Sec Form 3 Filing - BAM Re Holdings Ltd. @ AMERICAN EQUITY INVESTMENT LIFE HOLDING CO - 2023-12-21

Insider filing report for Changes in Beneficial Ownership
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FORM 3
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
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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1. Name and Address of Reporting Person
BAM Re Holdings Ltd.
2. Issuer Name and Ticker or Trading Symbol
AMERICAN EQUITY INVESTMENT LIFE HOLDING CO [ AEL]
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)
IDEATION HOUSE, FIRST FLOOR, 94 PITTS BAY ROAD
3. Date of Earliest Transaction (MM/DD/YY)
12/21/2023
(Street)
PEMBROKE, D0HM08
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ 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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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
Common Stock 12,028,979 D ( 1 ) ( 2 )
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
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 V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
BA M Re Holdings Ltd.
IDEATION HOUSE, FIRST FLOOR
94 PITTS BAY ROAD
PEMBROKE, D0HM08
X
Brookfield Reinsurance Ltd.
IDEATION HOUSE, FIRST FLOOR
94 PITTS BAY ROAD
PEMBROKE, D0HM08
X
BAM Re Partners Trust
PARK PLACE
55 PAR-LA-VILLE ROAD
HAMILTON, D0HM11
X
Signatures
/s/ Anna Knapman-Scott, Secretary of BAM Re Holdings Ltd. 12/21/2023
Signature of Reporting Person Date
/s/ Anna Knapman-Scott, Corporate Secretary of Brookfield Reinsurance Ltd. 12/21/2023
Signature of Reporting Person Date
/s/ Kathy Sarpash, Vice President of BAM Re Trustee Ltd., for and on behalf of BAM Re Partners Trust 12/21/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )BAM Re Holdings Ltd. is an exempted company incorporated under the laws of Bermuda and a direct wholly-owned subsidiary of Brookfield Reinsurance Ltd..
( 2 )BAM Re Partners Trust beneficially owns 24,000 Class B limited voting shares of Brookfield Reinsurance Ltd. (the "Class B Shares"), representing 100% of such class of shares. The Class B Shares entitle the holders thereof to appoint one half of the board of directors of Brookfield Reinsurance Ltd. and, as such, may be deemed to indirectly control the decisions of Brookfield Reinsurance Ltd. regarding the vote and disposition of the Common Stock held by BAM Re Holdings Ltd.; therefore BAM Re Partners Trust may be deemed to have indirect beneficial ownership of the Common Stock held by BAM Re Holdings Ltd.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).

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