What changed in this filing

/stocks — the workspaceLOADING

Item 2. Management’s Discussion and Analysis

2026-05-07 compared with 2025-11-07 · 198 added, 530 removed, 788 unchanged (48% of the section changed)

2 unchanged sentences

Executive Summary

Recent Developments

Industry Trends and Uncertainties

10 unchanged sentences

Securities and Exchange Commission (“SEC”) on February 24, 2026;

(iii) our Quarterly Report on Form 10-Q for the quarter ended March 31, 2025 (the “First Quarter Form 10-Q”) filed with the SEC on May 9, 2025;

(iv) our Quarterly Report on Form 10-Q for the quarter ended June 30, 2025 (the “Second Quarter Form 10-Q” and, together with the First Quarter Form 10-Q, the “Quarterly Reports”) filed with the SEC on August 8, 2025;

and (v) our current reports on Form 8-K filed in 2025.

and (iii) our current reports on Form 8-K filed in 2026.

This Management’s Discussion and Analysis of Financial Condition and Results of Operations is intended to help the reader understand the results of operations, financial condition and cash flows of Brighthouse Financial for the periods indicated.

8 unchanged sentences

This section also refers to certain other terms used to describe our insurance business and financial and operating metrics but is not intended to be exhaustive.

Our Results of Operations discussion and analysis presents a review for the three months and nine months ended September 30, 2025 and 2024 and period-over-period, as well as year-over-year, comparisons between these periods.

Our Results of Operations discussion and analysis presents a review for the three months ended March 31, 2026 and 2025 and period-over-period comparisons between these periods.

Executive Summary

6 unchanged sentences

Three Months Ended

September 30, Nine Months Ended

September 30,

2025 2024 2025 2024

(In millions)

Income (loss) available to shareholders before provision for income tax

$ 557 $ 160 $ 243 $ (493)

Provision for income tax expense (benefit)

1 unchanged sentence

Pre-tax adjusted earnings (loss), less net income (loss) attributable to noncontrolling interests and preferred stock dividends (1)

$ 1,211 $ 940 $ 1,742 $ 1,248

Provision for income tax expense (benefit)

1 unchanged sentence

__________________

(1) We use the term “net income (loss) available to shareholders” to refer to “net income (loss) available to Brighthouse Financial, Inc.’s common shareholders” and “adjusted loss” to refer to negative adjusted earnings values throughout the results of operations discussions.

For the three months ended September 30, 2025, we had net income available to shareholders of $453 million and adjusted earnings of $970 million compared to net income available to shareholders of $150 million and adjusted earnings of $767 million for the three months ended September 30, 2024.

Net income available to shareholders for the three months ended September 30, 2025 primarily reflects favorable pre-tax adjusted earnings and a net investment gain on the sale of a subsidiary which owned certain mineral rights across the U.S.

These favorable impacts were partially offset by net unfavorable changes in the estimated fair value of our variable annuity guaranteed benefit riders due to market factors.

For the nine months ended September 30, 2025, we had net income available to shareholders of $219 million and adjusted earnings of $1.4 billion compared to a net loss available to shareholders of $360 million and adjusted earnings of $1.0 billion for the nine months ended September 30, 2024.

Net income available to shareholders for the nine months ended September 30, 2025 primarily reflects favorable pre-tax adjusted earnings and a net investment gain on the sale of a subsidiary which owned certain mineral rights across the U.S.

These favorable impacts were partially offset by net unfavorable changes in the estimated fair value of our variable annuity guaranteed benefit riders due to market factors, an unfavorable change in the estimated fair value of freestanding interest rate derivatives we use to hedge our universal life with secondary guarantees (“ULSG”) business resulting from decreasing interest rates, net investment losses on mortgage loans, net investment losses on sales of fixed maturity securities and the weakening of the U.S.

dollar unfavorably impacting foreign currency forwards and swaps.

For the three months ended March 31, 2026, we had a net loss available to shareholders of $792 million and adjusted earnings of $239 million compared to a net loss available to shareholders of $294 million and adjusted earnings of $235 million for the three months ended March 31, 2025.

The net loss available to shareholders for the three months ended March 31, 2026 primarily reflects unfavorable changes in our variable annuity and Shield hedges, as well as the estimated fair value of our variable annuity guaranteed benefit riders net of Shield embedded derivatives due to market factors, and net investment losses on sales of fixed maturity securities.

These unfavorable impacts were partially offset by favorable pre-tax adjusted earnings.

See “— Non-GAAP Financial Disclosures.” See “— Results of Operations” for a detailed discussion of our results.

Recent Developments

On November 6, 2025, BHF entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Aquarian Holdings VI L.P., a Delaware limited partnership (“Parent”), Aquarian Beacon Merger Sub Inc., a Delaware corporation and an indirect wholly-owned subsidiary of Parent (“Merger Sub”), and Aquarian Holdings LLC, a Delaware limited liability company (“Aquarian Holdings”), solely for the purpose of certain provisions, pursuant to which, at the closing of the transactions contemplated by the Merger Agreement, Merger Sub will merge with and into BHF, with BHF surviving as a wholly owned subsidiary of Parent (the “Merger”).

On November 6, 2025, BHF entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Aquarian Holdings VI L.P., a Delaware limited partnership (“Aquarian Parent”), Aquarian Beacon Merger Sub Inc., a Delaware corporation and an indirect wholly-owned subsidiary of Aquarian Parent (“Merger Sub”), and Aquarian Holdings LLC, a Delaware limited liability company, solely for the purpose of certain provisions, pursuant to which, at the closing of the transactions contemplated by the Merger Agreement, Merger Sub will merge with and into BHF, and the separate corporate existence of Merger Sub will cease, with BHF continuing as the surviving corporation and as a wholly-owned subsidiary of Aquarian Parent (the “Merger”).

Pursuant to the Merger Agreement, at the effective time of the Merger (the “Effective Time”), each share of our common stock issued and outstanding immediately prior to the Effective Time will be converted into the right to receive $70.00 per share, net in cash, without interest and less any amounts that are required to be deducted or withheld under applicable law.

The consummation of the Merger is subject to the satisfaction or waiver of customary closing conditions, including, among others, the adoption of the Merger Agreement by the affirmative vote of the holders of a majority of the outstanding shares of our common stock entitled to vote thereon at a meeting of our stockholders and the receipt of certain regulatory approvals, including from insurance regulators in Delaware, New York and Massachusetts.

Parent’s and Merger Sub’s obligations are also conditioned upon the absence of a Company Material Adverse Effect (as defined in the Merger Agreement) and the absence of a Burdensome Condition (as defined in the Merger Agreement).

The Merger Agreement also contains customary representations, warranties and covenants by each of Parent, Merger Sub, Aquarian Holdings and BHF, including, among others, covenants by BHF to use its reasonable best efforts to conduct its business in the ordinary course consistent with past practice and to refrain from taking certain actions prior to the Effective Time, in each case except with Parent’s consent.

The Merger Agreement was adopted by stockholders at the special meeting held on February 12, 2026, and the applicable waiting period under the Hart-Scott Rodino Antitrust Improvement Act of 1976, as amended, has expired.

The Merger is expected to close in 2026.

However, the completion of the Merger remains subject to the satisfaction or waiver of certain other customary conditions, including receipt of insurance regulatory approvals.

See “Risks Related to the Merger — The completion of the Merger is subject to a number of conditions, many of which are largely outside the parties’ control, and, if these conditions are not satisfied or waived, the Merger may not be completed within the expected timeframe or at all” included in our 2025 Annual Report.

Industry Trends and Uncertainties

1 unchanged sentence

Where these trends or uncertainties are specific to a particular aspect of our business, we often include such a discussion under the relevant caption of this Management’s Discussion and Analysis of Financial Condition and Results of Operations, as part of our broader analysis of that area of our business.

Refer to “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Industry Trends and Uncertainties” included in our 2024 Annual Report, as amended or supplemented by our subsequent Quarterly Reports and herein, for a comprehensive discussion of some of the key general trends and uncertainties that have influenced the development of our business and our historical financial performance and that we believe will continue to influence our business and results of operations in the future.

Refer to “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Industry Trends and Uncertainties” included in our 2025 Annual Report, as amended or supplemented herein, for a comprehensive discussion of some of the key general trends and uncertainties that have influenced the development of our business and our historical financial performance and that we believe will continue to influence our business and results of operations in the future.

Financial and Economic Environment

1 unchanged sentence

Stressed conditions, volatility and disruptions in the capital markets or financial asset classes can have an adverse effect on us.

Equity market performance can affect our profitability for variable annuities, Shield ® Level Annuities (“Shield” and “Shield Annuity”) and other separate account products as a result of the effects it has on product demand, revenues, expenses, reserves and our risk management effectiveness.

The Federal Reserve Board (the “Federal Reserve”) decreased the target range for the federal funds rate in September and October 2025, as well as in September, November and December 2024, and any additional future decrease may negatively impact our business in certain respects, including our investment portfolio, by lowering the level of long-term interest rates and changing the shape of the yield curve.

Equity market performance can affect our profitability for variable annuities, Shield ® Level Annuities (“Shield,” “Shield Annuity” and “Shield Annuities”) and other separate account products as a result of the effects it has on product demand, revenues, expenses, reserves and our risk management effectiveness.

The Federal Reserve Board (the “Federal Reserve”) decreased the target range for the federal funds rate in September, October and December 2025, and any additional future decrease may negatively impact our business in certain respects, including our investment portfolio, by lowering the level of long-term interest rates and changing the shape of the yield curve.

The level of long-term interest rates and the shape of the yield curve can have a negative effect on the profitability for variable annuities, as well as the demand for, and the profitability of, spread-based products such as fixed annuities, index-linked annuities and universal life insurance.

11 unchanged sentences

The above factors affect our expectations regarding future margins.

We review our long-term assumptions about capital markets returns and interest rates, along with other assumptions such as contract holder behavior, as part of our annual actuarial review (“AAR”).

We review our long-term assumptions about capital markets returns and interest rates, along with other assumptions such as contract holder behavior, as part of our annual actuarial review.

As additional company specific or industry information on contract holder behavior becomes available, related assumptions may change and may potentially have a material impact on liability valuations and net income.

We continue to closely monitor political and economic conditions that might contribute to market volatility and their impact on our business operations, investment portfolio and derivatives, such as global inflation, tariffs imposed or threatened by the U.S.

or foreign governments, uncertainty and instability in certain asset classes (including commercial real estate), supply chain disruptions and recent geopolitical conflicts, including in Europe and the Middle East.

See “— Investments — Current Environment” herein, as well as “Risk Factors — Economic Environment and Capital Markets-Related Risks,” “Risk Factors — Risks Related to Our Investment Portfolio,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Risk Management Strategies,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Industry Trends and Uncertainties” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Investments” included in our 2024 Annual Report for a detailed discussion of financial and economic impacts on our business, including the potential impacts of interest rate risk and inflation risk on our investments and overall business.

or foreign governments, higher fuel and energy costs, uncertainty and instability in certain asset classes (including commercial real estate and private credit), supply chain disruptions and recent geopolitical conflicts, including in Europe and the Middle East, as well as the risk of further escalation or expansion of such conflicts.

discussion of financial and economic impacts on our business, including the potential impacts of interest rate risk and inflation risk on our investments and overall business.

Regulatory Developments

4 unchanged sentences

See “Business — Regulation,” as well as “Risk Factors — Regulatory and Legal Risks” included in our 2025 Annual Report, as amended or supplemented by our quarterly reports under the heading “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Industry Trends and Uncertainties — Regulatory Developments.”

Federal Tax Reform

On August 16, 2022, the Inflation Reduction Act was signed into law by President Biden.

The Inflation Reduction Act establishes a 15% corporate alternative minimum tax (the “CAMT”) for corporations whose average annual adjusted financial statement income for any consecutive three–tax year period ending after December 31, 2021 and preceding the tax year exceeds $1.0 billion.

In addition, the Inflation Reduction Act also establishes a one percent excise tax on stock repurchases made by publicly-traded U.S.

corporations.

On September 12, 2024, the Internal Revenue Service (“IRS”) and the U.S.

Department of Treasury (the “U.S.

Treasury”) issued proposed regulations with respect to the CAMT.

On September 30, 2025, the IRS issued Notice 2025-46 and Notice 2025-49 (collectively, the “Notices”) that provide interim guidance on certain matters and signal the Treasury’s intent to partially withdraw and amend the prior proposed regulations.

There remain significant uncertainties regarding the application of the CAMT, and there can be no assurance that final regulations, if adopted, will be adopted in a form consistent with the existing guidance.

The Company is currently assessing the impact of the proposed regulations and the Notices, including the impact on the applicability of the CAMT.

Based on guidance issued by the U.S.

Treasury and the IRS to date, the Company was not subject to the CAMT for the years ended December 31, 2023 and 2024 and does not currently expect to be subject to the CAMT for the year ended December 31, 2025.

However, the Company will continue to assess the applicability of the CAMT on an annual basis and may be subject to the CAMT in future years.

On July 4, 2025, the U.S.

enacted the One Big Beautiful Bill Act (the “OBBBA”), which includes certain changes to U.S.

corporate tax provisions and extends many of the provisions of the Tax Cuts and Jobs Act that were set to expire at the end of 2025.

The Company does not currently expect the OBBBA to have a material impact on the Company.

California Climate Disclosure

In October 2023, California enacted the Climate Corporate Data Accountability Act (“CCDAA”), or SB 253, and the Climate-Related Financial Risk Act (“CRFRA”), or SB 261.

The CCDAA requires companies with annual revenues exceeding $1.0 billion that conduct business in California to report their Scope 1 and 2 greenhouse gas (“GHG”) emissions annually starting in 2026;

and Scope 3 GHG emissions starting in 2027.

The CRFRA applies to companies with annual revenues over $500 million that conduct business in California and requires disclosure of climate-related financial risks and mitigation measures taken to address such risks, with the first report due on January 1, 2026, and biennially thereafter.

The Company intends to report under the CCDAA and under the CRFRA.

Summary of Critical Accounting Estimates

19 unchanged sentences

Adjusted earnings, which may be positive or negative, focuses on our primary businesses by excluding the impact of market volatility, which could distort trends.

Adjusted earnings was updated during the first quarter of 2025 in connection with the establishment of a trading portfolio comprised of certain fixed income securities (classified as “trading securities” under GAAP).

The Company did not have trading securities prior to the first quarter of 2025.

The following items are excluded from total revenues in calculating adjusted earnings:

8 unchanged sentences

The following table illustrates how each component of adjusted earnings is calculated from the GAAP statements of operations line items:

Component of Adjusted Earnings How Derived from GAAP (1)

Component of Adjusted Earnings

How Derived from GAAP (1)

(i) Fee income (i) Universal life and investment-type product policy fees plus Other revenues .

21 unchanged sentences

Results of Operations

Annual Actuarial Review

We conducted our GAAP AAR in the third quarter.

As part of the 2025 GAAP AAR, for our ULSG business, we updated assumptions regarding policyholder behavior, including mortality, premium persistency, lapses and withdrawals.

In addition, we increased the long-term general account earned rate, driven by an increase in the mean reversion rate, from 4.00% to 4.50%.

For our variable annuity business, we updated assumptions regarding annuitization, mortality, guaranteed principal option utilization, lapses and withdrawals, as well as separate account assumptions, including fund fees and allocations.

For the payout annuity business, we updated assumptions regarding mortality.

For term participating and non-participating whole life insurance, we updated assumptions regarding mortality and lapses.

As part of the 2024 GAAP AAR, for our ULSG business, we increased the long-term general account earned rate, driven by an increase in the mean reversion rate, from 3.75% to 4.00%.

Also, with respect to our ULSG business, we updated assumptions regarding policyholder behavior, including mortality, premium persistency, lapses and withdrawals.

For our variable annuity business, we updated assumptions regarding annuitization, mortality, lapses and withdrawals, as well as separate account assumptions, including fund fees and allocations.

For term participating and non-participating whole life insurance, we updated assumptions regarding mortality and lapses.

We are currently in the process of conducting our 2025 statutory AAR, the results of which will be included in our insurance subsidiaries’ 2025 annual statutory financial statements.

We anticipate that the 2025 statutory AAR will result in an increase to our statutory reserves;

however, we expect to remain within our target combined risk-based capital (“RBC”) ratio range of 400% to 450% in normal market conditions at the end of 2025, without contributing capital to our insurance subsidiaries.

See “Risk Factors — Risks Related to Our Business — Differences between actual experience and actuarial assumptions may adversely affect our financial results, capitalization and financial condition” included in our 2024 Annual Report.

The impact on income (loss) available to shareholders before provision for income tax was as follows:

Nine Months Ended

September 30,

(In millions)

Market risk benefits

Embedded derivatives

Total market risk benefits and embedded derivatives

Included in pre-tax adjusted earnings (loss):

Other annuity business (9) 26

Life business 14 (83)

Run-off 965 359

Total included in pre-tax adjusted earnings (loss)

Total impact on income (loss) available to shareholders before provision for income tax $ 400 $ 413

Consolidated Results for the Three Months and Nine Months Ended September 30, 2025 and 2024

Consolidated Results for the Three Months Ended March 31, 2026 and 2025

Unless otherwise noted, all amounts in the following discussions of our results of operations are stated before income tax except for adjusted earnings, which are presented net of income tax.

Three Months Ended

September 30, Nine Months Ended

September 30,

2025 2024 2025 2024

(In millions)

Premiums $ 170 $ 180 $ 522 $ 563

Universal life and investment-type product policy fees

5 unchanged sentences

Policyholder benefits and claims (including liability remeasurement gains (losses) of $0 and $0, respectively)

(252) 22 1,108 1,632

Interest credited to policyholder account balances

9 unchanged sentences

Net income (loss) attributable to Brighthouse Financial, Inc.

479 176 296 (283)

Preferred stock dividends

Net income (loss) available to Brighthouse Financial, Inc.’s common shareholders

$ 453 $ 150 $ 219 $ (360)

The components of net income (loss) available to shareholders were as follows:

Three Months Ended

September 30, Nine Months Ended

September 30,

2025 2024 2025 2024

(In millions)

5 unchanged sentences

Pre-tax adjusted earnings (loss), less net income (loss) attributable to noncontrolling interests and preferred stock dividends

1,211 940 1,742 1,248

Income (loss) available to shareholders before provision for income tax

1 unchanged sentence

Net income (loss) available to shareholders

$ 453 $ 150 $ 219 $ (360)

Three Months Ended September 30, 2025 Compared with the Three Months Ended September 30, 2024

Income available to shareholders before provision for income tax was $557 million ($453 million, net of income tax), an increase of $397 million ($303 million, net of income tax) from income available to shareholders before provision for income tax of $160 million ($150 million, net of income tax) in the prior period.

The increase in income before provision for income tax was driven by the following favorable items:

• higher pre-tax adjusted earnings, as discussed in greater detail below;

• net investment gains (losses) reflecting a gain on the sale of a subsidiary which owned certain mineral rights across the U.S., lower losses on sales of fixed maturity securities and a net decrease in impairments on fixed maturity securities;

• lower losses from variable annuity guaranteed benefit riders, see “— Annuity Guaranteed Benefits and Shield Annuity Liabilities for the Three Months and Nine Months Ended September 30, 2025 and 2024”;

• the strengthening of the U.S.

dollar in the current period and weakening in the prior period, favorably impacting foreign currency forwards and swaps.

The increase in income before provision for income taxes was partially offset by the impact of long-term interest rates on interest rate derivatives used to manage interest rate exposure in our ULSG business, as the long-term interest rate decreased less in the current period combined with lower rate volatility, resulting in a loss of $10 million, and decreased more in the prior period combined with higher rate volatility, resulting in a gain of $113 million.

The provision for income tax, calculated as a percentage of income (loss) before provision for income tax, resulted in an effective tax rate of 18% in the current period compared to 5% in the prior period.

Our effective tax rate differs from the statutory tax rate primarily due to the impacts of the dividends received deduction and tax credits.

Nine Months Ended September 30, 2025 Compared with the Nine Months Ended September 30, 2024

Income available to shareholders before provision for income tax was $243 million ($219 million, net of income tax), an increase of $736 million ($579 million, net of income tax) from loss available to shareholders before provision for income tax of $493 million ($360 million, net of income tax) in the prior period.

The increase in income before provision for income tax was driven by the following favorable items:

• higher pre-tax adjusted earnings, as discussed in greater detail below;

• net investment gains (losses) reflecting lower net losses on sales of fixed maturity securities, a net decrease in impairments on fixed maturity securities, and a gain on the sale of a subsidiary which owned certain mineral rights across the U.S., partially offset by higher losses on mortgage loans due to an increase in the allowance for credit losses;

• the impact of long-term interest rates on interest rate derivatives used to manage interest rate exposure in our ULSG business, as interest rates decreased more in the current period combined with lower rate volatility, resulting in a loss of $142 million, and decreased less in the prior period, resulting in a loss of $196 million.

The increase in income before provision for income taxes was partially offset by the U.S.

dollar weakening more in the current period than the prior period, unfavorably impacting foreign currency forwards and swaps.

Three Months Ended March 31, 2026 Compared with the Three Months Ended March 31, 2025

The loss available to shareholders before provision for income tax was $1.0 billion ($792 million, net of income tax), a higher loss of $632 million ($498 million, net of income tax) from loss available to shareholders before provision for income tax of $382 million ($294 million, net of income tax) in the prior period.

The increase in loss before provision for income tax was driven by the following unfavorable items:

• higher losses from variable annuity guaranteed benefit riders, see “— Annuity Guaranteed Benefits and Shield Annuity Liabilities for the Three Months Ended March 31, 2026 and 2025”;

• losses from the impact of interest rates on derivatives used to manage interest rate exposure in our universal life with secondary guarantees (“ULSG”) business, as long-term rates increased in the current period and decreased in the prior period.

The increase in loss before provision for income tax was partially offset by the following favorable items:

dollar strengthening in the current period and weakening in the prior period, favorably impacting foreign currency forwards and swaps;

• net investment gains (losses) reflecting lower net losses on mortgage loans due to a smaller increase in the allowance for credit losses.

The provision for income tax, calculated as a percentage of income (loss) before provision for income tax, resulted in an effective tax rate of 23% in the current period compared to 25% in the prior period.

2 unchanged sentences

The reconciliation of net income (loss) available to shareholders to adjusted earnings (loss) was as follows:

Three Months Ended September 30, 2025

Annuities Life Run-off Corporate & Other Total

(In millions)

Net income (loss) available to shareholders $ (408) $ 44 $ 936 $ (119) $ 453

Provision for income tax expense (benefit) 71 9 (135) 159 104

Income (loss) available to shareholders before provision for income tax

(337) 53 801 40 557

Net investment gains (losses) (18) (1) (3) 70 48

Investment gains (losses) on trading securities

Net derivative gains (losses), excluding investment hedge adjustments of $ 0

(405) 5 (4) (6) (410)

Change in market risk benefits (289) — — — (289)

Market value adjustments (7) — (3) — (10)

Pre-tax adjusted earnings (loss), less net income (loss) attributable to noncontrolling interests and preferred stock dividends

375 49 811 (24) 1,211

Provision for income tax expense (benefit) 71 9 170 (9) 241

Adjusted earnings (loss)

$ 304 $ 40 $ 641 $ (15) $ 970

Three Months Ended September 30, 2024

Annuities Life Run-off Corporate & Other Total

(In millions)

Net income (loss) available to shareholders $ (504) $ (36) $ 761 $ (71) $ 150

Provision for income tax expense (benefit) 76 (7) (88) 29 10

Income (loss) available to shareholders before provision for income tax

(428) (43) 673 (42) 160

Net investment gains (losses) (20) (10) (22) (8) (60)

Investment gains (losses) on trading securities

Net derivative gains (losses), excluding investment hedge adjustments of $ 6

(201) (1) 122 (19) (99)

Change in market risk benefits (610) — — — (610)

Market value adjustments — — (11) — (11)

Pre-tax adjusted earnings (loss), less net income (loss) attributable to noncontrolling interests and preferred stock dividends

403 (32) 584 (15) 940

Provision for income tax expense (benefit) 76 (7) 121 (17) 173

Adjusted earnings (loss)

$ 327 $ (25) $ 463 $ 2 $ 767

Nine Months Ended September 30, 2025

Annuities Life Run-off Corporate & Other Total

Three Months Ended March 31, 2026

Corporate & Other

(In millions)

5 unchanged sentences

Net derivative gains (losses), excluding investment hedge adjustments of $ 0

(1,165) (15) (154) (3) (1,337)

Change in market risk benefits

3 unchanged sentences

Adjusted earnings (loss) $

Nine Months Ended September 30, 2024

Annuities Life Run-off Corporate & Other Total

Three Months Ended March 31, 2025

Corporate & Other

(In millions)

2 unchanged sentences

Income (loss) available to shareholders before provision for income tax

(255) (51) (107) (80) (493)

Net investment gains (losses)

1 unchanged sentence

Net derivative gains (losses), excluding investment hedge adjustments of $ 0

(2,514) 8 (178) (20) (2,704)

Change in market risk benefits

1 unchanged sentence

Pre-tax adjusted earnings (loss), less net income (loss) attributable to noncontrolling interests and preferred stock dividends

1,198 (26) 115 (39) 1,248

Provision for income tax expense (benefit)

Adjusted earnings (loss)

$ 972 $ (19) $ 92 $ (30) $ 1,015

Consolidated Results for the Three Months and Nine Months Ended September 30, 2025 and 2024 — Adjusted Earnings (Loss)

Consolidated Results for the Three Months Ended March 31, 2026 and 2025 — Adjusted Earnings (Loss)

The components of adjusted earnings (loss) were as follows:

Three Months Ended

September 30, Nine Months Ended

September 30,

2025 2024 2025 2024

(In millions)

Fee income $ 674 $ 703 $ 2,049 $ 2,005

Net investment spread

4 unchanged sentences

Pre-tax adjusted earnings (loss), less net income (loss) attributable to noncontrolling interests and preferred stock dividends

1,211 940 1,742 1,248

Provision for income tax expense (benefit)

Adjusted earnings (loss)

$ 970 $ 767 $ 1,403 $ 1,015

Three Months Ended September 30, 2025 Compared with the Three Months Ended September 30, 2024

Three Months Ended March 31, 2026 Compared with the Three Months Ended March 31, 2025

Adjusted earnings were $239 million in the current period, an increase of $4 million.

Key net favorable impacts were:

• lower net costs associated with insurance-related activities due to:

◦ a net decrease in liability balances resulting from year-over-year changes made in connection with the AAR in our Run-off, Life and Annuities segments and other refinements;

partially offset by

◦ an increase in liability balances in our Run-off segment resulting from a premium rate increase on an existing reinsurance agreement;

◦ higher claims, net of reinsurance in our Life and Run-off segments;

◦ a decrease in income annuity underwriting margins;

• higher net investment spread due to:

◦ higher returns on other limited partnerships;

partially offset by

◦ higher interest credited to policyholders due to prior period changes made in connection with the AAR in our Annuities segment;

• lower other expenses due to lower asset-based variable annuity expenses resulting from lower average separate account balances, a portion of which is offset in fee income.

The key unfavorable impact was lower fee income due to:

◦ lower asset-based fees resulting from lower average separate account balances, a portion of which is offset in other expenses;

◦ a decline in the net cost of insurance (“COI”) fees driven by the aging in-force business in our Run-off segment.

The provision for income tax, calculated as a percentage of pre-tax adjusted earnings (loss), resulted in an effective tax rate of 19% in the current period compared to 18% in the prior period.

Our effective tax rate differs from the statutory tax rate primarily due to the impacts of the dividends received deduction and tax credits.

Nine Months Ended September 30, 2025 Compared with the Nine Months Ended September 30, 2024

Adjusted earnings were $1.4 billion in the current period, an increase of $388 million.

Key net favorable impacts were:

• lower net costs associated with insurance-related activities due to:

◦ a net decrease in liability balances resulting from year-over-year changes made in connection with the AAR in our Run-off, Life and Annuities segments and other refinements;

◦ a decrease in liability balances in our Run-off segment resulting from a reinsurance premium rate increase associated with the conclusion of a reinsurance arbitration in the prior period;

◦ an increase in income annuity underwriting margins;

partially offset by

◦ higher claims, net of reinsurance, in our Life segment;

◦ an increase in liability balances in our Run-off segment resulting from a premium rate increase on an existing reinsurance agreement;

• higher net fee income due to:

◦ lower ceded COI fees in our Life and Run-off segments related to the conclusion of the aforementioned reinsurance arbitration in the prior period;

◦ lower interest credited to policyholders due to lower account balances and prior period actuarial modeling improvements in our Annuities segment;

partially offset by

◦ lower asset-based fees resulting from lower average separate account balances, a portion of which is offset in other expenses;

◦ a decline in the net COI fees driven by the aging in-force business in our Run-off segment;

◦ lower average invested long-term assets and yields on our institutional spread margin business;

• lower other expenses due to:

◦ lower operational expenses;

◦ lower asset-based variable annuity expenses resulting from lower average separate account balances, a portion of which is offset in fee income.

◦ the conclusion of the aforementioned reinsurance arbitration in our Life and Run-off segments in the prior period;

◦ lower transition services agreement expenses;

partially offset by

◦ higher operational expenses.

The key unfavorable impact was a lower net investment spread due to:

◦ higher interest credited to policyholders due to higher account balances, prior period changes made in connection with the AAR and current period actuarial modeling improvements in our Annuities segment;

◦ lower returns on other limited partnerships;

Key net unfavorable impacts were:

• lower fee income due to:

◦ lower reinsurance fees on our fixed annuity business resulting from lower account balances;

◦ lower asset-based fees resulting from lower average separate account balances, a portion of which is offset in other expenses;

• higher amortization of DAC and VOBA resulting primarily from changes in policyholder behavior in our Annuities segment;

• higher net costs associated with insurance-related activities due to:

◦ a net increase in liability balances resulting from actuarial modeling improvements in our Run-off and Life segments;

partially offset by

◦ higher returns on real estate limited partnerships and limited liability companies (“LLC”).

The provision for income tax, calculated as a percentage of pre-tax adjusted earnings (loss), resulted in an effective tax rate of 19% in the current period compared to 18% in the prior period.

◦ lower claims, net of reinsurance, in our Run-off segment.

The provision for income tax, calculated as a percentage of pre-tax adjusted earnings (loss), resulted in an effective tax rate of 17% in both the current period and the prior period.

Our effective tax rate differs from the statutory tax rate primarily due to the impacts of the dividends received deduction, tax credits and current period non-recurring items.

Segment Results for the Three Months and Nine Months Ended September 30, 2025 and 2024 — Adjusted Earnings (Loss)

Segment Results for the Three Months Ended March 31, 2026 and 2025 — Adjusted Earnings (Loss)

The components of adjusted earnings for our Annuities segment were as follows:

Three Months Ended

September 30, Nine Months Ended

September 30,

2025 2024 2025 2024

(In millions)

Fee income $ 498 $ 523 $ 1,538 $ 1,617

Net investment spread

7 unchanged sentences

The changes in our variable annuities separate account balances are presented in Note 5 of the Notes to the Interim Condensed Consolidated Financial Statements.

Three Months Ended September 30, 2025 Compared with the Three Months Ended September 30, 2024

Adjusted earnings were $304 million in the current period, a decrease of $23 million.

Key net unfavorable impacts were:

• higher net costs associated with insurance-related activities due to:

◦ a decrease in income annuity underwriting margins;

◦ a net increase in liability balances resulting from year-over-year changes made in connection with the AAR;

• lower fee income due to lower asset-based fees resulting from lower average separate account balances, a portion of which is offset in other expenses.

Three Months Ended March 31, 2026 Compared with the Three Months Ended March 31, 2025

Adjusted earnings were $324 million in the current period, an increase of $10 million.

Key net favorable impacts were:

• higher net investment spread due to:

◦ higher average invested long-term assets;

◦ lower interest credited to policyholders due to actuarial modeling improvements in the prior period and lower account balances;

◦ higher investment yields on our fixed income portfolio, as proceeds from maturing investments and the growth in the investment portfolio were invested at higher yields than the portfolio average;

partially offset by

◦ higher interest credited to policyholders due to changes made in connection with the AAR in the prior period;

• lower other expenses due to lower asset-based variable annuity expenses resulting from lower average separate account balances, a portion of which is offset in fee income.

The provision for income tax, calculated as a percentage of pre-tax adjusted earnings, resulted in an effective tax rate of 19% in both the current period and the prior period.

Our effective tax rate differs from the statutory tax rate primarily due to the impacts of the dividends received deduction.

Nine Months Ended September 30, 2025 Compared with the Nine Months Ended September 30, 2024

Adjusted earnings were $950 million in the current period, a decrease of $22 million.

Key net unfavorable impacts were:

• lower fee income due to lower asset-based fees resulting from lower average separate account balances, a portion of which is offset in other expenses;

• higher other expenses due to:

◦ higher operational expenses;

partially offset by

• lower other expenses due to:

◦ lower operational expenses;

◦ lower asset-based variable annuity expenses resulting from lower average separate account balances, a portion of which is offset in fee income.

◦ lower transition services agreement expenses;

• higher net costs associated with insurance-related activities due:

◦ a net increase in liability balances resulting from year-over-year changes made in connection with the AAR;

partially offset by

◦ an increase in income annuity underwriting margins.

The key favorable impact was a higher net investment spread due to:

◦ higher average invested assets resulting from positive net flows in the general account;

◦ higher investment yields on our fixed income portfolio, as proceeds from maturing investments and the growth in the investment portfolio were invested at higher yields than the portfolio average;

◦ higher returns on real estate limited partnerships and LLCs;

partially offset by

◦ higher interest credited to policyholders due to higher account balances, prior period changes made in connection with the AAR and current period actuarial modeling improvements.

Key unfavorable impacts were:

• lower fee income due to:

◦ lower reinsurance fees on our fixed annuity business resulting from lower account balances;

◦ lower asset-based fees resulting from lower average separate account balances, a portion of which is offset in other expenses;

• higher amortization of DAC and VOBA resulting primarily from changes in policyholder behavior.

The provision for income tax, calculated as a percentage of pre-tax adjusted earnings, resulted in an effective tax rate of 19% in both the current period and the prior period.

2 unchanged sentences

Three Months Ended

September 30, Nine Months Ended

September 30,

2025 2024 2025 2024

(In millions)

Fee income $ 78 $ 74 $ 223 $ 123

Net investment spread

3 unchanged sentences

Pre-tax adjusted earnings (loss)

49 (32) 26 (26)

Provision for income tax expense (benefit)

Adjusted earnings (loss)

$ 40 $ (25) $ 23 $ (19)

Three Months Ended September 30, 2025 Compared with the Three Months Ended September 30, 2024

Adjusted earnings were $40 million in the current period, an increase of $65 million.

The key favorable impact was lower net costs associated with insurance-related activities due to:

◦ a net decrease in liability balances resulting from year-over-year changes made in connection with the AAR;

partially offset by

◦ higher claims, net of reinsurance.

The provision for income tax, calculated as a percentage of pre-tax adjusted earnings (loss), resulted in an effective tax rate of 18% in the current period compared to 22% in the prior period.

Our effective tax rate may differ from the statutory tax rate primarily due to the impact of the dividends received deduction.

Nine Months Ended September 30, 2025 Compared with the Nine Months Ended September 30, 2024

Adjusted earnings were $23 million in the current period, an increase of $42 million.

The key favorable impact was higher fee income due to lower ceded COI fees related to the conclusion of the aforementioned reinsurance arbitration in the prior period.

Three Months Ended March 31, 2026 Compared with the Three Months Ended March 31, 2025

Adjusted loss was $6 million in the current period, a decrease of $15 million.

Key net unfavorable impacts were:

• lower net investment spread due to:

◦ lower average invested long-term assets;

◦ lower returns on other limited partnerships;

• higher net costs associated with insurance-related activities due to:

◦ higher claims, net of reinsurance;

partially offset by

◦ a net decrease in liability balances resulting from year-over-year changes made in connection with the AAR;

• higher other expenses due to:

◦ higher operational expenses;

◦ higher non-traditional life claims, net of reinsurance;

partially offset by

◦ the conclusion of the aforementioned reinsurance arbitration in the prior period.

◦ a decrease in liability balances resulting from actuarial modeling improvements;

• lower net investment spread due to lower average invested long-term assets.

The key favorable impact was lower other expenses due to lower operational expenses.

The provision for income tax, calculated as a percentage of pre-tax adjusted earnings (loss), resulted in an effective tax rate of 25% in the current period compared to 10% in the prior period.

2 unchanged sentences

Three Months Ended

September 30, Nine Months Ended

September 30,

2025 2024 2025 2024

(In millions)

Fee income $ 93 $ 101 $ 285 $ 255

Net investment spread

3 unchanged sentences

Pre-tax adjusted earnings (loss)

811 584 625 115

Provision for income tax expense (benefit)

Adjusted earnings (loss)

$ 641 $ 463 $ 494 $ 92

Three Months Ended September 30, 2025 Compared with the Three Months Ended September 30, 2024

Adjusted earnings were $641 million in the current period, an increase of $178 million.

Three Months Ended March 31, 2026 Compared with the Three Months Ended March 31, 2025

Adjusted loss was $48 million in the current period, a lower loss of $16 million.

Key net favorable impacts were:

• lower net costs associated with insurance-related activities due to:

◦ a net decrease in liability balances resulting from year-over-year changes made in connection with the AAR and other refinements;

partially offset by

◦ an increase in liability balances resulting from a premium rate increase on an existing reinsurance agreement;

◦ higher claims, net of reinsurance;

• higher net investment spread due to:

◦ higher returns on other limited partnerships;

◦ lower claims, net of reinsurance;

partially offset by

◦ lower average invested long-term assets.

The key unfavorable impact was lower fee income due to a decline in the net COI fees driven by the aging in-force business.

◦ an increase in liability balances resulting from actuarial modeling improvements;

• lower other expenses due to lower operational expenses.

The provision for income tax, calculated as a percentage of pre-tax adjusted earnings (loss), resulted in an effective tax rate of 21% in both the current period and the prior period.

Nine Months Ended September 30, 2025 Compared with the Nine Months Ended September 30, 2024

Adjusted earnings were $494 million in the current period, an increase of $402 million.

Key net favorable impacts were:

• lower net costs associated with insurance-related activities due to:

◦ a decrease in liability balances resulting from a reinsurance premium rate increase associated with the conclusion of the aforementioned reinsurance arbitration in the prior period;

◦ a net decrease in liability balances resulting from year-over-year changes made in connection with the AAR and other refinements;

partially offset by

◦ an increase in liability balances resulting from a premium rate increase on an existing reinsurance agreement;

• lower other expenses due to:

◦ the conclusion of the aforementioned reinsurance arbitration in the prior period;

partially offset by

◦ higher operational expenses;

• higher net fee income due to:

◦ lower ceded COI fees related to the conclusion of the aforementioned reinsurance arbitration in the prior period;

partially offset by

◦ a decline in the net COI fees driven by the aging in-force business.

The key unfavorable impact was a lower net investment spread due to:

◦ lower average invested long-term assets;

◦ lower returns on other limited partnerships.

The provision for income tax, calculated as a percentage of pre-tax adjusted earnings (loss), resulted in an effective tax rate of 21% in the current period compared to 20% in the prior period.

Our effective tax rate differs from the statutory tax rate primarily due to the impact of the dividends received deduction.

Corporate & Other

1 unchanged sentence

Three Months Ended

September 30, Nine Months Ended

September 30,

2025 2024 2025 2024

(In millions)

Fee income $ 5 $ 5 $ 3 $ 10

Net investment spread

4 unchanged sentences

Pre-tax adjusted earnings (loss), less net income (loss) attributable to noncontrolling interests and preferred stock dividends

(24) (15) (81) (39)

Provision for income tax expense (benefit)

Adjusted earnings (loss)

$ (15) $ 2 $ (64) $ (30)

Three Months Ended September 30, 2025 Compared with the Three Months Ended September 30, 2024

Adjusted loss was $15 million in the current period, a decrease of $17 million.

The key unfavorable impact was a lower net investment spread due to lower yields and lower average invested long-term assets on our institutional spread margin business.

The provision for income tax, calculated as a percentage of pre-tax adjusted earnings (loss), resulted in a lower effective tax rate in the current period compared to the prior period.

Our effective tax rate differs from the statutory tax rate primarily due to the impacts of the dividends received deduction and tax credits.

We believe the effective tax rate for the Corporate & Other segment is not generally meaningful, neither on a standalone basis nor for comparison to prior periods, since taxes for the Corporate & Other segment are derived from the difference between the overall consolidated effective tax rate and total taxes for the combined operating segments.

Nine Months Ended September 30, 2025 Compared with the Nine Months Ended September 30, 2024

Three Months Ended March 31, 2026 Compared with the Three Months Ended March 31, 2025

Adjusted loss was $31 million in the current period, a higher loss of $7 million.

The key unfavorable impact was a lower net investment spread due to lower yields and lower average invested long-term assets on our institutional spread margin business.

The provision for income tax, calculated as a percentage of pre-tax adjusted earnings (loss), resulted in a higher effective tax rate in the current period compared to the prior period.

The key unfavorable impact was a lower net investment spread due to lower average invested long-term assets and yields on our institutional spread margin business.

The provision for income tax, calculated as a percentage of pre-tax adjusted earnings (loss), resulted in a lower effective tax rate in the current period compared to the prior period.

Our effective tax rate differs from the statutory tax rate primarily due to the impacts of the dividends received deduction, tax credits and current period non-recurring items.

Annuity Guaranteed Benefits and Shield Annuity Liabilities for the Three Months and Nine Months Ended September 30, 2025 and 2024

Annuity Guaranteed Benefits and Shield Annuity Liabilities for the Three Months Ended March 31, 2026 and 2025

The overall impact on income (loss) available to shareholders before provision for income tax from the performance of annuity guaranteed benefits and Shield Annuity liabilities, which includes (i) changes in the fair value of liabilities and related reinsurance, (ii) fees net of claims and (iii) the mark-to-market of hedges, was as follows:

Three Months Ended

September 30, Nine Months Ended

September 30,

2025 2024 2025 2024

(In millions)

3 unchanged sentences

Total changes attributable to annuity guaranteed benefits

(289) (610) (81) 1,186

Variable annuity and Shield hedges

1,310 835 1,506 1,039

Shield embedded derivatives

$ (673) $ (751) $ (1,201) $ (1,265)

Three Months Ended September 30, 2025

Annuity guaranteed benefits and Shield Annuity liabilities performance was unfavorable for the three months ended September 30, 2025, primarily driven by:

• unfavorable increases in annuity guaranteed benefits liabilities due to changes made in connection with the AAR and decreasing interest rates, partially offset by increasing equity markets;

• favorable changes in variable annuity and Shield hedges due to increasing equity markets;

• unfavorable changes in Shield embedded derivatives due to increasing equity markets and changes made in connection with the AAR.

Three Months Ended September 30, 2024

Annuity guaranteed benefits and Shield Annuity liabilities performance was unfavorable for the three months ended September 30, 2024, primarily driven by:

• unfavorable increases in annuity guaranteed benefits liabilities due to decreasing interest rates, partially offset by increasing equity markets and changes made in connection with the AAR;

• favorable changes in variable annuity and Shield hedges due to decreasing long-term interest rates and increasing equity markets;

• unfavorable changes in Shield embedded derivatives due to increasing equity markets and decreasing interest rates, partially offset by changes made in connection with the AAR.

Nine Months Ended September 30, 2025

Annuity guaranteed benefits and Shield Annuity liabilities performance was unfavorable for the nine months ended September 30, 2025, primarily driven by:

• unfavorable increases in annuity guaranteed benefits liabilities due to changes made in connection with the AAR and decreasing interest rates, partially offset by increasing equity markets;

• favorable changes in variable annuity and Shield hedges due to increasing equity markets and decreasing long-term interest rates;

• unfavorable changes in Shield embedded derivatives due to increasing equity markets and changes made in connection with the AAR.

Nine Months Ended September 30, 2024

Annuity guaranteed benefits and Shield Annuity liabilities performance was unfavorable for the nine months ended September 30, 2024, primarily driven by:

• favorable decreases in annuity guaranteed benefits liabilities due to increasing equity markets and interest rates, as well as changes made in connection with the AAR;

• favorable changes in variable annuity and Shield hedges due to increasing equity markets;

• unfavorable changes in Shield embedded derivatives due to increasing equity markets, partially offset by changes made in connection with the AAR.

Three Months Ended March 31, 2026

Annuity guaranteed benefits and Shield Annuity liabilities performance was unfavorable for the three months ended March 31, 2026, primarily driven by:

• unfavorable increases in annuity guaranteed benefits liabilities due to decreasing equity markets;

• unfavorable changes in variable annuity and Shield hedges due to decreasing equity markets;

• favorable changes in Shield embedded derivatives due to decreasing equity markets.

Three Months Ended March 31, 2025

Annuity guaranteed benefits and Shield Annuity liabilities performance was unfavorable for the three months ended March 31, 2025, primarily driven by:

• unfavorable increases in annuity guaranteed benefits liabilities due to decreasing interest rates and equity markets;

• unfavorable changes in variable annuity and Shield hedges due to decreasing equity markets, partially offset by decreasing long-term interest rates;

• favorable changes in Shield embedded derivatives due to decreasing equity markets.

Investment Risk Management Strategy

12 unchanged sentences

insurance company, we are affected by the monetary policy of the Federal Reserve in the U.S.

On September 17, 2025, the Federal Reserve decreased the target range for the federal funds rate from between 4.25% and 4.50% to between 4.00% and 4.25%.

On October 29, 2025, the Federal Reserve further decreased the target range for the federal funds rate to between 3.75% and 4.00%.

In 2024, the Federal Reserve decreased the target range for the federal funds rate three times — from between 5.25% and 5.50% to between 4.25% and 4.50%.

The Federal Reserve may increase or decrease the federal funds rate in the future, which may have an impact on the pricing levels of risk-bearing investments and may adversely impact the level of product sales.

We are also affected by the monetary policy of central banks around the world due to the diversification of our investment portfolio.

See “— Industry Trends and Uncertainties — Financial and Economic Environment.”

Interest rate increases have contributed to the net unrealized loss position in our investment portfolio.

As a result of increases in interest rates, the unrealized losses on our fixed maturity securities exceeded the unrealized gains as of September 30, 2025.

In 2025, the Federal Reserve decreased the target range for the federal funds rate three times — from between 4.25% and 4.50% to between 3.50% and 3.75%.

Prior period interest rate increases have contributed to the net unrealized loss position in our investment portfolio.

As a result of increases in interest rates, the unrealized losses on our fixed maturity securities exceeded the unrealized gains as of March 31, 2026.

See “Risk Factors — Risks Related to Our Investment Portfolio — Our investment portfolio is subject to significant financial risks both in the U.S.

3 unchanged sentences

See “Risk Factors — Risks Related to Our Investment Portfolio — Our investment portfolio is subject to significant financial risks both in the U.S.

and global financial markets, including credit risk, interest rate risk, inflation risk, market valuation risk, liquidity risk, real estate risk, derivatives risk, and other factors outside our control, the occurrence of any of which could have a material adverse effect on our financial condition and results of operations,” and “Risk Factors — Risks Related to Our Investment Portfolio — Ongoing military actions, the continued threat of terrorism, climate change as well as other catastrophic events may

adversely affect the value of our investment portfolio and the level of claim losses we incur” included in our 2024 Annual Report.

There has been a continued market focus on commercial real estate, including office properties, as a result of hybrid work arrangements and the resulting impact on the demand for office space.

11 unchanged sentences

Three Months Ended

September 30, Nine Months Ended

September 30,

2025 2024 2025 2024

Yield % Amount Yield % Amount Yield % Amount Yield % Amount

(Dollars in millions)

10 unchanged sentences

Three Months Ended

September 30, Nine Months Ended

September 30,

2025 2024 2025 2024

(In millions)

3 unchanged sentences

Adjusted net investment income — in the above yield table

See “— Results of Operations — Consolidated Results for the Three Months and Nine Months Ended September 30, 2025 and 2024” for an analysis of the period-over-period changes in net investment income.

See “— Results of Operations — Consolidated Results for the Three Months Ended March 31, 2026 and 2025” for an analysis of the period-over-period changes in net investment income.

Fixed Maturity Securities Available-For-Sale

Fixed maturity securities held by type (public or private) were as follows at:

September 30, 2025 December 31, 2024

March 31, 2026

December 31, 2025

Estimated Fair Value % of

10 unchanged sentences

The following table presents total fixed maturity securities by NRSRO rating and the applicable NAIC designation from the NAIC published comparison of NRSRO ratings to NAIC designations, except for certain Structured Securities, which are presented using the NAIC methodologies, as well as the percentage, based on estimated fair value that each NAIC designation is comprised of at:

September 30, 2025 December 31, 2024

March 31, 2026

December 31, 2025

NAIC Designation

NRSRO Rating Amortized Cost Allowance for Credit Losses Unrealized Gain (Loss) Estimated Fair Value % of Total Amortized Cost Allowance for Credit Losses Unrealized Gain (Loss) Estimated Fair Value % of Total

Amortized Cost

Allowance for Credit Losses

Unrealized Gain (Loss)

Estimated Fair Value

Amortized Cost

Allowance for Credit Losses

Unrealized Gain (Loss)

Estimated Fair Value

(Dollars in millions)

1 Aaa/Aa/A $ 57,154 $ 4 $ (3,265) $ 53,885 66.1 % $ 56,661 $ 5 $ (4,680) $ 51,976 64.9 %

2 Baa 26,846 — (1,606) 25,240 31.0 28,446 — (2,640) 25,806 32.3

Subtotal investment grade

3 Ba 2,012 1 (40) 1,971 2.4 1,879 — (92) 1,787 2.2

4 B 338 — (22) 316 0.4 383 2 (32) 349 0.4

Caa and lower

In or near default

50 24 (11) 15 — 83 43 (10) 30 0.1

Subtotal below investment grade

2,564 60 (92) 2,412 2.9 % 2,496 76 (147) 2,273 2.8 %

Total fixed maturity securities

1 unchanged sentence

Fixed Maturity Securities — by Sector & Credit Quality Rating

NAIC Designation 1 2 3 4 5 6 Total Estimated Fair Value

NAIC Designation

Total Estimated Fair Value

NRSRO Rating Aaa/Aa/A Baa Ba B Caa and

1 unchanged sentence

(In millions)

September 30, 2025

corporate $ 18,444 $ 18,031 $ 1,550 $ 240 $ 49 $ 15 $ 38,329

March 31, 2026

Foreign corporate

RMBS 8,266 2 9 — — — 8,277

government and agency

CMBS 5,716 331 36 9 4 — 6,096

ABS 5,723 242 27 10 3 — 6,005

State and political subdivision

2 unchanged sentences

December 31, 2025

corporate $ 17,036 $ 18,415 $ 1,303 $ 291 $ 49 $ 29 $ 37,123

Foreign corporate

RMBS 7,254 15 16 — 1 1 7,287

government and agency

CMBS 5,985 344 17 6 4 — 6,356

ABS 5,776 498 19 11 8 — 6,312

State and political subdivision

3 unchanged sentences

We maintain a diversified portfolio of corporate fixed maturity securities across industries and issuers.

Our portfolio does not have any exposure to any single issuer in excess of 1% of total investments and the top ten holdings in aggregate comprise 1% total investments at both September 30, 2025 and December 31, 2024.

Our portfolio does not have any exposure to any single issuer in excess of 1% of total investments and the top ten holdings in aggregate comprise 1% of total investments at both March 31, 2026 and December 31, 2025.

and foreign corporate fixed maturity securities holdings by industry were as follows at:

September 30, 2025 December 31, 2024

March 31, 2026

December 31, 2025

(Dollars in millions)

Industrial $ 16,277 32.5 % $ 15,448 31.6 %

Finance 12,772 25.5 13,279 27.1

Consumer 11,558 23.1 11,155 22.8

Utility 6,712 13.5 6,405 13.1

Communications

$ 50,025 100.0 % $ 48,953 100.0 %

Structured Securities

We held $20.4 billion and $20.0 billion of Structured Securities, at estimated fair value, at September 30, 2025 and December 31, 2024, respectively, as presented in the RMBS, CMBS and ABS sections below.

We held $20.8 billion and $20.5 billion of Structured Securities, at estimated fair value, at March 31, 2026 and December 31, 2025, respectively, as presented in the RMBS, CMBS and ABS sections below.

Our RMBS holdings are diversified by security type, risk profile and ratings profile, which were as follows at:

September 30, 2025 December 31, 2024

March 31, 2026

December 31, 2025

Estimated Fair Value % of

5 unchanged sentences

Pass-through securities 4,156

Total RMBS $ 8,277 100.0 % $ (551) $ 7,287 100.0 % $ (829)

Risk profile:

Agency $ 6,374 77.0 % $ (556) $ 5,752 78.9 % $ (800)

Prime 217 2.6 (13) 220 3.0 (19)

Alt-A 1,381 16.7 10 992 13.6 (11)

Sub-prime 288

Total RMBS $ 8,277 100.0 % $ (551) $ 7,287 100.0 % $ (829)

Ratings profile:

$ 1,308 15.8 % $ 892 12.2 %

Designated NAIC 1 $

3 unchanged sentences

Our CMBS holdings are diversified by vintage year, which were as follows at:

September 30, 2025 December 31, 2024

Amortized Cost Estimated Fair Value Amortized Cost Estimated Fair Value

March 31, 2026

December 31, 2025

Amortized Cost

Estimated Fair Value

Amortized Cost

Estimated Fair Value

(In millions)

3 unchanged sentences

2026 136 135 — —

2016 444 436 460 442

2017 697 680 689 652

2018 1,582 1,539 1,612 1,524

2019 900 835 912 807

2020 503 449 501 425

2021 568 546 664 635

2022 372 368 419 411

2023 81 81 61 62

2024 358 362 282 282

2025 302 305 — —

Total $ 6,336 $ 6,096 $ 6,776 $ 6,356

The estimated fair value of CMBS rated Aaa using rating agency ratings was $4.1 billion, or 66.8% of total CMBS, and designated NAIC 1 was $5.7 billion, or 93.8% of total CMBS, at September 30, 2025.

The estimated fair value of CMBS rated Aaa using rating agency ratings was $4.0 billion, or 68.6% of total CMBS, and designated NAIC 1 was $5.6 billion, or 95.1% of total CMBS, at March 31, 2026.

The estimated fair value of CMBS rated Aaa using rating agency ratings was $3.9 billion, or 67.2% of total CMBS, and designated NAIC 1 was $5.6 billion, or 94.8% of total CMBS, at December 31, 2025.

1 unchanged sentence

Our ABS holdings by collateral type and ratings profile were as follows at:

September 30, 2025 December 31, 2024

March 31, 2026

December 31, 2025

Estimated Fair Value % of

5 unchanged sentences

Automobile loans 753

Student loans 433 7.2 (5) 383 6.1 (12)

Consumer loans

382 6.4 (1) 354 5.6 (8)

Student loans

Credit card loans 207

Other loans 1,434

Total $ 6,005 100.0 % $ (19) $ 6,312 100.0 % $ (42)

Ratings profile:

Rated Aaa $ 3,696 61.5 % $ 3,764 59.6 %

Designated NAIC 1 $

13 unchanged sentences

Information regarding mortgage loans by portfolio segment is summarized as follows at:

September 30, 2025 December 31, 2024

March 31, 2026

December 31, 2025

Amortized Cost % of

2 unchanged sentences

(Dollars in millions)

Commercial $ 12,634 54.8 % $ 143 1.1 % $ 13,330 56.8 % $ 106 0.8 %

Agricultural 4,566 19.8 21 0.5 % 4,591 19.6 30 0.7 %

Residential 5,867 25.4 41 0.7 % 5,543 23.6 42 0.8 %

Total $ 23,067 100.0 % $ 205 0.9 % $ 23,464 100.0 % $ 178 0.8 %

Our mortgage loan portfolio is diversified by both geographic region and property type to reduce the risk of concentration.

The percentage of our commercial and agricultural mortgage loan portfolios collateralized by properties located in the U.S.

was 98% at both September 30, 2025 and December 31, 2024.

was 99% at both March 31, 2026 and December 31, 2025.

The remainder was collateralized by properties located outside of the U.S.

At September 30, 2025, the carrying value as a percentage of total commercial and agricultural mortgage loans for the top three states in the U.S.

At March 31, 2026, the carrying value as a percentage of total commercial and agricultural mortgage loans for the top three states in the U.S.

was 17% for California, 12% for Texas and 7% for New York.

2 unchanged sentences

All residential mortgage loans were collateralized by properties located in the U.S.

at both September 30, 2025 and December 31, 2024.

At September 30, 2025, the carrying value as a percentage of total residential mortgage loans for the top three states in the U.S.

was 37% for California, 10% for Florida and 6% for New York.

at both March 31, 2026 and December 31, 2025.

At March 31, 2026, the carrying value as a percentage of total residential mortgage loans for the top three states in the U.S.

was 36% for California, 9% for Florida and 6% for Texas.

Commercial Mortgage Loans by Geographic Region and Property Type .

1 unchanged sentence

The diversification across geographic regions and property types of commercial mortgage loans was as follows at:

September 30, 2025 December 31, 2024

Amount % of Total

March 31, 2026

December 31, 2025

(Dollars in millions)

1 unchanged sentence

South Atlantic

Pacific 2,536 20.1 2,644 19.8

Middle Atlantic

West South Central

Mountain 1,087 8.6 1,114 8.4

East North Central

758 6.0 834 6.2

565 4.5 726 5.4

East South Central

362 2.9 363 2.7

West North Central

354 2.8 358 2.7

International

330 2.6 391 2.9

Multi-region and Other

389 3.1 501 3.8

Total recorded investment

2 unchanged sentences

Property type:

Apartment $ 4,811 38.1 % $ 5,249 39.4 %

Office 2,821 22.3 3,019 22.7

Industrial 2,430 19.2 2,498 18.7

Retail 1,655 13.1 1,681 12.6

Hotel 917 7.3 883 6.6

Total recorded investment

19 unchanged sentences

Generally, the lower the debt-service coverage ratio, the higher the risk of experiencing a credit loss.

For our commercial mortgage loans, our average loan-to-value ratio was 68% and 69% at September 30, 2025 and December 31, 2024, respectively, and our average debt-service coverage ratio was 2.2x and 2.3x at September 30, 2025 and December 31, 2024, respectively.

For our commercial mortgage loans, our average loan-to-value ratio was 68% and 67% at March 31, 2026 and December 31, 2025, respectively, and our average debt-service coverage ratio was 2.2x at both March 31, 2026 and December 31, 2025.

The debt-service coverage ratio, as well as the values utilized in calculating the ratio, is updated annually on a rolling basis, with a portion of the portfolio updated each quarter.

In addition, the loan-to-value ratio is routinely updated for all but the lowest risk loans as part of our ongoing review of our commercial mortgage loan portfolio.

For our agricultural mortgage loans, our average loan-to-value ratio was 46% and 48% at September 30, 2025 and December 31, 2024, respectively.

For our agricultural mortgage loans, our average loan-to-value ratio was 46% at both March 31, 2026 and December 31, 2025.

The values utilized in calculating the agricultural mortgage loan loan-to-value ratio are developed in connection with the ongoing review of the agricultural loan portfolio and are routinely updated.

Mortgage Loan Allowance for Credit Losses .

See Note 7 of the Notes to the Interim Condensed Consolidated Financial Statements for information about how the allowance for credit losses is established and monitored, as well as activity in and balances of the allowance for credit losses for the nine months ended September 30, 2025 and 2024.

Limited Partnerships and Limited Liability Companies

The carrying values of our limited partnerships and LLCs were as follows at:

September 30, 2025 December 31, 2024

The carrying values of our limited partnerships and limited liability companies (“LLC”) were as follows at:

March 31, 2026

December 31, 2025

(In millions)

1 unchanged sentence

Real estate limited partnerships and LLCs (1)

Total $ 4,816 $ 4,827

__________________

(1) The estimated fair value of real estate limited partnerships and LLCs was $661 million and $836 million at September 30, 2025 and December 31, 2024, respectively.

(1) The estimated fair value of real estate limited partnerships and LLCs was $600 million and $599 million at March 31, 2026 and December 31, 2025, respectively.

Cash distributions on these investments are generated from investment gains, operating income from the underlying investments of the funds and liquidation of the underlying investments of the funds.

2 unchanged sentences

The carrying value of our other invested assets by type was as follows at:

September 30, 2025 December 31, 2024

March 31, 2026

December 31, 2025

Carrying Value

Carrying Value % of

Carrying Value

(Dollars in millions)

Freestanding derivatives with positive estimated fair values

$ 7,700 87.1 % $ 4,135 78.8 %

Company-owned life insurance

Federal Home Loan Bank stock

217 2.5 222 4.2

Leveraged leases, net of non-recourse debt

60 0.7 60 1.1

Tax credit and renewable energy partnerships

44 0.5 48 0.9

Other 13 0.1 13 0.3

Total $ 8,842 100.0 % $ 5,250 100.0 %

Derivative Risks

1 unchanged sentence

We use a variety of strategies to manage these risks, including the use of derivatives.

We have historically managed the risks related to our variable annuity and first generation Shield Annuity contracts on a combined basis.

In the third quarter of 2025, we completed an initiative that established a stand-alone hedging program for each product allowing us to separately manage the risks related to these two products.

See Note 8 of the Notes to the Interim Condensed Consolidated Financial Statements for:

• information about the gross notional amount, estimated fair value and primary underlying risk exposure of our derivatives by type of hedge designation, excluding embedded derivatives held at September 30, 2025 and December 31, 2024;

• the effects of derivatives in cash flow, fair value or non-qualifying hedge relationships on the statements of operations for the nine months ended September 30, 2025 and 2024.

• the effects of derivatives in cash flow, fair value or non-qualifying hedge relationships on the statements of operations for the three months ended March 31, 2026 and 2025.

See “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Risk Management Strategies” included in our 2025 Annual Report for more information about our hedging strategies.

6 unchanged sentences

The use of different inputs or methodologies could have a material effect on the estimated fair value of Level 3 derivatives and could materially affect net income.

Derivatives categorized as Level 3 at September 30, 2025 include:

Derivatives categorized as Level 3 at March 31, 2026 include:

credit default swaps priced using unobservable credit spreads, or that are priced through independent broker quotations;

7 unchanged sentences

The gross notional amount and estimated fair value of credit default swaps were as follows at:

September 30, 2025 December 31, 2024

March 31, 2026

December 31, 2025

Gross Notional Amount

3 unchanged sentences

(In millions)

Written $ 478 $ 11 $ 780 $ 19

The maximum amount at risk related to our written credit default swaps is equal to the corresponding gross notional amount.

35 unchanged sentences

Our variable annuity account value and NAR by type of GMxB were as follows at:

September 30, 2025

March 31, 2026

December 31, 2025

Account Value Death Benefit NAR (1) Living Benefit NAR (1) % of Account Value In-the-Money (2) Account Value Death Benefit NAR (1) Living Benefit NAR (1) % of Account Value In-the-Money (2)

Account Value

Death Benefit NAR (1)

Living Benefit NAR (1)

% of Account Value In-the-Money (2)

Account Value

Death Benefit NAR (1)

Living Benefit NAR (1)

% of Account Value In-the-Money (2)

(Dollars in millions)

GMIB $ 29,978 $ 3,178 $ 3,599 28.0 % $ 30,280 $ 3,660 $ 4,085 33.5 %

GMIB Max with EDB (3)

GMIB Max without EDB (3)

GMWB 19,468 143 195 6.3 % 19,263 237 276 10.1 %

GMAB 188 — — 0.1 % 359 1 1 2.9 %

GMDB only (other than EDB) (3) 17,368 931 — N/A

17,076 964 — N/A

EDB only (3) 3,190 1,205 — N/A

3,084 1,343 — N/A

Total $ 81,044 $ 11,853 $ 4,921 $ 80,984 $ 12,817 $ 5,484

GMDB only (other than EDB) (3)

__________________

4 unchanged sentences

Additionally, the index protection and accumulation features of Shield Annuities are accounted for as embedded derivatives, measured at estimated fair value, and are reported in policyholder account balances on the consolidated balance sheets, with changes reported in net derivative gains (losses) on the consolidated statements of operations.

The Shield embedded derivative liabilities were valued at $11.4 billion at September 30, 2025.

The Shield embedded derivative liabilities were valued at $9.4 billion at March 31, 2026.

Our variable annuity MRBs by type of GMxB were as follows at:

September 30, 2025 December 31, 2024

March 31, 2026

December 31, 2025

(In millions)

GMIB $ 7,711 $ 7,560

Total $ 8,500 $ 8,307

The estimated fair value of these guarantees can change significantly due to changes in interest rates, equity indices, market volatility and variations in actuarial assumptions, including policyholder behavior, mortality and risk margins related to non-capital markets inputs, as well as changes in nonperformance risk.

9 unchanged sentences

We continuously monitor and adjust our liquidity and capital plans in light of market conditions, as well as changing needs and opportunities.

We maintain a substantial short-term liquidity position, which was $5.2 billion at both September 30, 2025 and December 31, 2024.

We maintain a substantial short-term liquidity position, which was $3.9 billion and $4.3 billion at March 31, 2026 and December 31, 2025, respectively.

Short-term liquidity is comprised of cash and cash equivalents and short-term investments, excluding assets that are pledged or otherwise committed.

Assets pledged or otherwise committed include amounts received in connection with securities lending, derivatives and assets held on deposit or in trust.

An integral part of our liquidity management includes managing our level of liquid assets, which was $50.4 billion and $48.1 billion at September 30, 2025 and December 31, 2024, respectively.

An integral part of our liquidity management includes managing our level of liquid assets, which was $48.2 billion and $50.1 billion at March 31, 2026 and December 31, 2025, respectively.

Liquid assets are comprised of cash and cash equivalents, short-term investments and publicly-traded securities, excluding assets that are pledged or otherwise committed.

10 unchanged sentences

We manage our capital position to maintain our financial strength and credit ratings.

Our capital position is supported by our ability to generate cash flows within our insurance subsidiaries, our ability to effectively manage the risks of our businesses and our expected ability to borrow funds and raise additional capital to meet operating and growth needs under a variety of market and economic conditions.

We target a combined risk-based capital (“RBC”) ratio of 400% to 450% in normal market conditions.

We believe a ratio at this level in normal markets provides us with sufficient capital to absorb risks associated with stressed market scenarios.

In addition, our capital position is supported by our ability to generate cash flows within our insurance subsidiaries, our ability to effectively manage the risks of our businesses and our expected ability to borrow funds and raise additional capital to meet operating and growth needs under a variety of market and economic conditions.

We monitor our debt-to-capital ratio using an average of our key leverage ratios as calculated by A.M.

2 unchanged sentences

There can be no assurance that we will be able to complete any such financing transactions on terms and conditions favorable to us or at all.

In support of our target combined RBC ratio of 400% to 450% in normal market conditions, we expect to continue to maintain a capital and risk management strategy that targets total assets supporting our variable annuity and Shield Annuity contracts at or above the average of the worst two percent of a set of capital markets scenarios over the life of the contracts level in normal market conditions.

With our risk management focus on the core drivers of our combined RBC ratio, we believe we can better manage our RBC in stressed market scenarios.

In November 2023, we authorized a $750 million share repurchase program under which repurchases may be made through open market purchases, including pursuant to Rule 10b5-1 plans or pursuant to accelerated stock repurchase plans, or through privately negotiated transactions, from time to time at management’s discretion in accordance with applicable legal requirements.

Common stock repurchases are dependent upon several factors, including our capital position, liquidity, financial strength and credit ratings, general market conditions, the market price of our common stock compared to management’s assessment of the stock’s underlying value and applicable regulatory approvals, as well as other legal and accounting factors.

On November 6, 2025, BHF entered into the Merger Agreement.

Pursuant to the Merger Agreement, we have agreed that during the period beginning the date of the Merger Agreement through the earlier of the closing of the Merger and the termination of the Merger Agreement, we will not, without the written consent of Parent, pay any dividend or other distribution payable in cash, stock or property with respect to our common stock, or subject to certain exceptions, purchase directly or indirectly any of BHF’s or its subsidiaries’ capital stock or other equity or voting interests of BHF or any of its subsidiaries.

Further, the Merger Agreement permits us to pay periodic cash dividends on our preferred stock not in excess of $412.50 per share on the 6.600% Non-Cumulative Preferred Stock, Series A (the “Series A Preferred Stock”), $421.875 per share on the 6.750% Non-Cumulative Preferred Stock, Series B (the “Series B Preferred Stock”), $335.9375 per share on the 5.375% Non-Cumulative Preferred Stock, Series C (the “Series C Preferred Stock”);

and $289.0625 per share on the 4.625% Non-Cumulative Preferred Stock, Series D (the “Series D Preferred Stock” and;

together with the Series A Preferred Stock, the Series B Preferred Stock and the Series C Preferred Stock, the “Company Preferred Stock”), in each case, per quarter during the interim period, consistent with the per-quarter dividends due under each applicable Certificate of Designations.

Rating Agencies

Rating agencies continue to review and adjust our ratings.

In July 2025, S&P revised the long-term issuer credit ratings for BHF and Brighthouse Holdings, LLC (“BH Holdings”) to BBB from BBB+.

In addition, S&P revised the financial strength ratings for certain of our insurance subsidiaries to A from A+, among other revisions.

Following the announcement that BHF has entered into the Merger Agreement, S&P and Moody’s have revised their outlook on our credit ratings.

On November 6, 2025, S&P placed BHF, BH Holdings and certain of our insurance subsidiaries on CreditWatch Negative.

On November 7, 2025, Moody’s placed BHF, BH Holdings and certain of our insurance subsidiaries on review for a downgrade and changed the long-term issuer credit rating and financial strength rating outlooks for those entities to rating under review.

See “Risk Factors — Risks Related to Our Business — A downgrade or a potential downgrade in our financial strength or credit ratings could result in a loss of business and materially adversely affect our financial condition and results of operations” included in our 2024 Annual Report for a description of the potential impact of a ratings downgrade.

Pursuant to the Merger Agreement, we have agreed that during the period beginning the date of the Merger Agreement through the earlier of the closing of the Merger and the termination of the Merger Agreement, we will not, without the written consent of Aquarian Parent, pay any dividend or other distribution payable in cash, stock or property with respect to our common stock, or subject to certain exceptions, purchase directly or indirectly any of BHF’s or its subsidiaries’ capital stock or other equity or voting interests of BHF or any of its subsidiaries.

The Merger Agreement permits us to pay periodic cash dividends on our preferred stock not in excess of $412.50 per share on the 6.600% Non-Cumulative Preferred Stock, Series A (the “Series A Preferred Stock”), $421.875 per share on the 6.750% Non-Cumulative Preferred Stock, Series B (the “Series B Preferred Stock”), $335.9375 per share on the 5.375% Non-Cumulative Preferred Stock, Series C (the “Series C Preferred Stock”), and $289.0625 per share on the 4.625% Non-Cumulative Preferred Stock, Series D (the “Series D Preferred Stock” and, together with the Series A Preferred Stock, the Series B Preferred Stock and the Series C Preferred Stock, the “Preferred Stock”), in each case, per quarter during the period beginning the date of the Merger Agreement through the earlier of the closing of the Merger and the termination of the Merger Agreement, consistent with the per-quarter dividends due under each applicable Certificate of Designations.

Sources and Uses of Liquidity and Capital

Our primary sources and uses of liquidity and capital were as follows at:

Nine Months Ended

September 30,

Three Months Ended

(In millions)

8 unchanged sentences

Changes in policyholder account balances, net

Changes in payables for collateral under securities loaned and other transactions, net

Long-term debt repaid

2 unchanged sentences

Financing element on certain derivative instruments and other derivative related transactions, net

Other, net 17 15

Total uses 790

44 unchanged sentences

Aggregate Principal Amount

Outstanding Issuances Repayments

Nine Months Ended September 30,

September 30, 2025 December 31, 2024 2025 2024 2025 2024

Three Months Ended March 31,

March 31, 2026

December 31, 2025

(In millions)

$ 500 $ 500 $ — $ 500 $ — $ —

FABCP Program

FABN Program 2,000 2,550 — 1,150 550 700

FHLB Funding Agreements

Farmer Mac Funding Agreements

Total $ 9,817 $ 10,962 $ 6,536 $ 16,155 $ 7,681 $ 15,745

Debt Issuances

1 unchanged sentence

Credit and Committed Facilities

See Notes 11 and 12 of the Notes to the Consolidated Financial Statements included in our 2024 Annual Report for information regarding our credit and committed facilities.

See Note 11 of the Notes to the Consolidated Financial Statements included in our 2025 Annual Report for information regarding our credit and committed facilities.

We have no reason to believe that our lending counterparties would be unable to fulfill their respective contractual obligations under these facilities.

1 unchanged sentence

Our Revolving Credit Facility contains financial covenants, including requirements to maintain a specified minimum adjusted consolidated net worth, to maintain a ratio of total indebtedness to total capitalization not in excess of a specified percentage and that place limitations on the dollar amount of indebtedness that may be incurred by our subsidiaries, which could restrict our operations and use of funds.

At September 30, 2025, we were in compliance with these financial covenants.

At March 31, 2026, we were in compliance with these financial covenants.

Primary Uses of Liquidity and Capital

1 unchanged sentence

Common Stock Repurchases

See Note 10 of the Notes to the Interim Condensed Consolidated Financial Statements for information relating to authorizations to repurchase BHF common stock, amounts of common stock repurchased pursuant to such authorizations and the amount remaining under such authorizations at September 30, 2025.

See also “Risk Factors — Risks Related to Our Securities — We are not currently permitted to declare and pay dividends on our common stock, and legal restrictions could limit our ability to pay dividends on our capital stock and our ability to repurchase our common stock at the level we wish in the future” included in our 2025 Annual Report.

Preferred Stock Dividends

16 unchanged sentences

We pledge collateral to, and have collateral pledged to us by, counterparties in connection with our derivatives.

At September 30, 2025, we pledged $8 million of cash collateral to counterparties.

At December 31, 2024, we did not pledge any cash collateral to counterparties.

At September 30, 2025 and December 31, 2024, we were obligated to return cash collateral pledged to us by counterparties of $1.1 billion and $812 million, respectively.

At March 31, 2026 and December 31, 2025, we pledged $23 million and $34 million, respectively, of cash collateral to counterparties.

At both March 31, 2026 and December 31, 2025, we were obligated to return cash collateral pledged to us by counterparties of $1.5 billion.

The timing of the return of the derivatives collateral is uncertain.

1 unchanged sentence

We receive non-cash collateral from counterparties for derivatives, which can be sold or re-pledged subject to certain constraints, and which is not recorded on our consolidated balance sheets.

The amount of this non-cash collateral at estimated fair value was $2.9 billion and $2.3 billion at September 30, 2025 and December 31, 2024, respectively.

The amount of this non-cash collateral at estimated fair value was $2.6 billion and $3.2 billion at March 31, 2026 and December 31, 2025, respectively.

See Note 8 of the Notes to the Interim Condensed Consolidated Financial Statements for additional information regarding pledged collateral.

3 unchanged sentences

Generally, our securities lending contracts expire within twelve months of issuance.

We were liable for cash collateral under our control

of $3.3 billion and $3.2 billion at September 30, 2025 and December 31, 2024, respectively.

We were liable for cash collateral under our control of $3.2 billion at both March 31, 2026 and December 31, 2025.

We receive non-cash collateral for securities lending from counterparties, which cannot be sold or re-pledged, and which is not recorded on our consolidated balance sheets.

There was no non-cash collateral at both September 30, 2025 and December 31, 2024.

There was no non-cash collateral at both March 31, 2026 and December 31, 2025.

See Note 7 of the Notes to the Interim Condensed Consolidated Financial Statements for further discussion of our securities lending program.

13 unchanged sentences

Short-term Liquidity and Liquid Assets

At September 30, 2025 and December 31, 2024, BHF and certain of its non-insurance subsidiaries had short-term liquidity of $865 million and $912 million, respectively.

At March 31, 2026 and December 31, 2025, BHF and certain of its non-insurance subsidiaries had short-term liquidity of $659 million and $763 million, respectively.

Short-term liquidity is comprised of cash and cash equivalents and short-term investments, excluding assets that are pledged or otherwise committed.

Assets pledged or otherwise committed include assets held in trust.

At September 30, 2025 and December 31, 2024, BHF and certain of its non-insurance subsidiaries had liquid assets of $970 million and $1.1 billion, respectively, of which $911 million and $1.1 billion, respectively, was held by BHF.

At March 31, 2026 and December 31, 2025, BHF and certain of its non-insurance subsidiaries had liquid assets of $862 million and $911 million, respectively, of which $827 million and $868 million, respectively, was held by BHF.

Liquid assets are comprised of cash and cash equivalents, short-term investments and publicly-traded securities, excluding assets that are pledged or otherwise committed.

Assets pledged or otherwise committed include assets held in trust.

On February 11, 2025, Brighthouse Life Insurance Company received a $100 million capital contribution from BH Holdings.

Statutory Capital and Dividends

11 unchanged sentences

Any payment of dividends by Brighthouse Life Insurance Company in 2026 would be subject to Delaware Department of Insurance approval.

See Note 12 of the Notes to the Consolidated Financial Statements included in our 2024 Annual Report for additional information regarding the applicable dividend restrictions and certain of our subsidiaries’ ordinary dividend capacity, as well as the circumstances under which regulatory approval would be required.

See Note 12 of the Notes to the Consolidated Financial Statements included in our 2025 Annual Report for additional information regarding the applicable dividend restrictions and certain

of our subsidiaries’ ordinary dividend capacity, as well as the circumstances under which regulatory approval would be required.

Primary Sources and Uses of Liquidity and Capital

The principal sources of funds available to BHF include distributions from BH Holdings, dividends and returns of capital from its insurance subsidiaries and BRCD, capital markets issuances, as well as its own cash and cash equivalents and short-term investments.

The principal sources of funds available to BHF include distributions from Brighthouse Holdings, LLC (“BH Holdings”), dividends and returns of capital from its insurance subsidiaries and BRCD, capital markets issuances, as well as its own cash and cash equivalents and short-term investments.

These sources of funds may also be supplemented by alternate sources of liquidity either directly or indirectly through our insurance subsidiaries.

For example, we have established internal liquidity facilities to provide liquidity within and across our regulated and non-regulated entities to support our businesses.

The primary uses of liquidity of BHF include debt-service obligations (including interest expense and debt repayments), preferred stock dividends, capital contributions to subsidiaries, common stock repurchases and payment of general operating expenses.

Based on our analysis and comparison of our current and future cash inflows from the dividends we receive from subsidiaries that are permitted to be paid without prior insurance regulatory approval, our investment portfolio and other cash flows and anticipated access to the capital markets, we believe there will be sufficient liquidity and capital to enable BHF to make payments on debt, pay preferred stock dividends, contribute capital to its subsidiaries, repurchase its common stock, pay all general operating expenses and meet its cash needs.

Based on our analysis and comparison of our current and future cash inflows from the dividends we receive from subsidiaries that are permitted to be paid without prior insurance regulatory approval, our investment portfolio and other cash flows and anticipated access to the capital markets, we believe there will be sufficient liquidity and capital to enable BHF to make payments on debt, pay preferred stock dividends, contribute capital to its subsidiaries, pay all general operating expenses and meet its cash needs.

In connection with the separation from MetLife, Inc.

(together with its subsidiaries and affiliates, “MetLife”), the Company entered into a tax receivables agreement (the “Tax Receivables Agreement”) with MetLife.

In connection with the Tax Receivables Agreement, the Company has a payable to MetLife of $328 million at both March 31, 2026 and December 31, 2025 reported in other liabilities, which would be accelerated upon closing of the Merger.

See Note 15 of the Notes to the Consolidated Financial Statements included in our 2025 Annual Report for additional information regarding income tax agreements.

In addition to the liquidity and capital sources discussed in “— The Company — Primary Sources of Liquidity and Capital” and “— The Company — Primary Uses of Liquidity and Capital,” the following additional information is provided regarding BHF’s primary sources and uses of liquidity and capital:

Distributions from and Capital Contributions to BH Holdings

During both the nine months ended September 30, 2025 and 2024, BHF did not receive any cash distributions from BH Holdings and did not make any cash capital contributions to BH Holdings.

During both the three months ended March 31, 2026 and 2025, BHF did not receive any cash distributions from BH Holdings and did not make any cash capital contributions to BH Holdings.

Short-term Intercompany Loans

2 unchanged sentences

Each loan entered into under this intercompany loan agreement has a term not more than 364 days and bears interest on the unpaid principal amount at a variable rate, payable monthly.

During the nine months ended September 30, 2025 and 2024, BHF borrowed $587 million and $420 million, respectively, from certain of its non-insurance subsidiaries and repaid $512 million and $180 million of such borrowings during the nine months ended September 30, 2025 and 2024, respectively.

At September 30, 2025 and December 31, 2024, BHF had total obligations outstanding of $657 million and $582 million, respectively, under such agreements.

During the three months ended March 31, 2026 and 2025, BHF borrowed $108 million and $185 million, respectively, from certain of its non-insurance subsidiaries and repaid $117 million and $227 million of such borrowings during the three months ended March 31, 2026 and 2025, respectively.

At March 31, 2026 and December 31, 2025, BHF had total obligations outstanding of $436 million and $445 million, respectively, under such agreements.

Intercompany Liquidity Facilities

1 unchanged sentence

Under these facilities, which are comprised of a series of revolving loan agreements among BHF and its participating subsidiaries, each company may lend to or borrow from each other, subject to certain maximum limits for a term of up to 364 days, depending on the agreement.

During both the nine months ended September 30, 2025 and 2024, there were no borrowings or repayments by BHF under these facilities and, at both September 30, 2025 and December 31, 2024, BHF had no obligations outstanding under such facilities.

During both the three months ended March 31, 2026 and 2025, there were no borrowings or repayments by BHF under these facilities and, at both March 31, 2026 and December 31, 2025, BHF had no obligations outstanding under such facilities.

Note Regarding Forward-Looking Statements

11 unchanged sentences

• our ability to complete the Merger in the timeframe or manner currently anticipated or at all, including due to a failure to obtain the regulatory approvals required for the closing of the Merger or the occurrence of any event, change or other circumstance that could give rise to the right of one or both of the parties to terminate the Merger Agreement;

• the effect of the pendency of the Merger on our ongoing business and operations, including disruption to our business relationships, the diversion of management’s attention from ongoing business operations and opportunities, or the outcome of any legal proceedings that may be instituted against Parent or BHF following announcement of the Merger;

• the effect of the pendency of the Merger on our ongoing business and operations, including disruption to our business relationships, the diversion of management’s attention from ongoing business operations and opportunities, or the outcome of any legal proceedings that may be instituted against Aquarian Parent or BHF following announcement of the Merger;

• restrictions on the conduct of our business prior to the closing of the Merger and on our ability to pursue alternatives to the Merger;

5 unchanged sentences

• the impact of interest rates on our future ULSG policyholder obligations and net income volatility;

• the potential material adverse effect of changes in accounting standards, practices or policies applicable to us, including changes in the accounting for long-duration contracts;

• the potential material adverse effect of changes in accounting standards, practices or policies applicable to us;

• loss of business and other negative impacts resulting from a downgrade or a potential downgrade in our financial strength or credit ratings;

15 unchanged sentences

• the loss or disclosure of confidential information, damage to our reputation and impairment of our ability to conduct business effectively as a result of any failure in cyber- or other information security systems;

• whether all or any portion of the tax consequences of our separation from MetLife, Inc.

(together with its subsidiaries and affiliates, “MetLife”) are not as expected, leading to material additional taxes or material adverse consequences to tax attributes that impact us;

• whether all or any portion of the tax consequences of our separation from MetLife are not as expected, leading to material additional taxes or material adverse consequences to tax attributes that impact us;

• other factors described in this report and from time to time in documents that we file with the SEC.

7 unchanged sentences

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 2. Management’s Discussion and Analysis