What changed in this filing

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Item 5. Other Information

2026-05-06 compared with 2025-11-05 · 53 added, 42 removed, 42 unchanged (69% of the section changed)

1 unchanged sentence

Insider Trading Arrangements

During the third quarter of 2025, no directors or executive officers adopted or terminated a contract, instruction or written plan for the purchase or sale of the Parent Company's securities intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or a non-Rule 10b5-1 trading arrangement as defined in Regulation S-K Item 408(c).

During the first quarter of 2026, no directors or executive officers adopted or terminated a contract, instruction or written plan for the purchase or sale of the Parent Company's securities intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or a non-Rule 10b5-1 trading arrangement as defined in Regulation S-K Item 408(c).

(a) EXHIBIT INDEX

1 unchanged sentence

- Bylaws of Aflac Incorporated, as amended and restated – incorporated by reference from Form 8-K dated November 17, 2023, Exhibit 3.1.

- Certification of CEO dated November 5, 2025, required by Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934.

- Certification of CFO dated November 5, 2025, required by Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934.

- Certification of CEO and CFO dated November 5, 2025, pursuant to 18 U.S.C.

Form of Employee Restricted Stock Award Agreement (RSA) under the Aflac Incorporated Long-Term Incentive Plan, as amended and restated February 14, 2017.

Form of Employee Restricted Stock Award Agreement (RSU) under the Aflac Incorporated Long-Term Incentive Plan, as amended and restated February 14, 2017.

- Japan Form of Employee Restricted Stock Award Agreement under the Aflac Incorporated Long-Term Incentive Plan, as amended and restated February 14, 2017.

- Certification of CEO dated May 6, 2026, required by Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934.

- Certification of CFO dated May 6, 2026, required by Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934.

- Certification of CEO and CFO dated May 6, 2026, pursuant to 18 U.S.C.

Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

8 unchanged sentences

Throughout this Quarterly Report on Form 10-Q, the Company may use certain performance metrics and other terms which are defined below.

Adjusted Net Investment Income – Net Investment Income adjusted for i) amortized hedge cost/income related to foreign currency exposure management strategies and certain derivative activity and ii) net interest income/expense from foreign currency and interest rate derivatives associated with certain investment strategies, which are reclassified from net investment gains (losses) to net investment income.

Adjusted net investment income is net investment income adjusted for i) amortized hedge cost/income related to foreign currency exposure management strategies and certain derivative activity and ii) net interest income/expense from foreign currency and interest rate derivatives associated with certain investment strategies, which are reclassified from net investment gains and losses to net investment income.

The Company considers adjusted net investment income important because it provides a more comprehensive understanding of the costs and income associated with the Company's investments and related hedging strategies.

The metric is used in segment reporting as a component of segment profitability.

Affiliated Corporate Agency – Agency in Japan directly affiliated with a specific corporation that sells insurance policies primarily to its employees.

Annualized Premiums in Force – T he amount of gross premium that a policyholder must pay over a full year in order to keep coverage.

The growth of net earned premiums (defined below) is directly affected by the change in premiums in force and by the change in weighted-average yen/dollar exchange rates.

Average Weekly Producer – The total number of writing agents, including brokers, who have produced greater than $0.00 during the production week - excluding any manual adjustments - divided by the number of weeks in the time period.

Affiliated corporate agency is an agency in Japan directly affiliated with a specific corporation that sells insurance policies primarily to its employees.

Annualized premiums in force is the amount of gross premium that a policyholder must pay over a full year in order to keep coverage.

The growth of net earned premiums is directly affected by the change in premiums in force and by the change in weighted-average yen/dollar exchange rates.

Management uses this measure as a key indicator of source of earnings.

Average weekly producer is the total number of writing agents, including brokers, in the U.S.

who have produced greater than $0.00 during the production week - excluding any manual adjustments - divided by the number of weeks in the time period.

The Company believes this metric allows sales management to monitor progress and needs, as well as serve as a leading indicator of future production capacity.

Capital Buffer – Established dollar amount of liquidity at the Parent Company reserved for injecting capital into the insurance entities or general liquidity support for general expenses at the Parent Company.

Earnings Per Basic Share – Net earnings divided by weighted-average number of shares outstanding for the period.

Earnings Per Diluted Share – Net earnings divided by the weighted-average number of shares outstanding for the period plus the weighted-average shares for the dilutive effect of share-based awards outstanding.

Economic Solvency Ratio (ESR) – An economic value-based soundness indicator that demonstrates whether the insurance company has sufficient capital to cover future risks.

Assets and liabilities are evaluated at economic value, the risk amount incurred in a stressed

environment is measured, and the capital sufficiency for this risk is assessed.

Capital buffer is an established dollar amount of liquidity at the Parent Company reserved for injecting capital into the insurance entities or general liquidity support for general expenses at the Parent Company.

Cancer policies in force are the number of policies attributable to cancer products currently in force at the end of the period for Aflac Japan.

The number of policies increases with new sales and decreases with terminations.

Management uses this number to measure the growth in Aflac Japan's cancer product line by policy count

Earnings per basic share is net earnings divided by weighted-average number of shares outstanding for the period.

Earnings per diluted share is net earnings divided by the weighted-average number of shares outstanding for the period plus the weighted-average shares for the dilutive effect of share-based awards outstanding.

Economic Solvency Ratio (ESR) is an economic value-based soundness indicator that demonstrates whether the insurance company has sufficient capital to cover future risks.

Assets and liabilities are evaluated at economic value, the risk amount incurred in a stressed environment is measured, and the capital sufficiency for this risk is assessed.

The ESR level, which is the basis for supervisory intervention by the authorities, is set at 100%.

Group Insurance – Insurance issued to a group, such as an employer or trade association, that covers employees or association members and their dependents through certificates of coverage.

Individual Insurance – Insurance issued to an individual with the policy designed to cover that person and his or her dependents.

In force Policies – A count of policies that are active contracts at the end of a period.

Liquidity Support – Internally defined and established dollar amount of liquidity reserved for supporting potential collateral and settlements of derivatives at the Parent Company and short-term funding needs.

Net Investment Income – The income derived from interest and dividends on invested assets, after deducting investment expenses.

Group insurance is insurance issued to a group, such as an employer or trade association, that covers employees or association members and their dependents through certificates of coverage.

Individual insurance is insurance issued to an individual with the policy designed to cover that person and his or her dependents.

Liquidity support is an internally defined and established dollar amount of liquidity reserved for supporting potential collateral and settlements of derivatives at the Parent Company and short-term funding needs.

Net investment income is the income derived from interest and dividends on invested assets, after deducting investment expenses.

Net earned premiums is a financial measure that appears on the Company's consolidated statements of earnings and in its segment reporting.

This measure reflects collected or due premiums that have been earned ratably on policies in force during the reporting period, reduced by premiums that have been ceded to third parties and increased by premiums assumed through reinsurance.

New Annualized Premium Sales – (sometimes referred to as new sales or sales) An operating measure that is not reflected on the Company's financial statements.

New annualized premium sales are sometimes referred to as new sales or sales.

An operating measure that is not reflected on the Company's financial statements.

New annualized premium sales generally represent annual premiums on policies and riders the Company sold and incremental increases from policy conversions that would be collected over a 12-month period assuming the policies remain in force for that entire period.

2 unchanged sentences

Policy conversions are defined as the positive difference in the annualized premium when a policy upgrades in the current reporting period.

The Company believes that this metric is a key

indicator of the Company's future source of earnings.

New Money Yield – Gross yields earned on purchases of fixed maturities, loan receivables, and equities.

The Company believes that this metric is a key indicator of the Company's future source of earnings.

New money yield is gross yields earned on purchases of fixed maturities, loan receivables, and equities.

Purchases exclude capitalized interest, securities lending/repurchase agreements, short-term/cash activity, and alternatives.

New money yield for equities is based on the assumed dividend yield at the time of purchase.

The new money yield for Aflac Japan excludes the

impact of any derivatives and associated amortized hedge costs associated with USD-denominated investments.

The new money yield for Aflac Japan excludes the impact of any derivatives and associated amortized hedge costs associated with USD-denominated investments.

Management uses this metric as a leading indicator of future investment earning potential.

Operating Ratios – Used to evaluate the Company's financial condition and profitability.

Operating ratios are used to evaluate the Company's financial condition and profitability.

Examples include:

(1) Ratios to total adjusted revenues, which present expenses as a percentage of total revenues and (2) Ratios to total premium, including benefit ratio.

Premium Persistency – Percentage of premiums remaining in force at the end of a period, usually one year, and presented on a trailing 12-month basis.

For example, 95% persistency would mean that 95% of the premiums in force at the beginning of the period were still in force at the end of the period.

(1) Ratios to total adjusted revenues, which present expenses as percentage of total revenues and (2) Ratios to total premium, including benefit ratio.

Operating ratios include:

Benefit Ratio and Expense Ratio.

Policies in force are the number of policies currently in force at the end of the period for Aflac Japan.

The number of policies increases with new sales and decreases with terminations.

Management uses this number to measure the growth in the Company's business by policy count.

Portfolio book yield expressed as a percentage of the investments' book value, represents the gross return expected to be realized on a security at a point in time and is calculated for fixed maturity securities, commercial mortgage and other loans and equity securities.

It excludes amortized hedge costs, investments in limited partnerships and short-term securities.

The yield assumes any early redemption options will be exercised.

Management uses this metric to measure the future total return on the portfolio.

Premium persistency is the percentage of premiums remaining in force at the end of a period, usually one year, and presented on a trailing 12-month average basis.

For example, 95% persistency would mean that 95% of the premiums in force at the beginning of a period are still in force at the end of the period.

The Company believes that this metric is a key driver of in force levels, which is a key measure of the size of the Company's business and future sources of earnings.

Pretax Adjusted Earnings – Earnings as adjusted earnings before the application of income taxes.

Pretax adjusted earnings are earnings as adjusted before the application of income taxes.

This measure is used in the Company's segment reporting.

Pretax Adjusted Profit Margin – Adjusted earnings divided by adjusted revenues, before taxes are applied.

Pretax adjusted profit margin is adjusted earnings divided by adjusted revenues, before taxes are applied.

This measure is used in the Company's segment reporting.

Return on Average Invested Assets – Net investment income as a percentage of average invested assets during the period.

Return on average invested assets is net investment income as a percentage of average invested assets during the period.

Management uses this metric to demonstrate how the Company's actual net investment income results represent an overall return on the portfolio to provide a more comparative metric as the size of the Company's investment portfolio changes over time.

Risk-based Capital (RBC) Ratio – Statutory adjusted capital divided by statutory required capital.

Risk-based Capital (RBC) Ratio is statutory adjusted capital divided by statutory required capital.

This insurance ratio is based on rules prescribed by the National Association of Insurance Commissioners (NAIC) and provides an indication of the amount of statutory capital the insurance company maintains, relative to the inherent risks in the insurer’s operations.

Solvency Margin Ratio (SMR) – Solvency margin total divided by one half of the risk total.

This insurance ratio is prescribed by the Japan Financial Services Agency (FSA) and is used for all life insurance companies in Japan to measure the adequacy of the company’s ability to pay policyholder claims in the event actual risks exceed expected levels.

Statutory Earnings – Earnings determined according to accounting rules prescribed by the National Association of Insurance Commissioners (NAIC), as modified by the insurance department in the insurance company’s state of domicile.

These statutory accounting rules are

different from U.S.

Statutory earnings are earnings determined according to accounting rules prescribed by the National Association of Insurance Commissioners (NAIC), as modified by the insurance department in the insurance company’s state of domicile.

These statutory accounting rules are different from U.S.

GAAP and are intended to emphasize policyholder protection and company solvency.

Weighted-Average Foreign Currency Exchange Rate – Japan segment operating earnings for the period (excluding hedge costs) in yen divided by Japan segment operating earnings for the period (excluding hedge costs) in dollars.

Weighted-average foreign exchange rate is Japan segment operating earnings for the period (excluding hedge costs) in yen divided by Japan segment operating earnings for the period (excluding hedge costs) in U.S.

Management uses this metric to evaluate and determine consolidated results on foreign currency effective basis.

1 unchanged sentence

Aflac Incorporated

November 5, 2025 /s/ Max K.

May 6, 2026 /s/ Max K.

Senior Executive Vice President;

Chief Financial Officer

November 5, 2025 /s/ Robin L.

May 6, 2026 /s/ Robin L.

Senior Vice President, Financial Services;

1 unchanged sentence

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 5. Other Information