Apollo Commercial Real Estate Finance (ARI) Proxy Filing summary

Executive summary

• A proposed transaction involves the transfer of $9 billion in commercial mortgage assets to Athene, subject to stockholder approval, offering attractive yields and conservative LTVs.

• The transaction is designed to unlock value by moving assets from a public vehicle trading at a discount to NAV to institutional buyers, primarily Athene.

• Forward-looking statements highlight expectations for a strong asset origination year in 2026, with the ARI transaction providing initial excess flow.

• The company emphasizes the importance of aligning asset pools with the right cost and type of investor capital.

Voting matters and shareholder proposals

• Stockholders are urged to review the proxy statement and related materials regarding the proposed transaction before voting.

• The transaction requires approval from ARI stockholders and other third-party consents.

Board of directors and corporate governance

• Directors and executive officers of ARI, as well as certain affiliates, may be considered participants in the proxy solicitation for the transaction.

• Information about directors and executive officers is available in ARI's recent annual report and proxy filings.