What changed in this filing

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Item 1. Financial Statements

2025-07-24 compared with 2025-04-24 · 54 added, 32 removed, 210 unchanged (29% of the section changed)

25 unchanged sentences

(in thousands, except per unit amounts)

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Equity in net income attributable to AB Unitholders $ 78,830 $ 122,705 $ 161,583 $ 208,986

6 unchanged sentences

(in thousands)

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Net income $ 70,248 $ 113,523 $ 144,282 $ 190,745

Other comprehensive (loss) income:

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

Income tax benefit 18 33

Other comprehensive income (loss):

Foreign currency translation adjustment, before reclassification and tax 9,867 ( 538 ) 13,868 ( 4,736 )

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

Foreign currency translation adjustments, before tax 9,867 3,501 13,868 ( 697 )

Income tax (expense) benefit ( 88 ) ( 14 ) ( 70 ) 19

Foreign currency translation adjustments, net of tax 9,779 3,487 13,798 ( 678 )

12 unchanged sentences

(in thousands)

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

General Partner’s Capital

24 unchanged sentences

(in thousands)

Three Months Ended March 31,

Six Months Ended June 30,

Cash flows from operating activities:

17 unchanged sentences

Notes to Condensed Financial Statements

March 31, 2025

June 30, 2025

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

26 unchanged sentences

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

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

As of June 30, 2025, the ownership structure of AB, expressed as a percentage of general and limited partnership interests, was as follows:

EQH and its subsidiaries 61.9 %

1 unchanged sentence

Unaffiliated holders 0.6

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.

During the second quarter of 2025, EQH announced the final results of its cash tender offer to purchase up to 46,000,000 AB Holding Units.

A total of 19,682,946 AB Holding Units, equaling a 17.9 % economic interest in AB Holding, were properly tendered.

After giving effect to such purchase, including both the general partnership and limited partnership interest in AB Holding and AB, EQH now has an approximate 68.6 % economic interest in AB as of June 30, 2025.

See Note 9, Subsequent Event for additional details.

Basis of Presentation

11 unchanged sentences

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.

See Note 9, Subsequent Event for further details.

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 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.

On July 24, 2025, the General Partner declared a distribution of $ 0.76 per Unit, representing a distribution of Available Cash Flow for the three months ended June 30, 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 May 22, 2025 to holders of record at the close of business on May 5, 2025.

The distribution is payable on August 14, 2025 to holders of record at the close of business on August 4, 2025.

Long-term Incentive Compensation Plans

AB maintains several unfunded, non-qualified long-term incentive compensation plans, under which the company grants awards of restricted AB Holding Units to its employees and members of the Board of Directors, who are not employed by AB or by any of AB’s affiliates (“Eligible Directors”).

AB funds its restricted AB Holding Unit awards either by purchasing AB Holding Units on the open market or purchasing newly-issued AB Holding Units from AB Holding, and then keeping these AB Holding Units in a consolidated rabbi trust until delivering them or retiring them.

In accordance with the AB Holding Partnership Agreement, when AB purchases newly-issued AB Holding Units from AB Holding, AB Holding is required to use the proceeds it receives from AB to purchase the equivalent number of newly-issued AB Units, thus increasing its percentage ownership interest in AB.

AB has several unfunded, non-qualified long-term incentive compensation plans, under which we grant awards of restricted units representing assignments of beneficial ownership of limited partnership interests in AB Holding (“AB Holding Units”) to employees, generally in the fourth quarter, and to members of the Board of Directors of the General Partner, who are not employed by our company or by any of our affiliates (“Eligible Directors”).

AB Holding Units are maintained in a consolidated rabbi trust either by purchasing AB Holding Units on the open market or by purchasing newly-issued AB Holding Units from AB Holding until delivering them or retiring them.

In accordance with the Amended and Restated Agreement of Limited Partnership of AB (“AB Partnership Agreement”), when AB purchases newly-issued AB Holding Units from AB Holding, AB Holding is required to use the proceeds it receives from AB to purchase the equivalent number of newly-issued AB Units, thus increasing its percentage ownership interest in AB.

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 months ended March 31, 2025 and 2024 consisted of the following:

Three Months Ended March 31,

Repurchases of AB Holding Units for the three and six months ended June 30, 2025 and 2024 consisted of the following:

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

(in millions)

Total amount of AB Holding Units Purchased (1)

0.4 0.9 1.2 1.0

Total Cash Paid for AB Holding Units Purchased (1)

$ 13.2 $ 29.0 $ 43.7 $ 33.3

Open Market Purchases of AB Holding Units Purchased (1)

0.3 0.6 1.0 0.6

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

$ 12.3 $ 21.5 $ 38.4 $ 21.5

(1) Purchased on a trade date basis.

The difference between open-market purchases and units retained reflects the retention of AB Holding Units from employees to fulfill statutory tax withholding requirements at the time of delivery of long-term incentive compensation awards.

The difference between open-market purchases and total amount of units purchased reflects the retention of AB Holding Units from employees to fulfill statutory tax withholding requirements at the time of delivery of long-term incentive compensation awards.

Each quarter, AB considers whether to implement a plan to repurchase AB Holding Units pursuant to Rules 10b5-1 and 10b-18 under the Securities Exchange Act of 1934, as amended (“Exchange Act”).

2 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 first quarter of 2025 expired at the close of business on April 23, 2025.

We did not adopt a plan during the second quarter of 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.

During the first six months of both 2025 and 2024, AB awarded to employees and Eligible Directors 1.2 million restricted AB Holding Unit awards.

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

2 unchanged sentences

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

Three Months Ended June 30, Six Months Ended

2025 2024 2025 2024

(in thousands, except per unit amounts)

3 unchanged sentences

Investment in AB

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

Changes in AB Holding’s investment in AB during the six-month period ended June 30, 2025 are as follows (in thousands):

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

5 unchanged sentences

AB Holding Units issued to fund long-term incentive compensation plans 39,565

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

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

Change in AB Holding Units held by AB to fund long-term incentive compensation plans ( 12,019 )

Investment in AB as of June 30, 2025 $ 1,980,980

Units Outstanding

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

Changes in AB Holding Units outstanding during the six-month period ended June 30, 2025 are as follows:

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

1 unchanged sentence

Units retired ( 1,047,962 )

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

Outstanding as of June 30, 2025 110,537,295

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

5 unchanged sentences

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

2025 2024 % Change

Three Months Ended June 30, Six Months Ended

2025 2024 % Change 2025 2024 % Change

(in thousands)

26 unchanged sentences

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.

Subsequent Event

On December 19, 2024, the company entered into a master exchange agreement with EQH providing for the issuance by AB of up to 10,000,000 units representing assignments of beneficial ownership of limited partnership interests in AB (“AB Units”) to EQH in exchange for an equal number of units representing assignments of beneficial ownership of limited partnership interests in AllianceBernstein Holding L.P.

(“AB Holding Units”) owned by EQH.

At the time the Exchange Agreement was entered into, AB and EQH exchanged 5,211,194 AB Units for AB Holding Units (thereby reducing the 10,000,000 AB Units available for future exchange to 4,788,806 AB Units), and the acquired AB Holding Units were retired.

On July 10, 2025, AB entered in an amended and restated Exchange Agreement (the “Amended Exchange Agreement”) to increase the AB Units that remain available for exchange from 4,788,806 AB Units to 19,682,946 AB Units.

At the time the Amended Exchange Agreement was entered into, AB and EQH exchanged 19,682,946 AB Units for AB Holding Units and the acquired AB Holding Units were retired.

Following the exchange, the Amended Exchange Agreement was terminated.

After giving effect to such exchange, EQH continues to have a 68.6 % economic interest in AB and the ownership structure of AB, including limited partnership units outstanding as well as the general partner's 1.0 % interest, was as follows:

EQH and its subsidiaries 68.5 %

AB Holding 30.8

Unaffiliated holders 0.7

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