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ANG-PD 10-K & 10-Q changes, risk factors and insider trading

American National Group Inc. · NYSE · Life Insurance · CIK 1039828 · All filings on SEC.gov

Everything below is quoted or computed from American National Group Inc.'s public SEC filings. It is not a recommendation to buy or sell. Automated comparisons can contain errors; confirm with the original filing.

At a glance

2 / 17risk-factor paragraphs added / removed in latest 10-K
0new risk-factor headings
0Form 4 filings reporting open-market purchases (last 180 days)
0Form 4 filings reporting open-market sales (last 180 days)

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What changed in the latest 10-K

Comparing 10-K filed 2026-03-31 (period ending 2025-12-31) with 10-K filed 2025-03-31 (period ending 2024-12-31).

Risk Factors (10-K Item 1A)

2new paragraphs
17removed paragraphs
66reworded paragraphs
22,730 → 21,280words in section

Removed heading “The Company’s predecessor completed its Merger with Brookfield Wealth Solutions and its Post-Effective Merger with American National in May 2024. As a result, the Company could experience challenges or unanticipated costs in integrating its operations with those of American National which could adversely affect our results of operations and financial condition.”

Removed heading “Our non-U.S. subsidiaries may be subject to U.S. federal income taxation in amounts greater than expected, which could have an adverse effect on our financial condition and operating results.”

Removed heading “There is U.S. income tax risk associated with reinsurance between U.S. insurance companies and their non-U.S. affiliates.”

Largest changes (selected automatically by length and topic keywords; quoted verbatim, no commentary)

Removed text topics: litigation, inflation, climate, pandemic
“With respect to our P&C products, estimation of ultimate net losses, loss expenses and the liability for unpaid losses and loss adjustment expenses is a complex process, particularly for both long-tail and medium-tail liability lines of business. There is also greater uncertainty in establishing reserves with respect to new business, particularly new business involving recently introduced product lines. In these cases, there is less historical experience or knowledge and less data upon which the actuaries can rely. …”
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Reworded topics: litigation, artificial intelligence, ai

Paragraph as it now reads, with added and removed wording marked:

We analyze personal information to better manage our business. There has been increased scrutiny, including from U.S. state and federal regulators, regarding the use of AI on large data sets for activities such as price optimization. In August 2020, members of the NAIC unanimously adopted guiding principles on AI to inform and articulate general expectations for businesses, professionals and stakeholders across the insurance industry as they implement AI tools to facilitate operations. More recently, in December 2023, the NAIC adopted a model bulletin on the use of AI by insurers, which was intended to remind insurance carriers that decisions impacting consumers that are made or supported by advanced analytical and computational technologies, including AI, must comply with all applicable insurance laws and regulations, including unfair trade practices. The bulletin also sets forth state insurance regulators’ expectations on how insurers should govern the use of such technologies by or on behalf of the insurer to make or support such decisions. About half of the states have adopted the bulletin. Additionally, in October 2023, thePresident White HouseBiden issued an Executive Order on the Safe, Secure, and Trustworthy Development and Use of AI, which directsdirected federal agencies and departments to create standards and regulations for the use or oversight of artificialAI. intelligence.In December 2025, President Trump issued an Executive Order on Ensuring a National Policy Framework for Artificial Intelligence, which aims to reduce barriers to IA development, decrease state AI regulatory inconsistencies, and create an AI Litigation Task Force to challenge state laws that are considered to be inconsistent with the policy set forth in the executive order. We cannot predict how existing and emerging guidance, rules and regulations governing the use of AI will be interpreted or applied, or what, if any, actions may be taken regarding AI, but any applicable regulations and limitations could result in increased compliance costs and/or lead to changes in business and employment practices and policies, which could have a material impact on our business, financial condition and results of operations.
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Removed text
“The Company’s predecessor completed its Merger with Brookfield Wealth Solutions and its Post-Effective Merger with American National in May 2024. As a result, the Company could experience challenges or unanticipated costs in integrating its operations with those of American National which could adversely affect our results of operations and financial condition.”
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Removed text topics: credit rating, competition
“Within our business, we directly compete with a number of well-established players. Our competitors vary by offered product line and covered territory. Some of these competitors have greater financial resources, have established long term and continuing business relationships throughout their respective industries, have greater market share, assume a greater level of risk while maintaining financial strength ratings, or have higher financial strength, claims-paying or credit ratings than we do, each of which can be a significant competitive advantage. …”
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Reworded topics: credit rating, competition

Paragraph as it now reads, with added and removed wording marked:

We compete with other insurers for producers primarily on the basis of our financial position, reputation, longevity, support services, compensation, product features and pricing. We may be unable to compete for producers with insurers that adopt more aggressive pricing or compensation, that offer a broader array of products or packages of products, or that have extensive promotional and advertising campaigns. Attracting qualified individuals and retaining existing employees continues to be a challenge for employers. Businesses have become extremely competitive in the ever-changing landscape of the talent marketplace. As a result, it is an increasing challenge to distinguish us as an employer of choice. See Item 1A “Risk''Risk Factors - Risks Relating to Our Business and Industry - We may be unable to attract and retain key executives and skilled employees, and because our employees are located throughout the United States, we may incur additional compliance and litigation costs that could adversely impact our business, financial condition and our results of operations.”operations.'' Within our business, we directly compete with a number of well-established competitors. Our competitors vary by offered product line and covered territory. Some of these competitors have greater financial resources, have established long term and continuing business relationships throughout their respective industries, have greater market share, assume a greater level of risk while maintaining financial strength ratings, or have higher financial strength, claims-paying or credit ratings than we do, each of which can be a significant competitive advantage. In addition, the lack of strong barriers to entry into the reinsurance business and the entry of alternative capital markets products and vehicles provide additional capacity and increased competition.
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Removed text
“Our non-U.S. subsidiaries may be subject to U.S. federal income taxation in amounts greater than expected, which could have an adverse effect on our financial condition and operating results.”
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Full comparison: every changed paragraph (85)

Green = added, red = removed. Unchanged paragraphs, 2 paragraphs where only numbers/dates changed, and tables are not shown. Read the complete text in the original filing.

Reworded

•Compliance with laws and regulations governing the processing of personal data and information may impede our services or resultsresult in increased costs. The failure to comply with such data privacy laws and regulations could result in material fines or penalties imposed by data protection or financial services conduct regulators and/or awards of civil damages, and any data breach may have an adverse effect on our reputation, results of operations or financial condition, or have other adverse consequences.

Reworded

•We may be unable to attract and retain key executives and skilled employees, and because our employees are located throughout the United States,U.S., we may incur additional compliance and litigation costs that could adversely impact us.

Reworded

•We have incurred indebtedness and intend to incur additional indebtedness,indebtedness. whichWe may result in our not beingbe able to generate sufficient cash flows from operations and our investments to service our indebtedness.

Reworded

•Our debt and any future debt we incur may subject us or our subsidiaries to certain covenants that restrict our ability to engage in certain types of activities and may require us to utilize significant cash flow to service our debt.activities.

Reworded

•Our investment portfolio may include investments in securities of issuers based outside of the U.S., including emerging markets, which may be riskier than securities of U.S. issuers.

Reworded

•Any future regulatory changes, including political, regulatory and industry initiatives by state and/or international authorities, could result in the imposition of significant restrictions on our ability to do business.

Removed

•In May of 2024, the Company’s predecessor completed its Merger with Brookfield Wealth Solutions and its Post-Effective Merger with American National. As a result, the Company could experience challenges or unanticipated costs in integrating its operations with those of American National which could adversely affect our results of operations and financial condition.

Reworded

•Our company or our non-U.S. subsidiaries may be subject to U.S. federal income taxation in amounts greater than expected, which could have an adverse effect on our financial condition and operating results.

Removed

•There is U.S. income tax risk associated with reinsurance between U.S. insurance companies and their non-U.S. affiliates.

Reworded

We make and rely on certain assumptions and estimates in order to make decisions regarding pricing, target returns, reserve levels and other factors affecting our business operations. Our underwriting results depend upon the extent to which our actual claims experience and/or benefit payments on our insurance policies are consistent with the assumptions we use in setting prices and establishing liabilities for such contracts. Such amounts are established based on actuarial estimates of how much we will need to pay for future benefits and claims based on data and models that include many assumptions and projections, which are inherently uncertain and involve significant judgment, including assumptions as to the levels and/or timing of receipt or payment of premiums, benefits, claims, expenses, interest credits and investment results (including equity and other market returns). If the data we rely on in our underwriting is inaccurate, or if our assumptions and estimates differ significantly from the actual outcomes and results, our business, financial condition, results of operations, liquidity and cash flows may be adversely affected. Similarly, if we fail to assess accurately the risks we underwrite or fail to comply with our internal guidelines on underwriting, or if events or circumstances cause our risk assessment to be incorrect, our reserves may prove to be inadequate to cover future claims and benefit payments.

Reworded

In particular, our life and annuity products expose our company to lapse, mortality and longevity risks. Lapse risk is the risk that the timing of policyholder withdrawals differ from underwritten assumptions. Mortality risk is the risk that the timing of death benefits differ from underwritten assumptions. Longevity risk is the risk that the length of time we pay pension or annuity benefits may exceed that which we assumed in pricing our insurance contracts. Lapse, mortality and longevity products, including PRT and other annuity products, may experience adverse impacts due to higher-than-expected mortality improvement. Lapse, mortality and longevity experience that is less favorable than the rates that we used in pricing an insurance policy or a reinsurance agreement may cause our net income to be less than otherwise expected, because the premiums we receive for the risks we assume may not be sufficient to cover the claims and profit margin. We may use a variety of strategies to manage mortality, lapse and longevity risks, including the use of reinsurance and derivative instruments. These strategies, however, may not be fully effective and may lead to payments to counterparties in excess of recoveries depending on how actual experience emerges. Moreover, advances in technology, including predictive medical technology that enables consumers to select products better matched to their individual risk profile and other medical breakthroughs that extend lives, could cause our future experience to deviate significantly from our actuarial assumptions, which could adversely impact timing of payments, and our required level of reserves and profitability.

Removed

With respect to our P&C products, estimation of ultimate net losses, loss expenses and the liability for unpaid losses and loss adjustment expenses is a complex process, particularly for both long-tail and medium-tail liability lines of business. There is also greater uncertainty in establishing reserves with respect to new business, particularly new business involving recently introduced product lines. In these cases, there is less historical experience or knowledge and less data upon which the actuaries can rely. Estimating reserves is further complicated by unexpected claims or unintended coverages that emerge due to unexpected events, such as pandemics or geopolitical conflicts. These emerging issues may increase the size or number of claims beyond our underwriting intent and may not become apparent, or be known, until many years after a policy is issued. Examples of emerging claims and issues may include, increased claims resulting from third party funding of litigation, class-action litigation related to claims handling plaintiff target P&C insurers, claims resulting from climate change conditions or social inflation trends.

Reworded

We compete with other insurance companies for marketers, agents and financial institutions primarily on the basis of our product pricing, support services, compensation, credit ratings and product features. Such distributors may promote products offered by other insurance companies that may offer a larger variety of products than we do. Our competitiveness for such distributors also depends upon the long-term relationships that we develop with them. There can be no assurance that such relationships will continue in the future. In addition, our growth plans include increasing the distribution of annuity products through banks and broker-dealers. If we are unable to attract and retain sufficient marketers and agents to sell our products or if we are not successful in expanding our distribution channels within the bank and broker-dealer markets, our ability to compete and our sales volumes and results of operations could be adversely affected.

Reworded

Genetic testing and diagnostic imaging technology is advancing rapidly. Increases in the prevalence, availability (particularly in the case of direct-to-consumer genetic testing) and accuracy of such testing may increase our adverse selection risk, as people who learn that they are predisposed to certain medical conditions associated with reduced life expectancy may be more likely to purchase and maintain life insurance. Conversely, people who learn that they lack genetic predisposition to conditions associated with reduced life expectancy may forego the purchase of life insurance, or permit existing policies to lapse, and may be more likely to purchase certain annuity products. Our access to and ability to use medical information, including the results of genetic and diagnostic testing, that is known to our prospective policyholders is important to our underwriting of life insurance and annuities. All of the jurisdictions in which our businesses operate limit and/or restrict insurers’ access to and use of genetic information, and similar additional regulations and legislation may be adopted. Such regulation and legislation likely would exacerbate adverse risk selection related to genetic and diagnostic testing, which may in turn have an adverse effect on our businesses.

Reworded

In addition to earlier diagnosis and knowledge of disease risk, medical advances (including the increasing use of GLP-1) may increase overall healthhealth, longevity and longevity.life expectancy. If this were to occur, the duration of payments made under certain of our annuity products would be extended beyond our actuarial assumptions, reducing the profitability of such business. This may require us to modify our assumptions, models or reserves.

Reworded

A rating downgrade or the absence of a rating of us or any of our subsidiaries could adversely affect our existing business and our ability to compete for further business.

Reworded

Financial strength ratings are an important competitive factor in the insurance industry. Ratings organizations periodically review the financial performance and condition of insurers. Ratings are based on a company’s ability to pay its obligations and are not directed toward the protection of investors. Ratings organizations assign ratings based upon several factors, including historical experience, and while most of these factors relate to the underlying company, some of the factors relate to general economic conditions and circumstances outside of the company’sCompany’s control. Ratings are subject to revision or withdrawal at any time by the assigning ratings organization. Financial strength ratings are directed toward policyholders and not holders of securities, and are not a recommendation to buy, sell or hold securities, and each rating should be evaluated independently of any other rating. There can be no assurance that the financial strength rating assigned to us or any of our subsidiaries will remain in effect for any given period of time or that the rating will not be lowered, withdrawn or revised by the rating agency at any time.

Reworded

Any downgrade in the financial strength rating of us or any of our subsidiaries could adversely affect our company’s ability to sell products, retain existing business and compete for attractive acquisition opportunities and could result in our company being removed from the approved lists of some customers and may adversely affect the ability of our company to write business to such customers. Accordingly, we may suffer a loss of business as a result.

Reworded

In addition, a significant downgrade in a rating or outlook of us or any of our subsidiaries, among other factors, could adversely affect our ability to raise and then contribute capital to our subsidiaries for the purpose of facilitating or supporting their business or any reinsurance opportunities that may arise and may also increase our cost of capital.capital or exclude us from participating in the issuance of Funding Agreement Backed Notes (“FABNs”) or similar instruments. Accordingly, a ratings downgrade of any such subsidiaries could adversely affect our ability to conduct business, including reducing new sales of insurance products or increasing the number or amount of surrenders and withdrawals, requiring us to offer higher crediting rates or greater policyholder guarantees on our insurance products in order to remain competitive, affecting our relationships with independent sales intermediaries and credit counterparties and affecting our ability to obtain reinsurance at reasonable prices.

Reworded

There is no assurance that we or our subsidiaries will be able to maintain or obtain a rating. No assurance can be provided that any action taken by a rating agency would not result in an adverse effect on the business of our company and/or the results of operations, financial condition, liquidity or prospects of our company.

Reworded

As part of our overall risk and capacity management strategy, we may choose to purchase reinsurance for certain types or amounts of risk underwritten within our business.business Weor mayassumed alsothrough lookagreements to retrocede certain amounts of riskwhere we assumereinsure underliabilities ourfrom reinsurance agreements.others. Market conditions beyond our control determine the availability and cost of the reinsurance protection we seek to purchase, which may affect the level of our businesses and profitability. The premium rates and other fees that we charge are based, in part, on the assumption that reinsurance will be available at a certain cost. Accordingly, we may be forced to incur additional expenses for reinsurance, which could adversely affect our ability to write future business. In addition, we may be unable to obtain reinsurance on terms acceptable to us relating to certain lines of business that we intend to begin underwriting.

Reworded

In addition, we may use derivatives to hedge various business risks. We may enter into a variety of derivatives, including options; forwards; and interest rate, credit default, total return, longevity and currency swaps with a number of counterparties on a bilateral basis for uncleared over-the-counter (“OTC”) derivatives and with clearing brokers and central clearinghouses for OTC-cleared derivatives (OTC derivatives that are cleared and settled through central clearing counterparties). If our counterparties, clearing brokers or central clearinghouses fail or refuse to honor their obligations under these derivatives, our hedges of the related risk will be ineffective. Such failure could have an adverse effect on our financial condition and results of operations. We seek to reduce the risks associated with such derivative transactions by entering into such agreements with large, well-established financial institutions. However, there can be no assurance that we will not suffer losses in the event of a derivative counterparty fails to perform or fulfill its obligations.

Reworded

We compete with other insurers for producers primarily on the basis of our financial position, reputation, longevity, support services, compensation, product features and pricing. We may be unable to compete for producers with insurers that adopt more aggressive pricing or compensation, that offer a broader array of products or packages of products, or that have extensive promotional and advertising campaigns. Attracting qualified individuals and retaining existing employees continues to be a challenge for employers. Businesses have become extremely competitive in the ever-changing landscape of the talent marketplace. As a result, it is an increasing challenge to distinguish us as an employer of choice. See Item 1A “Risk''Risk Factors - Risks Relating to Our Business and Industry - We may be unable to attract and retain key executives and skilled employees, and because our employees are located throughout the United States, we may incur additional compliance and litigation costs that could adversely impact our business, financial condition and our results of operations.”operations.'' Within our business, we directly compete with a number of well-established competitors. Our competitors vary by offered product line and covered territory. Some of these competitors have greater financial resources, have established long term and continuing business relationships throughout their respective industries, have greater market share, assume a greater level of risk while maintaining financial strength ratings, or have higher financial strength, claims-paying or credit ratings than we do, each of which can be a significant competitive advantage. In addition, the lack of strong barriers to entry into the reinsurance business and the entry of alternative capital markets products and vehicles provide additional capacity and increased competition.

Removed

Within our business, we directly compete with a number of well-established players. Our competitors vary by offered product line and covered territory. Some of these competitors have greater financial resources, have established long term and continuing business relationships throughout their respective industries, have greater market share, assume a greater level of risk while maintaining financial strength ratings, or have higher financial strength, claims-paying or credit ratings than we do, each of which can be a significant competitive advantage. In addition, the lack of strong barriers to entry into the reinsurance business and the entry of alternative capital markets products and vehicles provide additional capacity and increased competition.

Reworded

We compete with new companies that enter the insurance market, particularly companies with new or “disruptive” technologies or business models. Certain technology companies and other third parties have created, and may in the future create, technology-enabled business models, processes or platforms that may adversely impact our competitive position. New services and technologies can affect the demand for insurance products and services, the premiums payable, the profitability of such products and services and the risks associated with underwriting certain lines of business. Recently, the insurance industry has faced increased competition from new underwriting capacity, such as the investment of significant amounts of capital by pension funds, mutual funds, hedge funds and other sources of alternative capital primarily into the natural catastrophe reinsurance and insurance businesses. The failure of our company to assess new services and technologies that may be applicable or disruptive to the reinsurance and insurance industries may have an adverse effect on our business, financial condition and results of operations.

Reworded

Should the market continue to consolidate, competitors may try to use their enhanced market power to obtain a larger market share through increased line sizes or through price competition. If competitive pressures reduce our pricing power, this could in turn lead to reduced premiums and/or a reduction in expected earnings. As the insurance industry consolidates, competition for customers will become more intense and the importance of sourcing and properly servicing each customer will become greater. We could incur greater expenses relating to customer acquisition and retention, further reducing our operating margins. In addition, insurance companies that merge may be able to spread their risks across a larger capital base so that they require less reinsurance. The number of companies offering reinsurance to competitors may decline. Reinsurance intermediaries could also continue to consolidate, potentially adversely impacting our ability to access and write business. We could also experience more robust competition from larger, better capitalized competitors. As a result of the consolidation in the industry, we may experience rate declines and possibly write less business. Any of the foregoing could adversely affect our business, results of operations, growth and prospects.

Reworded

We rely on our information technology systems to function as intended, and these systems face ongoing cybersecurity threats and attacks, which could result in the failure of such infrastructure. This technology includes the computer systems used for information processing for administrative and commercial operations. The information and embedded systems of key business partners and regulatory agencies are also important to our company’s operations. We may in the future be subject to cyber-terrorism or other cybersecurity risks or other breaches of information technology security, with the increasing frequency, sophistication and severity of these kinds of incidents having increased in recent years. In particular, our information technology systems may be subject to cyber-terrorism intended to obtain unauthorized access to our proprietary information, personally identifiable information or to client or third-party data stored on our systems, destroy or disable our data, and/or that of our business partners, disclose confidential data in breach of data privacy legislation, destroy data or disable, degrade or sabotage our systems,systems through the introduction of computer viruses, cyber-attacks and other means. Such attacks could originate from a wide variety of sources, including internal actors or unknown third parties. These various threats, attacks and incidents that have occurred to date have not been material to our operations and are not expected to be material to our operations based on information presently known to management. The sophistication of the threats continues to evolve and grow, including the risk associated with the use of emerging technologies, such as AI and quantum computing, for nefarious purposes.

Reworded

Further, our operations may be negatively affected and our business would be at risk if any of the following occurs; (1) threat actors or hackers were to gain physical access to our facilities andfacilities, infiltrate our information systems or attempt to gain access to information and data, or(2) ifthreat they were toactors circumvent our existing security system measures and controls and obtain access to our systems (which may include the ability to view, alter, or delete information, including personally identifiable customer information and proprietary business information) byor penetrating our security controls and causingcause system and operational disruptions or shutdown, accessing,(3) misappropriatingthreat actors access, misappropriate or otherwise compromisingcompromise protected personal information or proprietary or confidential information or that of third parties, andor developing(4) threat actors develop and deployingdeploy viruses, ransomware and other malware that can attack our systems, exploit any security vulnerabilities and disrupt or shut down our systems and operations, our operations may be negatively affected and our business may be at risk.operations. Such risks are also extended to portable electronic devices, such as laptops, which are particularly vulnerable to loss and theft. The sophistication of the threats continues to evolve and grow, including the risk associated with the use of emerging technologies, such as artificial intelligence and quantum computing, for nefarious purposes. We cannot predict what effects such cyber-attacks or compromises or shutdowns may have on our business and on the privacy of the individuals or entities affected, and the consequences could be material.

Reworded

Cyber incidents may also remain undetected for an extended period, which could exacerbate these consequences. A significant actual or potential theft, loss, corruption, exposure, fraudulent, unauthorized or accidental use or misuse of investor, policyholder, employee or other personally identifiable or proprietary business data, whether by third parties or as a result of employee malfeasance or otherwise, non-compliance with our contractual or other legal obligations regarding such data or intellectual propertyproperty, or a violation of our privacy and security policies with respect to such datadata, could result in significant remediation and other costs, fines, litigation and regulatory actions against us by governments, various regulatory organizations or exchanges, or affected individuals, in addition to significant reputational harm and/or financial loss. It may not be possible to recover losses suffered from such incidents under our insurance policies, including if our insurers deny coverage as to any particular claim in the future or if such loss is not fully covered by insurance maintained, which may not take into account reputational damage, the costs of which are impossible to quantify. In addition, our insurance coverage with respect to cyber incidents may increase in cost or cease to be available on commercially reasonable terms, or at all, in the future.

Reworded

We are also reliant on third-party service providers for support of certain aspects of our business, including for certain information systems and technology platforms, trustee services, legal services, technology, actuarial and accounting matters. A disaster, disruption or compromise in technology or infrastructure that supports our company’s business, including a disruption involving electronic communications or other services used by us, our vendors or third parties with whom we conduct business, may have an adverse impact on our ability to continue to operate our businesses without interruption which could have an adverse effect on us. These risks could increase as vendorswe increasingly offeruse cloud-based software services offered by vendors, rather than software services that can be operated within our own data centers. These risks also increase to the extent we engage in operations in jurisdictions with which we are not familiar. Certain of our third-party service providers have experienced threats, attacks and incidents related to these described risks, although those that have occurred to date have not been material to our operations and are not expected to be material to our operations based on information presently known to management.

Reworded

Many jurisdictions in which we operate have enacted laws to safeguard the privacy and security of personal information. Additionally, various government agencies have established rules protecting the privacy and security of such information. These laws and rules vary greatly by jurisdiction. As described above, our company’s business relies on the use of technology, including to store and safeguard personal information of policyholders. Additionally, some of our employees have access to personal information of policyholders. We rely on our internal controls and security measures and those of our cloud-based software service vendors to protect the confidentiality of this information. It is possible that our data could be the subject of a cybersecurity attack or an employee could, intentionally or unintentionally, disclose or misappropriate confidential information. See Item 1A “Risk''Risk Factors - Risks Relating to Our Business and Industry - Failure to maintain the security of our information and technology systems could have an adverse effect on our business.”business.'' If we or our vendors fail to protect against the risk of a cyber-attack or maintain adequate internal controls, or if employees fail to comply with applicable policies, misappropriation or intentional or unintentional disclosure or misuse of personal information could occur. Such internal control inadequacies or non-compliance could materially damage our reputation or lead to civil, regulatory or criminal penalties, which, in turn, could have an adverse effect on our business, financial condition and results of operations.

Removed

If we fail to protect against the risk of a cyber-attack or maintain adequate internal controls, or if our employees fail to comply with our policies, misappropriation or intentional or unintentional disclosure or misuse of personal information could occur. Such internal control inadequacies or non-compliance could materially damage our reputation or lead to civil, regulatory or criminal penalties, which, in turn, could have an adverse effect on our business, financial condition and results of operations. In addition, we may analyze customer data to better manage our business.

Reworded

Our business relies on the processing of data in many jurisdictions and the movement of data across national borders. The collection, storage, handling, disclosure, use, transfer and security of personal information that occurs in connection with our business is subject to federal, state and foreign data privacy laws. These legal requirements are not uniform and continue to evolve, and regulatory scrutiny in this area is increasing around the world. In many cases, these laws apply not only to third partythird-party transactions, but also to transfers of information among us and our subsidiaries. Privacy and data protection laws may be interpreted and applied differently from country to country and may create inconsistent or conflicting requirements.

Reworded

In addition, unauthorized disclosure or transfer of sensitive or confidential client or company data, whether through systems failure, employeehuman negligence,error, fraud or misappropriation, by us or other parties with whom we do business, could subject us to significant litigation, monetary damages, regulatory enforcement actions, fines and criminal prosecution in one or more jurisdictions. Such events could also result in negative publicity and damage to our reputation and cause us to lose business, which could therefore have an adverse effect on our results of operations.

Reworded

We analyze personal information to better manage our business. There has been increased scrutiny, including from U.S. state and federal regulators, regarding the use of AI on large data sets for activities such as price optimization. In August 2020, members of the NAIC unanimously adopted guiding principles on AI to inform and articulate general expectations for businesses, professionals and stakeholders across the insurance industry as they implement AI tools to facilitate operations. More recently, in December 2023, the NAIC adopted a model bulletin on the use of AI by insurers, which was intended to remind insurance carriers that decisions impacting consumers that are made or supported by advanced analytical and computational technologies, including AI, must comply with all applicable insurance laws and regulations, including unfair trade practices. The bulletin also sets forth state insurance regulators’ expectations on how insurers should govern the use of such technologies by or on behalf of the insurer to make or support such decisions. About half of the states have adopted the bulletin. Additionally, in October 2023, thePresident White HouseBiden issued an Executive Order on the Safe, Secure, and Trustworthy Development and Use of AI, which directsdirected federal agencies and departments to create standards and regulations for the use or oversight of artificialAI. intelligence.In December 2025, President Trump issued an Executive Order on Ensuring a National Policy Framework for Artificial Intelligence, which aims to reduce barriers to IA development, decrease state AI regulatory inconsistencies, and create an AI Litigation Task Force to challenge state laws that are considered to be inconsistent with the policy set forth in the executive order. We cannot predict how existing and emerging guidance, rules and regulations governing the use of AI will be interpreted or applied, or what, if any, actions may be taken regarding AI, but any applicable regulations and limitations could result in increased compliance costs and/or lead to changes in business and employment practices and policies, which could have a material impact on our business, financial condition and results of operations.

Reworded

In addition, if the data sets, processes or outputs that AI systems produce are or are alleged to be deficient, inaccurate, unfairly biased, lacking in transparency or explainability, or do not meet evolving legal requirements, our business, financial condition and results of operations may be adversely affected. AI also presents emerging ethical issues and if our use of AI becomes controversial, we may experience brand or reputational harm, competitive harm or legal liability. These same risks may affect us if a third-party service provider uses AI. Our use or our service provider’s use of AI systems could also result in cybersecurity incidents that may involve the personal information of end users of such applications. Any such cybersecurity incidents could adversely affect our reputation and business, financial condition and results of operations. For additional information regarding cybersecurity risks, see Item 1A “Risk''Risk Factors - Risks Relating to Our Business and Industry - WeFailure relyto maintain the security of our information and technology systems could have an adverse effect on theour use of technology, and as a result, we are exposed to the risk of cybersecurity attacks.”business.''

Reworded

In the event we need to refinance all or a portion of our outstanding debt as it matures or incur additional debt to fund our operations, we may not be able to refinance our existing debt or incur additional debt to fund our operations on terms acceptable to us or at all. If prevailing interest rates or other factors result in higher interest rates upon refinancing, then the interest expense relating to our debt would increase. Furthermore, if any rating agency changes any of our subsidiaries’ credit ratingratings or outlook, our debt securities could be negatively affected, which could adversely affect our ability to refinance existing debt or raise additional capital and likely increase the interest costs under our existing credit facilities.

Added

In addition, we from time to time use unaffiliated entities to issue instruments and other obligations (which may involve related purchase and sale transactions and similar transactions with our consolidated subsidiaries) that does not constitute consolidated indebtedness under U.S. GAAP, including through FABNs. The amount of these obligations and related purchase and sale and similar transactions will vary from time to time and could be substantial at any time, and can create risks similar to those risks described in this “Risk Factors” section related to our indebtedness.

Reworded

In addition, our term loan credit agreement requires us, and any agreement governing indebtedness we incur in the future,future may require usus, to maintain specified financial ratios and satisfy other financial condition tests. We cannot provide assurance that we will be in compliance with these ratios and tests. Our ability to meet those financial ratios and tests will depend on our ongoing financial and operating performance, which, in turn, will be subject to economic conditions and to financial, market, and competitive factors, many of which are beyond our control. A breach of any of these covenants could result in a default. Any failure to meet required payments on our debt, or failure to comply with any covenants in the instruments governing our debt, could result in a downgrade to our credit ratings. A downgrade in our credit ratings could limit our access to capital and increase our borrowing costs.

Reworded

We will have to generate significant cash flows from operations to meet our debt service requirements. If we do not generate sufficient cash flow to meet our debt service and working capital requirements, we may be required to seek additional capital, reduce capital expenditures, restructure or refinance all or a portion of our existing indebtedness, and/or sell assets. Moreover, insufficient cash flow may make it more difficult for us to obtain financing on terms that are acceptable to us, or at all.

Reworded

Our future capital requirements depend on many factors, including regulatory requirements, the nature of any future business we write and the requirement to hold appropriate capital against the liabilities we assume thereunder, the amount of which is determined based on a variety of risks inherent in our transactions, including credit risk, interest rate risk, insurance risk and operational risk, among others. Furthermore, in order to write or assume new business through our subsidiaries, we need sufficient capital to be held by these entities. Our ability to move capital to or from these entities without adverse consequence may be limited by regulatory restrictions on dividends from our other subsidiaries, restrictions on intercompany transactions more generally, tax consequences and/or other considerations.

Reworded

Any equity or debt financing, or financing derived from the issuance of FABNs or similar instruments, if available at all, is subject to market factors outside of our control and may be transacted on unfavorable terms. Any disruption in the financial markets may limit our ability to access capital required to operate our business, and we may be forced to delay raising capital or bear a higher cost of capital, which could decrease our profitability and significantly reduce our financial flexibility. For instance, prolonged and severe disruptions in the overall public and private debt and equity markets, such as occurredthose occurring during 2008,2008 and in connection with COVID-19, could result in an inability to access capital and the incurrence of significant realized and unrealized losses. In addition, interest rate volatility could impact the Company through changes in financing availability and the cost and terms of such financing. Public and private debt and equity markets may experience disruption in individual market sectors, suchfor as has occurred inexample the energy sector. If we cannot obtain adequate capital on favorable terms or at all, our business, results of operations and financial condition could be adversely affected.

Reworded

In addition, political initiatives to impose tariffs, restrict free trade and the renegotiation and/or potential termination of existing bilateral and multilateral trade arrangements, could adversely affect the insurance industry and our business. The insurance industry is disproportionately impacted by restraints on the free flow of capital and risk because the value it provides depends on the ability to globally diversify risk.

Reworded

Litigation or other disputes may result in significant financial losses and harm our reputation. Plaintiffs have brought and may bring lawsuits, including class actions, against us relating to, among other things, sales or underwriting practices, alleged agent misconduct, product design, product disclosure, product administration, fees charged, denial or delay of claims and benefits, rescission of policies, product suitability, claims-handling practices (including the permitted use of aftermarket, non-original equipment manufacturer auto parts),practices, loss valuation methodology, refund practices, employment and producer contracting matters, and breaches of duties to customers. Plaintiffs may seek very large or indeterminate amounts, including punitive and treble damages, and our reputation could be harmed. The damages claimed and the amount of any probable and estimable liability, if any, may remain unknown for substantial periods of time. Even when successful in the defense of such actions, we may incur significant attorneys’ fees, direct litigation costs and substantial amounts of management time that otherwise would be devoted to our business.

Reworded

From time to time, the participants in the insurance industry have been subject to investigations, litigation and regulatory scrutiny by various insurance, governmental and enforcement authorities concerning certain industry practices. In particular, financial services companies have been the subject of broad industry inquiries by state regulators and attorneys general that do not appear to be company-specific, such as those concerning business practices upon notification of death. We may receive inquiries and informational requests from insurance regulators and other government agencies in the jurisdictions in which our company operates. In addition, consumer advocacy groups or the media may also focus attention on certain insurance industry practices. We cannot predict the effect that investigations, litigation or regulatory activity or negative publicity from consumers or the media will have on the insurance industry or our company. Moreover, press coverage and other public statements that assert some form of wrongdoing, regardless of the factual basis for the assertions being made, could result in inquiry or investigation by regulators, legislators and/or law enforcement officials or in lawsuits. The involvement of our company in any investigations or litigation wouldmay cause our company to incur legal costs and can divert the time and effort of senior management,management., andIn ifthe event our company was found to have violated any laws, we could be required to pay fines and damages, potentially in material amounts. Our company could also be adversely affected by negative publicity and the implementation of any new industry-wide regulations that may result from such publicity, which could increase the regulatory burdens under which our company operates. Adverse publicity can also have an adverse effect on our reputation, the morale and performance of employees, and on business retention, which could adversely affect our results of operations.

Reworded

Our company has no direct operations and no significant assets other than the stock of our subsidiaries. Our ability to service our debt obligations or to pay dividends is limited by our status as a holding company. Moreover, none of our company’s subsidiaries are obligated to make funds available to us for the payment of our debt obligations orobligations, to pay dividends or otherwise. Additionally, our subsidiaries are subject to significant regulation which includes restrictions on certain of our subsidiaries’ ability to distribute cash to us, in some cases without prior regulatory approval, which may limit or restrict entirely our ability to service our debt obligations or to pay dividends on our preferred stock.

Reworded

We may also may make errors or fail to detect incorrect or incomplete information in any of the large number of transactions we process through our complex customer application, suitability review, administrative, financial reporting, and accounting systems. Our controls and procedures to prevent such errors may not be effective. For example, we may fail to escheat property timely and completely, or fail to detect, deter or mitigate fraud against us or our customers.

Reworded

Fluctuations in credit spreads can also contribute to the industry’s cyclicality and may have an adverse effect on our investment performance, including investment income, or cause realized and unrealized losses. We are subject to risks associated with potential declines in credit quality related to specific issuers or specific industries and a general weakening in the economy, which are typically reflected through credit spreads. Our exposure to credit spreads primarily relates to market price volatility and investment risk associated with the fluctuation in credit spreads. Additionally, fluctuations in credit spreads may adversely impact the actuarial balances such as policyholder reserves. Credit spreads increase or decrease in response to the market’s perception of risk and liquidity of a specific issuer or specific sector and are influenced by the credit ratings, and the reliability of those ratings, published by external rating agencies. Widening credit spreads may cause unrealized losses in our investment portfolio and increase losses associated with written credit protection derivatives used in replication transactions. Increases in credit spreads of issuers due to credit deterioration may result in higher levels of impairments. Tightening credit spreads may reduce our investment income and cause an increase in the reported value of certain liabilities that are valued using a discount rate that reflects our own credit spread.

Reworded

General economic and business conditions that impact the debt or equity markets could impact the availability of credit to, and cost of credit for, our company. Actions to reduce inflation, including raising interest rates, increase our cost of borrowing, which in turn could make it more difficult to obtain financing for our operations or investments on favorable terms. We utilize bilateral revolving credit facilities and other short-term borrowings,borrowings and the amount of interest charged on these facilities will fluctuate based on changes in underlying short-term interest rates. Any economic event that affects interest rates or the ability to refinance borrowings could materially adversely impact our financial condition. Continued movements in interest rates could also affect the discount rates used to value our assets, which in turn could cause their valuations to be reduced resulting in a material reduction in our equity value.

Reworded

Our subsidiaries are impacted by inflationary pressures.pressures, While inflation has eased and central banks began reducing interest rates in the second half of 2024, past price increases continue to affect households and weigh on confidence and spending power. The potential for increasedescalating tariffs and trade barriers, as well as increased geopolitical risks, adds uncertainty to the long-term outlook for inflation and interest rates, and a reacceleration of inflation could trigger a reversal in recent interest rate decreases. Interest rate increases or other government actions taken to reduce inflation could also result in recessionary pressures in many parts of the world. Higher interest rates or elevated interest rates for a sustained period could also result in an economic slowdown. Economic contraction or further deceleration in the rate of growth in certain industries, sectors or geographies may contribute to poor financial results at our subsidiaries.

Reworded

Continued risingRising inflation could adversely impact returns on our investment portfolio and results of operations. The effects of inflation can increase expense risk, resulting in increased costs in servicing and maintaining insurance, savings or reinsurance contracts, including direct expenses and allocations of overhead costs. Rising inflation could also negatively impact consumer confidence and spending power, decreasing demand for our products. Failure to accurately factor in continued rising inflation in our pricing assumptions may result in mispricing of our subsidiaries’ products, which could adversely impact our results of operations. In addition, inflation can also impact our investment portfolio rate of return and corresponding investment income.

Reworded

Certain of our property and casualty products and services are exposed to catastrophe related losses caused by natural events, such as floods, hurricanes, tornadoes, wildfires, droughts, earthquakes, snow, hail and windstorms, and manmade events, such as terrorism, riots, explosions, hazardous material releases, and utility outages. Our life, annuity and health products and services are exposed to the risk of catastrophic mortality or illness, such as a pandemic, an outbreak of an easily communicable disease, or another event that causes a large number of deaths or high morbidity. Certain of our investments are also exposed to catastrophes, including certain of our real estate and infrastructure investments. Our operating results may vary significantly from one period to the next since the likelihood, timing, severity, number or type of catastrophe events cannot be accurately predicted. Our losses in connection with catastrophic events are primarily a function of the severity of the event and the amount of our exposure in the affected area. Although we will actively manage our risk exposure to catastrophes through underwriting limits and processes, and further mitigate risk of loss through the purchase of reinsurance protection and other hedging instruments, an especially severe catastrophe or series of catastrophes could exceed our reinsurance or hedging protection and may have an adverse impact on our business, results of operations and/or financial condition.

Removed

The rise in the frequency of extreme weather events has increased natural disaster-related insurance claims, particularly from underwriting property insurance, requiring us to consider changes in premiums, product coverages, underwriting practices, and reinsurance utilization. There are concerns that the increased frequency and severity of weather-related catastrophes, such as floods, hurricanes and wildfires, and the corresponding increase in losses incurred by the industry in recent years, are indicative of changing weather patterns, whether as a result of global climate change caused by human activities or otherwise, which could cause such events to persist. Increased weather-related catastrophes would lead to higher overall losses, which we may not be able to recoup, particularly in a highly regulated and competitive environment, and higher reinsurance costs. Increased weather-related catastrophes could also result in increased credit exposure to reinsurers and other counterparties with which we do business. Certain catastrophe models assume an increase in frequency and severity of certain weather or other events, which could result in a disproportionate impact on insurers with certain geographic concentrations of risk. This would likely increase the risks of writing property insurance in coastal areas or areas susceptible to wildfires or flooding, particularly in jurisdictions that restrict pricing and underwriting flexibility. The threat of rising seas or other catastrophe losses as a result of climate change may also cause property values in coastal or such other communities to decrease, reducing the total amount of insurance coverage that is required. Climate change-related risks also present challenges to our ability to effectively underwrite, model and price risk. The effects of climate change could also lead to increased credit risk of other counterparties we transact business with, including reinsurers.

Reworded

There are concerns that the increased frequency and severity of weather-related catastrophes, such as floods, hurricanes and wildfires, are indicative of changing weather patterns, whether as a result of global climate change caused by human activities or otherwise, which could cause such events to persist. The effects of climate change could lead to increased credit risk of the counterparties we transact business with, including reinsurers. In addition, climate change could have an impact on assets in which we invest, resulting in realized and unrealized losses in future periods that could have an adverse impact on our results of operations and/or financial position. Such investment risks can include, but are not limited to, changes in supply and demand characteristics for fossil fuels, advances in low-carbon technology and renewable energy development, effects of extreme weather events on the physical and operating exposure of industries and issuers, and the transition that issuers make towards addressing climate risk in their own businesses. It is not possible to foresee with certainty which, if any, assets, industries or markets will be adversely affected, nor is it possible to foresee the magnitude of such effect.

Reworded

Our financial condition and results of operations could also be affected by changes in economic or other government policies or other political or economic developments in each country or region, as well as regulatory changes or administrative practices over which our company has no control, such as the regulatory environment related to our company’s business operations, concession agreements and periodic regulatory resets; interest rates; benchmark interest rate reforms; currency fluctuations; exchange controls and restrictions; inflation; tariffs; liquidity of domestic financial and capital markets; policies relating to tax; and other political, social, economic, and environmental developments that may occur in or affect the jurisdictions in which our subsidiaries are located or conduct business or the jurisdictions in which the customers of our subsidiaries are located or conduct business or both. For a description of insurance regulations, see Item 1A “Risk''Risk Factors —- Risks Relating to Regulation —- Our insurance business is highly regulated, and such regulation and any supervisory and enforcement policies, or changes thereto, may materially impact our capitalization or cash flows, reduce our profitability and limit our growth.”growth.'' In addition, operating costs can be influenced by a wide range of factors, including the need to comply with the directives of central and local government authorities. It is difficult to predict government policies and what form of laws and regulations will be adopted or how they will be construed by the relevant courts, or the extent to which any changes may adversely affect our company. Any reforms to benchmark interest rates could create significant risks and challenges for our company and our subsidiaries. The discontinuance of, or changes to, benchmark interest rates require adjustments to agreements to which our company and other market participants are parties, as well as to related systems and processes.

Removed

In addition, operating costs can be influenced by a wide range of factors, including the need to comply with the directives of central and local government authorities. It is difficult to predict government policies and what form of laws and regulations will be adopted or how they will be construed by the relevant courts, or the extent to which any changes may adversely affect our company. Any reforms to benchmark interest rates could create significant risks and challenges for our company and our subsidiaries. The discontinuance of, or changes to, benchmark interest rates require adjustments to agreements to which our company and other market participants are parties, as well as to related systems and processes.

Reworded

We also have exposure to many other counterparties, including in the financial services industry. Many of these transactions expose us to credit risk in the event of default of our counterparty, either with respect to insufficient collateral that cannot be realized or is liquidated at prices not sufficient to recover the full amount of the related loan or derivative exposure, or in the case of default of unsecured debt instruments or derivative transactions. Our derivative counterparties may fail to perform. Our efforts to maintain quality and credit exposure concentration limits may be inadequate to mitigate this risk. Counterparties’ failure to deliver on their derivative instrument obligations may impose costs on us to fund indexpayments and credits on our fixedproducts indexin annuities.excess of what we expected. We may be unable to enforce our counterparties’ obligations to post collateral to secure their obligations to us. Among other things, a downturn in the U.S. or other economies could increase any or all of these risks.

Reworded

If there is a significant amount of unanticipated policyholder withdrawal, lapse or claim activity, our company may be required to dispose of such illiquid assets on unfavorable terms. We may be forced to sell investments as a result of a lapse or surrender of all or some of the policies or as a result of claims activity in our property and casualty business.policies. If we were forced to sell certain of our assets, there can be no assurance that we would be able to sell them for the values at which such assets are recorded, and we might be forced to sell them at significantly lower prices. In addition, in many cases we may be prohibited by contract or applicable securities laws from selling such securities for a period of time. When we hold a security or position, it is vulnerable to price and value fluctuations and may experience losses if we are unable to timely sell, hedge or transfer the position. Thus, it may be impossible or costly for us to liquidate positions rapidly in order to meet unexpected withdrawal obligations. If we are unable to liquidate assets to offset withdrawal or lapse activity, it could have an adverse effect on our financial position and results of operations, as well as our financial ratios, which could affect compliance with our credit instruments and rating agency capital adequacy measures.

Reworded

Our investment portfolio may include investments in securities of issuers basedor assets outside the U.S., including emerging markets, which may be riskier than securitiesinvestments ofin U.S. issuers.issuers and assets.

Reworded

We may invest in securitiesissuers ofor issuersassets organized or basedlocated outside the U.S. that may involve heightened risks in comparison to the risks of investing in U.S. securities,assets, including unfavorable changes in currency rates and exchange control regulations, reduced and less reliable information about issuers and markets, less stringent accounting standards, illiquidity of securities and markets, higher brokerage commissions, transfer taxes and custody fees, local economic or political instability and greater market risk in general. In particular, investing in securitiesissuers ofor issuersassets located in emerging market countries involves additional risks, such as exposure to economic structures that are generally less diverse and mature than, and to political systems that can be expected to have less stability than, those of developed countries; national policies that restrict investment by foreigners in certain issuers or industries of that country; the absence of legal structures governing foreign investment and private property; an increased risk of foreclosure on collateral located in such countries; a lack of liquidity due to the small size of markets for securities of issuers located in emerging markets; and price volatility.

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Management's Discussion & Analysis (MD&A) (10-K Item 7)

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46removed paragraphs
30reworded paragraphs
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Removed heading “2023 (Successor) vs 2022 (Successor and Predecessor)”

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“2023 (Successor) vs 2022 (Successor and Predecessor)”
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Removed text topics: fine
“The assumptions used in the amortization calculation for DAC and DSI include full surrenders, partial withdrawals, mortality, utilization, premium persistency, reset assumptions associated with lifetime income benefit riders and the option budget assumption. The Company reviews and updates actuarial experience assumptions serving as inputs to the models that establish the expected life for DAC and other actuarial balances during the third quarter of each year, or more frequently if evidence suggests assumptions should be revised. …”
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Removed text topics: impairment
“Investment related losses decreased by $45 million for the year ended December 31, 2023, compared to the period from May 25, 2022 to December 31, 2022 and the Predecessor period from January 1, 2022 to May 24, 2022, primarily due to non-recurring realized losses that occurred in Q4 2022 when the Company repositioned a significant portion of its investment portfolio into higher yielding investments. For the year ended December 31, 2023, realized investment losses from real estate impairments were offset by net gains on equity securities.”
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New text topics: interest rate
“For the year ended December 31, 2025, we reported net income of $533 million, compared to a net income of $729 million in the prior year. The decrease is primarily due to a decline in net premiums and policyholder benefits and claims incurred as a result of a more competitive PRT market in the current year resulting in our decision to allocate capital to our retail annuity and funding agreement opportunities in 2025. …”
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Removed text topics: inflation
“Liabilities for unpaid claims and claim adjustment expenses (“CAE”) are established to provide for the estimated costs of paying claims. These reserves include estimates for both case reserves and incurred but not reported claims (“IBNR”) liabilities. Case reserves include the liability for reported but unpaid claims and are determined on either a judgment or a formula basis depending on the timing and type of the loss. IBNR liabilities include a provision for potential development on case reserves, losses on claims currently closed which may reopen in the future, as well as IBNR claims. …”
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Removed text topics: interest rate
“Change in fair value of insurance-related derivatives and embedded derivatives represents the fair value change of call options used to fund the equity-indexed annuity and universal life contracts as well as the fair value change of embedded derivatives of these contracts. Fair value changes are impacted by the expected and actual performance of the indices the call options relate to as well as interest rates used to estimate our embedded derivatives. …”
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Reworded

Management's discussion and analysis reviews our consolidated financial position at December 31, 20242025 compared with December 31, 2023, December 31, 2022, and May 24, 20222024, and our consolidated results of operations for the years ended December 31, 20242025, 2024, and 2023, the successor period of May 25, 2022 to December 31, 2022, and the predecessor period of January 1, 2022 to May 24, 2022 and where appropriate, factors that may affect future financial performance. This analysis should be read in conjunction with our audited consolidated financial statements, notes thereto and selected consolidated financial data appearing elsewhere in this report.

Reworded

(2)Premiums differ from gross annuity sales in Pension Risk Transfer (“PRT”), since premiums are recognized as revenue when due while they are included in sales upon deal close, which is confirmed by the counterparty.

Reworded

For the year ended December 31, 2024,2025, we reported total net premiums of $5.5$1.7 billion, compared to net premiums of $3.5$3.7 billion in the prior year. The increasedecrease of $2.0 billion is primarily driven by continueda growth within the PRT business and the executiondecrease of the Company’s first U.K. reinsurance transaction, reinsuring $1.3$1.8 billion ofin pension liabilities. Net premiums for ourthe Annuities segment increased by $2.1 billion due to growtha more competitive PRT market resulting in PRTour businessdecision asto noted.allocate Ourcapital P&Cto segmentour decreasedretail byannuity $139and funding agreement opportunities in 2025, coupled with a decrease of $134 million due to anthe increaseimpact of reinsurance agreements executed in cededour premiumsLife withInsurance the cession of the specialty market group block of business beginning in Q1 2024.segment.

Added

For the year ended December 31, 2024, we reported total net premiums of $3.7 billion, compared to $1.7 billion in the prior year. The increase of $2.0 billion is primarily driven by continued growth within the PRT business and the execution of the Company’s first U.K. reinsurance transaction, reinsuring $1.3 billion of pension liabilities. Net premiums for our Annuities segment increased by $2.0 billion due to growth in PRT business as noted.

Removed

For the year ended December 31, 2023, we reported total net premiums of $3.5 billion, compared to $1.5 billion for the period from May 25, 2022 to December 31, 2022, and $979 million for the Predecessor period from January 1, 2022 to May 24, 2022. The increase of $1.1 billion for the year ended December 31, 2023, compared to the period from May 25, 2022 to December 31, 2022 and the Predecessor period from January 1, 2022 to May 24, 2022, is primarily driven by entrance into the PRT market in 2023.

Removed

Net premiums for our P&C segment increased by $143 million for the year ended December 31, 2023, compared to the period from May 25, 2022 to December 31, 2022 and the Predecessor period from January 1, 2022 to May 24, 2022, due to continued strong sales within the P&C business. Our Annuities segment increased by $1.0 billion for the year ended December 31, 2023, compared to the period from May 25, 2022 to December 31, 2022 and the Predecessor period from January 1, 2022 to May 24, 2022, primarily due to entrance into the PRT market in 2023.

Removed

(1)Gross annuity sales differ from premiums in Pension Risk Transfer, since premiums are recognized as revenue when due while they are included in sales upon deal close, which is confirmed by the counterparty.

Added

(2)Gross annuity sales differ from premiums in Pension Risk Transfer, since premiums are recognized as revenue when due while they are included in sales upon deal close, which is confirmed by the counterparty.

Added

For the year ended December 31, 2025, we reported total gross annuity sales of $19.5 billion, compared to gross annuity sales of $13.6 billion in the prior year. The increase of $5.9 billion is primarily due to the addition of a full year of fixed index annuity deposits generated by American Equity subsequent to the completion of the acquisition as well as the commencement of our funding agreement programs in 2025. These increases were partially offset by a decrease in PRT sales during 2025 due to a more competitive PRT market resulting in our decision to allocate capital to our retail annuity and funding agreement opportunities in 2025.

Added

2024 vs 2023

Removed

2023 (Successor) vs 2022 (Successor and Predecessor)

Removed

For the year ended December 31, 2023, we reported total gross annuity sales of $5.4 billion, compared to gross annuity sales of $380 million for the period from May 25, 2022 to December 31, 2022, and $1.1 billion for the Predecessor period from January 1, 2022 to May 24, 2022. The increase of $3.9 billion for the year ended December 31, 2023, compared to the period from May 25, 2022 to December 31, 2022 and the Predecessor period from January 1, 2022 to May 24, 2022, is primarily due to strong sales of fixed rate annuities and entrance into the PRT market in 2023.

Reworded

The following table summarizes the financial results of our business for the years ended December 31, 20242025, 2024, and December 31, 2023, the period from May 25, 2022 to December 31, 2022, and the Predecessor period from January 1, 2022 to May 24, 20222023:

Added

For the year ended December 31, 2025, we reported net income of $533 million, compared to a net income of $729 million in the prior year. The decrease is primarily due to a decline in net premiums and policyholder benefits and claims incurred as a result of a more competitive PRT market in the current year resulting in our decision to allocate capital to our retail annuity and funding agreement opportunities in 2025. In addition, unfavorable fair value movements in our fixed index annuity reserves driven by movements in interest rates and equity market performance used in the valuation of these liabilities and an increase in amortization of deferred policy acquisition costs, deferred sales inducements and value of business acquired as a result of the acquisition of American Equity contributed to a decrease in net income. These impacts were offset by increased net investment income due to the inclusion of American Equity for a full year following the acquisition. Additionally, the prior year included investment related losses due to the transfer of assets associated with the RGA reinsurance transaction and a non-recurring deferred income tax recovery in relation to the corporate income tax regime in Bermuda.

Removed

For the year ended December 31, 2024, we reported net income of $729 million, compared to a net income of $392 million in the prior year. The increase is primarily due to an increase in net premiums as a result of the closing of a U.K. pension risk transfer deal during Q4 2024. In addition, net investment income and other policy revenue increased due to the inclusion of American Equity following the acquisition. This increase was partially offset by an increase in policyholder benefits and claims incurred due to growth in the PRT business, an increase in investment related losses due to the transfer of assets associated with the RGA reinsurance transaction and volatility on equity positions, an increase in interest sensitive contract benefits, amortization of deferred policy acquisition costs, deferred sales inducements, and value of business acquired, and operating expenses due to the inclusion of American Equity following the acquisition.

Reworded

Net premiums and other policy revenue were $6.2$2.4 billion for the year ended December 31, 2024,2025, compared to $3.9$4.3 billion in the prior year. The increasedecrease of $2.3$1.9 billion is primarily duea toresult growthof lower PRT related premiums in the current year due to a more competitive PRT businessmarket partiallywhich offsetresulted byin our decision to allocate capital to our retail annuity and funding agreement opportunities during 2025. Additionally, there was an increase in ceded premiums with the cession of thecertain specialtylife market group block ofinsurance business beginning in Q1Q3 2024. Additionally, there was an increase in other policy revenue which reflects surrender fee and rider fee income recognized on annuity policies added following the acquisition of American Equity.

Added

Net investment income increased by $1.4 billion for the year ended December 31, 2025, relative to the prior year. Net investment income is comprised of interest and dividends earned on fixed income investments and equity investments, as well as other miscellaneous income from equity accounted investments primarily consisting of real estate partnerships and investment funds. The increase was primarily driven by the growth in our investment portfolio due to a full year contribution from American Equity following the acquisition, coupled with the continued rotation into higher yielding investment strategies.

Added

Investment related gains (losses) increased by $425 million relative to the prior year. The increase was primarily due to the non-recurrence of realized losses on investments driven by the transfer of assets pursuant to the RGA reinsurance transaction, which was effective July 1, 2024, as well as volatility on equity positions.

Added

Policyholder benefits and claims incurred decreased by $1.8 billion for the year ended December 31, 2025, relative to the prior year. The decrease is primarily due to a decrease in the PRT business in 2025 which resulted in lower reserves year over year. Additionally, there was a decrease in claims incurred due to the impact of business ceded to RGA beginning in Q3 2024.

Added

Interest sensitive contract benefits represent interest credited to policyholders’ account balances (“PAB”) from our investment contracts with customers. For the year ended December 31, 2025, interest sensitive contract benefits increased by $281 million, which was primarily driven by an increase in the in-force block of annuities business following the acquisition of American Equity with a full year of that impact in 2025.

Added

Amortization of deferred policy acquisition costs, deferred sales inducements and value of business acquired were $1.0 billion for the year ended December 31, 2025, compared to $587 million in the prior year. The increase of $421 million was due to an increase in the amortization of VOBA due to a full year impact of the increase in the VOBA asset and related amortization following the acquisition of American Equity, as well as the continued growth of the annuities business, which increases the deferred acquisition cost and deferred sales inducements asset.

Added

Change in fair value of insurance-related derivatives and embedded derivatives represents the fair value change of call options used to fund the equity-indexed annuity and universal life contracts as well as the fair value change of embedded derivatives of these contracts. Fair value changes are impacted by the expected and actual performance of the indices the call options relate to as well as interest rates used to estimate our embedded derivatives. The increase in expense of $310 million is attributable to the impact of interest rates and equity market performance on the fair value of the embedded derivatives and equity-indexed options as well as the net impact of assumption updates from the annual assumption review used in the calculation of the fair value of the embedded derivatives .

Added

Change in fair value of market risk benefits represents the mark-to-market movements of our liability based on the protection to the policyholder from capital market risks. The loss of $725 million for the year ended December 31, 2025 or an increase of $728 million year-over-year is primarily due to the impact of interest rates and equity markets on the valuation of these liabilities as well as the net impact of assumption updates as a result of the annual assumption review used in the calculation of the fair value of market risk benefits. Additionally, the market risk benefit liabilities increased as a result of the acquisition of American Equity leading to increases in the change in the fair value of these liabilities.

Added

Operating expenses were $725 million for the year ended December 31, 2025 compared to $701 million to the prior year, which represents an increase of $24 million. The increase was primarily driven by additional costs incurred to support the continued growth of our business as well as a full year of American Equity’s operating expenses following the acquisition in 2024, partially offset by a non-recurring expense saving at American National related to changes in its pension plan.

Added

Interest expense on borrowings increased by $18 million for the year ended December 31, 2025 compared to the prior year. The increase is primarily as a result of increased borrowings with the new term loan entered into in May 2024, senior notes issued in June 2025, junior subordinated notes issued in August 2025, as well as the acquisition of American Equity which included legacy senior notes and subordinated debt. These increases in interest expense were partially offset by recurring repayments of the term loan during 2025.

Added

Income tax expense (benefit) was $(20) million for the year ended December 31, 2025 compared to $(199) million in the prior year. In both years, the tax benefit was due to the recognition of a deferred tax asset related to the recently enacted Bermuda corporate income tax. Excluding this benefit, the company’s effective tax rate was slightly higher than the U.S federal statutory rate of 21% primarily due to changes in its valuation allowance on its deferred tax assets.

Added

Income (loss) from discontinuing operations, net of tax was $126 million for the year ended December 31, 2025 compared to $111 million in the prior year or an increase of $15 million. The increase was largely attributable to improvements in our loss experience arising from underwriting actions implemented over the past twelve months on the property casualty block of business which was disposed of during 2025 as discussed in Note 28 - Discontinued Operations.

Added

For the year ended December 31, 2024, we reported net income of $729 million, compared to a net income of $392 million in the prior year. The increase is primarily due to an increase in net premiums as a result of the closing of a reinsurance transaction with respect to a U.K. pension risk transfer deal during Q4 2024. In addition, net investment income and other policy revenue increased due to the inclusion of American Equity following the acquisition. This increase was partially offset by an increase in policyholder benefits and claims incurred due to growth in the PRT business, an increase in investment related losses due to the transfer of assets associated with the RGA reinsurance transaction and volatility on equity positions, an increase in interest sensitive contract benefits, amortization of deferred policy acquisition costs, deferred sales inducements, and value of business acquired and operating expenses due to the inclusion of American Equity following the acquisition.

Added

Net premiums and other policy revenue were $4.3 billion for the year ended December 31, 2024, compared to $2.1 billion in the prior year. The increase of $2.3 billion is primarily due to growth in the PRT business. Additionally, there was an increase in other policy revenue which reflects surrender fee and rider fee income recognized on annuity policies added following the acquisition of American Equity.

Reworded

Policyholder benefits and claims incurred increased by $2.1$2.2 billion for the year ended December 31, 2024, relative to the prior year. The increase is primarily due to an increase in growth of the PRT business which resulted in higher reserves. Additionally, there was an increase in catastrophe claims on the property and casualty business due to weather related incidents. These increases were partially offset by a decrease in claims incurred due to the impact of business ceded to RGA beginning in Q2 2024.

Reworded

Interest sensitive contract benefits represent interest credited to policyholders’ account balances (“PAB”) from our investment contracts with customers, as well as amortization of deferred revenue.customers. For the year ended December 31, 2024, interest sensitive contract benefits increased by $1.3 billion, which was primarily driven by an increase in the in-force block of annuities business following the acquisition of American Equity.

Reworded

Operating expenses were $880$701 million for the year ended December 31, 20242024, compared to $601$430 million tofor the prior year, which represents an increase of $279$271 million. The increase was primarily driven by transaction expenses incurred related to the acquisition of American Equity as well as an increase associated with eight months of operating expenses from American Equity subsequent to the acquisition.

Added

Income tax expense (benefit) was $(199) million for the year ended December 31, 2024 compared to $43 million in the prior year. In both years, the Company recognized a tax benefit due to the recognition of a deferred tax asset related to the recently enacted Bermuda corporate income tax. Excluding this benefit, the company’s effective tax rate in 2024 was slightly higher than the U.S federal statutory rate of 21% primarily due to changes in its valuation allowance on its deferred tax assets. In 2023 the tax rate was slightly lower than the U.S. federal rate primarily due to tax credit benefits.

Added

Income (loss) from discontinuing operations, net of tax was $111 million for the year ended December 31, 2024 compared to $(12) million in the prior year or an increase of $123 million. The increase was largely attributable to improvements in our loss experience arising from underwriting actions implemented in the prior year on the property casualty block of business which was disposed of during 2025 as discussed in Note 28 - Discontinued Operations.

Removed

For the year ended December 31, 2023, we reported net income of $392 million, compared to a net income of $324 million for the period from May 25, 2022 to December 31, 2022, and net income of $131 million for the Predecessor period from January 1, 2022 to May 24, 2022. The decrease of $63 million for the year ended December 31, 2023, compared to the period from May 25, 2022 to December 31, 2022 and the Predecessor period from January 1, 2022 to May 24, 2022, is primarily due to an increase in policyholder benefits and claims incurred as a result of the Company closing on several PRT deals in 2023, which increased the corresponding reserve balance. This was partially offset by an increase in net premiums due to the closing of the aforementioned PRT deals and an increase in net investment income due to redeployment of capital into higher yielding investments.

Removed

Net premiums and other policy revenue were $3.9 billion for the year ended December 31, 2023, compared to $1.7 billion for the period from May 25, 2022 to December 31, 2022, and $1.1 billion for the Predecessor period from January 1, 2022 to May 24, 2022. The increase of $1.1 billion for the year ended December 31, 2023, compared to the period from May 25, 2022 to December 31, 2022 and the Predecessor period from January 1, 2022 to May 24, 2022, is primarily due to an increase in net premiums as a result of the closing of several PRT deals during 2023.

Removed

Net investment income was $1.4 billion for the year ended December 31, 2023, compared to $700 million for the period from May 25, 2022 to December 31, 2022, and $513 million for the Predecessor period from January 1, 2022 to May 24, 2022. Net investment income is comprised of interest and dividends earned on fixed income investments and equity investments, as well as other miscellaneous income from equity accounted investments primarily consisting of real estate partnerships and investment funds. The increase of $175 million for the year ended December 31, 2023, compared to the period from May 25, 2022 to December 31, 2022 and the Predecessor period from January 1, 2022 to May 24, 2022, was driven by an increase in effective yield due to rotation of the investment portfolio into higher yielding investments in line with a targeted investment strategy.

Removed

Investment related losses decreased by $45 million for the year ended December 31, 2023, compared to the period from May 25, 2022 to December 31, 2022 and the Predecessor period from January 1, 2022 to May 24, 2022, primarily due to non-recurring realized losses that occurred in Q4 2022 when the Company repositioned a significant portion of its investment portfolio into higher yielding investments. For the year ended December 31, 2023, realized investment losses from real estate impairments were offset by net gains on equity securities.

Removed

Policyholder benefits and claims incurred were $3.3 billion for the year ended December 31, 2023, compared to $1.2 billion for the period from May 25, 2022 to December 31, 2022, and $831 million for the Predecessor period from January 1, 2022 to May 24, 2022. The increase of $1.3 billion for the year ended December 31, 2023, compared to the period from May 25, 2022 to December 31, 2022 and the Predecessor period from January 1, 2022 to May 24, 2022, is primarily due to the closing of several PRT deals in 2023 which led to a corresponding increase in reserves.

Removed

Interest sensitive contract benefits represent interest credited to PAB from our investment contracts with customers, as well as amortization of deferred revenue. For the year ended December 31, 2023, interest sensitive contract benefits were $480 million, compared to $217 million for the period from May 25, 2022 to December 31, 2022, and $150 million for the Predecessor period from January 1, 2022 to May 24, 2022. The increase of $113 million for the year ended December 31, 2023, compared to the period from May 25, 2022 to December 31, 2022 and the Predecessor period from January 1, 2022 to May 24, 2022, is primarily a result of higher retail annuity sales as well as higher interest credited rates due to market conditions.

Removed

Amortization of deferred policy acquisition costs, deferred sales inducements and value of business acquired were $525 million for the year ended December 31, 2023, compared to $319 million for the period from May 25, 2022 to December 31, 2022, and $227 million for the Predecessor period from January 1, 2022 to May 24, 2022. The decrease of $21 million for the year ended December 31, 2023, compared to the period from May 25, 2022 to December 31, 2022 and the Predecessor period from January 1, 2022 to May 24, 2022, is a result of deferred policy acquisition costs being written off partially offset by the establishment of VOBA, in conjunction with the acquisition, which reduced the amortization of deferred policy acquisitions costs, deferred sales inducements, and value of business acquired.

Removed

Change in fair value of insurance-related derivatives and embedded derivatives represents the fair value change of call options used to fund the equity-indexed annuity and universal life contracts as well as the fair value change of embedded derivatives of these contracts. Fair value changes are impacted by the expected and actual performance of the indices the call options relate to as well as interest rates used to estimate our embedded derivatives. Change in fair value of insurance-related derivatives and embedded derivatives for the year ended December 31, 2023 was a loss of $36 million, compared to a gain of $23 million for the period from May 25, 2022 to December 31, 2022, and a loss of $31 million for the Predecessor period from January 1, 2022 to May 24, 2022. The increase in the loss for the year ended December 31, 2023, compared to the period from May 25, 2022 to December 31, 2022 and the Predecessor period from January 1, 2022 to May 24, 2022, is attributable to the impact of interest rates and equity market performance on the fair value of the embedded derivatives and equity-indexed options.

Removed

Change in fair value of market risk benefits represents the mark-to-market movements of our liability based on the protection to the policyholder from capital market risks. Change in fair value of market risk benefits for the year ended December 31, 2023 was a gain of $69 million, compared to a gain of $102 million for the period from May 25, 2022 to December 31, 2022, and no impact for the Predecessor period from January 1, 2022 to May 24, 2022. The decrease in the gain for the year ended December 31, 2023, compared to the period from May 25, 2022 to December 31, 2022 and the Predecessor period from January 1, 2022 to May 24, 2022, is primarily due to movements in interest rates used in the valuation of these liabilities.

Removed

Operating expenses were $601 million for the year ended December 31, 2023, compared to $322 million for the period from May 25, 2022 to December 31, 2022, and $258 million for the Predecessor period from January 1, 2022 to May 24, 2022. The increase of $21 million for the year ended December 31, 2023, compared to the period from May 25, 2022 to December 31, 2022 and the Predecessor period from January 1, 2022 to May 24, 2022, is primarily due to additional costs incurred to support the continued growth of our business.

Removed

Interest expense on borrowings were $99 million for the year ended December 31, 2023, compared to $42 million for the period from May 25, 2022 to December 31, 2022, and $0 million for the Predecessor period from January 1, 2022 to May 24, 2022. The increase of $57 million for the year ended December 31, 2023, compared to the period from May 25, 2022 to December 31, 2022 and the Predecessor period from January 1, 2022 to May 24, 2022, is primarily due to acquisition financing that was issued at American National.

Reworded

The following table presents DOE of each of our reporting segments for the years ended December 31, 20242025, 2024, and December 31, 2023, and the period from May 25, 2022 to December 31, 20222023:

Added

Annuities – DOE within our annuities business represents contribution from both our retail and institutional platforms. DOE increased by $524 million for the year ended December 31, 2025 to the prior year. The increase is primarily attributable to an increased asset base from the acquisition of American Equity and continued growth of the business as well as deployment into higher yielding investment strategies.

Added

Life Insurance – DOE decreased by $41 million for the year ended December 31, 2025 compared to the prior year. The decrease was primarily driven by the impact of the RGA reinsurance treaty executed during the third quarter of 2024.

Removed

2024 vs. 2023

Removed

Property and Casualty – DOE increased by $132 million for the year ended December 31, 2024 compared to the prior year. The increase was primarily driven by improvements in our loss experience arising from underwriting actions implemented during the prior year.

Removed

2023 vs. 2022

Removed

Annuities – DOE within our annuities business represents contribution from both our retail and institutional platforms. DOE increased by $266 million for the year ended December 31, 2023, compared to the period from May 25, 2022 to December 31, 2022, with the increase primarily driven by a full year of DOE from American National in 2023 coupled with increased investment income from our continued rotation of the portfolio into higher yielding investment strategies.

Removed

Property and Casualty – DOE decreased by $63 million for the year ended December 31, 2023, compared to the period from May 25, 2022 to December 31, 2022, with the decrease primarily a result of higher catastrophe losses experienced during 2023.

Removed

Life Insurance – DOE increased by $50 million for the year ended December 31, 2023, compared to the period from May 25, 2022 to December 31, 2022, with the increase primarily driven by favorable mortality experience coupled with higher investment income.

Reworded

Total assets increased by $85.3$9.0 billion during the year to $121.2$130.3 billion. The increase wasis primarily relateddriven toby the acquisition of $81.2 billion of assets from American Equity as well as growth as a result ofnet annuity inflows which results in increased cash and PRTinvestment sales during the year.purchases.

Removed

Total investments increased by $52.5 billion from December 31, 2023 to December 31, 2024. The increase primarily relates to the acquisition of $43.0 billion of investments from American Equity, the transfer of investments previously held in the North End Re coinsurance trust as a result of the recapture of the North End Re reinsurance treaty, and the deployment of excess cash and cash from new sales into investments during the year.

Reworded

CashTotal and cash equivalentsinvestments increased by $8.1$12.6 billion from December 31, 20232024 to December 31, 2024.2025. The increase is primarily relatesdriven toby the acquisitionnet ofannuity $13.4inflows billionand redeployment of cash and cash equivalents frominto Americanfixed Equity partially offset by the impact of deploying excess cash intomaturity investments subsequentresulting toin theincreased acquisition.investment purchases.

Added

Cash and cash equivalents increased by $793 million from December 31, 2024 to December 31, 2025. The increase is primarily driven by annuity sales during the period not yet deployed into our investments. We continue to maintain a strong liquidity position across our segments. For further information, refer to “Liquidity and Capital Resources” section within this MD&A.

Reworded

Deferred policy acquisition costs (“DAC”), deferred sales inducements (“DSI”) and value of business acquired (“VOBA”) are capitalized costs directly related to writing new policyholder contracts and include the VOBA intangible assets. During the year, the balance increased by $9.7$1.0 billion, primarily driven by the additiondeferral of $7.2 billion of VOBA related to the acquisition ofcosts Americanand Equity.sales Additionally, deferralsinducements associated with writing new business contributedduring tothe an increase of $1.6 billion of DAC and DSI assets,period, partially offset by $939 million ofthe amortization of existing DAC, DSI and VOBA recorded during the year. Additionally, the recapture of the North End Re reinsurance treaty resulted in a $2 billion increase in VOBA which was previously recognized as ceded VOBA and reduced the VOBA asset recognized in the acquisition of American Equity.VOBA.

Removed

Ceded unearned premiums represent a portion of unearned premiums ceded to reinsurers. The increase of $87 million from December 31, 2023 to December 31, 2024 is primarily driven by additional reinsurance agreements intended to reduce our exposure to products deemed non-core.

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What changed in the latest 10-Q

Comparing 10-Q filed 2026-08-13 (period ending 2026-06-30) with 10-Q filed 2026-05-14 (period ending 2026-03-31).

Risk Factors (10-Q Part II, Item 1A)

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28 → 28words in section

The section in the latest 10-Q reads in full:

We describe certain factors that may affect our business or operations under "Risk Factors" in Part I, Item 1A, of our 2025 Annual Report on Form 10-K.

No wording changes found in this section.

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Management's Discussion & Analysis (MD&A) (10-Q Part I, Item 2)

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46reworded paragraphs
4,431 → 5,750words in section

Largest changes (selected automatically by length and topic keywords; quoted verbatim, no commentary)

New text topics: interest rate
“For the six months ended June 30, 2026, we reported a net income of $203 million, compared to a net loss of $(54) million for the same period in 2025. The change in net income (loss) is primarily driven by decreases in the expense associated with the change in fair value of market risk benefits and the expense associated with the change in fair value of insurance-related derivatives and embedded derivatives as a result of equity market and interest rate movements. …”
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New text topics: impairment
“Operating expenses increased by $44 million for the six months ended June 30, 2026 compared to the same period in 2025, primarily driven by a one-time impairment of office property as well as non-recurring expenses related to the termination of the sale of new life insurance products through its career agent distribution channel in Q2 2026.”
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Reworded topics: impairment

Paragraph as it now reads, with added and removed wording marked:

Operating expenses decreasedwere by $18$230 million for the three months ended MarchJune 31,30, 20262026, compared to $168 million for the same period in 2025, a increase of $62 million. The increase was primarily driven by a one-time impairment of office property as well as approximately $17 million of non-recurring transactionexpenses related expenseto inthe 2025.termination of the sale of new life insurance products through its career agent distribution channel.
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New text topics: interest rate
“Change in fair value of insurance-related derivatives and embedded derivatives decreased by $424 million for the six months ended June 30, 2026 compared to the same period of 2025. The decrease was primarily due to the impact of interest rates and equity market performance on the fair value of the embedded derivatives and equity-indexed options.”
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New text topics: interest rate
“The decrease in the change in fair value of market risk benefit of $66 million for the six months ended June 30, 2026 compared to the same period of 2025 was primarily due to the impact of interest rates and equity markets on the valuation of these liabilities.”
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New text
“Prior to October 1, 2025, the Company was organized into three segments, annuities, life insurance, and property and casualty. As discussed in Note 26 - Discontinued Operations, the Company completed the transfer of the P&C Subsidiaries on October 1, 2025. Subsequently during Q2 2026, it was announced that the sale of new life insurance products by American National through its career agent distribution channel would be terminated. American National had previously ceased selling new life insurance policies through its multiple-line and independent agent distribution channels in 2025. …”
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Reworded

Management's discussion and analysis reviews our unaudited condensed consolidated financial position at MarchJune 31,30, 2026 compared with December 31, 2025, and our unaudited condensed consolidated results of operations for the three and six months ended MarchJune 31,30, 2026 and 2025, and where appropriate, factors that may affect future financial performance. This analysis should be read in conjunction with our unaudited condensed consolidated financial statements, notes thereto and selected condensed consolidated financial data appearing elsewhere in this Form 10-Q as well as the December 31, 2025 audited consolidated financial statements included in the Form 10-K, filed with the SEC on March 30, 2026. Interim operating results for the three and six months ended MarchJune 31,30, 2026 are not necessarily indicative of the results expected for the entire year. Preparation of financial statements requires use of management estimates and assumptions.

Reworded

•third partiesthird-party service-provider failures to perform or to comply with legal or regulatory requirements.

Reworded

Through our insurance subsidiaries, our Company is focused on being a source of certainty for individuals and institutions through a range of insurance and retirement services. Our business is presently conducted through our subsidiaries under two operating segments: Annuities and Life Insurance.

Added

Prior to October 1, 2025, the Company was organized into three segments, annuities, life insurance, and property and casualty. As discussed in Note 26 - Discontinued Operations, the Company completed the transfer of the P&C Subsidiaries on October 1, 2025. Subsequently during Q2 2026, it was announced that the sale of new life insurance products by American National through its career agent distribution channel would be terminated. American National had previously ceased selling new life insurance policies through its multiple-line and independent agent distribution channels in 2025. The transfer of the P&C Subsidiaries and withdrawal from the life insurance business represent strategic shifts for ANGI and accordingly, the property and casualty and life insurance segments are no longer reportable segments as the Company’s chief operating decision maker (“CODM”) is no longer allocating resources to those businesses and rather is focused on ANGI consolidated. See Note 24 - Segment Reporting for more information.

Reworded

Results of Operations for the Three and Six Months Ended MarchJune 31,30, 2026 and 2025

Reworded

For the three months ended MarchJune 31,30, 2026, we reported total net premiums of $145$142 million, compared to net premiums of $458$354 million for the same period in 2025. The decrease of $313$212 million is a result of a smaller PRT market during 2026.2026 and our pricing discipline related to expected returns on this business.

Added

For the six months ended June 30, 2026, we reported total net premiums of $287 million, compared to net premiums of $812 million for the same period in 2025. The decrease of $525 million is a result of a smaller PRT market during 2026 and our pricing discipline related to expected returns on this business as noted above.

Reworded

For the three months ended MarchJune 31,30, 2026, we reported total gross annuity sales of $3.8$3.7 billion, compared to gross annuity sales of $3.8$4.3 billion infor the priorsame yearperiod period.in Annuity2025. The decrease of $571 million is primarily due to decreased sales were largely consistent quarter over quarter led by increased salesactivity in some of our fixed rateindex retail annuity product.product Thiscoupled was offset bywith a decreasedecline in PRT sales due to a smaller PRT market duringin 2026.2026 and our pricing discipline related to expected returns on the PRT business.

Added

For the six months ended June 30, 2026, we reported total gross annuity sales of $7.5 billion, compared to gross annuity sales of $8.1 billion in the prior year period. Annuity sales declined quarter over quarter due to decreased sales in our fixed index annuity product. Additionally, PRT sales decreased due to a smaller PRT market during 2026 and our pricing discipline related to expected returns on the business.

Reworded

The following table summarizes the financial results of our business for the three and six months ended MarchJune 31,30, 2026 and 2025:

Reworded

For the three months ended MarchJune 31,30, 2026, we reported a net lossincome of $(1)$204 million, compared to a net lossincome of $(206)$152 million for the same period in 2025. The changeincrease inof net$52 incomemillion (loss) iswas primarily driven by decreasesa inbenefit the expense associated with the change in fair value of market risk benefits and the expense associated withfrom the change in fair value of insurance-related derivatives and embedded derivatives as a result of equity market and interest rate movements. Additionally, there was an increase in net investment income due to continued rotation into higher yielding investment strategies andmovements, a decrease in policyholder benefits and claims incurred, partiallyand offsetan by a decreaseincrease in net premiums,investment due to lower PRT sales.income. Those impacts were partially offset by an increase in interest sensitive contract benefits due to higher index credits during the current period, an increase in the change fair value of market risk benefits, a decrease in net premiums, and an increase in amortizationoperating of DAC, DSI, and VOBA which are a result of continued growth of the annuity business.expenses.

Reworded

Net premiums and other policy revenue ofwere $307 million decreased by $300$332 million for the three months ended MarchJune 31,30, 2026, compared to $526 million for the same period in 20252025. The decrease of $194 million was primarily dueattributable to lower PRT sales in the quarter as compared to the prior year period due to a smaller PRT market during 2026.year.

Reworded

Net investment income increased by $38$150 million for the three months ended MarchJune 31,30, 2026, compared to the same period in 2025. Net investment income comprise interest and dividends recognized on financial instruments, equity investments and other miscellaneous fee income. The increase in 2026 was primarily driven by the increase in assets under management due to sustained growth of the business as well as the continued rotation into higher yielding investment strategies.

Reworded

TheWe Companyrecorded realized$59 million of investment related losses of $30 milliongains for the three months ended MarchJune 31,30, 2026, an increase of $70 million compared to gains of $3 million for the same period in 2025. The decrease in investment gains of $33 millionincrease was primarily duedriven toby the change in unrealized gains (losses) on equity securities duringas 2026.well as an increase in realized gains recognized on investments in certain limited partnerships and limited liability companies.

Reworded

Policyholder benefits and claims incurred decreasedwere by $371$244 million for the three months ended MarchJune 31,30, 2026, compared to $510 million for the same period in 2025. The decrease isof $266 million was primarily due to a reductiondecrease in PRT sales which resulted in lower reserve changes.

Added

Interest sensitive contract benefits represent interest credited to policyholders’ account balances from our investment contracts with customers. During the three months ended June 30, 2026, interest sensitive contract benefits increased $277 million over the same period in 2025 due to new annuity business issued and an increase in index credits as a result of equity market movements, partially offset by surrender and withdrawal activities.

Removed

For the three months ended March 31, 2026, interest sensitive contract benefits increased compared to the same period in 2025 by $33 million which was primarily driven by an increase in the in-force block of annuity business due to continued growth of the business.

Reworded

Amortization of deferred policy acquisition costs, deferred sales inducements and value of business acquired increased by $34$25 million compared to the same period in 2025, primarily due to the continued growth of the annuity business which increases the deferred acquisition cost and deferred sales inducements assets.

Reworded

Change in fair value of insurance-related derivatives and embedded derivatives decreased by $61$363 million for the three months ended MarchJune 31,30, 2026 compared to the same period of 2025. The decrease was primarily due to the impact of interest rates and equity market performance on the fair value of the embedded derivatives and equity-indexed options.

Reworded

The decrease in the changeChange in fair value of market risk benefitbenefits represents the mark-to-market movements of $222our liability based on protection to the policyholder from capital market risk. The increase in the fair value of market risk benefits of $156 million for the three months ended MarchJune 31,30, 2026 compared to the same period of 2025 was primarily due to the impact of interest rates and equity markets on the valuation of these liabilities.

Reworded

Operating expenses decreasedwere by $18$230 million for the three months ended MarchJune 31,30, 20262026, compared to $168 million for the same period in 2025, a increase of $62 million. The increase was primarily driven by a one-time impairment of office property as well as approximately $17 million of non-recurring transactionexpenses related expenseto inthe 2025.termination of the sale of new life insurance products through its career agent distribution channel.

Added

The decrease of $7 million of interest expense on borrowings compared to the same period in 2025 was mainly due to the consolidation impact of certain investments in variable interest entities.

Removed

Interest expense on borrowings increased by $5 million for the three months ended March 31, 2026 compared to the same period in 2025 primarily as a result of increased borrowings with senior notes issued in June 2025 and junior subordinated notes entered into in August 2025. These increases in interest expense were partially offset by recurring repayments of the term loan during 2025.

Reworded

Income tax expense was $17$72 million for the three months ended MarchJune 31,30, 2026, resulting in an effective tax rate of 85.0%.25.7%. This is compared to a $(62)$27 million tax benefitexpense and a 21.3%19.4% effective tax rate for the same period in 2025. For the three months ended MarchJune 31,30, 2026, the Company’s effective rate was higher than the statutory rate of 21% primarily due to the impact of permanent differences relative to comparatively low net income before income taxes. Items impacting the rate included changes to our Bermuda deferred tax asset and tax credit project expenses whichcharged resulted in a 70% increase in the effectiveto tax rate.expense. For the three month period ended MarchJune 31,30, 2025, the Company’s effective tax rate was not materially different from the statutory rate of 21%.

Reworded

Income from discontinuing operations, net of tax was $0 million for the three months ended MarchJune 31,30, 2026 compared to $26$42 million for the same period in 2025. Income from discontinuing operations in the prior period was largelyprimarily attributable to improvementsunrealized gains on the equity securities portfolio coupled with net premiums in ourexcess of policyholder benefits and claims incurred due to improved loss experience arising from underwriting actions implemented on the property casualty block of business which was disposed of during 2025 as discussed in Note 26 - Discontinued Operations.

Added

For the six months ended June 30, 2026, we reported a net income of $203 million, compared to a net loss of $(54) million for the same period in 2025. The change in net income (loss) is primarily driven by decreases in the expense associated with the change in fair value of market risk benefits and the expense associated with the change in fair value of insurance-related derivatives and embedded derivatives as a result of equity market and interest rate movements. Additionally, there was an increase in net investment income due to continued rotation into higher yielding investment strategies and a decrease in policyholder benefits and claims incurred, partially offset by a decrease in net premiums, due to lower PRT sales. Those impacts were partially offset by an increase in interest sensitive contract benefits due to an increase in index credits from changes in the equity market and an increase in amortization of DAC, DSI, and VOBA which are a result of continued growth of the annuity business.

Added

Net premiums and other policy revenue of $639 million decreased by $494 million for the six months ended June 30, 2026, compared to the same period in 2025 primarily due to lower PRT sales as compared to the prior year period due to a smaller PRT market during 2026 and our pricing discipline related to expected return on this business.

Added

Net investment income increased by $188 million for the six months ended June 30, 2026, compared to the same period in 2025. The increase was primarily driven by the increase in assets under management due to sustained growth of the business as well as continued rotation into higher yielding investment strategies.

Added

The Company realized investment related gains of $29 million for the six months ended June 30, 2026, compared to losses of $8 million for the same period in 2025. The increase in investment gains of $37 million was primarily due to the change in unrealized gains/losses on equity securities during 2026 as well as realized gains on investments in certain limited partnerships and limited liability corporations.

Added

Policyholder benefits and claims incurred decreased by $637 million for the six months ended June 30, 2026, compared to the same period in 2025. The decrease is primarily due to a reduction in PRT sales which resulted in lower reserve changes.

Added

For the six months ended June 30, 2026, interest sensitive contract benefits increased by $310 million compared to the same period in 2025 primarily driven by an increase in the in-force block of annuity business due to continued growth of the business as well as higher index credits driven by the change in equity market activity.during the period.

Added

Amortization of deferred policy acquisition costs, deferred sales inducements and value of business acquired increased by $59 million compared to the same period in 2025, primarily due to continued growth of the annuity business which increases the deferred acquisition cost and deferred sales inducements assets.

Added

Change in fair value of insurance-related derivatives and embedded derivatives decreased by $424 million for the six months ended June 30, 2026 compared to the same period of 2025. The decrease was primarily due to the impact of interest rates and equity market performance on the fair value of the embedded derivatives and equity-indexed options.

Added

The decrease in the change in fair value of market risk benefit of $66 million for the six months ended June 30, 2026 compared to the same period of 2025 was primarily due to the impact of interest rates and equity markets on the valuation of these liabilities.

Added

Operating expenses increased by $44 million for the six months ended June 30, 2026 compared to the same period in 2025, primarily driven by a one-time impairment of office property as well as non-recurring expenses related to the termination of the sale of new life insurance products through its career agent distribution channel in Q2 2026.

Added

Interest expense on borrowings decreased by $2 million for the six months ended June 30, 2026 compared to the same period in 2025 primarily as a result of recurring repayments of the term loan during 2025 partially offset by increased borrowings with senior notes issued in June 2025 and junior subordinated notes entered into in August 2025.

Added

Income tax expense was $89 million for the six months ended June 30, 2026, resulting in an effective tax rate of 29.7%. This is compared to a $(35) million tax benefit and a 23.0% effective tax rate for the same period in 2025. For the six months ended June 30, 2026, the Company’s effective rate was higher than the statutory rate of 21% primarily due to changes to our Bermuda deferred tax asset and tax credit project expenses charged to tax expense. For the six month period ended June 30, 2025, the Company’s effective tax rate was not materially different from the statutory rate of 21%.

Added

Income from discontinuing operations, net of tax was $0 million for the six months ended June 30, 2026 compared to $68 million for the same period in 2025. Income from discontinuing operations in the prior period was primarily attributable to unrealized gains on the equity securities portfolio coupled with net premiums in excess of policyholder benefits and claims incurred due to improved loss experience arising from underwriting actions implemented on the property casualty block of business which was disposed of during 2025 as discussed in Note 26 - Discontinued Operations.

Reworded

The following table presents DOE of each of our reporting segmentssegment for the three and six months ended MarchJune 31,30, 2026 and 2025:

Reworded

Annuities – DOE decreased by $25$29 million for the three months ended MarchJune 31,30, 2026 compared to the same period in 2025. The decrease is primarily attributable to an increase in the cost of funds due to higher option costs and crediting rates and a decrease in netproduct premiums and policyholder benefits due to a smaller PRT market during 2026 as well as an increase in interest sensitive contract benefitscharges as a result of increasedlower newsurrender businessactivity optionin costs and fixed interest. These changes were2026 partially offset by increased net investment income from our continued deployment into higher yielding investment strategies coupled with an increased asset base from annuity sales over the past twelve months.strategies.

Added

DOE decreased by $64 million for the six months ended June 30, 2026 compared to the same period in 2025. The decrease is primarily attributable to an increase in cost of funds as a result of increased new business option costs and fixed interest. These changes were partially offset by increased investment income from our continued deployment into higher yielding investment strategies coupled with an increased asset base from annuity sales over the past twelve months.

Removed

Life Insurance – DOE decreased by $12 million for the three months ended March 31, 2026 compared to the same period in 2025. The decrease was driven by the continued impact of the executed RGA reinsurance treaty executed during the third quarter of 2024.

Reworded

Comparison as of MarchJune 31,30, 2026 and December 31, 2025

Reworded

The following table summarizes the financial position as of MarchJune 31,30, 2026 and December 31, 2025:

Reworded

MarchJune 31,30, 2026 vs. December 31, 2025

Reworded

Total assets increased by $149$1.5 millionbillion during the period to $130.4$131.7 billion. The increase is primarily driven by net annuity inflows which results in increased cash and investment purchases as well as additional capitalization of deferred policy acquisition costs and deferred sales inducements due to continued strong annuity sales.

Reworded

Total investments increased by $3.0$4.9 billion from December 31, 2025 to MarchJune 31,30, 2026. The increase is primarily driven by net annuity inflows and redeploymentdeployment of cash and cash equivalents into fixed maturity investments resulting in increased investment purchases.purchases, partially offset by the change in net unrealized investment losses.

Reworded

Cash and cash equivalents decreased by $2.7$3.2 billion from December 31, 2025 to MarchJune 31,30, 2026. The decrease is primarily driven by the deployment of funds into our investments. We continue to maintain a strong liquidity position across our segments.business. For further information, refer to “Liquidity and Capital Resources” section within this MD&A.

Reworded

Deferred tax assets decreased by $14$25 million from December 31, 2025 to MarchJune 31,30, 2026. The decrease is primarily due to changes in the deferred tax asset related to the Bermuda corporate income tax.

Reworded

Other assets decreasedincreased by $36$88 million during the year to $2.8$2.9 billion. The balance includes current tax asset, market risk benefit asset, as well as other miscellaneous receivables, and is primarily attributable to investment transaction settlement timing and change in volume partially offset by a decrease in the current tax assets as a result of changes to net income (loss) before income taxes.

Reworded

Separate account assets and liabilities both decreasedincreased by $42$52 million during 2026, primarily due to net realized capital gains on investments during the period, partially offset by policyholder benefits and withdrawals during the quarter as well as net realized losses on investments.withdrawals.

Reworded

Future policy benefits and policyholders’ account balances increased by $911$3.0 millionbillion during 2026 primarily driven by annuity sales during the period and the impact of changes in interest rates and equity markets on the valuation of the embedded derivatives during the period.

Reworded

Market risk benefits decreasedincreased by $35$215 million during 2026 primarily due to the impact of changes in interest rates and equity markets.

Reworded

Other liabilities decreased by $219$497 million during 2026. The balance includes the reinsured market risk benefits liability, accrued interest on debt and other miscellaneous payables. The decrease during 2026 is primarily driven by a decrease in deferred tax liabilities as a result of changes in unrealized gains or losses and futurethe policy benefitstiming and a decreasechange in miscellaneousvolume payablesof dueinvestment totransaction timing.settlements.

Reworded

Today, we have significant liquidity within our insurance portfolios, giving us flexibility to secure attractive investment opportunities. In addition to a portfolio of highly liquid financial assets, our operating companies have additional access to liquidity from sources such as the Federal Home Loan Bank (“FHLB”) and access to a sub-allocation under the Brookfield Wealth Solutions Ltd. revolving credit facility. As of MarchJune 31,30, 2026, the Company had no drawings and a total of $1.2$1.4 billion undrawn commitment available related to the FHLB program, and access to $500 million of capacity under the revolving credit facility.

Reworded

Liquidity within our insurance subsidiaries may be restricted from time to time due to regulatory constraints. As of MarchJune 31,30, 2026, the Company’s total liquidity was $53.3$52.8 billion, which included $502$422 million of cash and cash equivalents held outside of the regulated insurance companies.

Reworded

Comparison of the ThreeSix Months Ended MarchJune 31,30, 2026 and 2025

Reworded

The following table presents a summary of our cash flows and ending cash balances for the threesix months ended MarchJune 31,30, 2026 and 2025:

Reworded

For the threesix months ended MarchJune 31,30, 2026, we generated $699$1.4 millionbillion of cash from operating activities compared to $672$1.2 millionbillion during 2025, primarily due to an increase in net investment income due to continued rotation into higher yielding investment strategiesstrategies, partially offset by an increase in operating expenses for threethe six months ended MarchJune 31,30, 2026 compared to the threesix months ended MarchJune 31,30, 2025 as detailed above.

Reworded

For the threesix months ended MarchJune 31,30, 2026, cash outflows arose as we deployed cash and cash equivalents held as of December 31, 2025 to primarily short-term investments and available-for-sale fixed maturity securities and mortgage loans as we continued to rotate our investment portfolio into higher yielding investment strategies. This resulted in net deployment of $4.3$6.2 billion of cash from investing activities, compared to net deployment of $5.7$3.1 billion in the prior year.

Showing the first 60 of 68 changed paragraphs. The complete comparison will be part of Pro (coming soon). Meanwhile you can read the full text in the original filing.

ANG-PD insider buying and selling (Form 4)

Since 2026-04-11, insiders reported open-market purchases in 0 Form 4 filings and open-market sales in 0 filings. Totals add up every open-market (code P and S) line in those filings, using the prices reported in the filings. Awards, option exercises, tax withholding and gifts are listed below but not counted.

No Form 4 stock transactions in this period.

Well-known investors holding ANG-PD (13F)

None of the 59 investors we track reported a position in their latest 13F.

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