partially offset by a slightly higher weighted average interest rate.

Average daily borrowings for the EQH facilities and commercial paper were $762.4 million at a weighted average interest rate of 5.3% during 2024 compared to $1.0 billion and 5.1% during 2023.

Interest expense increased $36.5 million in 2023, reflecting higher interest rates on borrowings and higher weighted average borrowings.

Average daily borrowings for the EQH facilities and commercial paper were $845.5 million at a weighted average interest rate of 1.7% during 2022 compared to $561.6 million and 0.2% during 2021.

Average daily borrowings for the EQH facilities and commercial paper were $1.0 billion at a weighted average interest rate of 5.1% during 2023 compared to $845.5 million and 1.7% during 2022.

Amortization of Intangible Assets

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These assets are recognized at fair value and generally are amortized on a straight-line basis over their estimated useful life.

On July 1, 2022, AB acquired CarVal Investors L.P.

("CarVal"), which resulted in recording of $303.0 million of finite-lived intangible assets primarily relating to investment management contracts and investor relationships with useful lives ranging from 5 to 10 years ( see Note 24 Acquisitions and Divestitures to our consolidated financial statements in Item 8 ).

Amortization of intangible assets increased $20.3 million in 2023.

The increase was primarily due to the acquired intangible assets associated with the CarVal acquisition.

Amortization of intangible assets decreased by $0.9 million in 2024.

During 2024, we wrote off approximately $4.4 million of intangible assets associated with various historical acquisitions.

2024 Annual Report 49

Amortization of intangible assets increased $20.3 million in 2023.

The increase was primarily due to the acquired intangible assets associated with the CarVal acquisition.

On July 1, 2022, AB acquired CarVal Investors L.P.

AB, a private limited partnership, is not subject to federal or state corporate income taxes.

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Our domestic corporate subsidiaries are subject to federal, state and local income taxes, and generally are included in the filing of a consolidated federal income tax return.

Separate state and local

2023 Annual Report 53

income tax returns also are filed.

Separate state and local income tax returns also are filed.

Foreign corporate subsidiaries generally are subject to taxes in the jurisdictions where they are located.

Income tax expense increased $36.1 million, or 124.2%, in 2024 compared to 2023.

This resulted in a higher effective tax rate in 2024 of 5.2% compared to 3.6% in 2023.

Income tax expense decreased $10.6 million, or 26.7%, in 2023 compared to 2022.

This decrease is primarily driven by a one time tax benefit of $22.4 million resulting from the release of a valuation allowance on a capital loss tax asset due to a tax planning action identified in the fourth quarter of 2023, due to a future restructuring of certain foreign subsidiaries that would not have a material impact on AB operations.

This resulted in a lower effective tax rate in 2023 of 3.6% compared to 4.9% in 2022.

Income tax expense decreased $23.1 million, or 36.8%, in 2022 compared to 2021.

This decrease is due to lower pre-tax book income and one-time discrete items which resulted in a lower effective tax rate in 2022 of 4.9% compared to 5.2% in 2021.

The respective increase in 2024 and decrease in 2023 were primarily driven by a one time tax benefit of $22.4 million resulting from the release of a valuation allowance on a capital loss tax asset due to a 2023 tax planning action.

The fluctuation for both comparative periods presented was primarily driven by this one time tax benefit in 2023.

Net Income (Loss) of Consolidated Entities Attributable to Non-Controlling Interests

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In 2024, we had $20.2 million of net income of consolidated entities attributable to non-controlling interests, primarily due to gains on investments held by our consolidated company-sponsored investment funds.

In 2022, we had $56.4 million of net loss of consolidated entities attributable to non-controlling interests, primarily due to losses on investments held by our consolidated company-sponsored investment funds.

In 2023, we had $24.0 million of net income of consolidated entities attributable to non-controlling interests, primarily due to gains on investments held by our consolidated company-sponsored investment funds.

In 2022 we had $56.4 million of net loss of consolidated entities attributable to non-controlling interests, primarily due to losses on investments held by our consolidated company-sponsored investment funds.

Capital Resources and Liquidity

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We do not anticipate this to change in the foreseeable future.

Cash flows from investing activities generally consist of small capital expenditures and, when applicable, business acquisitions.

Cash flows from investing activities generally consist of small capital expenditures and, when applicable, divestitures, capital activity related to our equity method investments and business acquisitions.

Cash flows from financing activities primarily consist of issuance and repayment of debt and the repurchase of AB Holding units to fund our long-term deferred compensation plans.

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During 2024, net cash provided by operating activities was $1.4 billion, compared to $0.9 billion during 2023.

The change was primarily due to higher earnings of $312.5 million (after non-cash reconciling items), the net activity of our consolidated company-sponsored investment funds of $128.1 million, an increase in accounts payable and accrued expenses of $94.0 million and an increase in broker-dealer related payables (net of receivable and segregated U.S.

Treasury Bills activity) of $87.9 million, partially offset by an increase in fees receivable of $140.8 million.

During 2023, net cash provided by operating activities was $0.9 billion, compared to $1.1 billion during 2022.

The change primarily was due to an increase in fees receivable of $161.1 million, lower earnings of $159.9 million (after non-cash reconciling items), a decrease in broker-dealer related payables (net of receivable and segregated U.S.

Treasury Bills activity) of $133.3 million and an increase in deferred sales commissions of $59.8 million, partially offset by net activity of our consolidated company-sponsored investment funds of $166.0 million and an increase in accrued compensation of $127.4 million.

During 2022, net cash provided by operating activities was $1.1 billion, compared to $1.3 billion during 2021.

The change primarily was due to lower earnings of $265.1 million (after non-cash reconciling items), a decrease in accrued compensation of $200.8 million and a decrease in broker-dealer related payables (net of receivable and segregated U.S.

Treasury Bills activity) of $169.2 million, partially offset by net activity of our consolidated company-sponsored investment funds of $252.0 million and an increase in fees receivable of $193.3 million.

During 2024, net cash used in investing activities was $115.7 million, compared to $33.6 million during 2023.

The change is due to the acquisition of CarVal, net cash acquired of $40.3 million in 2022, partially offset by lower purchases of furniture, equipment and leasehold improvements of $28.7 million.

The change was primarily due to higher purchases of furniture, equipment and leasehold improvements of $88.7 million and cash used related to the divestiture of the BRS business of $40.2 million.

The cash used in the divestiture included $304.0 million in cash proceeds received from SocGen offset by $338.2 million in cash contributed from the transferring balance sheet and $6.0 million in direct costs to sell.

In addition, there was an increase in debt repayment from equity method investments of $86.2 million offset by capital contributions to equity method investments of $39.4 million.

During 2023, net cash used in investing activities was $33.6 million, compared to $22.0 million during 2022.

The change is primarily due to the acquisition of CarVal, net cash acquired of $40.3 million in 2022.

The change is due to the acquisition of CarVal, net cash acquired of $40.3 million in 2022, partially offset by lower purchases of furniture, equipment and leasehold improvements of $28.7 million.

AllianceBernstein

During 2024, net cash used in financing activities was $1.6 billion, compared to $1.0 billion during 2023.

The change reflects lower cash distributions to Unitholders of $230.6 million, a decrease in the net purchases of AB Holding Units to fund long-term incentive compensation plans of $66.5 million and the repayment of CarVal debt of $42.7 million, partially offset by higher net purchases of non-controlling interests of consolidated company-sponsored investment funds of $187.1 million and lower net borrowings of debt of $70.7 million.

The change is primarily due to higher repayments of debt of $608.6 million and higher cash distributions to Unitholders of $115.2 million, partially offset by proceeds from the issuance of private units to EQH of $150.0 million.

During 2023, net cash used in financing activities was $1.0 billion, compared to $1.1 billion during 2022.

The change reflects lower net purchases of non-controlling interests of consolidated company-sponsored investment funds in 2022 of $309.9 million, repayment of CarVal debt of $42.7 million and a decrease in overdrafts payable of $41.6 million, partially offset by higher net borrowings of debt of $155.0 million and a decrease in the net purchases of AB Holding Units to fund long-term incentive compensation plans of $51.3 million.

As of December 31, 2023, AB had $1.0 billion of cash and cash equivalents (excluding cash and cash equivalents of consolidated company-sponsored investment funds and cash held-for-sale), all of which is available for liquidity but consist primarily of cash on deposit for our broker-dealers related to various customer clearing activities and cash held by foreign subsidiaries of $585.8 million.

AllianceBernstein

As of December 31, 2024, AB had $832.0 million of cash and cash equivalents (excluding cash and cash equivalents of consolidated company-sponsored investment funds), all of which is available for liquidity but consist primarily of cash on deposit for our broker-dealers related to various customer clearing activities and cash held by foreign subsidiaries of $460.1 million.

See Note 12 to our consolidated financial statements in Item 8 for disclosures relating to our debt and credit facilities.

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To reduce our exposure, we enter into various futures, forwards, options and swaps primarily to economically hedge certain of our seed money investments.

While in most cases broad market risks are hedged and are effective in reducing our exposure, our hedgers are imperfect and we may remain exposed to some market risk and credit-related losses in the event of non-performance by counterparties on these derivative instruments.

While in most cases broad market risks are hedged and are effective in reducing our exposure, our hedges are imperfect and we may remain exposed to some market risk and credit- related losses in the event of non-performance by counterparties on these derivative instruments.

Our financial condition and access to public and private debt markets should provide adequate liquidity for our general business needs.

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If SCB LLC is unable to meet its obligations, AB will pay the obligations when due or on demand.

SCB LLC currently has five uncommitted lines of credit with five financial institutions.

Four of these lines of credit permit us to borrow up to an aggregate of approximately $315.0 million, with AB named as an additional borrower, while the other line has no stated limit.

SCB LLC currently has three uncommitted lines of credit with three financial institutions.

Two of these lines of credit permit us to borrow up to an aggregate of approximately $150.0 million, with AB named as an additional borrower, while the other line has no stated limit.

AB has guaranteed the obligations of SCB LLC under these lines of credit.

AB maintains guarantees totaling $415.0 million for SCB LLC’s five uncommitted lines of credit.

AB maintains a guarantee with a commercial bank, under which we guarantee the obligations in the ordinary course of business of each of SCB LLC, our U.K.-based broker-dealer and our Cayman subsidiary.

We also maintain three additional guarantees with other commercial banks under which we guarantee approximately $270.9 million of obligations for our U.K.-based broker-dealer and $99.0 million of obligations for our India-based broker-dealer.

In the event that any of these three entities is unable to meet its obligations, AB will pay the obligations when due or on demand.

AB maintains guarantees totaling $150.0 million for SCB LLC’s three uncommitted lines of credit.

AB maintains a guarantee with a commercial bank, under which we guarantee the obligations in the ordinary course of business for SCB LLC, one of our U.S.

based broker-dealer.

In the event this entity is unable to meet its obligations, AB will pay the obligation when due or on demand.

We also have two smaller guarantees with a commercial bank totaling approximately $1.8 million, under which we guarantee certain obligations in the ordinary course of business of one of our foreign subsidiaries.

We have not been required to perform under any of the above agreements and currently have no liability in connection with these agreements.

Effective April 1, 2024 AB and SocGen completed their previously announced transaction to form the JVs.

At the time of closing, Bernstein Institutional Services LLC (“BIS”), the U.S.

broker-dealer subsidiary of the NA JV, entered into a credit facility agreement with SocGen, as lender, providing for up to $60.0 million of working capital.

As a condition of the credit facility and until SocGen’s ownership exceeds 50% of NA JV, AB will provide a limited guarantee under which AB will guarantee up to its percentage ownership, currently 66.7%, of any unpaid obligations of BIS.

As of December 31, 2024 there were no unpaid obligations under this facility requiring a guarantee by AB.

In addition, in connection with the close of the transaction, AB will indemnify SG Canada for certain obligations and liabilities in relation to SCB Canada until such time as SocGen exceeds 50% ownership of NA JV (the “ Canadian Regulatory Guarantee ”).

Under the terms of the Canadian Regulatory Guarantee, SG Canada must guarantee the customer liabilities of SCB Canada to the full extent of its regulatory capital which fluctuates based upon business activity.

AB has agreed to indemnify SG Canada for 66.7% of any amounts paid by SG Canada under the Canadian Regulatory Guarantee.

As of December 31, 2024, there were no unpaid obligations requiring a guarantee by AB.

We have not been required to perform under any of the above agreements and currently have no outstanding liability in connection with these agreements.

2024 Annual Report 51

Aggregate Contractual Obligations

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We expect to make contributions to our qualified profit sharing plan of approximately $19.0 million in each of the next four years.

We do not currently anticipate that we will contribute to the Retirement Plan during 2024.

Effective May 22, 2024, the Compensation Committee of the AB Board of Directors approved the termination of the retirement plan.

Net assets available under the Plan will be distributed to the selected insurer and participants through the first quarter of 2025.

We expect to make a contribution of approximately $5.3 million in 2025 to fully fund the retirement plan, purchase the group annuity contract and settle the remaining termination costs associated with the retirement plan.

The 2017 Tax Act (enacted in the U.S.

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See Note 21 to our consolidated financial statements in Item 8 for further discussion of our taxes.

During the fourth quarter of 2024, we entered into a non-exclusive partnership with Reinsurance Group of America, Incorporated (“ RGA ”) under which we committed to invest $100.0 million in a reinsurance sidecar vehicle sponsored by RGA and focused on the U.S.

asset-intensive reinsurance market.

AB intends to manage private alternative assets for RGA’s general account as part of a separate transaction.

As of December 31, 2024, we have funded $0.1 million of this commitment.

The remaining commitment of up to $100.0 million can be called upon short notice at any future point.

See Note 13 to our consolidated financial statements in Item 8 for discussion of our leases.

See Note 12 to our consolidated financial statements in Item 8 for a discussion of our debt.

2023 Annual Report 55

Contingencies

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As of December 31, 2024, we had goodwill of $3.6 billion on the consolidated statement of financial condition, which included $666.1 million as a result of the CarVal Investors L.P.

(" CarVal ") acquisition in the third quarter of 2022, $2.8 billion as a result of the Sanford C.

(" CarVal ") acquisition in 2022, $2.6 billion as a result of the Sanford C.

Bernstein Inc.

(“ Bernstein ”) acquisition in 2000 and $291.9 million in regard to various smaller acquisitions.

Approximately $159.8 million of goodwill has been classified as assets held for sale on the consolidated statement of financial condition.

For further discussion, see Note 24 Acquisitions and Divestitures in Item 8 to these consolidated financial statements .

As a result of the BRS deconsolidation, approximately $159.8 million of goodwill has been contributed to the JVs.

We have determined that AB has only one reporting segment and reporting unit.

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The carrying value of goodwill is also reviewed if facts and circumstances occur that suggest possible impairment, such as, but not limited to significant transactions including acquisitions or divestitures and significant declines in AUM, revenues, earnings or the price of an AB Holding Unit.

Any of these changes in circumstances could suggest the possibility that goodwill is impaired, but none of these events or circumstances by itself would indicate that it is more likely than not that goodwill is impaired.

Any of these changes in circumstances could suggest the possibility that goodwill is

AllianceBernstein

impaired, but none of these events or circumstances by itself would indicate that it is more likely than not that goodwill is impaired.

Instead, they are merely recognized as triggering events for the consideration of impairment and must be viewed in combination with any mitigating or positive factors.

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Some of the more significant estimates and assumptions inherent in the income approach include the amount and timing of projected future cash flows, the discount rate selected to measure the risks inherent in the future cash flows.

AllianceBernstein

Investments in Unconsolidated Joint Ventures

Effective April 1, 2024 we deconsolidated our Bernstein Research Services business (" BRS ") and contributed the BRS business to two unconsolidated joint ventures (the " JVs ").

We recognize our initial investment in our JVs at fair value.

The determination of fair values of assets and liabilities of the JVs requires us to make certain estimates, consider assumptions and use valuation techniques when a market value is not readily determinable.

The valuation methodology used for our initial investment in the JVs is known as a dividend discount model whereby a forecast of net income attributable to each of the JVs was discounted using an estimated cost of capital to determine the present value of expected future dividends.

The joint venture dividend discount model includes significant assumptions such as expected future distributable earnings, discount rate and a long term growth rate.

We recorded an initial investment in the JVs at fair value as of April 1, 2024 of $283.9 million.

We have recorded our subsequent investment in each of the JVs under the equity method of accounting under ASC 323 Investments – Equity Method and Joint Ventures, as we retained the ability to exercise significant influence over the operating and financial policies of the JVs but did not retain a controlling interest.

Our investments in companies over which we have the ability to exercise significant influence are accounted for under the equity method and are recorded at cost plus our share of earnings and losses.

As of December 31, 2024 our investment in the JVs was $286.7 million

Our investments in our JVs are reviewed for indicators of impairment when events or circumstances change indicating that a decline in the fair values below the carrying amounts has occurred and such decline is other-than-temporary.

An extended series of net operating losses of an investee, inability to operate without significant future capital infusions, or other factors may indicate that a loss in the value of our investment in the unconsolidated JVs may have occurred.

If a loss exists, we further review to determine if the loss is other than temporary, in which case we will record an impairment charge in the amount of the excess carrying value over the estimated fair value.

As we do not have a controlling financial interest in the JVs, the fair value of the JVs would be determined at the joint venture level using a dividend discount model which is subjective and considers assumptions regarding future performance, as discussed above, that could differ materially from actual results in future periods.

As of December 31, 2024 there was no triggering event identified requiring an impairment analysis of our investment in our unconsolidated JVs.

2024 Annual Report 53

Loss Contingencies

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Fluctuations in our revenues and/or changes in competitive compensation levels could result in adjusted employee compensation expense exceeding 50% of our adjusted net revenues.

• Our Relocation Strategy:

While many of the expenses, expense savings and EPU impact we expect will result from our Relocation Strategy are presented with numerical specificity, and we believe these figures to be reasonable as of the date of this report, the uncertainties surrounding the assumptions on which our estimates are based create a significant risk that our current estimates may not be realized.

These assumptions include:

2023 Annual Report 57

• the amount and timing of employee relocation costs, severance, and overlapping compensation and occupancy costs we experience;

• the timing for execution of each phase of our relocation implementation plan.

AllianceBernstein

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 7. Management’s Discussion and Analysis