Edgar Filing: Apollo Global Management LLC

Ownership Submission

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

BRH Holdings GP, Ltd.

2. Issuer Name and Ticker or Trading Symbol
Apollo Global Management LLC [APO]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	__X__ 10% Owner
_____ Officer (give title below)	_____ Other (specify below)

(Last)

(First)

(Middle)

C/O APOLLO GLOBAL MANAGEMENT, LLC, 9 WEST 57TH STREET, 43RD FLOOR

3. Date of Earliest Transaction (Month/Day/Year)
05/19/2015

(Street)

NEW YORK, NY 10019

4. If Amendment, Date Original Filed(Month/Day/Year)
05/19/2015

6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(Instr. 3 and 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Apollo Operating Group units

⁽³⁾

05/19/2015⁽¹⁾⁽²⁾

J⁽¹⁾⁽²⁾

59,000

⁽¹⁾⁽²⁾

⁽⁴⁾

Class A shares

59,000

$ 0

220,660,976

By AP Professional Holdings, L.P. ⁽⁵⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
BRH Holdings GP, Ltd. C/O APOLLO GLOBAL MANAGEMENT, LLC 9 WEST 57TH STREET, 43RD FLOOR NEW YORK, NY 10019		X

Signatures

By: /s/ John J. Suydam, Vice President		05/26/2015
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	The reporting person's original Form 4 filed on May 19, 2015 (the "Original Form 4") reported that 82,000 Apollo Operating Group units were distributed by AP Professional Holdings, L.P. ("Holdings") to certain of its limited partners on May 19, 2015 and a corresponding number of Class A shares of Apollo Global Management, LLC (the "Issuer") were issued in exchange for such Apollo Operating Group units. The Original Form 4 incorrectly included 23,000 Apollo Operating Group units that were distributed by Holdings to one of its limited partners on May 21, 2015, and not May 19, 2015, which will be reported in a separate Form 4 by the reporting person. (Cont'd in FN 2)
(2)	(Cont'd from FN 1) The 59,000 Apollo Operating Group units reported herein were distributed by Holdings on May 19, 2015 to one of its limited partners. These 59,000 Apollo Operating Group units were then exchanged on May 19, 2015 for Class A shares of the Issuer on a one-for-one basis pursuant to the terms of the Exchange Agreement (as defined in footnote (3) below).
(3)	Each Apollo Operating Group unit represents a right to receive one Class A share of the Issuer, subject to the restrictions and provisions set forth in the Third Amended and Restated Exchange Agreement, dated May 7, 2015, by and among the Issuer, Holdings and the other parties thereto (the "Exchange Agreement").
(4)	The Apollo Operating Group units do not expire.
(5)	The reporting person is the sole general partner of Holdings, which holds, as of May 26, 2015, 220,637,976 Apollo Operating Group units. Holdings and other parties to the Exchange Agreement may exchange the Apollo Operating Group units for Class A shares of the Issuer, subject to the restrictions and provisions set forth in the Exchange Agreement. The reporting person does not have a pecuniary interest in the Apollo Operating Group units and disclaims beneficial ownership of these securities.

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