What changed in this filing

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Item 1. Financial Statements

2025-04-24 compared with 2024-10-24 · 50 added, 74 removed, 192 unchanged (39% of the section changed)

3 unchanged sentences

(in thousands, except unit amounts)

September 30,

2025 December 31,

20 unchanged sentences

(in thousands, except per unit amounts)

Three Months Ended September 30, Nine Months Ended September 30,

2024 2023 2024 2023

Three Months Ended March 31,

Equity in net income attributable to AB Unitholders $ 82,753 $ 86,281

2 unchanged sentences

Net income per Unit $ 0.67 $ 0.67

Basic $ 1.12 $ 0.50 $ 2.77 $ 1.63

Diluted $ 1.12 $ 0.50 $ 2.77 $ 1.63

See Accompanying Notes to Condensed Financial Statements.

2 unchanged sentences

(in thousands)

Three Months Ended September 30, Nine Months Ended September 30,

2024 2023 2024 2023

Three Months Ended March 31,

Net income $ 74,034 $ 77,222

Other comprehensive income (loss):

Foreign currency translation adjustments, before reclassification and tax:

7,521 ( 5,816 ) 2,785 ( 1,580 )

reclassification adjustment for (losses) in net income upon liquidation — — ( 4,039 ) —

Other comprehensive (loss) income:

Foreign currency translation adjustment, before tax 4,001 ( 4,198 )

Income tax (expense) ( 48 ) ( 85 ) ( 29 ) ( 57 )

Income tax benefit 18 33

Foreign currency translation adjustments, net of tax 4,019 ( 4,165 )

2 unchanged sentences

Recognized actuarial gain — 6

reclassification adjustment for (losses) included in net income upon retirement plan liquidation ( 8,578 ) —

Changes in employee benefit related items 8,807 7

Income tax benefit (expense) 1 ( 1 ) ( 2 ) ( 3 )

Income tax (expense) ( 55 ) ( 1 )

Employee benefit related items, net of tax 8,752 6

5 unchanged sentences

(in thousands)

Three Months Ended September 30, Nine Months Ended September 30,

2024 2023 2024 2023

Three Months Ended March 31,

General Partner’s Capital

24 unchanged sentences

(in thousands)

Nine Months Ended September 30,

Three Months Ended March 31,

Cash flows from operating activities:

17 unchanged sentences

Notes to Condensed Financial Statements

September 30, 2024

March 31, 2025

The words “we” and “our” refer collectively to AllianceBernstein Holding L.P.

13 unchanged sentences

• Retail Services – servicing its retail clients, primarily by means of retail mutual funds sponsored by AB or an affiliated company, sub-advisory relationships with mutual funds sponsored by third parties, separately managed account programs sponsored by financial intermediaries worldwide and other investment vehicles.

• Private Wealth Services – servicing its private clients, including high-net-worth individuals and families, trusts and estates, charitable foundations, partnerships, private and family corporations, and other entities, by means of separately managed accounts, hedge funds, mutual funds and other investment vehicles.

• Private Wealth Management – servicing its private clients, including high-net-worth individuals and families, trusts and estates, charitable foundations, partnerships, private and family corporations, and other entities, by means of separately managed accounts, hedge funds, mutual funds and other investment vehicles.

AB also provides distribution, shareholder servicing, transfer agency services and administrative services to certain of the mutual funds it sponsors.

1 unchanged sentence

AB’s research disciplines include economic, fundamental equity, fixed income and quantitative research.

AB has expertise in multi-asset strategies, wealth management, environmental, social and corporate governance ("ESG"), and alternative investments.

In addition, AB has expertise in multi-asset strategies, wealth management, environmental, social and corporate governance ("ESG"), and alternative investments.

AB provides a broad range of investment services with expertise in:

2 unchanged sentences

• Actively-managed alternative investments, including fundamental and systematically-driven hedge funds, fund of hedge funds and direct assets (e.g., direct lending, real estate and private equity);

• Portfolios with Purpose, including Sustainable, Impact and Responsible+ (Climate-Conscious and ESG leaders) equity, fixed income and multi-asset strategies that address our clients' desire to invest their capital with a dedicated ESG focus, while pursuing strong investment returns;

• Multi-asset services and solutions, including dynamic asset allocation, customized target-date funds and target-risk funds;

• Passively managed equity and fixed income strategies, including index, ESG index and enhanced index strategies.

As of September 30, 2024, EQH owned approximately 4.0 % of the issued and outstanding units representing assignments of beneficial ownership of limited partnership interests in AB Holding (“AB Holding Units”).

AllianceBernstein Corporation (an indirect wholly-owned subsidiary of EQH, “General Partner”) is the general partner of both AB Holding and AB.

AllianceBernstein Corporation owns 100,000 general partnership units in AB Holding and a 1.0 % general partnership interest in AB.

As of September 30, 2024, the ownership structure of AB, expressed as a percentage of general and limited partnership interests, was as follows:

As of March 31, 2025, the ownership structure of AB, expressed as a percentage of general and limited partnership interests, was as follows:

EQH and its subsidiaries 61.8 %

1 unchanged sentence

Unaffiliated holders 0.7

Including both the general partnership and limited partnership interests in AB Holding and AB, EQH and its subsidiaries had an approximate 61.6 % economic interest in AB as of September 30, 2024.

Including both the general partnership and limited partnership interests in AB Holding and AB, EQH and its subsidiaries had an approximate 61.9 % economic interest in AB as of March 31, 2025.

Basis of Presentation

10 unchanged sentences

Subsequent Events

We have evaluated subsequent events through the date that these financial statements were filed with the SEC and did not identify any subsequent events that would require disclosure in these financial statements.

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

AB contributed the Bernstein Research Services cash equities business to the joint venture.

For further discussion, see Note 17 Divestiture to AB's condensed consolidated financial statements attached hereto as Exhibit 99.1 .

We have evaluated subsequent events through the date that these financial statements were filed with the SEC.

On April 3, 2025, EQH announced the final results of its cash tender offer to purchase up to 46,000,000 AB Holding Units at a price of $ 38.50 , for an aggregate purchase price of up to $ 1.8 billion, which expired at 5:00 p.m., eastern time, on April 1, 2025.

A total of 19,682,946 AB Holding Units, equaling a 17.9 % economic interest in AB Holding, were properly tendered for an aggregate cost of approximately $ 757.8 million.

After giving effect to such purchase, EQH now has an approximate 68.5 % economic interest in AB.

No other subsequent events were identified that would require disclosure in these financial statements.

Cash Distributions

1 unchanged sentence

Available Cash Flow is defined as the cash distributions AB Holding receives from AB minus such amounts as the General Partner determines, in its sole discretion, should be retained by AB Holding for use in its business (such as the payment of taxes) or plus such amounts as the General Partner determines, in its sole discretion, should be released from previously retained cash flow.

On October 24, 2024, the General Partner declared a distribution of $ 0.77 per unit, representing a distribution of Available Cash Flow for the three months ended September 30, 2024.

On April 24, 2025, the General Partner declared a distribution of $ 0.80 per Unit, representing a distribution of Available Cash Flow for the three months ended March 31, 2025.

Each general partnership unit in AB Holding is entitled to receive distributions equal to those received by each AB Holding Unit.

The distribution is payable on November 21, 2024 to holders of record at the close of business on November 4, 2024.

The distribution is payable on May 22, 2025 to holders of record at the close of business on May 5, 2025.

Long-term Incentive Compensation Plans

3 unchanged sentences

AB Holding Units held in the consolidated rabbi trust are corporate assets in the name of the trust and are available to the general creditors of AB.

Repurchases of AB Holding Units for the three and nine months ended September 30, 2024 and 2023 consisted of the following:

Three Months Ended September 30, Nine Months Ended September 30,

2024 2023 2024 2023

Repurchases of AB Holding Units for the three months ended March 31, 2025 and 2024 consisted of the following:

Three Months Ended March 31,

(in millions)

Total amount of AB Holding Units Purchased (1)

1.1 1.8 2.1 2.3

Total Cash Paid for AB Holding Units Purchased (1)

$ 38.6 $ 56.9 $ 71.7 $ 75.7

Open Market Purchases of AB Holding Units Purchased (1)

1.1 1.8 1.8 1.8

Total Cash Paid for Open Market Purchases of AB Holding Units (1)

$ 38.6 $ 56.9 $ 60.1 $ 56.9

(1) Purchased on a trade date basis.

4 unchanged sentences

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

The plan adopted during the third quarter of 2024 expired at the close of business on October 23, 2024.

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

During the first nine months of 2024 and 2023, AB awarded to employees and Eligible Directors 1.2 million and 0.4 million restricted AB Holding Unit awards, respectively.

The plan adopted during the first quarter of 2025 expired at the close of business on April 23, 2025.

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

During the first three months of 2025 and 2024, AB awarded to employees and Eligible Directors 1.0 million and 0.9 million restricted AB Holding Unit awards, respectively.

AB used AB Holding Units repurchased during the applicable period and newly-issued AB Holding Units to fund these restricted AB Holding Unit awards.

Net Income per Unit

Basic net income per unit is derived by dividing net income by the basic weighted average number of units outstanding for each period.

Diluted net income per unit is derived by adjusting net income for the assumed dilutive effect of compensatory options (“Net income – diluted”) and dividing by the diluted weighted average number of units outstanding for each period.

Three Months Ended September 30, Nine Months Ended

September 30,

2024 2023 2024 2023

Net income per unit is derived by dividing net income by the weighted average number of units outstanding for each period.

Diluted net income per Unit is equivalent to net income per Unit, as there are no outstanding instruments that have a dilutive effect.

Three Months Ended

(in thousands, except per unit amounts)

Net income – basic $ 127,195 $ 56,991 $ 317,940 $ 184,986

Net income – diluted $ 127,195 $ 56,991 $ 317,940 $ 184,986

Weighted average units outstanding – basic 114,042 113,185 114,592 113,407

Weighted average units outstanding – diluted 114,042 113,185 114,592 113,407

Basic net income per unit $ 1.12 $ 0.50 $ 2.77 $ 1.63

Diluted net income per unit $ 1.12 $ 0.50 $ 2.77 $ 1.63

There were no anti-dilutive options excluded from diluted net income in the three and nine months ended September 30, 2024 or 2023.

Net income $ 74,034 $ 77,222

Weighted average units outstanding 110,611 114,704

Net income per unit $ 0.67 $ 0.67

Investment in AB

Changes in AB Holding’s investment in AB during the nine-month period ended September 30, 2024 are as follows (in thousands):

Changes in AB Holding’s investment in AB during the three-month period ended March 31, 2025 are as follows (in thousands):

Investment in AB as of December 31, 2024 $ 2,034,632

6 unchanged sentences

Change in AB Holding Units held by AB for long-term incentive compensation plans ( 11,333 )

Investment in AB as of September 30, 2024 $ 2,098,703

Investment in AB as of March 31, 2025 $ 1,996,177

Units Outstanding

Changes in AB Holding Units outstanding during the nine-month period ended September 30, 2024 are as follows:

Changes in AB Holding Units outstanding during the three-month period ended March 31, 2025 are as follows:

Outstanding as of December 31, 2024 110,530,329

1 unchanged sentence

Units retired ( 699,491 )

Outstanding as of September 30, 2024 113,435,357

Outstanding as of March 31, 2025 110,699,699

AB Holding is a publicly-traded partnership (“PTP”) for federal tax purposes and, accordingly, is not subject to federal or state corporate income taxes.

1 unchanged sentence

AB Holding’s partnership gross income is derived from its interest in AB.

AB Holding’s federal income tax is computed by multiplying certain AB qualifying revenues by AB Holding’s ownership interest in AB, multiplied by the 3.5 % tax rate.

Certain AB qualifying revenues are primarily U.S.

investment advisory fees, research payments and brokerage commissions.

AB Holding’s federal income tax is computed by multiplying AB qualifying revenues by AB Holding’s ownership interest in AB, multiplied by the 3.5 % tax rate.

AB qualifying revenues are primarily U.S.

investment advisory fees.

AB Holding Units in AB’s consolidated rabbi trust are not considered outstanding for purposes of calculating AB Holding’s ownership interest in AB.

Three Months Ended September 30, Nine Months Ended

September 30,

2024 2023 % Change 2024 2023 % Change

(in thousands) (in thousands)

Three Months Ended

2025 2024 % Change

(in thousands)

Net income attributable to AB Unitholders $ 220,799 $ 217,927 1.3 %

16 unchanged sentences

Legal and regulatory matters described below pertain to AB and are included here due to their potential significance to AB Holding’s investment in AB.

With respect to all significant litigation matters, we consider the likelihood of a negative outcome.

If we determine the likelihood of a negative outcome is probable and the amount of the loss can be reasonably estimated, we record an estimated loss for the expected outcome of the litigation.

If the likelihood of a negative outcome is reasonably possible and we are able to determine an estimate of the possible loss or range of loss in excess of amounts already accrued, if any, we disclose that fact together with the estimate of the possible loss or range of loss.

However, it is often difficult to predict the outcome or estimate a possible loss or range of loss because litigation is subject to inherent uncertainties, particularly when plaintiffs allege substantial or indeterminate damages.

Such is also the case when the litigation is in its early stages or when the litigation is highly complex or broad in scope.

In these cases, we disclose that we are unable to predict the outcome or estimate a possible loss or range of loss.

AB may be involved in various matters, including regulatory inquiries, administrative proceedings and litigation, some of which may allege significant damages.

It is reasonably possible that we could incur losses pertaining to these other matters, but we cannot currently estimate any such losses, or a range of reasonably possible losses.

Management, after consultation

with legal counsel, currently believes that the outcome of any other individual matter that is pending or threatened, or all of them combined, will not have a material adverse effect on our results of operations, financial condition or liquidity.

However, any inquiry, proceeding or litigation has an element of uncertainty;

management cannot determine whether further developments relating to any other individual matter that is pending or threatened, or all of them combined, will have a material adverse effect on our results of operation, financial condition or liquidity in any future reporting period.

For significant litigation matters, we assess the likelihood of a negative outcome.

If a negative outcome is probable and the loss can be reasonably estimated, we record an estimated loss.

If a negative outcome is reasonably possible and we can estimate the potential loss or range of loss, or if a negative outcome is probable and we can estimate the potential loss or range of loss beyond any amounts already accrued, we disclose this information.

However, predicting outcomes or estimating losses is often challenging due to litigation uncertainties, especially in early stages or complex cases.

In such instances, we disclose our inability to predict the outcome or estimate losses.

AB may face regulatory inquiries, administrative proceedings, and litigation, some alleging significant damages.

While it is possible we could incur losses from these matters, we cannot currently estimate such losses or their range.

Management, after consulting with legal counsel, believes that the outcome of any individual or combined matters will not materially affect our operations, financial condition, or liquidity.

However, due to inherent uncertainties, future developments could potentially have a material adverse effect on our results, financial condition, or liquidity in future reporting periods.

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-Q

Item 1. Financial Statements