Document/ExhibitDescriptionPagesSize
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3: EX-10.51 Material Contract HTML 156K
4: EX-21.1 Subsidiaries List HTML 69K
5: EX-23.1 Consent of Expert or Counsel HTML 60K
8: EX-97 Clawback Policy re: Recovery of Erroneously HTML 77K Awarded Compensation
6: EX-31.1 Certification -- §302 - SOA'02 HTML 68K
7: EX-32.1 Certification -- §906 - SOA'02 HTML 63K
14: R1 Cover Page HTML 127K
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Narrative (Details)
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Adjusted Balance Sheet to Apply Adopted Guidance
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79: R66 Summary of Significant Accounting Policies - HTML 195K
Adjusted Income Statement and Comprehensive Income
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Adjusted Cash Flows to Apply Adopted Guidance
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estimated fair values of our financial instruments
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mortgages (Details)
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116: R103 Reinsurance - Schedule of premiums written and HTML 84K
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allowance for credit losses before adoption
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118: R105 Reinsurance - Summary of the composition of pool HTML 141K
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119: R106 Reinsurance - Summary of the impact of funds HTML 105K
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120: R107 Reinsurance - Narrative (Details) HTML 96K
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123: R110 Variable Interest Entities - Interests in HTML 99K
Consolidated VIEs in the Consolidated Income
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124: R111 Variable Interest Entities - Unconsolidated VIEs HTML 87K
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125: R112 Variable Interest Entities - Narrative (Details) HTML 82K
126: R113 Derivatives and Hedge Accounting - Notional HTML 135K
amounts and fair values of derivative instruments
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127: R114 Derivatives and Hedge Accounting - Notional HTML 82K
Amounts of Derivatives with Related Parties and
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128: R115 Derivatives and Hedge Accounting - Balance sheet HTML 74K
location (Details)
129: R116 Derivatives and Hedge Accounting - Narrative HTML 91K
(Details)
130: R117 Derivatives and Hedge Accounting - Fair value HTML 85K
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132: R119 Deferred Policy Acquisition Costs - LDTI and VOBA HTML 134K
Adoption Adjustments (Details)
133: R120 Deferred Policy Acquisition Costs - Rollforward of HTML 119K
LDTI and VOBA (Details)
134: R121 Deferred Policy Acquisition Costs - Rollforward of HTML 113K
DSI (Details)
135: R122 Deferred Policy Acquisition Costs - Deferred Sales HTML 100K
Inducement (Details)
136: R123 Goodwill and Other Intangible Assets - Schedule of HTML 89K
goodwill (Details)
137: R124 Goodwill and Other Intangible Assets - Narrative HTML 62K
(Details)
138: R125 Future Policy Benefits - Schedule of Future policy HTML 137K
benefits (Details)
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liability for future policy benefits (Details)
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expenses, and gross premiums (Details)
142: R129 Future Policy Benefits - Income statement HTML 84K
information (Details)
143: R130 Future Policy Benefits - Weighted-average interest HTML 81K
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144: R131 Future Policy Benefits - Deferred Profit Liability HTML 85K
(Details)
145: R132 Future Policy Benefits - Schedule of liabilities HTML 130K
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146: R133 Future Policy Benefits - Summary of separate HTML 68K
accounts (Details)
147: R134 Future Policy Benefits - Rollforward of universal HTML 111K
life policies (Details)
148: R135 Policyholder Contract Deposits and Other HTML 97K
Policyholder Funds - Policyholder Contract Deposit
(Details)
149: R136 Policyholder Contract Deposits and Other HTML 147K
Policyholder Funds - Rollforward of Policyholder
Contract Deposit (Details)
150: R137 Policyholder Contract Deposits and Other HTML 215K
Policyholder Funds - Account balances by
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151: R138 Policyholder Contract Deposits and Other HTML 97K
Policyholder Funds - Funding arrangements
(Details)
152: R139 Policyholder Contract Deposits and Other HTML 64K
Policyholder Funds - Other Policyholder Funds
(Details)
153: R140 Policyholder Contract Deposits and Other HTML 78K
Policyholder Funds - Unexpired Risk Reserve
(Details)
154: R141 Policyholder Contract Deposits and Other HTML 84K
Policyholder Funds - Unearned revenue liability
(Details)
155: R142 Market Risk Benefits - Balances and changes in HTML 131K
market risk benefits (Details)
156: R143 Market Risk Benefits - Rollforward of market risk HTML 148K
benefits (Details)
157: R144 Market Risk Benefits - Schedule of market risk HTML 75K
benefits (Details)
158: R145 Debt - Schedule of Debt (Details) HTML 139K
159: R146 Debt - Schedule of maturities of debt (Details) HTML 122K
160: R147 Debt - Senior and Unsecured Notes and Delayed Draw HTML 138K
Term Loan (Details)
161: R148 Debt - Hybrid Junior Subordinated Notes (Details) HTML 78K
162: R149 Debt - Affiliated Notes (Details) HTML 101K
163: R150 Debt - CRBGLH Notes and Junior Subordinated HTML 87K
Debentures (Details)
164: R151 Debt - Debt Cash Tender Offers (Details) HTML 71K
165: R152 Debt - Revolving Credit Agreement (Details) HTML 86K
166: R153 Debt - Letter of Credits (Details) HTML 75K
167: R154 Debt - Consolidated Investment Entities Credit HTML 80K
Facilities (Details)
168: R155 Separate Account Assets and Liabilities - Separate HTML 99K
account assets (Details)
169: R156 Separate Account Assets and Liabilities - separate HTML 101K
account liabilities (Details)
170: R157 Contingencies, Commitments and Guarantees - Lease HTML 77K
commitments (Details)
171: R158 Contingencies, Commitments and Guarantees - HTML 79K
Schedule of future undiscounted cash flows
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172: R159 Contingencies, Commitments and Guarantees - Other HTML 71K
Commitments (Details)
173: R160 Equity - Dividends (Details) HTML 98K
174: R161 Equity - Rollforward of Common Stock (Details) HTML 99K
175: R162 Equity - Retained earnings (Details) HTML 68K
176: R163 Equity - Rollforward of Accumulated other HTML 175K
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177: R164 Equity - Schedule of OCI reclassification HTML 119K
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178: R165 Equity - Reclassification of significant items out HTML 103K
of accumulated other comprehensive income
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179: R166 Equity - Nonredeemable Noncontrolling Interest HTML 85K
(Details)
180: R167 Equity - Non-redeemable and redeemable HTML 94K
noncontrolling interest (Details)
181: R168 Earnings Per Common Share - Narrative (Details) HTML 81K
182: R169 Earnings Per Common Share - Schedule of EPS HTML 113K
(Details)
183: R170 Statutory Financial Data and Restrictions - HTML 74K
Schedule of Statutory Financial Data and
Restrictions (Details)
184: R171 Statutory Financial Data and Restrictions - HTML 86K
Narrative (Details)
185: R172 Share-Based Compensation Plans - Schedule of HTML 64K
share-based compensation expense recognized in
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186: R173 Share-Based Compensation Plans - Summary of HTML 88K
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187: R174 Share-Based Compensation Plans - Narrative HTML 114K
(Details)
188: R175 Share-Based Compensation Plans - Schedule of HTML 82K
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189: R176 Share-Based Compensation Plans - Schedule of stock HTML 99K
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191: R178 Income Taxes - Narrative (Details) HTML 129K
192: R179 Income Taxes - Schedule of income (Loss) From HTML 70K
Continuing Operations Before Income Tax Expense
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193: R180 Income Taxes - Schedule of income tax expense HTML 74K
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194: R181 Income Taxes - Schedule of reconciliation between HTML 129K
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195: R182 Income Taxes - Schedule of components of the net HTML 102K
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196: R183 Income Taxes - Schedule of reconciliation of the HTML 72K
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197: R184 Related Parties - Schedule of Material Revenues HTML 95K
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‘EX-97’ — Clawback Policy re: Recovery of Erroneously Awarded Compensation
The Corebridge Financial, Inc. (“Corebridge”) Board of Directors (the “Board”) has established this Corebridge Accounting Restatement Clawback Policy (this “Policy”) to encourage sound risk management and increase individual
accountability by providing for the recovery, in the event of an Accounting Restatement, of Incentive-Based Compensation received by Covered Employees on or after October 2, 2023 (the “Effective Date”). This Policy applies to Incentive-Based Compensation received after the Effective Date, even if such Incentive-Based Compensation was approved, awarded, granted or paid to Covered Employees prior to the Effective Date.
This Policy is designed to comply with, and shall be interpreted consistent with, Section 10D of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), Rule 10D-1 promulgated under the Exchange Act (“Rule 10D-1”) and Section 303A.14 of the New York Stock Exchange (“NYSE”)
Listed Company Manual (the "Listing Standards”).
Administration
The Board or a committee thereof, as may be designated by the Board from time to time, will administer this Policy. The Board and any such designated committee of the Board are referred to herein as the “Administrator”. Actions of the Administrator pursuant to this Policy may be taken by the vote of a majority of its members. The Administrator is authorized, subject to the provisions of this Policy, to make such determinations and interpretations and to take such actions in connection with this Policy as it deems necessary or advisable. All determinations and interpretations made by the Administrator will be final, binding and conclusive. In the administration of this Policy, if the Administrator
is other than the Board, the Administrator is authorized and directed to consult with the full Board or such other committees of the Board as may be necessary or appropriate as to matters within the scope of such other committee’s responsibility and authority. Subject to any limitation at applicable law, the Administrator may authorize and empower any officer or employee of Corebridge to take any and all actions necessary or appropriate to carry out the purpose and intent of this Policy (other than with respect to any recovery under this Policy involving such officer or employee).
Definitions
“Accounting Restatement” means an accounting restatement of Corebridge’s financial statements due to Corebridge’s material noncompliance with any financial reporting requirement under the securities laws, including any required accounting
restatement to correct an error in previously issued financial statements that is material to the previously issued financial statements, or that would result in a material misstatement if the error were corrected in the current period or left uncorrected in the current period.
“Applicable Period” means the three completed fiscal years immediately preceding the date on which Corebridge is required to prepare an Accounting Restatement, as well as any transition period (that results from a change in Corebridge’s fiscal year) within or immediately following those three completed fiscal years (except that a transition period that comprises a period of at least nine months shall count as a completed fiscal year). The “date on which Corebridge is required to prepare an Accounting Restatement” is the earlier to occur of (a)
the date the Audit Committee of the Board concludes, or reasonably should have concluded, that Corebridge is required to prepare an Accounting Restatement, or (b) the date a court, regulator, or other legally authorized body directs Corebridge to prepare an Accounting Restatement, in each case regardless of if or when the restated financial statements are filed.
“Covered Employees” means Corebridge’s current and former executive officers, as determined by the Administrator in accordance with the definition of executive officer set forth in Rule 10D-1 and the Listing Standards.
“Financial Reporting Measure” means any measure that is determined and presented in accordance with the accounting principles used in
preparing Corebridge’s financial statements, and any measure that is derived wholly or in part from such measure. Financial Reporting Measures include but are not limited to the following (and any measures derived from the following): Corebridge’s stock price; total shareholder return (“TSR”); revenues; net income; operating income; profitability of one or more reportable segments; financial ratios (e.g., accounts receivable turnover and inventory turnover rates); earnings before interest, taxes, depreciation and amortization; funds from operations and adjusted funds from operations; liquidity
measures (e.g., working capital, operating cash flow); return measures (e.g., return on invested capital, return on
assets); earnings measures (e.g., earnings per share); cost per employee, where cost is subject to an Accounting Restatement; any of such financial reporting measures relative to a peer group, where Corebridge’s financial reporting measure is subject to an Accounting Restatement; and tax basis income. A Financial Reporting Measure need not be presented within Corebridge’s financial statements or included in a filing with the Securities Exchange Commission.
“Incentive-Based Compensation” means any compensation that is granted, earned, or vested based wholly or in part upon the attainment of a Financial Reporting Measure and received by a Covered Employee (a) after beginning services as a Covered Employee, (b) if the
Covered Employee served as a Covered Employee at any time during the performance period for such Incentive-Based Compensation and (c) while Corebridge had a listed class of securities on a national securities exchange. Incentive-Based Compensation is “received” for purposes of this Policy in Corebridge’s fiscal period during which the Financial Reporting Measure specified in the Incentive-Based Compensation award is attained, even if the payment or grant of such Incentive-Based Compensation occurs after the end of that period.
Exercise of Clawback Authority
If Corebridge is required to prepare an Accounting Restatement, Corebridge shall promptly recoup the amount of any Erroneously Awarded Compensation received by any Covered Employee during the Applicable Period.
The
amount of “Erroneously Awarded Compensation” subject to recovery under this Policy, as determined by the Administrator, is the amount of Incentive-Based Compensation received by the Covered Employee that exceeds the amount of Incentive-Based Compensation that would have been received by the Covered Employee had it been determined based on the restated amounts.
Erroneously Awarded Compensation shall be computed by the Administrator without regard to any taxes paid by the Covered Employee in respect of the Erroneously Awarded Compensation. By way of example, with respect to any compensation plans or programs that take into account Incentive-Based Compensation, the amount of Erroneously Awarded Compensation subject to recovery hereunder includes, but is not limited to, the amount contributed to any notional account based on Erroneously Awarded Compensation and any
earnings accrued to date on that notional amount.
For Incentive-Based Compensation based on stock price or TSR: (a) the Administrator shall determine the amount of Erroneously Awarded Compensation based on a reasonable estimate of the effect of the Accounting Restatement on the stock price or TSR upon which the Incentive-Based Compensation was received; and (b) Corebridge shall maintain documentation of the determination of that reasonable estimate and provide such documentation to NYSE.
The Administrator shall determine, in its sole discretion, the timing and method for promptly recouping Erroneously Awarded Compensation hereunder, which may include without limitation (a) seeking reimbursement of all or part of any cash or equity-based
award, (b) canceling prior cash or equity-based awards, whether vested or unvested or paid or unpaid, (c) canceling or offsetting against any planned future cash or equity-based awards, (d) forfeiture of deferred compensation, subject to compliance with Section 409A of the Internal Revenue Code and the regulations promulgated thereunder, and (e) any other method authorized by applicable law or contract. Subject to compliance with any applicable law, the Administrator may affect recovery under this Policy from any amount otherwise payable to the Covered Employee, including amounts payable to such individual under any otherwise applicable Corebridge plan, arrangement, policy or program, including
base salary, bonuses or commissions and compensation previously deferred by the Covered Employee.
Exceptions
Corebridge is authorized and directed pursuant to this Policy to recoup Erroneously Awarded Compensation in compliance with this Policy unless a majority of the independent directors of the Board have determined that recovery would be impracticable solely for the following limited reasons, and subject to the following procedural and disclosure requirements:
•the direct expense paid to a third party to assist in enforcing the Policy would exceed the amount to be recovered. Before concluding that it would be impracticable to recover any amount of Erroneously Awarded Compensation based on expense of enforcement, the Administrator must make a reasonable
attempt to recover such erroneously awarded compensation, document such reasonable attempt(s) to recover, and provide that documentation to NYSE;
2
•recovery would violate a U.S. law that was adopted prior to November 28, 2022. Before concluding that it would be impracticable to recover any amount of Erroneously Awarded Compensation based on violation of U.S. law, the Administrator must satisfy the applicable opinion and disclosure requirements of Rule 10D-1 and the Listing Standards; or
•recovery would likely cause an otherwise tax-qualified retirement
plan, under which benefits are broadly available to Corebridge employees, to fail to meet the requirements of 26 U.S.C. 401(a)(13) or 26 U.S.C. 411(a) and regulations thereunder.
Amendment and Termination
The Board may terminate this Policy at any time. The Board may also, from time to time, suspend, discontinue, replace, revise or amend this Policy in any respect whatsoever, and shall amend this Policy as it deems necessary to comply with applicable law or any rules or standards adopted by a national securities exchange on which Corebridge’s securities are listed.
Other Recoupment Rights
The Board intends that this Policy shall be applied to the fullest extent of the law. Any forfeiture, recoupment and/or repayment under this Policy will be in addition to any other
forfeiture, recoupment and/or repayment rights, or other rights or remedies that may be available under applicable law, or any other program or policy, employment agreement, equity award agreement or similar agreement, including termination of employment. Nothing in this Policy will be deemed to limit or restrict Corebridge from providing for forfeiture, recoupment and/or repayment of compensation under circumstances not set forth in this Policy, or limit or restrict the application of any other clawback or recoupment policy of Corebridge or its affiliates that may apply to compensation or benefits received by a Covered Employee.
No Covered Employee Indemnification
Notwithstanding the terms of any indemnification or insurance policy or any contractual arrangement with any Covered Employee that may be interpreted to the contrary, Corebridge shall not indemnify any Covered Employees against the
loss of any Erroneously Awarded Compensation, including any payment or reimbursement for the cost of third-party insurance purchased by any Covered Employees to fund potential clawback obligations under this Policy.
Administrator Indemnification
No member of the Board or employee of Corebridge exercising such person’s responsibilities under this Policy (each such person, an “Indemnitee”) will have liability to any person for any action taken or omitted to be taken or any determination made in good faith with respect to this Policy. Each Indemnitee will be indemnified and held harmless by Corebridge against and from any loss, cost, liability or expense (including attorneys’ fees) that may be imposed upon or incurred by such Indemnitee in connection with or resulting from any action, suit or proceeding
to which such Indemnitee may be a party or in which such Indemnitee may be involved by reason of any action taken or omitted to be taken under this Policy and against and from any and all amounts paid by such Indemnitee, with Corebridge’s approval, in settlement thereof, or paid by such Indemnitee in satisfaction of any judgment in any such action, suit or proceeding against such Indemnitee; provided that Corebridge will have the right, at its own expense, to assume and defend any such action, suit or proceeding and, once Corebridge gives notice of its intent to assume the defense, Corebridge will have sole control over such defense with counsel of Corebridge’s choice.
The foregoing right of indemnification will not be available to an Indemnitee to the extent that a court of competent jurisdiction in a final judgment or other final adjudication, in either case, not subject to further
appeal, determines that the acts or omissions of such Indemnitee giving rise to the indemnification claim resulted from such Indemnitee’s bad faith, fraud or willful misconduct. The foregoing right of indemnification will not be exclusive of any other rights of indemnification to which Indemnitees may be entitled under Corebridge’s Amended and Restated Certificate of Incorporation or Second Amended and Restated By-laws, as a matter of law or otherwise, or any other power that Corebridge may have to indemnify such persons or hold them harmless.
Successors
This Policy shall be binding and enforceable against all Covered Employees and their beneficiaries, heirs, executors, administrators or other legal
representatives.
3
Dates Referenced Herein and Documents Incorporated by Reference
