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American International Group, Inc. – ‘8-K’ for 1/24/23

On:  Monday, 1/30/23, at 5:01pm ET   ·   For:  1/24/23   ·   Accession #:  950103-23-1387   ·   File #:  1-08787

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 1/30/23  American Int’l Group, Inc.        8-K:5,9     1/24/23   13:310K                                   Davis Polk & … LLP 01/FA

Current Report   —   Form 8-K

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Current Report                                      HTML     35K 
 2: EX-99.1     Miscellaneous Exhibit                               HTML     39K 
 3: EX-99.2     Miscellaneous Exhibit                               HTML     12K 
 8: R1          Cover                                               HTML     50K 
11: XML         IDEA XML File -- Filing Summary                      XML     14K 
 9: XML         XBRL Instance -- dp187861_8k_htm                     XML     22K 
10: EXCEL       IDEA Workbook of Financial Reports                  XLSX      8K 
 5: EX-101.DEF  XBRL Definitions -- aig-20230124_def                 XML     75K 
 6: EX-101.LAB  XBRL Labels -- aig-20230124_lab                      XML    104K 
 7: EX-101.PRE  XBRL Presentations -- aig-20230124_pre               XML     72K 
 4: EX-101.SCH  XBRL Schema -- aig-20230124                          XSD     15K 
12: JSON        XBRL Instance as JSON Data -- MetaLinks               27±    36K 
13: ZIP         XBRL Zipped Folder -- 0000950103-23-001387-xbrl      Zip     36K 


‘8-K’   —   Current Report


This is an HTML Document rendered as filed.  [ Alternative Formats ]



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 i 0000005272  i false 0000005272 2023-01-24 2023-01-24 0000005272 AIG:CommonStockParValue2.50PerShareMember 2023-01-24 2023-01-24 0000005272 AIG:Sec4.875SeriesA3JuniorSubordinatedDebenturesMember 2023-01-24 2023-01-24 0000005272 AIG:DepositarySharesEachRepresenting11000Member 2023-01-24 2023-01-24 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM  i 8-K

 

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): January 30, 2023 ( i January 24, 2023)

 

 i AMERICAN INTERNATIONAL GROUP, INC.
(Exact name of registrant as specified in its charter)

 i Delaware 

 

 i 1-8787 

 

 i 13-2592361 

(State or Other Jurisdiction of Incorporation)   (Commission File Number)  

(IRS Employer

Identification No.)

 i 1271 Avenue of the Americas

 i New York,  i New York

   i 10020
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code:  ( i 212)  i 770-7000

     
(Former name or former address, if changed since last report)
 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

  i  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
  i  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
  i  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
  i  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class Trading Symbol(s) Name of each exchange on which registered
 i Common Stock, Par Value $2.50 Per Share  i AIG  i New York Stock Exchange
 i 4.875% Series A-3 Junior Subordinated Debentures  i AIG 67EU  i New York Stock Exchange
 i Depositary Shares Each Representing a 1/1,000th Interest in a Share of Series A 5.85% Non-Cumulative Perpetual Preferred Stock  i AIG PRA  i New York Stock Exchange

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 

 

Emerging growth company  i 

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act

 

 C: 
 
 
Item 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

On January 24, 2023, American International Group, Inc. (the “Company” or “AIG”) terminated Mark D. Lyons from his position as Interim Chief Financial Officer and Executive Vice President, Global Chief Actuary and Head of Portfolio Management of the Company, after the Company became aware that he violated his confidentiality/non-disclosure obligations to the Company. These violations were unrelated to the Company’s financial statements, financial reporting generally and related disclosure controls and procedures, or reserves.

 

In recognition of Mr. Lyons’ contributions to AIG since he joined the Company in 2018, the Compensation and Management Resources Committee of the Board of Directors of the Company (the “Board”) and the Board approved the Company’s entry into a settlement agreement with Mr. Lyons (the “Settlement Agreement”), pursuant to which the Company has agreed to pay Mr. Lyons an aggregate cash amount of $7.5 million, which will be paid in two equal installments on or before each of February 15, 2023 and February 15, 2024. The description of the Settlement Agreement set forth above is qualified in its entirety by the Settlement Agreement, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K.

 

On January 25, 2023, the Company appointed Sabra Purtill, age 60, to serve as the Company’s Interim Chief Financial Officer. Since April 2022, Ms. Purtill has served as Chief Investment Officer of Corebridge Financial, Inc. (formerly known as AIG’s Life and Retirement business). Prior to that, Ms. Purtill served as Executive Vice President and Chief Risk Officer of AIG from July 2021 and has previously served as AIG’s Deputy Chief Financial Officer, overseeing Treasury, Banking and Rating Agency Relations, Investor Relations, and Corporate Development. Prior to joining AIG in 2019, Ms. Purtill was with The Hartford Financial Services Group, Inc., where she served as Senior Vice President, Investor Relations & Treasurer. She was also Managing Director, Investor Relations & Communications, at Assured Guaranty Ltd. and, prior to that, was Senior Vice President at ACE Limited, now known as Chubb Limited.

 

On January 30, 2023, the Company appointed Turab Hussain to serve as the Company’s Interim Global Chief Actuary. Mr. Hussain has served as Chief Risk Officer of General Insurance at AIG since September 2021.

 

A copy of AIG’s related press release is attached as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated by reference herein.

 

Item 9.01.Financial Statements and Exhibits.

 

The following exhibits are filed as a part of this Report.

 

Exhibit No. 

Description 

99.1 Settlement Agreement and Release, dated January 29, 2023
99.2 Press Release of American International Group, dated January 30, 2023
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
 C: 
 
 

Signatures

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

    AMERICAN INTERNATIONAL GROUP, INC.
     
     
      By: /s/ Michael W. Leahy
        Name: Michael W. Leahy
        Title: Senior Vice President & Deputy General Counsel
           
DATE: January 30, 2023        
           
           

 

 C: 
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Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘8-K’ Filing    Date    Other Filings
2/15/24None on these Dates
2/15/23
Filed on:1/30/23
1/25/23
For Period end:1/24/23
 List all Filings 


5 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 2/14/24  American Int’l Group, Inc.        10-K       12/31/23  226:77M
 5/05/23  American Int’l Group, Inc.        10-Q        3/31/23  133:44M
 3/24/23  American Int’l Group, Inc.        424B2                  2:868K                                   Toppan Merrill/FA
 3/23/23  American Int’l Group, Inc.        424B2                  1:850K                                   Toppan Merrill/FA
 2/17/23  American Int’l Group, Inc.        10-K       12/31/22  198:69M
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