7 unchanged sentences
Consolidated Balance Sheets as of December 31, 202 5 and 2 02 4
−Removed: Consolidated Statements of Operations for the years ended December 31, 2024, December 31, 2023 and December 31, 2022
−Removed: Consolidated Statements of Comprehensive Income (Loss) for the years ended December 31, 2024, December 31, 2023 and December 31, 2022
+Added: Consolidated Sta teme nts of Operations for the years ended December 31, 202 5 , December 31, 202 4 and D ecember 31, 202 3
+Added: Consolidated Statements of Comprehensive Income (Loss) for the years ended December 31, 202 5 , December 31, 202 4 and Dece mber 31, 20 23
Consolidated Statements of Equity for the years ended December 31, 202 5 , December 31, 202 4 and December 3 1, 202 3
−Removed: Consolidated Statements of Cash Flows for the years ended December 31, 2024, December 31, 2023 and December 31, 2022
+Added: Consolidated Statements of Cash Flows for the years ended December 31, 202 5 , December 31, 202 4 and Decemb er 31 , 202 3
Notes to Consolidated Financial Statements
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and subsidiaries (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2025, based on the COSO criteria.
−Removed: As indicated in the accompanying Management’s Report on Internal Control Over Financial Reporting, management’s assessment of and conclusion on the effectiveness of internal control over financial reporting did not include the internal controls of Roar Joint Venture, LLC, which is included in the 2024 consolidated financial statements of the Company and constituted 0.49% and 10.29% of total assets and total equity, respectively, as of December 31, 2024 and 1.36% and 6.89% of revenues and net earnings attributable to F&G common shareholders, respectively, for the year then ended.
−Removed: Our audit of internal control over financial reporting of the Company also did not include an evaluation of the internal control over financial reporting of Roar Joint Venture, LLC.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2025 and 2024, the related consolidated statements of operations, comprehensive income (loss), equity and cash flows for each of the three years in the period ended December 31, 2025, and the related notes and financial statement schedules listed in the Index at Item 15(2) and our report dated February 26, 2026 expressed an unqualified opinion thereon.
12 unchanged sentences
(2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company;
−Removed: and (3) provide reasonable
−Removed: assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
+Added: and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.
34 unchanged sentences
The future policy benefits liability related to these products is based on estimates of how much the Company will need to pay for future benefits and related claim expenses and the amount of net premiums to be collected from policyholders as discussed in Notes A (see section on Future Policy Benefits) and J to the consolidated financial statements.
−Removed: Auditing the valuation of the Company’s fixed indexed annuity embedded derivative, MRBs, and FPB liabilities was complex because of the highly judgmental nature of the determination of the assumptions required to determine the fair value of the embedded derivative and MRBs and valuation of FPB liabilities.
−Removed: In particular, the fair value of fixed indexed annuity embedded derivative and MRBs was sensitive to the significant assumptions including surrender rates, GMWB utilization, option cost and non-performance spread.
−Removed: In addition, mortality, partial withdrawals, and capital market performance scenarios were significant assumptions used in the valuation of MRBs.
−Removed: Mortality is a significant assumption used in the valuation of FPB liabilities.
−Removed: How we Addressed the Matter in Our Audit We obtained an understanding, evaluated the design, and tested the operating effectiveness of the Company’s controls over management’s process for the development of the significant assumptions used in measuring the fair value of the embedded derivative for fixed indexed annuities and MRBs and the valuation of FPB liabilities.
+Added: Auditing the valuation of the Company’s fixed indexed annuity embedded derivative, MRBs, and life-contingent immediate annuity policies liabilities was complex because of the highly judgmental nature of the determination of the assumptions required to determine the fair value of the embedded derivative and MRBs and valuation of life-contingent immediate annuity policies liabilities.
+Added: In particular, the fair value of fixed indexed annuity embedded derivative and MRBs was sensitive to the significant assumptions including surrender rates, GMWB utilization, partial withdrawal, and option cost.
+Added: In addition, mortality and capital market performance scenarios were significant assumptions used in the valuation of MRBs.
+Added: Mortality is a significant assumption used in the valuation of life-contingent immediate annuity policies liabilities.
+Added: How We Addressed the Matter in Our Audit We obtained an understanding, evaluated the design, and tested the operating effectiveness of the Company’s controls over management’s process for the development of the significant assumptions used in measuring the fair value of the embedded derivative for fixed indexed annuities and MRBs and the valuation of life-contingent immediate annuity policies.
These controls included, among others, the review and approval process management has in place for the development of the significant assumptions.
−Removed: To evaluate the judgment used by management in determining the assumptions used in measuring the fair value of the fixed indexed annuity embedded derivative and MRBs and the valuation of FPB liabilities, among other procedures, we involved actuarial specialists and evaluated the methodology applied by management in determining the valuation with those used in the prior period and in the industry.
+Added: To evaluate the judgment used by management in determining the assumptions used in measuring the fair value of the fixed indexed annuity embedded derivative and MRBs and the valuation of life-contingent immediate annuity policies liabilities, among other procedures, we involved actuarial specialists and evaluated the methodology applied by management in determining the valuation with those used in the prior period and in the industry.
To evaluate the significant assumptions used by management in the methodology applied, we compared as applicable, the significant assumptions noted above to historical experience, observable market data, and management’s estimates of prospective changes in these assumptions.
−Removed: We also performed an independent recalculation of the embedded derivative, MRB, and FPB liabilities for a sample of policies or cohorts for comparison with the actuarial models used by management.
+Added: We also performed an independent recalculation of the embedded derivative, MRB, and life-contingent immediate annuity policies liabilities for a sample of policies or cohorts for comparison with the actuarial models used by management.
/s/ Ernst & Young LLP
8 unchanged sentences
$ 52,700 $ 46,317
−Removed: Preferred securities, at fair value 270 469
Equity securities, at fair value 341 415
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Mortgage loans, net of allowance for credit losses of $ 86 and $ 70 at December 31, 2025 and 2024, respectively
−Removed: Investments in unconsolidated affiliates (certain investments at fair value of $ 272 and $ 285 at December 31, 2024 and 2023, respectively)
−Removed: Other long-term investments 580 537
+Added: Investments in unconsolidated affiliates (2025 includes $ 262 related to investments held by consolidated variable interest entities (“VIEs”) and 2025 and 2024 include certain investments at fair value of $ 270 and $ 272 , respectively)
+Added: Other long-term investments (2025 includes $ 248 related to investments held by consolidated VIEs)
Policy loans 147 104
−Removed: Short-term investments 2,410 1,452
+Added: Short-term investments (2025 includes $ 116 related to investments held by consolidated VIEs)
Total investments 69,442 60,109
−Removed: Cash and cash equivalents 2,264 1,563
+Added: Cash and cash equivalents (2025 includes $ 2 related to investments held by consolidated VIEs)
Reinsurance recoverable, net of allowance for credit losses of $ 18 and $ 20 at December 31, 2025 and 2024, respectively
+Added: 17,545 13,369
Goodwill 2,180 2,179
−Removed: Prepaid expenses and other assets (certain assets held at fair value of $ 11 million and $ 0 at December 31, 2024 and 2023, respectively)
+Added: Prepaid expenses and other assets (certain assets held at fair value of $ 24 and $ 11 at December 31, 2025 and 2024, respectively)
Other intangible assets, net 6,275 5,572
13 unchanged sentences
Preferred stock $ 0.001 par value;
−Removed: authorized 25,000,000 shares as of December 31, 2024 and 2023;
−Removed: outstanding and issued 5,000,000 and 0 shares as of December 31, 2024 and 2023, respectively
+Added: authorized 25,000,000 shares;
+Added: outstanding and issued 5,000,000 as of December 31, 2025 and 2024
F&G common stock, $ 0.001 par value;
authorized 500,000,000 shares as of December 31, 2025 and 2024;
−Removed: outstanding of 126,792,844 and 126,332,142 as of December 31, 2024 and 2023, respectively, and issued of 127,952,143 and 127,234,902 as of December 31, 2024 and 2023, respectively
+Added: outstanding of 135,610,292 and 126,792,844 , respectively, and issued of 137,056,106 and 127,952,143 , respectively
Additional paid-in-capital 3,764 3,464
21 unchanged sentences
Benefits and expenses:
−Removed: Benefits and other changes in policy reserves (remeasurement gains (losses) (a)) 3,791 3,553 1,126
−Removed: Market risk benefit (gains) losses ( 25 ) 95 ( 182 )
+Added: Benefits and other changes in policy reserves (remeasurement gains (a)) 3,963 3,791 3,553
+Added: Market risk benefit losses (gains) 167 ( 25 ) 95
Depreciation and amortization 665 569 412
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Net earnings (loss) per share attributable to F&G common shareholders, diluted $ 1.88 $ 4.88 $ ( 0.47 )
−Removed: Weighted average shares outstanding F&G common stock, basic basis (b) 125 124 115
−Removed: Weighted average shares outstanding F&G common stock, diluted basis (b) 131 124 115
+Added: Weighted average shares outstanding F&G common stock, basic basis 131 125 124
+Added: Weighted average shares outstanding F&G common stock, diluted basis 132 131 124
(a) The remeasurement gains for the years ended December 31, 2025, 2024 and 2023 were $ 28 million, $ 20 million and $ 7 million, respectively .
−Removed: (b) Weighted average shares outstanding for the year ended December 31, 2022 includes the 105,000 for 1 stock split that became effective on June 24, 2022.
See accompanying Notes to Consolidated Financial Statements
9 unchanged sentences
Changes in instrument-specific credit risk - market risk benefits ( 24 ) 5 ( 34 )
−Removed: Unrealized (loss) gain on investments and other financial instruments ( 164 ) 919 ( 4,689 )
−Removed: Unrealized (loss) gain on foreign currency translation ( 5 ) 2 ( 5 )
−Removed: Reclassification adjustments for change in unrealized gains and losses included in net earnings 7 130 212
−Removed: Other comprehensive income (loss) 67 828 ( 3,651 )
−Removed: Comprehensive income (loss) 709 770 ( 3,016 )
+Added: Unrealized gain (loss) on investments and other financial instruments 676 ( 164 ) 919
+Added: Unrealized gain (loss) on foreign currency translation 10 ( 5 ) 2
+Added: Reclassification adjustments for change in unrealized gains and losses included in net earnings (loss) 8 7 130
+Added: Other comprehensive income 435 67 828
+Added: Comprehensive income 706 709 770
Comprehensive income attributable to non-controlling interests 6 3 —
−Removed: Comprehensive income (loss) attributable to F&G $ 706 $ 770 $ ( 3,016 )
+Added: Comprehensive income attributable to F&G $ 700 $ 706 $ 770
See accompanying Notes to Consolidated Financial Statements
10 unchanged sentences
Common stock dividends declared — — — ( 77 ) — — — ( 77 )
−Removed: Other comprehensive income (loss) — — — — ( 3,651 ) — — ( 3,651 )
−Removed: Debt to equity conversion — — 400 — — — — 400
+Added: Other comprehensive income — — — — 828 — — 828
Net earnings (loss) — — — ( 58 ) — — — ( 58 )
4 unchanged sentences
Balance, January 1, 2024 $ — $ — $ 3,185 $ 1,926 $ ( 1,990 ) $ ( 18 ) $ — $ 3,103
+Added: Acquisition of non-controlling interest — — — — — — 136 136
+Added: Issuance of preferred stock — — 250 — — — — 250
Treasury stock purchased — — — — — ( 12 ) — ( 12 )
Stock-based compensation — — 29 — — — — 29
+Added: Preferred stock dividends declared — — — ( 17 ) — — — ( 17 )
Common stock dividends declared — — — ( 108 ) — — — ( 108 )
−Removed: Other comprehensive income (loss) — — — — 828 — — 828
−Removed: Net earnings (loss) — — — ( 58 ) — — — ( 58 )
+Added: Dividends declared and distribution to non-controlling interests — — — — — — ( 14 ) ( 14 )
+Added: Other comprehensive income — — — — 67 — — 67
+Added: Net earnings — — — 639 — — 3 642
Balance, December 31, 2024 $ — $ — $ 3,464 $ 2,440 $ ( 1,923 ) $ ( 30 ) $ 125 $ 4,076
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Balance, January 1, 2025 $ — $ — $ 3,464 $ 2,440 $ ( 1,923 ) $ ( 30 ) $ 125 $ 4,076
−Removed: Acquisition of non-controlling interest — — — — — — 136 136
−Removed: Issuance of Preferred Stock — — 250 — — — — 250
Treasury stock purchased — — — — — ( 10 ) — ( 10 )
Stock-based compensation — — 31 — — — — 31
−Removed: Common stock dividends declared — — — ( 108 ) — — — ( 108 )
+Added: Issuance of common stock — — 269 — — — — 269
Preferred stock dividends declared — — — ( 17 ) — — — ( 17 )
−Removed: Dividends declared and distributions to non-controlling interests — — — — — — ( 14 ) ( 14 )
−Removed: Other comprehensive income (loss) — — — — 67 — — 67
−Removed: Net earnings (loss) — — — 639 — — 3 642
+Added: Common stock dividends declared — — — ( 120 ) — — — ( 120 )
+Added: Dividends declared and distribution to non-controlling interests — — — — — — ( 18 ) ( 18 )
+Added: Other comprehensive income — — — — 435 — — 435
+Added: Net earnings — — — 265 — — 6 271
Balance, December 31, 2025 $ — $ — $ 3,764 $ 2,568 $ ( 1,488 ) $ ( 40 ) $ 113 $ 4,917
36 unchanged sentences
Distributions from unconsolidated affiliates, return of investment 694 478 340
−Removed: Net increase in notes receivable ( 13 ) — —
+Added: Net change in notes receivable ( 10 ) ( 13 ) —
Net cash used in investing activities ( 8,429 ) ( 7,953 ) ( 8,918 )
2 unchanged sentences
Debt issuance costs ( 11 ) ( 20 ) ( 16 )
+Added: Payment of contingent consideration for acquisitions ( 10 ) — —
Net revolving credit facility (repayments) borrowings — ( 365 ) ( 185 )
4 unchanged sentences
Issuance of preferred stock — 250 —
+Added: Issuance of common stock 269 — —
Contractholder account deposits 11,575 10,147 7,787
1 unchanged sentence
Net cash provided by financing activities 2,970 2,655 3,687
−Removed: Net increase (decrease) in cash and cash equivalents 701 603 ( 573 )
+Added: Net (decrease) increase in cash and cash equivalents ( 778 ) 701 603
Cash and cash equivalents at beginning of period 2,264 1,563 960
22 unchanged sentences
Recent Developments
+Added: F&G Life Re Ltd.
+Added: (“F&G Life Re”)
+Added: On February 19, 2026, the Company announced the expected sale of its Bermuda based subsidiary, F&G Life Re, to Ancient Financial Holdings, LP (“Ancient”).
+Added: Blackstone will retain asset management for the inforce assets and Ancient will manage assets under a new flow reinsurance treaty for certain MYGA new business.
+Added: The transaction is expected to be completed on March 1, 2026.
+Added: The transaction reflects F&G’s disciplined execution of risk transfer options and that we no longer needed a Bermuda operation to support our reinsurance strategy.
+Added: F&G Special Stock Distribution
+Added: On December 31, 2025, FNF distributed, on a pro rata basis, approximately 12 % of the outstanding shares of F&G common stock.
+Added: FNF retained control of F&G through approximately 70 % ownership of F&G common stock as of December 31, 2025.
+Added: Common Stock Issuance
+Added: On March 24, 2025, we completed a public offering of 8,000,000 shares of common stock, par value $ 0.001 per share, for net proceeds of $ 269 million.
+Added: In connection with the offering, we entered into an underwriting agreement, pursuant to which we granted the underwriters of the offering a 30 -day option to purchase up to an additional 1,200,000 shares of common stock.
+Added: Pursuant to the underwriting agreement, the underwriters agreed to resell to FNF 4,500,000 shares of common stock at the same price per share paid by the underwriters, which was $ 33.60 per share.
+Added: The underwriters option expired unexercised.
+Added: The net proceeds from the offering were used for general corporate purposes, including the support of organic growth opportunities.
Redemption of 5.50 % F&G Senior Notes
1 unchanged sentence
The notes were redeemed for a redemption price equal to 100 % of the principal amount of the notes plus accrued and unpaid interest to, but excluding, the redemption date.
−Removed: On and after the redemption date, interest will cease to accrue on the notes.
7.300 % F&G Junior Notes
On January 13, 2025, F&G completed its public offering of its 7.300 % Junior Subordinated Notes due 2065 with an aggregate principal amount of $ 375 million (the “ 7.300 % F&G Notes”).
−Removed: F&G intends to use the net proceeds of this offering for general corporate purposes, including the repurchase, redemption or repayment at maturity of outstanding indebtedness.
−Removed: The 7.300 % F&G Notes were registered under the Securities Act of 1933 (as amended) (the “Securities Act”).
−Removed: 6.250 % F&G Senior Notes
−Removed: On October 4, 2024, F&G completed its public offering of its 6.250 % Senior Notes due 2034 with an aggregate principal amount of $ 500 million (the “ 6.250 % F&G Notes”).
−Removed: The 6.250 % F&G Notes are guaranteed on an unsecured, unsubordinated basis by each of F&G’s subsidiaries that are guarantors of F&G’s obligations under its existing credit agreements.
−Removed: A portion of the net proceeds were used to pay off the outstanding balance of $ 365 million on the Company’s revolving credit facility.
−Removed: The 6.250 % F&G Notes were registered under the Securities Act.
−Removed: 6.50 % F&G Senior Notes
−Removed: On June 4, 2024, F&G completed its public offering of $ 550 million aggregate principal amount of its 6.50 % Senior Notes due 2029 (the “ 6.50 % F&G Notes”).
−Removed: The 6.50 % F&G Notes are guaranteed on an unsecured, unsubordinated basis by each of F&G’s subsidiaries that are guarantors of F&G’s obligations under its existing credit agreement.
−Removed: A portion of the net proceeds were used to finance a cash tender offer by its wholly owned subsidiary Fidelity & Guaranty Life Holdings, Inc.
−Removed: (“FGLH”) for an aggregate principal amount of $ 250 million of FGLH’s 5.50 % Senior Notes due 2025 (the “ 5.50 % F&G Notes”).
−Removed: The 6.50 % F&G Notes were registered under the Securities Act.
−Removed: Revolving Credit Facility
−Removed: On February 16, 2024, F&G entered into an amendment and extension of its existing senior unsecured revolving credit agreement (the “Credit Agreement”).
−Removed: The maturity date of the Credit Agreement has been extended by approximately two years from November 22, 2025 to November 22, 2027.
−Removed: Total commitments increased from $ 665 million to $ 750 million.
−Removed: Pricing and advance rates remain unchanged.
−Removed: Financial covenants also remain essentially the same.
−Removed: As noted above, we used $ 365 million of net proceeds from our 6.250 % F&G Notes to pay off the Credit Agreement, and the balance was of the Credit Agreement was $ 0 as of December 31, 2024.
+Added: The net proceeds were used for general corporate purposes, including the repurchase, redemption or repayment at maturity of outstanding indebtedness.
Refer to Note L- Notes Payable for further information related to these financing facilities.
−Removed: FNF $ 250 million Preferred Stock Investment
−Removed: On January 12, 2024, we completed a $ 250 million preferred stock investment from FNF.
−Removed: Net proceeds from the investment have been used to support the growth of F&G’s assets under management.
−Removed: Under the terms of the agreement, FNF agreed to invest $ 250 million in exchange for 5,000,000 shares of F&G’s 6.875 % Series A Mandatory Convertible Preferred Stock, par value $.
−Removed: 0.001 per share, liquidation preference of $ 50.00 per share (the “FNF Preferred Stock”).
−Removed: For further information related to this preferred stock issuance, refer to Note Q - Related Party Transactions and Note U - Equity.
−Removed: Owned Distribution Investments
−Removed: On July 18, 2024, F&G acquired a 100 % ownership stake in the equity of PALH, LLC (“PALH”).
−Removed: PALH markets and sells life insurance and annuity products of various insurance carriers to individuals through a network of agents.
−Removed: Prior to the acquisition date, PALH owned a 70 % ownership stake in an operating company of which F&G owned 30 % equity.
−Removed: Total consideration of approximately $ 314 million is comprised of cash of $ 215 million, settlement of a prepaid asset of $ 8 million, acquisition date fair value of the previously held interests of $ 92 million, net of $ 1 million cash acquired.
−Removed: On January 2, 2024, F&G acquired a 70 % majority ownership stake in the equity of Roar Joint Venture, LLC (“Roar”) resulting in the consolidation of Roar in F&G’s financial statements.
−Removed: Roar wholesales life insurance and annuity products to banks and broker-dealers through a network of agents.
−Removed: Total initial consideration is comprised of cash of approximately $ 269 million and $ 48 million of contingent consideration.
−Removed: Under the terms of the purchase agreement, the Company has agreed to make cash payments of up to approximately $ 90 million over a three year
−Removed: period upon the achievement by Roar of certain earnings before interest, taxes, depreciation and amortization (“EBITDA”) milestones.
−Removed: For more information regarding the Roar and PALH acquisitions, refer to Note P - Acquisitions .
Principles of Consolidation and Basis of Presentation
−Removed: The Consolidated Financial Statements are prepared in accordance with GAAP and include our accounts as well as our wholly owned subsidiaries and majority-owned subsidiaries.
+Added: The Consolidated Financial Statements are prepared in accordance with GAAP and include our accounts as well as our wholly owned subsidiaries, majority-owned subsidiaries, and variable interest entities (“VIEs”) for which we are the primary beneficiary.
All intercompany profits, transactions and balances have been eliminated.
2 unchanged sentences
Refer to Note T - Recent Accounting Pronouncements for information on recent accounting pronouncements that may have an impact on our Consolidated Financial Statements.
−Removed: We are involved in certain entities that are considered variable interest entities (“VIEs”) as defined under GAAP.
+Added: We are involved in certain entities that are considered VIEs as defined under GAAP.
Our involvement with VIEs is primarily to invest in assets that allow us to gain exposure to a broadly diversified portfolio of asset classes.
A VIE is an entity that does not have sufficient equity to finance its own activities without additional financial support, where investors lack certain characteristics of a controlling financial interest, or where the entity is structured with non-substantive voting rights.
−Removed: We assess our relationships with VIEs to evaluate if we are the primary beneficiary of the VIE.
−Removed: If we determine we are the primary beneficiary of a VIE, we consolidate the assets and liabilities of the VIE in our Consolidated Financial Statements.
+Added: We consolidate VIEs for which we are the primary beneficiary and account for all other VIEs as unconsolidated VIEs.
+Added: We assess our relationships with VIEs to evaluate if we are the primary beneficiary, which is the party that has both (i) the power to direct the activities that most significantly impact the VIE’s economic performance and (ii) the obligation to absorb losses or the right to receive benefits that could potentially be significant.
See Note C - Investments for additional information on our investments in VIEs.
−Removed: Fixed Maturity Securities Available-for-Sale
+Added: Fixed Maturity Securities
Fixed maturity securities are purchased to support our investment strategies, which are developed based on factors including rate of return, maturity, credit risk, duration, tax considerations and regulatory requirements.
−Removed: Our investments in fixed maturity securities have been designated as available-for-sale (“AFS”) and are carried at fair value, net of allowance for expected credit losses, with unrealized gains and losses included within accumulated other comprehensive income (loss) (“AOCI”), net of deferred income taxes.
+Added: Our investments in fixed maturity securities have been designated as available-for-sale (“AFS”) and are carried at fair
+Added: value, net of allowance for expected credit losses, with unrealized gains and losses included within accumulated other comprehensive income (loss) (“AOCI”), net of deferred income taxes.
We recognize investment income on fixed maturities based on the effective interest method, which results in the recognition of a constant rate of return on the investment equal to the prevailing rate at the time of purchase or at the time of subsequent adjustments of book value.
−Removed: Realized gains and losses on sales of our fixed maturity securities are determined on the first-in first-out cost basis.
+Added: Realized gains and losses on sales of our fixed maturity securities are determined on the specific identification basis.
We generally record security transactions on a trade date basis except for private placements, which are recorded on a settlement date basis.
2 unchanged sentences
For details on our policy around allowance for expected credit losses on available-for-sale securities, refer to Note C - Investments.
−Removed: Preferred and Equity Securities
−Removed: Preferred and equity securities held are carried at fair value as of the balance sheet dates.
−Removed: Changes in fair value and realized gains and losses on sales of our preferred and equity securities are reported within Recognized gains and losses, net in the Consolidated Statements of Operations.
−Removed: Realized gains and losses on sales of our preferred and equity securities are determined on the first-in first-out cost basis and are credited or charged to earnings on a trade date basis unless the security is a private placement in which case settlement date basis is used.
+Added: Equity Securities
+Added: Preferred and common equity securities held are carried at fair value as of the balance sheet dates.
+Added: Changes in fair value and realized gains and losses on sales of our preferred and common equity securities are reported within Recognized gains and losses, net in the Consolidated Statements of Operations.
+Added: Realized gains and losses on sales of our preferred and common equity securities are determined on the specific identification basis and are credited or charged to earnings on a trade date basis unless the security is a private placement, in which case settlement date basis is used.
Interest and dividend income from these investments is reported in Interest and investment income in the Consolidated Statements of Operations.
Derivative Financial Instruments
−Removed: We hedge certain portions of our exposure to product related equity market risk by entering into derivative transactions (primarily equity options).
−Removed: We utilize interest rate swaps to reduce market risks from interest rate changes on our earnings associated with our floating rate investments.
+Added: Freestanding Derivatives
+Added: We economically hedge certain portions of our exposure to product related equity market risk by entering into derivative transactions (primarily equity options and, to a lesser degree, futures contracts).
+Added: We also utilize certain interest rate swaps, to reduce market risks from interest rate changes on our earnings associated with our floating rate investments, and foreign currency swaps, to reduce market risks from fluctuations in foreign exchange rates that impact earnings associated with our foreign currency denominated investments.
All such derivative instruments are recognized as either assets or liabilities in the Consolidated Balance Sheets at fair value.
−Removed: The changes in fair value are reported within Recognized gains and losses, net in the Consolidated Statements of Operations.
−Removed: The change in the fair value of derivative instruments is included in (Gain) loss on sales of investments and other assets and asset impairments, net, in the Consolidated Statements of Cash Flow.
−Removed: We purchase financial instruments that may contain embedded derivative instruments.
+Added: The changes in fair value of derivatives not designated to hedge relationships are reported within Recognized gains and losses, net in the Consolidated Statements of Operations.
+Added: The change in the fair value of these derivative instruments is included in operating activities in the Consolidated Statements of Cash Flows.
+Added: Hedge Accounting
+Added: We designate certain derivatives to fair value or cash flow hedge relationships that hedge exposures to interest rates, foreign currency, or both, associated with changes in the fair value of a recognized asset or liability (“fair value hedge”) or a forecasted transaction or variability of cash flows to be received or paid related to a recognized asset or liability (“cash flow hedge”).
+Added: When a derivative is designated as a fair value hedge and is determined to be highly effective, changes in the fair value of the derivative included in the assessment of effectiveness are reported in the same line on the Consolidated Statements of Operations that is used to report the earnings effect of the hedged item.
+Added: When a derivative is designated as a cash flow hedge and is determined to be highly effective, changes in the fair value of the derivative included in the assessment of effectiveness are recorded in AOCI until earnings are affected by the variability of cash flows being hedged.
+Added: At the time the variability of cash flows being hedged impacts net earnings, the related portion of deferred gains or losses on the derivative instrument is reclassified and reported in net earnings in the same line item on the Consolidated Statements of Operations that is used to report the earnings effect of the hedged item.
+Added: Any portion of the change in fair value of a derivative designated to a fair value or cash flow hedge relationship that is excluded from the assessment of effectiveness will be recorded in AOCI and amortized into earnings over the life of the remaining term of the hedge relationship.
+Added: To qualify for hedge accounting, at hedge inception we formally document our risk management objective and strategy for entering into hedging relationships, as well as the designation of the hedge.
+Added: In our hedge documentation, we explain how the hedging instrument is expected to hedge the designated risks related to the hedged item and the method that will be used to test for hedge effectiveness on both a prospective and retrospective basis.
+Added: A derivative designated as a hedging instrument must be assessed as being highly effective in offsetting the designated risk of the hedged item.
+Added: Effectiveness of the hedge is formally assessed at inception and at least quarterly throughout the life of the hedging relationship.
+Added: We prospectively discontinue hedge accounting when (1) the criteria to qualify for hedge accounting is no longer met;
+Added: (2) the derivative expires, is sold, terminated or is exercised;
+Added: or (3) we de-designate the derivative from being the hedging instrument for a fair value or cash flow hedge.
+Added: If a fair value or cash flow hedge is discontinued, the derivative will continue to be carried at fair value on the Consolidated Balance Sheets, with changes in fair value recognized prospectively in Recognized gains and losses in the Consolidated Statements of Operations.
+Added: For discontinued fair value hedges, the hedged item will no longer be adjusted for changes in the hedged risk and any existing basis adjustment will be amortized into the Consolidated Statements of Operations within the same line item that is used to report other earnings effects of the hedged item.
+Added: Any amounts remaining in AOCI associated with a component of the change in derivative fair value excluded from the assessment of effectiveness will be amortized into earnings in a manner consistent with how any basis adjustment associated with the hedged item would be amortized.
+Added: The component of AOCI related to discontinued cash flow hedges where it is probable the hedged forecasted transaction will not occur, will be immediately reclassified from AOCI into earnings.
+Added: In all other cases any amounts remaining in AOCI will be amortized into earnings consistent with the earnings impacts expected from the original hedged cash flows.
+Added: Embedded Derivatives
+Added: We purchase financial instruments and enter into agreements that may contain embedded derivatives.
If it is determined that the embedded derivative possesses economic characteristics that are not clearly and closely related to the economic characteristics of the host contract, and a separate instrument with the same terms would qualify as a derivative instrument, the embedded derivative is bifurcated from the host contract for measurement purposes.
+Added: Refer to Note D - Derivatives for additional information on derivatives.
Mortgage Loans
4 unchanged sentences
Loans are placed on a watch list when the debt service coverage (“DSC”) ratio falls below certain thresholds and the loan-to-value (“LTV”) ratios exceeds certain thresholds.
−Removed: Loans on the watchlist are closely monitored for collateral deficiency or other credit events that may lead to a potential loss of principal or interest.
+Added: Loans on the watch list are closely monitored for collateral deficiency or
+Added: other credit events that may lead to a potential loss of principal or interest.
We define delinquent mortgage loans as 30 days past due, consistent with industry practice.
13 unchanged sentences
Initial investments are recorded at cost.
−Removed: For investments subsequently measured using the equity method (primarily limited partnerships), adjustments to the carrying amount reflect our pro rata ownership percentage of the operating results as indicated by net asset value (“NAV”) in the unconsolidated affiliates’ financial statements, which we may adjust if we determine NAV is not calculated consistent with investment company fair value principles.
+Added: For investments subsequently measured using the equity method (primarily limited partnerships, including those held by consolidated VIEs), adjustments to the carrying amount reflect our pro rata ownership percentage of the operating results as indicated by net asset value (“NAV”) in the unconsolidated affiliates’ financial statements, which we may adjust if we determine NAV is not calculated consistent with investment company fair value principles.
Our pro rata share of NAV adjustments are reported in Interest and investment income and realized gains and losses on sales are reported in Recognized gains and (losses), net in the Consolidated Statements of Operations.
34 unchanged sentences
Insurance and Reinsurance Related Intangible Assets
−Removed: We have insurance and reinsurance related intangible assets, which include the value of insurance and reinsurance contracts acquired (hereafter referred to as “VOBA”), DAC, DSI, and cost of reinsurance (“COR”).
+Added: We have insurance and reinsurance related intangible assets, which include the value of insurance and reinsurance contracts acquired (hereafter referred to as “VOBA”), deferred acquisition costs (“DAC”), deferred sales inducements (“DSI”), and cost of reinsurance (“COR”).
VOBA, DAC, and DSI are reported in Other intangible assets, net, on the Consolidated Balance Sheets.
COR may be reported in Prepaid expenses and other assets or in Accounts payable and accrued liabilities on the Consolidated Balance Sheets as described below under “ Reinsurance - Cost of Reinsurance.”
−Removed: VOBA is an intangible asset that reflects the amount recorded as insurance contract liabilities less the estimated fair value of in-force contracts (“VIF”) in a life insurance company acquisition.
−Removed: It represents the portion of the purchase price that is allocated to the value of the rights to receive future cash flows from the business in force at the acquisition date.
+Added: VOBA is an intangible asset that reflects the amount recorded as insurance contract liabilities less the estimated fair value of inforce contracts (“VIF”) in a life insurance company acquisition.
+Added: It represents the portion of the purchase price that is allocated to the value of the rights to receive future cash flows from the business inforce at the acquisition date.
VOBA is a function of the VIF, current GAAP reserves, GAAP assets, and deferred tax liability.
The VIF is determined by the present value of statutory distributable earnings less opening required capital.
−Removed: consists principally of commissions and other acquisition costs that are related directly to the successful sale of new or renewal insurance contracts that are deferred as they are incurred.
+Added: DAC consists principally of commissions and other acquisition costs that are related directly to the successful sale of new or renewal insurance contracts that are deferred as they are incurred.
When insurance contracts are reinsured and reinsurance accounting is applied, acquisition cost reimbursements from reinsurers are recorded as a reduction to DAC.
4 unchanged sentences
The constant level amortization bases of VOBA, DAC, DSI, and COR varies by product type.
−Removed: For universal life and IUL insurance products, the constant level basis used is face amount in force.
+Added: For universal life and IUL insurance products, the constant level basis used is face amount inforce.
For deferred annuities (indexed annuities and fixed rate annuities), the constant level basis used is initial premium deposit for DAC and DSI and vested account value as of the acquisition date for VOBA and ceded initial premium for COR.
1 unchanged sentence
All amortization bases are adjusted by full lapses, which includes deaths, full surrenders, annuitizations and maturities, where applicable.
−Removed: The constant level basis used for amortization are projected using mortality and lapse assumptions that are based on Company’s experience, industry data, and other factors and are consistent with those used for the FPB, where applicable.
+Added: The constant level basis used for amortization are projected using mortality and lapse assumptions that are based on Company’s experience, industry data, and other factors and are consistent with those used for the future policy benefits (“FPB”), where applicable.
If those projected assumptions change in future periods, they will be reflected in the cohort level amortization basis at that time.
−Removed: Unexpected contract terminations, due to higher mortality and/or lapse experience than expected, are recognized in the current period as a reduction of the capitalized balances.
+Added: Unexpected contract terminations, due to higher mortality and/or lapse experience than expected, are recognized in the current period as a reduction of the capitalized
All balances are reduced for actual experience in excess of expected experience with changes in future estimates recognized prospectively over the remaining expected grouped contract term.
1 unchanged sentence
Some of our IUL policies require payment of fees or other policyholder assessments in advance for services that will be rendered over the estimated lives of the policies or contracts.
−Removed: These payments are established as URL upon receipt and included in Accounts payable and other accrued liabilities in the Consolidated Balance Sheets.
+Added: These payments are established as unearned revenue liabilities (“URL”) upon receipt and included in Accounts payable and other accrued liabilities in the Consolidated Balance Sheets.
URL is amortized like DAC over the estimated lives of these policies.
9 unchanged sentences
Software acquired in business combinations is recorded at its fair value and amortized using straight-line or accelerated methods over its estimated useful life.
−Removed: For internal-use computer software products,
−Removed: internal and external costs incurred during the preliminary project stage are expensed as they are incurred.
+Added: For internal-use computer software products, internal and external costs incurred during the preliminary project stage are expensed as they are incurred.
Internal and external costs incurred during the application development stage are capitalized and amortized on a product by product basis commencing on the date the software is ready for its intended use.
26 unchanged sentences
Life-contingent PRT annuities are grouped into cohorts by deal and legal entity.
−Removed: At contract inception, a net
−Removed: premium ratio (“NPR”) is determined, which is calculated based on discounted future cash flows projected using best estimate assumptions and is capped at 100 %, as net premiums cannot exceed gross premiums.
+Added: At contract inception, a net premium ratio (“NPR”) is determined, which is calculated based on discounted future cash flows projected using best estimate assumptions and is capped at 100 %, as net premiums cannot exceed gross premiums.
Cohorts with NPRs less than 100 % are not used to offset cohorts with NPRs greater than 100 %.
2 unchanged sentences
Updates are made when evidence suggests a revision is necessary.
−Removed: Updates for actual experience, which includes actual cash flows and insurance in-force, are performed on a quarterly basis.
+Added: Updates for actual experience, which includes actual cash flows and insurance inforce, are performed on a quarterly basis.
These updated cash flows are used to calculate a revised NPR, which is used to derive an updated liability as of the beginning of the current reporting period, discounted at the original contract issuance date.
6 unchanged sentences
We selected fixed-income instruments that have been A-rated by Bloomberg.
−Removed: In order to reflect the duration characteristics of the liability, we will use an implied forward yield curve and linear interpolation will be used for durations that have limited or no market observable points on the curve.
+Added: In order to reflect the duration characteristics of the liability, we will use an implied forward
+Added: yield curve and linear interpolation will be used for durations that have limited or no market observable points on the curve.
The discount rate assumption is updated quarterly and used to remeasure the liability at the reporting date, with the resulting change reflected in the Consolidated Statements of Comprehensive Income (Loss).
8 unchanged sentences
The DPL is recorded as a component of the Future policy benefits in the Consolidated Balance Sheets.
−Removed: Market Risk Benefits
+Added: Market Risk Benefits (“MRBs”)
MRBs are contracts or contract features that both provide protection to the contract holder from other-than-nominal capital market risk (equity, interest rate and foreign exchange risk) and expose the Company to other-than-nominal capital market risk.
12 unchanged sentences
We recognize deferred tax assets and liabilities for temporary differences between the financial reporting basis and the tax basis of our assets and liabilities and expected benefits of utilizing net operating loss and credit carryforwards.
−Removed: Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled.
+Added: Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable
+Added: income in the years in which those temporary differences are expected to be recovered or settled.
We evaluate the likelihood of realizing the benefit of our deferred tax assets and may record a valuation allowance if, based on all available evidence, we determine that it is more likely than not that some portion of the tax benefit will not be realized.
16 unchanged sentences
F&G cedes certain business on a coinsurance funds withheld basis.
−Removed: Investment results for the assets that support the coinsurance that are segregated within the funds withheld account are passed directly to the reinsurer pursuant to the contractual terms of the reinsurance agreement, which creates embedded derivatives considered to be total return swaps.
−Removed: These total return swaps are not clearly and closely related to the underlying reinsurance agreement and thus require bifurcation.
−Removed: The fair value of the total return swaps is based on the change in fair value of the underlying assets held in the funds withheld account.
−Removed: These embedded derivatives are reported in Prepaid expenses and other assets if in a net gain position, or Accounts payable and accrued liabilities, if in a net loss position on the Consolidated Balance Sheets and the related gains or losses are reported in Recognized gains and (losses), net, on the Consolidated Statements of Operations.
+Added: Assets supporting the arrangements are reported within Funds withheld for reinsurance liabilities on our Consolidated Balance Sheets.
+Added: All assets within the Funds withheld for reinsurance liabilities are recorded in a manner consistent with each respective item of our accounting policies discussed in this Note A - Business and Summary of Significant Accounting Policies .
+Added: Refer to Note E - Reinsurance, for additional information on the funds withheld arrangements.
+Added: Investment results for the assets that support the coinsurance are segregated within the funds withheld account and are passed directly to the reinsurer pursuant to the contractual terms of the reinsurance agreement, which creates embedded derivatives considered to be total return swaps.
+Added: These embedded derivatives are not clearly and closely related to the underlying reinsurance agreement and thus require bifurcation.
+Added: For arrangements reinsuring indexed annuities products, the funds withheld account additionally contains an embedded derivative representing the index credit obligation due the reinsurer, resulting in a compound embedded derivative.
+Added: Beginning in 2025, these embedded derivatives are reported in Funds withheld for reinsurance liabilities, irrespective if in a net asset position or a net liability position, on the Consolidated Balance Sheets and prior periods have been reclassified from Prepaid expenses and other assets to conform with the current presentation.
+Added: The related gains or losses are reported in Recognized gains and (losses), net, on the Consolidated Statements of Operations.
+Added: Refer to Note B - Fair Value of Financial Instruments for descriptions of the fair value methodologies used for these and other derivative financial instruments and Note D – Derivatives, for additional information on these and other derivatives.
Revenue Recognition
26 unchanged sentences
Benefit claims in excess of contract account balances, net of reinsurance recoveries, are charged to expense in the period that they are earned by the policyholder based on their selected strategy or strategies.
−Removed: All changes in the Reinsurance recoverable balance that need to be reflected in earnings are included within Benefits and other changes in policy reserves on the Consolidated Statements of Operations.
−Removed: For reinsurance arrangements that apply reinsurance accounting, this primarily relates to changes in the reserve balance ceded.
+Added: With the exception of reinsured MRBs discussed above, changes in the Reinsurance recoverable balance that need to be reflected in earnings are included within Benefits and other changes in policy reserves on the Consolidated Statements of Operations.
+Added: For reinsurance arrangements that apply reinsurance accounting, this
+Added: primarily relates to changes in the reserve balance ceded.
For reinsurance arrangements that apply deposit accounting, this primarily relates to accretion of the deposit asset balance.
24 unchanged sentences
Periodically, and at least annually, typically in the third quarter, we review the assumptions associated with reserves for policy benefits and product guarantees.
−Removed: During the third quarter and for the year ended December 31, 2024, based on policyholder behavior, experience and interest rate movements, we reflected updates to surrender assumptions for recent and expected near term policyholder behavior, as well as updated certain indexed annuities assumptions used to calculate the fair value of the embedded derivative component within contractholder funds.
−Removed: These changes resulted in a decrease in total benefits and other changes in policy reserves of approximately $ 89 million for the year ended December 31, 2024.
+Added: During the third quarter and for the years ended December 31, 2025 and 2024, based on policyholder behavior, experience and interest rate movements, we reflected updates to surrender assumptions for recent and expected near term policyholder behavior, as well as updated certain indexed annuities assumptions used to calculate the fair value of the embedded derivative component within Contractholder funds.
+Added: These changes resulted in decreases in total benefits and other changes in policy reserves of approximately $ 20 million and $ 89 million for the years ended December 31, 2025 and 2024, respectively.
During the third quarter and for the year ended December 31, 2023, based on increases in interest rates and pricing changes, we updated certain indexed annuities assumptions to calculate the fair value of the embedded derivative component within the contractholder funds and also aligned reserves to actual policyholder behavior.
These changes resulted in an increase in total benefits and other changes in policy reserves of approximately $ 73 million .
−Removed: During the fourth quarter of 2022, based on increases in interest rates and pricing changes during 2022, we updated certain indexed annuities assumptions used to calculate the fair value of the embedded derivative component within contractholder funds and the fair value of market risk benefits.
−Removed: These changes, taken together, resulted in an increase in contractholder funds and market risk benefits of $ 99 million .
Reclassifications
Prior period amounts have been reclassified to conform with the current period presentation.
+Added: Refer to “ Funds Withheld Arrangements ” above for further information.
Note B - Fair Value of Financial Instruments
32 unchanged sentences
Foreign Governments — 238 23 — 261
−Removed: Preferred securities 119 144 7 — 270
Equity securities:
+Added: Preferred equity securities 115 117 7 — 239
+Added: Common equity securities 62 — 5 35 102
Derivative investments — 1,148 — — 1,148
−Removed: Investment in unconsolidated affiliates — — 272 — 272
−Removed: Other long-term investments — — 32 32
+Added: Investments in unconsolidated affiliates — — 270 — 270
+Added: Other long-term investments (a) — 248 41 — 289
Short term investments 887 82 74 — 1,043
+Added: Indexed annuities/IUL ceded embedded derivatives, included in Reinsurance recoverable — — 399 — 399
Loan receivable, included in Prepaid expenses and other assets — — 24 — 24
−Removed: Reinsurance related embedded derivative, included in Prepaid expenses and other assets — 109 — — 109
Market risk benefits asset — — 285 — 285
1 unchanged sentence
Indexed annuities/IUL embedded derivatives, included in Contractholder funds $ — $ — $ 6,542 $ — $ 6,542
−Removed: Interest rate swaps, included in Accounts payable and accrued liabilities — 10 — — 10
+Added: Interest rate and foreign currency swaps, included in Accounts payable and accrued liabilities — 3 9 — 12
+Added: Reinsurance related embedded derivatives, included in Funds withheld for reinsurance liabilities — 75 — — 75
Contingent consideration, included in Accounts payable and accrued liabilities — — 72 — 72
1 unchanged sentence
Total financial liabilities at fair value $ — $ 78 $ 7,526 $ — $ 7,604
+Added: (a) Includes certain interests in VIEs for which the fair value option has been elected.
+Added: Refer to Note C - Investments for further details.
December 31, 2024
10 unchanged sentences
Foreign Governments — 182 4 — 186
−Removed: Preferred securities 152 310 7 — 469
Equity securities:
+Added: Preferred equity securities 119 144 7 — 270
+Added: Common equity securities 88 — — 57 145
Derivative investments — 789 3 — 792
−Removed: Investment in unconsolidated affiliates — — 285 — 285
+Added: Investments in unconsolidated affiliates — — 272 — 272
Other long-term investments — — 32 — 32
Short term investments 2,355 18 37 — 2,410
−Removed: Reinsurance related embedded derivative, included in Prepaid expenses and other assets — 152 — — 152
+Added: Indexed annuities/IUL ceded embedded derivatives, included in Reinsurance recoverable — — 98 — 98
+Added: Loan receivable, included in Prepaid expenses and other assets — — 11 — 11
Market risk benefits asset — — 189 — 189
1 unchanged sentence
Indexed annuities/IUL embedded derivatives, included in Contractholder funds $ — $ — $ 5,220 $ — $ 5,220
+Added: Interest rate swaps, included in Accounts payable and accrued liabilities — 10 — — 10
+Added: Reinsurance related embedded derivatives, included in Funds withheld for reinsurance liabilities — ( 109 ) — — ( 109 )
+Added: Contingent consideration, included in Accounts payable and accrued liabilities — — 74 — 74
Market risk benefits liability — — 549 — 549
9 unchanged sentences
We use observable and unobservable inputs in our valuation methodologies.
−Removed: Observable inputs include benchmark yields, reported trades, broker-dealer quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers, and reference data including market research publications.
+Added: Observable inputs include
+Added: benchmark yields, reported trades, broker-dealer quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers, and reference data including market research publications.
In addition, market indicators and industry and economic events are monitored and further market data will be acquired when certain thresholds are met.
2 unchanged sentences
Increases or decreases in the yields would result in lower or higher, respectively, fair value measurements.
−Removed: For broker-quoted only securities, quotes
−Removed: from market makers or broker-dealers are obtained from sources recognized to be market participants.
+Added: For broker-quoted only securities, quotes from market makers or broker-dealers are obtained from sources recognized to be market participants.
We believe the broker quotes are prices at which trades could be executed based on historical trades executed at broker-quoted or slightly higher prices.
3 unchanged sentences
Derivative Financial Instruments
−Removed: Our call options and put options (together referred to as “equity options”), futures contracts, and interest rate swaps can either be exchange traded or over the counter.
+Added: Derivative contracts can either be exchange traded or traded over the counter.
Exchange traded derivatives typically fall within Level 1 of the fair value hierarchy if there is active trading activity.
1 unchanged sentence
When required inputs are available, certain derivatives are valued using valuation pricing models, which represent what we would expect to receive or pay at the balance sheet date if we cancelled or exercised the derivative or entered into offsetting positions.
−Removed: Valuation models require a variety of inputs, which include the use of market-observable inputs, including interest rate, yield curve volatilities, and other factors.
+Added: Valuation models require a variety of inputs, which include the use of market-observable inputs, including interest rate, yield curve volatilities, foreign currency exchange rates and other factors.
These over-the-counter derivatives are typically classified within Level 2 of the fair value hierarchy as the majority trade in liquid markets, we can verify model inputs and model selection does not involve significant management judgment.
−Removed: When inputs aren’t available for valuation models, certain over-the-counter derivatives are valued using independent broker quotes, which are based on unobservable market data and classified within Level 3.
+Added: When inputs are not available for valuation models, certain over-the-counter derivatives are valued using independent broker quotes, which are based on unobservable market data and classified within Level 3.
Effective September 30, 2024, pricing for certain derivatives was obtained from internal models using substantially all market observable inputs, and those derivatives were transferred out of Level 3 to Level 2.
−Removed: The fair value of the reinsurance-related embedded derivatives in our funds withheld reinsurance agreements are estimated based upon the fair value of the assets supporting the funds withheld from reinsurance liabilities.
−Removed: The fair value of the assets is based on a quoted market price of similar assets (Level 2), and therefore the fair value of the embedded derivative is based on market-observable inputs and classified as Level 2.
−Removed: The fair value measurement of the indexed annuities/IUL embedded derivatives included in contractholder funds is determined through a combination of market observable information and significant unobservable inputs using the option budget method.
+Added: The fair value of the reinsurance-related embedded derivatives in our funds withheld reinsurance agreements are estimated based upon the change in fair value (for total return swaps), or the fair value (for the index credit obligation due the reinsurer), of the assets supporting the funds withheld from reinsurance liabilities.
+Added: The fair value of the assets is based on a quoted market price of similar assets or is obtained from models using substantially all market observable inputs (Level 2), and therefore the fair value of the embedded derivatives are based on market-observable inputs and are classified as Level 2.
+Added: The fair value measurement of the indexed annuities/IUL embedded derivatives, representing the indexed crediting feature of the policies included in Contractholder funds, and the ceded portion, the reinsured indexed crediting feature embedded derivatives recorded as a component of the Reinsurance recoverable, is determined through a combination of market observable information and significant unobservable inputs using the option budget method.
The market observable inputs are the market value of option and treasury rates.
4 unchanged sentences
Generally, a change in any one unobservable input would not directly result in a change in any other unobservable input.
−Removed: Also refer to Management's Estimates in Note A - Business and Summary of Significant Accounting Policies regarding certain assumption updates.
+Added: refer to Management's Estimates in Note A - Business and Summary of Significant Accounting Policies regarding certain assumption updates.
Investments in Unconsolidated affiliates
−Removed: We have elected the fair value option for certain investments in unconsolidated affiliates as we believe this better aligns them with other investments in unconsolidated affiliates that are measured using NAV as a practical expedient in determining fair value.
−Removed: Investments measured using the fair value option are included in Level 3 and the fair values of these investments are determined using a multiple of the affiliates’ EBITDA.
+Added: We have elected the fair value option (“FVO”) for certain investments in unconsolidated affiliates as we believe this better aligns them with other investments in unconsolidated affiliates that are measured using NAV as a practical expedient in determining fair value.
+Added: Investments measured using the FVO are included in Level 3 and the fair values of these investments are determined using a multiple of the affiliates’ earnings before interest, taxes, depreciation and amortization (“EBITDA”).
The EBITDA is based on the affiliates’ financial information.
2 unchanged sentences
Other Long-term Investments
+Added: We have elected the fair value option (“FVO”) for certain loans held by consolidated VIEs to better align measurement with the economic characteristics of the underlying structures and to reduce accounting mismatches that would otherwise result from measuring the assets and liabilities using different attributes.
+Added: We have also elected to apply the collateralized financing entity guidance in ASC 810 to measure both the financial assets and the financial liabilities of the VIE using the more observable of the fair value of the financial assets and the fair value of the financial liabilities.
+Added: We believe that the value of the debt securities, that trade in the secondary market, are more observable than the pricing of the individual loans and will use the fair value of the debt securities issued by the VIE as a practical expedient in determining the fair value of the loans.
+Added: Based on the market-observable inputs of the debt securities, the fair value of the loans are included in Level 2.
We hold a fund-linked note, which provides for an additional payment at maturity based on the value of an embedded derivative based on the actual return of a dedicated return fund.
6 unchanged sentences
See further discussion on the available-for-sale embedded derivative in Note D - Derivative Financial Instruments .
−Removed: The fair value of the credit-linked note is based on a weighted average of a broker quote and a discounted cash flow analysis.
−Removed: The discounted cash flow approach is based on the expected portfolio cash flows and amortization schedule reflecting investment expectations, adjusted for assumptions on the portfolio's default and recovery rates, and the note's discount rate.
−Removed: The fair value of the note is provided by the fund manager at the end of each quarter.
Short-term Investments
7 unchanged sentences
The discounted cash flow approach applies a company-specific discount rate to future expected interest and payoff payments to calculate the estimated fair value based on the average outcome from the simulation.
−Removed: This loan receivable is included in Level 3 and the inputs are considered unobservable, as not all market participants have access to this data.
+Added: receivable is included in Level 3 and the inputs are considered unobservable, as not all market participants have access to this data.
+Added: Contingent Consideration
+Added: We have recorded contingent consideration pursuant to the terms of the purchase agreement for the acquisition of Roar.
+Added: The contingent consideration is measured at fair value using a discounted cash flow model applied using a Monte Carlo simulation of estimated EBITDA at each measurement period and for each simulated path relative to contractual EBITDA milestones.
+Added: The Monte Carlo simulation utilizes a risk-adjusted discount rate, volatility assumption, and risk-free rates to assess the probability Roar's EBITDA trajectory reaches required milestones for the earn out payments to be made.
+Added: The discounted cash flow approach applies a company-specific discount rate based on F&G credit profile to future expected earn out payments to calculate the estimated fair value based on the average outcome from the simulation.
+Added: This contingent consideration is included in Level 3 and the inputs are considered unobservable, as not all market participants have access to this data.
+Added: See further discussion on the contingent consideration in Note N - Commitments and Contingencies.
Market Risk Benefits
5 unchanged sentences
See further discussion on MRBs in Note G - Market Risk Benefits .
−Removed: Contingent Consideration
−Removed: The contingent consideration is measured at fair value using a discounted cash flow model applied using a Monte Carlo simulation of estimated EBITDA at each measurement period and for each simulated path relative to contractual EBITDA milestones.
−Removed: The Monte Carlo simulation utilizes a risk-adjusted discount rate, volatility assumption, and risk-free rates to assess the probability Roar's EBITDA trajectory reaches required milestones for the earn out payments to be made.
−Removed: The discounted cash flow approach applies a company-specific discount rate based on F&G credit profile to future expected earn out payments to calculate the estimated fair value based on the average outcome from the simulation.
−Removed: See further discussion on the contingent consideration in Note N - Commitments and Contingencies.
Quantitative information regarding significant unobservable inputs used for recurring Level 3 fair value measurements of financial instruments carried at fair value as of December 31, 2025 and 2024, excluding assets and liabilities for which significant quantitative unobservable inputs are not developed internally and not readily available to the Company (primarily those valued using broker quotes and certain third-party pricing services) are as follows (in millions):
December 31, 2025
−Removed: Fair Value Valuation Technique Unobservable Input(s) Range
−Removed: (Weighted average)
+Added: Fair Value Valuation Technique Unobservable Input(s) Range Weighted Average
Fixed maturity securities, available-for-sale:
1 unchanged sentence
Corporates 649 Third-Party Valuation Discount Rate 3.45 % - 8.68 %
+Added: Municipals 3 Third-Party Valuation Discount Rate 4.94 % - 4.94 %
Residential mortgage-backed securities 3 Third-Party Valuation Discount Rate 5.41 % - 5.41 %
Foreign Governments 5 Third-Party Valuation Discount Rate 5.73 % - 5.73 %
−Removed: Investment in unconsolidated affiliates 272 Market Comparable Company Analysis EBITDA Multiple 8.7 x - 23.6 x
+Added: Investments in unconsolidated affiliates 270 Market Comparable Company Analysis EBITDA Multiple 7.4 x - 15.5 x
Other long-term investments:
Available-for-sale embedded derivative 41 Black Scholes Model Market Value of AnchorPath Fund 100.00 %
+Added: Reinsurance recoverable:
+Added: Indexed annuities/IUL ceded embedded derivatives 399 Discounted Cash Flow Market Value of Option 0.00 % - 31.77 %
+Added: Mortality Multiplier 80.00 % - 115.00 %
+Added: Surrender Rates 0.25 % - 50.00 %
+Added: Partial Withdrawals 2.00 % - 6.50 %
+Added: Non-Performance Spread 0.53 % - 1.15 %
+Added: December 31, 2025
+Added: Fair Value Valuation Technique Unobservable Input(s) Range Weighted Average
+Added: Option Cost 1.39 % - 5.30 %
Prepaid expenses and other assets:
7 unchanged sentences
Total financial assets at fair value (a) $ 1,771
−Removed: December 31, 2024
−Removed: Fair Value Valuation Technique Unobservable Input(s) Range
−Removed: (Weighted average)
Indexed annuities/IUL embedded derivatives, included in Contractholder funds $ 6,542 Discounted Cash Flow Market Value of Option 0.00 % - 40.13 %
4 unchanged sentences
Option Cost 0.50 % - 6.09 %
−Removed: Accounts payable and accrued liabilities:
−Removed: Contingent consideration 74 Discounted Cash Flow Risk-Adjusted Discount Rate 13.50 % - 13.50 %
+Added: Contingent consideration, included in Accounts payable and accrued liabilities 72 Discounted Cash Flow Risk-Adjusted Discount Rate 11.50 % - 11.50 %
EBITDA Volatility 35.00 % - 35.00 %
6 unchanged sentences
Total financial liabilities at fair value $ 7,517
−Removed: (a) Assets of $ 10,286 million for which significant quantitative unobservable inputs are not developed internally and not readily available to the Company (primarily those valued using broker quotes and certain third-party pricing services) are excluded from the respective totals in the table above.
+Added: (a) Assets of $ 12,596 million and liabilities of $ 9 million for which significant quantitative unobservable inputs are not developed internally and not readily available to the Company (primarily those valued using broker quotes and certain third-party pricing services) are excluded from the respective totals in the table above.
December 31, 2024
−Removed: Fair Value Valuation Technique Unobservable Input(s) Range
−Removed: (Weighted average)
+Added: Fair Value Valuation Technique Unobservable Input(s) Range Weighted Average
Fixed maturity securities, available-for-sale:
1 unchanged sentence
Corporates 750 Third-Party Valuation Discount Rate 2.00 % - 22.53 %
−Removed: Municipals 32 Third-Party Valuation Discount Rate 6.25 % - 6.25 %
Residential mortgage-backed securities 3 Third-Party Valuation Discount Rate 5.89 % - 5.89 %
Foreign Governments 4 Third-Party Valuation Discount Rate 12.14 % - 12.14 %
−Removed: Investment in unconsolidated affiliates 285 Market Comparable Company Analysis EBITDA Multiple 4.4 x - 31.8 x
+Added: Investments in unconsolidated affiliates 272 Market Comparable Company Analysis EBITDA Multiple 8.7 x - 23.6 x
Other long-term investments:
−Removed: Available-for-sale embedded derivative 28 Black Scholes Model Market Value of Fund 100.00 %
+Added: Available-for-sale embedded derivative 32 Black Scholes Model Market Value of AnchorPath Fund 100.00 %
+Added: Reinsurance recoverable:
+Added: Indexed annuities/IUL ceded embedded derivatives 98 Discounted Cash Flow Market Value of Option 0.35 % - 2.53 %
+Added: Mortality Multiplier 80.00 % - 115.00 %
+Added: Surrender Rates 0.25 % - 50.00 %
+Added: Partial Withdrawals 2.00 % - 5.00 %
+Added: Non-Performance Spread 0.48 % - 0.95 %
+Added: Option Cost 1.40 % - 1.40 %
+Added: Prepaid expenses and other assets:
+Added: Loan receivable 11 Discounted Cash Flow Risk-Adjusted Discount Rate 7.22 % - 7.22 %
+Added: Collateral Volatility 35.00 % - 35.00 %
Market risk benefits asset 189 Discounted Cash Flow Mortality 80.00 % - 115.00 %
10 unchanged sentences
Option Cost 0.07 % - 5.70 %
+Added: Contingent consideration, included in Accounts payable and accrued liabilities 74 Discounted Cash Flow Risk-Adjusted Discount Rate 13.50 % - 13.50 %
+Added: EBITDA Volatility 35.00 % - 35.00 %
+Added: Counterparty Discount Rate 6.50 % - 6.50 %
Market risk benefits liability 549 Discounted Cash Flow Mortality 80.00 % - 115.00 %
5 unchanged sentences
(a) Assets of $ 10,286 million for which significant quantitative unobservable inputs are not developed internally and not readily available to the Company (primarily those valued using broker quotes and certain third-party pricing services) are excluded from the respective totals in the table above.
−Removed: The following tables summarize changes to the Company’s financial instruments carried at fair value and classified within Level 3 of the fair value hierarchy for the years ended December 31, 2024 and 2023, respectively (in millions).
−Removed: The gains and losses below may include changes in fair value due in part to observable inputs that are a component of the valuation methodology.
+Added: The following tables summarize changes to the Company’s financial instruments carried at fair value and classified within Level 3 of the fair value hierarchy for the years ended December 31, 2025 and 2024, respectively (in millions).The gains and losses below may include changes in fair value due in part to observable inputs that are a component of the valuation methodology.
Year ended December 31, 2025
Balance at Beginning
−Removed: of Period Total Gains (Losses) for Assets and Losses for Liabilities Purchases Sales Settlements Net transfer In (Out) of
+Added: of Period Total Gains (Losses) for Assets and (Gains) Losses for Liabilities Purchases Sales Settlements Net transfer In (Out) of
Level 3 (a) Balance at End of
5 unchanged sentences
Corporates 2,941 ( 11 ) 73 1,476 ( 886 ) ( 407 ) ( 62 ) 3,124 73
+Added: Hybrids — — — 15 — — — 15 —
Municipals — — — 4 — ( 1 ) — 3 —
1 unchanged sentence
Foreign Governments 4 — 2 19 — ( 2 ) — 23 1
−Removed: Preferred securities 7 — — — — — — 7 —
+Added: Equity securities:
+Added: Preferred equity securities 7 ( 1 ) 1 — — — — 7 —
+Added: Common equity securities — — — 5 — — — 5 —
Derivative investments 3 ( 2 ) ( 2 ) 1 — — — — ( 2 )
−Removed: Investment in unconsolidated affiliates (b) 285 79 — — — — ( 92 ) 272 —
+Added: Investments in unconsolidated affiliates 272 ( 2 ) — — — — — 270 —
Other long-term investments:
Available-for-sale embedded derivative 32 — 9 — — — — 41 9
−Removed: Credit linked note 10 1 — — — ( 11 ) — — —
Short term investments 37 — — 75 — ( 38 ) — 74 —
+Added: Reinsurance recoverable:
+Added: Indexed annuities/IUL ceded embedded derivatives 98 48 — 256 — ( 3 ) — 399 —
Prepaid expenses and other assets:
−Removed: Loan receivable (c) — — — 11 — — — 11 —
+Added: Loan receivable (b) 11 — — 13 — — — 24 —
Subtotal assets at Level 3 fair value
11,551 $ 27 $ 163 $ 5,600 $ ( 1,319 ) $ ( 1,679 ) $ ( 261 ) 14,082 $ 154
−Removed: Market risk benefits asset (d) 88 189
+Added: Market risk benefits asset (c) 189 285
Total assets at Level 3 fair value $ 11,740 $ 14,367
Indexed annuities/IUL embedded derivatives, included in Contractholder funds $ 5,220 $ 450 $ — $ 1,357 $ — $ ( 485 ) $ — $ 6,542 $ —
−Removed: Interest rate swaps — 28 — — — — ( 28 ) — —
−Removed: Accounts payable and accrued liabilities
−Removed: Contingent consideration (e) — 26 — 48 — — — 74 —
+Added: Foreign currency swaps, included in Accounts payable and accrued liabilities — 9 — — — — — 9 —
+Added: Contingent consideration, included in Accounts payable and accrued liabilities 74 10 — — — ( 12 ) — 72 —
Subtotal liabilities at Level 3 fair value 5,294 $ 469 $ — $ 1,357 $ — $ ( 497 ) $ — 6,623 —
−Removed: 4,258 $ 99 $ — $ 1,399 $ — $ ( 434 ) $ ( 28 ) 5,294 —
−Removed: Market risk benefits liability (d) 403 549
+Added: Market risk benefits liability (c) 549 903
Total liabilities at Level 3 fair value $ 5,843 $ 7,526
−Removed: $ 4,661 $ 5,843
−Removed: (a) The net transfers out of Level 3 during the year ended December 31, 2024 were exclusively to Level 2 with the exception of (b) below.
−Removed: (b) The transfer out of investments in unconsolidated affiliates reflects F&G’s majority acquisition of PALH on July 18, 2024.
−Removed: Refer to Note P - Acquisitions for details of the PALH majority acquisition.
−Removed: (c) Purchases represent advances on the loan commitment to Roar.
+Added: (a) The net transfers out of Level 3 during the year ended December 31, 2025 were exclusively into Level 2.
+Added: (b) Purchases represent advances on the loan commitment to Roar.
Refer to Note N - Commitments and Contingencies for further details.
−Removed: (d) Refer to Note G - Market Risk Benefits for roll forward activity of the net Market Risk Benefits Asset and Liability.
−Removed: (e) The initial contingent consideration recorded in the Roar transaction is included in purchases in the table above.
−Removed: Refer to Note P - Acquisitions for more information.
+Added: (c) Refer to Note G - Market Risk Benefits for roll forward activity of the net Market Risk Benefits Asset and Liability.
Year ended December 31, 2024
11 unchanged sentences
Foreign Governments 16 — ( 1 ) — — ( 11 ) — 4 ( 1 )
−Removed: Preferred securities — — 1 — — — 6 7 1
+Added: Preferred equity securities 7 — — — — — — 7 —
Derivative investments 57 ( 50 ) 3 — — — ( 7 ) 3 1
−Removed: Investment in unconsolidated affiliates 23 13 — 249 — — — 285 —
+Added: Investments in unconsolidated affiliates (b) 285 79 — — — — ( 92 ) 272 —
Other long-term investments:
1 unchanged sentence
Credit linked note 10 1 — — — ( 11 ) — — —
−Removed: Secured borrowing receivable 10 — — — — ( 10 ) — — —
Short term investments — — — 236 ( 190 ) ( 9 ) — 37 —
+Added: Reinsurance recoverable:
+Added: Indexed annuities/IUL ceded embedded derivatives 20 ( 2 ) — 81 — ( 1 ) — 98 —
+Added: Prepaid expenses and other assets:
+Added: Loan receivable (c) — — — 11 — — — 11 —
Subtotal assets at Level 3 fair value
9,584 $ 45 $ 217 $ 6,637 $ ( 3,162 ) $ ( 1,381 ) $ ( 389 ) 11,551 $ 216
−Removed: Market risk benefits asset (b) 117 88
+Added: Market risk benefits asset (d) 88 189
Total assets at Level 3 fair value $ 9,672 $ 11,740
Indexed annuities/IUL embedded derivatives, included in Contractholder funds $ 4,258 $ 45 $ — $ 1,351 $ — $ ( 434 ) $ — $ 5,220 $ —
+Added: Interest rate swaps, included in Accounts payable and accrued liabilities — 28 — — — — ( 28 ) — —
+Added: Contingent consideration, included in Accounts payable and accrued liabilities (e) — $ 26 $ — $ 48 $ — $ — $ — 74 $ —
Subtotal liabilities at Level 3 fair value 4,258 $ 99 $ — $ 1,399 $ — $ ( 434 ) $ ( 28 ) 5,294 $ —
−Removed: 3,115 $ 257 $ — $ 1,049 $ — $ ( 163 ) $ — 4,258 $ —
−Removed: Market risk benefits liability (b) 282 403
+Added: Market risk benefits liability (d) 403 549
Total liabilities at Level 3 fair value $ 4,661 $ 5,843
−Removed: $ 3,397 $ 4,661
(a) The net transfers out of Level 3 during the year ended December 31, 2024 were exclusively to Level 2.
−Removed: (b) Refer to Note G - Market Risk Benefits for roll forward activity of the net Market Risk Benefits Asset and Liability.
+Added: (b) The transfer out of investments in unconsolidated affiliates represents F&G’s 30 % ownership of PALH prior to the majority acquisition on July 18, 2024.
+Added: Refer to Note P - Acquisitions for details of the PALH majority acquisition.
+Added: (c) Purchases represent advances on the loan commitment to Roar.
+Added: Refer to Note N - Commitments and Contingencies for further details.
+Added: (d) Refer to Note G - Market Risk Benefits for roll forward activity of the net Market Risk Benefits Asset and Liability.
+Added: (e) The initial contingent consideration recorded in the Roar transaction is included in purchases in the table above.
+Added: Refer to Note P - Acquisitions for more information.
+Added: Fair Value Option
+Added: We have elected the FVO for certain investments held by consolidated VIEs, including certain loans reported in other long term investments.
+Added: See Note C - Investments for additional information on our investments in VIEs.
+Added: As discussed above, we have also elected the FVO for certain other investments in unconsolidated affiliates and for a loan receivable.
+Added: The following table presents information regarding the assets for which the fair value option was elected.
+Added: Investments in unconsolidated affiliates $ 270 $ 272
+Added: Other loans, within other long-term investments (a)
+Added: Fair Value $ 248 $ —
+Added: Aggregate unpaid principal 250 —
+Added: Loan receivable, within prepaid expenses and other assets (a)
+Added: Fair Value $ 24 $ 11
+Added: Aggregate unpaid principal 24 11
+Added: (a) No loans are 90 days or more past due or on nonaccrual status
+Added: The following table presents information regarding the impact of changes in fair value of assets for which the fair value option was elected which are reported within Recognized gains and losses, net on the Consolidated Statements of Operations.
+Added: Investments in unconsolidated affiliates ( 2 ) 79
Valuation Methodologies and Associated Inputs for Financial Instruments Not Carried at Fair Value
27 unchanged sentences
The inputs used to measure the fair value of these notes payable results in a Level 2 classification within the fair value hierarchy.
−Removed: The carrying value of the revolving credit facility approximates fair value as the rates are comparable to those at which we could currently borrow under similar terms.
−Removed: As such, the fair value of the revolving credit facility was classified as a Level 2 measurement.
−Removed: At December 31, 2024 and 2023, the outstanding balance on the revolving credit facility was $ 0 and $ 365 million, respectively.
+Added: The carrying value of outstanding balances under our revolving credit facility would approximate fair value as the rates would be comparable to those at which we could currently borrow under similar terms.
+Added: As such, the fair value of our revolving credit facility was classified as a Level 2 measurement.
+Added: At December 31, 2025 and 2024, there were no outstanding balances for the revolving credit facility.
The following tables provide the carrying value and estimated fair value of our financial instruments that are carried on the Consolidated Balance Sheets at amounts other than fair value, summarized according to the fair value hierarchy previously described (in millions).
31 unchanged sentences
Our preferred and equity securities investments are carried at fair value with unrealized gains and losses included in net earnings.
−Removed: The Company’s consolidated investments are summarized as follows (in millions):
+Added: Our investments include assets backing reserves as part of coinsurance with funds withheld agreements.
+Added: The funds withheld invested assets are reported within their respective line items.
+Added: See Note E - Reinsurance , for more information on the funds withheld agreements.
+Added: The Company’s consolidated AFS investments are summarized as follows (in millions):
December 31, 2025
24 unchanged sentences
$ 49,729 $ ( 62 ) $ 400 $ ( 3,750 ) $ 46,317
−Removed: Securities held on deposit with various state regulatory authorities had a fair value of $ 866 million at December 31, 2024 and was immaterial at December 31, 2023.
+Added: Securities held on deposit with various state regulatory authorities had a fair value of $ 15 million and $ 866 million at December 31, 2025 and 2024, respectively.
As of December 31, 2025 and 2024, the Company held $ 54 million and $ 32 million, respectively, of investments that were non-income producing for a period greater than twelve months.
3 unchanged sentences
The collateral investments had a fair value of $ 4,621 million and $ 4,289 million as of December 31, 2025 and 2024, respectively.
−Removed: The amortized cost and fair value of fixed maturity securities by contractual maturities, as applicable, are shown below (in millions).
+Added: The amortized cost and fair value of fixed maturity securities AFS by contractual maturities, as applicable, are shown below (in millions).
Actual maturities may differ from contractual maturities because issuers may have the right to call or prepay obligations.
44 unchanged sentences
Commercial mortgage-backed securities ( 49 ) ( 6 ) ( 6 ) — — — — ( 61 )
+Added: Corporates — ( 14 ) ( 3 ) — — — — ( 17 )
Residential mortgage-backed securities — — ( 1 ) — — — — ( 1 )
6 unchanged sentences
Commercial mortgage-backed securities ( 22 ) ( 8 ) ( 19 ) — — — — ( 49 )
−Removed: Corporates ( 15 ) — — 15 — — — —
Residential mortgage-backed securities ( 2 ) — 2 — — — — —
35 unchanged sentences
We determined the unrealized losses were caused by higher treasury rates compared to those at the time of the FNF acquisition or the purchase of the security if later.
−Removed: For securities in an unrealized loss position as of December 31, 2024, our allowance for expected credit loss was $ 62 million.
We believe the unrealized loss position for which we have not recorded an allowance for expected credit loss as of December 31, 2025 was primarily attributable to interest rate increases, near-term illiquidity, and other macroeconomic uncertainties as opposed to issuer specific credit concerns.
32 unchanged sentences
Total CMLs, gross of valuation allowance
+Added: 3,260 100 % 2,722 100 %
Allowance for expected credit loss ( 18 ) ( 17 )
Total CMLs, net of valuation allowance $ 3,242 $ 2,705
−Removed: CMLs segregated by aging of the loans and charge offs (by year of origination), gross of valuation allowances, were as follows for the years ended December 31, 2024 and 2023 (in millions):
+Added: An individual loan, or a portion thereof, is charged off when it is determined to be uncollectible.
+Added: There were no charge offs for CMLs for the years ended December 31, 2025 and 2024.
+Added: CMLs segregated by aging of the loans (by year of origination), gross of valuation allowances, were as follows for the years ended December 31, 2025 and 2024 (in millions):
December 31, 2025
5 unchanged sentences
Total CMLs $ 646 $ 295 $ 194 $ 292 $ 1,252 $ 581 $ 3,260
−Removed: Charge offs $ — $ — $ — $ — $ — $ — $ —
December 31, 2024
4 unchanged sentences
90 days or more past due — — — — — 9 9
−Removed: Total CMLs (a) $ 213 $ 288 $ 1,256 $ 512 $ — $ 259 $ 2,528
−Removed: Charge offs $ — $ — $ — $ — $ — $ 3 $ 3
−Removed: (a) Excludes loans under development with an amortized cost and estimated fair value of $ 22 million at December 31, 2023.
−Removed: LTV and DSC ratios are measures commonly used to assess the risk and quality of mortgage loans.
+Added: Total CMLs $ 273 $ 227 $ 290 $ 1,253 $ 469 $ 210 $ 2,722
+Added: Loan-to-value (“LTV”) and debt service coverage (“DSC”) ratios are measures commonly used to assess the risk and quality of mortgage loans.
The LTV ratio is expressed as a percentage of the amount of the loan relative to the value of the underlying property.
3 unchanged sentences
We normalize our DSC ratios to a 25 -year amortization period for purposes of our general loan allowance evaluation.
−Removed: The following tables present the recorded investment in CMLs by LTV and DSC ratio categories and estimated fair value by the indicated loan-to-value ratios, gross of valuation allowances at December 31, 2024 and 2023 (dollars in millions) :
+Added: The following tables present the recorded investment in CMLs by LTV and DSC ratio categories and estimated fair value by the indicated LTV ratios, gross of valuation allowances at December 31, 2025 and 2024 (dollars in millions) :
Debt-Service Coverage Ratios Total Amount % of Total Estimated Fair Value % of Total
5 unchanged sentences
75.00% to 84.99% — 9 9 18 1 17 1
−Removed: CMLs $ 2,535 $ 166 $ 21 $ 2,722 100 % $ 2,404 100 %
+Added: Total CMLs $ 2,859 $ 349 $ 52 $ 3,260 100 % $ 3,025 100 %
December 31, 2024
3 unchanged sentences
75.00% to 84.99% 4 4 9 17 1 17 1
−Removed: CMLs (a) $ 2,443 $ 66 $ 19 $ 2,528 100 % $ 2,231 100 %
−Removed: (a) Excludes loans under development with an amortized cost and estimated fair value of $ 22 million at December 31, 2023.
+Added: Total CMLs $ 2,535 $ 166 $ 21 $ 2,722 100 % $ 2,404 100 %
December 31, 2025
17 unchanged sentences
75.00% to 84.99% 4 4 9 — — — 17
−Removed: Total CMLs (a) $ 213 $ 288 $ 1,256 $ 512 $ — $ 259 $ 2,528
+Added: Total CMLs $ 273 $ 227 $ 290 $ 1,253 $ 469 $ 210 $ 2,722
Greater than 1.25x $ 140 $ 215 $ 278 $ 1,241 $ 469 $ 192 $ 2,535
1 unchanged sentence
Less than 1.00x — — 9 12 — — 21
−Removed: Total CMLs (a) $ 213 $ 288 $ 1,256 $ 512 $ — $ 259 $ 2,528
−Removed: (a) Excludes loans under development with an amortized cost and estimated fair value of $ 22 million at December 31, 2023.
+Added: Total CMLs $ 273 $ 227 $ 290 $ 1253 $ 469 $ 210 $ 2,722
We recognize a mortgage loan as delinquent when payments on the loan are greater than 30 days past due.
−Removed: At December 31, 2024, we had one CML that was delinquent in principal or interest payments compared to none at December 31, 2023 as shown in the tables above.
+Added: As of December 31, 2025 and 2024, we had one CML that was delinquent in principal or interest payments as shown in the tables above.
Residential Mortgage Loans
−Removed: Residential mortgage loans (“RMLs”) represented approximately 5 % of our total investments as of December 31, 2024 and 2023.
−Removed: Our RMLs are closed end, amortizing loans and 100 % of the properties are located in the United States.
+Added: Residential mortgage loans (“RMLs”) represented approximately 7 % and 5 % of our total investments reported on the Condensed Consolidated Balance Sheets as of December 31, 2025 and 2024, respectively.
+Added: Our RMLs are primarily closed end, amortizing loans and 100 % of the properties are located in the United States.
We diversify our RML portfolio by state to attempt to reduce concentration risk.
2 unchanged sentences
Amortized Cost % of Total
+Added: California $ 288 6 %
Florida 246 5
+Added: New York 232 5
All other states (a) 3,951 84
6 unchanged sentences
Florida $ 164 5 %
−Removed: New York 129 5
All other states (a) 3,110 95
14 unchanged sentences
Total RMLs, net of valuation allowance $ 4,649 $ 3,221
+Added: An individual loan, or a portion thereof, is charged off when it is determined to be uncollectible.
There were no charge offs recorded for RMLs during the year ended December 31, 2025.
6 unchanged sentences
90 days or more past due 2 4 4 12 21 25 68
−Removed: Total RML mortgages $ 614 $ 376 $ 928 $ 840 $ 176 $ 340 $ 3,274
+Added: Total RMLs $ 1,585 $ 742 $ 348 $ 839 $ 756 $ 447 $ 4,717
December 31, 2024
4 unchanged sentences
90 days or more past due 3 2 13 29 13 25 85
−Removed: Total RML mortgages $ 373 $ 995 $ 877 $ 208 $ 204 $ 195 $ 2,852
+Added: Total RMLs $ 614 $ 376 $ 928 $ 840 $ 176 $ 340 $ 3,274
Non-accrual loans by amortized cost as of December 31, 2025 and 2024, were as follows (in millions):
5 unchanged sentences
For loans less than 90 days delinquent, interest is accrued unless it is determined that the accrued interest is not collectible.
−Removed: If a loan becomes 90 days or more delinquent, it is our general policy to initiate foreclosure proceedings unless a workout arrangement to bring the loan current is in place.
+Added: becomes 90 days or more delinquent, it is our general policy to initiate foreclosure proceedings unless a workout arrangement to bring the loan current is in place.
As of December 31, 2025 and 2024, we had $ 79 million and $ 94 million, respectively, of mortgage loans that were over 90 days past due.
16 unchanged sentences
Beginning Balance $ ( 53 ) $ ( 17 ) $ ( 70 ) $ ( 54 ) $ ( 12 ) $ ( 66 )
−Removed: $ ( 54 ) $ ( 12 ) $ ( 66 ) $ ( 32 ) $ ( 10 ) $ ( 42 )
Provision (expense) benefit for loan losses ( 15 ) ( 1 ) ( 16 ) 1 ( 5 ) ( 4 )
−Removed: Loans charged off — — — — 3 3
Ending Balance $ ( 68 ) $ ( 18 ) $ ( 86 ) $ ( 53 ) $ ( 17 ) $ ( 70 )
−Removed: $ ( 53 ) $ ( 17 ) $ ( 70 ) $ ( 54 ) $ ( 12 ) $ ( 66 )
An allowance for expected credit loss is not measured on accrued interest income for commercial mortgage loans as we have a process to write-off interest on loans that enter into non-accrual status (90 days or more past due).
8 unchanged sentences
Fixed maturity securities, available-for-sale $ 2,247 $ 2,181 $ 1,843
−Removed: Equity securities 21 20 17
−Removed: Preferred securities 23 41 49
+Added: Preferred equity securities 14 23 41
+Added: Common equity securities 18 21 20
Mortgage loans 374 273 229
5 unchanged sentences
Interest and investment income $ 2,837 $ 2,719 $ 2,211
−Removed: $ 2,719 $ 2,211 $ 1,655
Interest and investment income is shown net of amounts attributable to certain funds withheld reinsurance agreements which is passed along to the reinsurer in accordance with the terms of these agreements.
4 unchanged sentences
2025 2024 2023
−Removed: Net realized (losses) gains on fixed maturity available-for-sale securities $ ( 8 ) $ ( 155 ) $ ( 241 )
−Removed: Net realized/unrealized (losses) gains on equity securities (a)
−Removed: Net realized/unrealized (losses) gains on preferred securities (b)
−Removed: Realized (losses) gains on other invested assets 67 24 ( 13 )
+Added: Net realized (losses) on fixed maturity available-for-sale securities $ ( 13 ) $ ( 8 ) $ ( 155 )
+Added: Net realized/unrealized (losses) gains on preferred equity securities (a) ( 5 ) 6 2
+Added: Net realized/unrealized (losses) gains on common equity securities (b) ( 31 ) 11 18
+Added: Net realized/unrealized gains on other invested assets 4 67 24
Change in allowance for expected credit losses ( 56 ) ( 34 ) ( 37 )
1 unchanged sentence
Realized (losses) gains on certain derivative instruments ( 62 ) 254 ( 211 )
−Removed: Unrealized (losses) gains on certain derivative instruments ( 184 ) 358 ( 693 )
−Removed: Change in fair value of reinsurance related embedded derivatives ( 32 ) ( 128 ) 352
+Added: Unrealized gains (losses) on certain derivative instruments 312 ( 184 ) 358
+Added: Change in fair value of reinsurance related embedded derivatives (c) ( 148 ) ( 32 ) ( 128 )
Change in fair value of other derivatives and embedded derivatives 9 4 5
−Removed: Realized (losses) gains on derivatives and embedded derivatives 42 24 ( 515 )
+Added: Net realized/unrealized gains on derivatives and embedded derivatives 111 42 24
Recognized gains and (losses), net $ 10 $ 84 $ ( 124 )
−Removed: $ 84 $ ( 124 ) $ ( 1,010 )
(a) Includes net valuation (losses) gains of $( 3 ) million, $ 6 million, and $ 73 million for the years ended December 31, 2025, 2024 and 2023, respectively.
(b) Includes net valuation (losses) gains of $( 22 ) million, $ 12 million, and $ 18 million for the years ended December 31, 2025, 2024 and 2023, respectively.
+Added: (c) Change in fair value of reinsurance related embedded derivatives is due to activity related to the reinsurance treaties.
Recognized gains and (losses), net is shown net of amounts attributable to certain funds withheld reinsurance agreements which are passed along to the reinsurer in accordance with the terms of these agreements.
6 unchanged sentences
Gross losses ( 26 ) ( 80 ) ( 134 )
−Removed: Unconsolidated Variable Interest Entities
−Removed: We own investments in VIEs that are not consolidated within our financial statements.
+Added: Variable Interest Entities
+Added: Our involvement with VIEs is primarily through investments in entities that provide exposure to a diversified portfolio of investment asset classes.
A VIE is an entity that does not have sufficient equity to finance its own activities without additional financial support, where investors lack certain characteristics of a controlling financial interest, or where the entity is structured with non-substantive voting rights.
VIEs are consolidated by their ‘primary beneficiary,’ a designation given to an entity that receives both the benefits from the VIE as well as the substantive power to make its key economic decisions.
−Removed: While we participate in the benefits from VIEs in which we invest, but do not consolidate, the substantive power to make the key economic decisions for each respective VIE resides with entities not under our common control.
+Added: We perform ongoing qualitative assessments of our variable interests in VIEs to determine whether we have a controlling financial interest and are therefore the primary beneficiary of the VIE.
+Added: We consolidate the assets and liabilities (if applicable) of VIEs for which we are determined to be the primary beneficiary in our consolidated financial statements.
+Added: Consolidated variable interest entities
+Added: We have concluded that we are the primary beneficiary for certain VIEs where we have both the power to direct the most significant activities of the VIE and the obligation to absorb losses or the right to receive benefits that could potentially be significant to the VIE.
+Added: Consolidated VIEs at December 31, 2025 are structured investments that are managed by third parties.
+Added: These structured investments are established as special purpose vehicles (“SPVs”) designed to hold specific assets which include limited partnerships, middle market loans, short-term investments, and cash and cash equivalents.
+Added: The assets of each VIE can be used only to settle obligations of the VIE.
+Added: Asset and liability information held by consolidated VIEs included on the Consolidated Balance Sheets are as follows (in millions):
+Added: Investments in unconsolidated affiliates $ 262 $ —
+Added: Other long-term investments 248 —
+Added: Short-term investments 116 —
+Added: Cash and cash equivalents 2 —
+Added: Total assets $ 628 $ —
+Added: Total consolidated VIE investments $ 628 $ —
+Added: We are not required to provide financial support to these VIEs beyond our contractual obligations.
+Added: Our maximum exposure to loss related to these consolidated VIEs is limited to our capital invested plus any unfunded capital commitments (refer to unfunded commitments in Note N - Commitments and Contingencies ).
+Added: The maximum loss exposure of our consolidated VIEs as of December 31, 2025 was $ 878 million.
+Added: Unconsolidated Variable Interest Entities
+Added: We own investments in VIEs that are not consolidated within our financial statements.
+Added: While we participate in the benefits from these VIEs in which we invest, but do not consolidate, the substantive power to make the key
+Added: economic decisions for each respective VIE resides with entities not under our common control.
It is for this reason that we are not considered the primary beneficiary for the VIE investments that are not consolidated.
4 unchanged sentences
These structured investments typically invest in fixed income investments and are managed by third parties and include asset-backed securities, commercial mortgage-backed securities and residential mortgage-backed securities included in fixed maturity securities available for sale on our Consolidated Balance Sheets.
−Removed: Our maximum loss exposure with respect to these VIEs is limited to the investment carrying amounts reported in our Consolidated Balance Sheets for limited partnerships and the amortized costs of certain of our fixed maturity securities, in addition to any required unfunded commitments (also refer to Note N - Commitments and Contingencies ).
+Added: Our maximum loss exposure with respect to these VIEs is limited to the investment carrying amounts reported in our Consolidated Balance Sheets for limited partnerships and the amortized costs of certain of our fixed maturity securities, in addition to any required unfunded commitments (refer to unfunded commitments in Note N - Commitments and Contingencies ).
The following table summarizes the carrying value and the maximum loss exposure of our unconsolidated VIEs as of December 31, 2025 and 2024 (in millions):
6 unchanged sentences
Blackstone Wave Asset Holdco (a) $ 655 $ 710
−Removed: Blackstone Cooper Asset Holdco (a) 472 —
−Removed: Elba (b) (c) — 463
−Removed: COLI (c) — 324
+Added: Blackstone Cooper Asset Holdco (a) (b) — 472
(a) Represents a special purpose vehicle that holds investments in numerous limited partnership investments whose underlying investments are further diversified by holding interest in multiple individual investments and industries.
−Removed: (b) Represents special purpose vehicles that hold an underlying minority ownership interest in a single operating liquified natural gas export facility.
−Removed: (c) Investments did not exceed 10% of shareholder’s equity as of December 31, 2024.
+Added: (b) Investment did not exceed 10% of shareholder’s equity as of December 31, 2025.
Note D - Derivative Financial Instruments
−Removed: The notional and carrying amounts of derivative instruments, including derivative instruments embedded in indexed annuities and IUL contracts, and reinsurance is as follows (in millions):
+Added: Refer to Note A - Business and Summary of Significant Accounting Policies , for a description of the Company’s accounting policies for derivative financial instruments and Note B - Fair Value of Financial Instruments for descriptions of the fair value methodologies used for derivative financial instruments.
+Added: The notional and carrying amounts of derivative financial instruments, including derivative instruments embedded in indexed annuities and IUL contracts, and reinsurance are as follows (in millions):
December 31, 2025 December 31, 2024
−Removed: Notional Amount Carrying Amount Notional Amount Carrying Amount
−Removed: Derivative investments:
−Removed: Equity options $ 29,594 $ 773 $ 27,263 $ 739
−Removed: Interest rate swaps 2,340 16 2,705 57
−Removed: Other derivative investments 157 3 137 1
−Removed: Other long-term investments:
−Removed: Other embedded derivatives 32 28
−Removed: Prepaid expenses and other assets:
−Removed: Reinsurance related embedded derivatives 109 152
−Removed: Total $ 933 $ 977
−Removed: Contractholder funds:
−Removed: Indexed annuities/IUL embedded derivatives $ 5,220 $ 4,258
−Removed: Accounts payable and accrued liabilities:
−Removed: Interest rate swaps $ 2,700 10 $ — —
−Removed: Total $ 5,230 $ 4,258
−Removed: The change in fair value of derivative instruments included within Recognized gains and (losses), net, in the Consolidated Statements of Operations is as follows (in millions):
+Added: Gross Notional Assets Liabilities Gross Notional Assets Liabilities
+Added: Derivatives designated as hedging instruments
+Added: Interest rate swaps (a) $ 850 $ 11 $ 1 $ — $ — $ —
+Added: Foreign currency swaps (a) 21 — 3 39 2 —
+Added: Total derivatives designated as hedging instruments 871 11 4 39 2 —
+Added: Derivatives not designated as hedging instruments
+Added: Equity options (a) 29,651 1,062 — 29,594 773 —
+Added: Interest rate swaps (a) 6,229 75 2 5,040 16 10
+Added: Foreign currency swaps (a) 503 — 6 — — —
+Added: Futures contracts (a) 68 — 1 152 — —
+Added: Other derivative investments (a) 93 — — 118 1 —
+Added: Other embedded derivatives (b) — 41 — — 32 —
+Added: Indexed annuities/IUL embedded derivatives (c) — 399 6,542 — 98 5,220
+Added: Reinsurance related embedded derivatives (d) — — 75 — — ( 109 )
+Added: Total derivatives not designated as hedging instruments 36,544 1,577 6,626 34,904 920 5,121
+Added: Total derivatives $ 37,415 $ 1,588 $ 6,630 $ 34,943 $ 922 $ 5,121
+Added: (a) The fair value of derivative assets is reported in Derivative investments, and the fair value of derivative liabilities is reported in Accounts payable and accrued liabilities on the Consolidated Balance Sheets.
+Added: (b) The fair value is included in Other long term investments on the Consolidated Balance Sheets.
+Added: (c) The fair value of the liability is included in Contractholder funds and the ceded portion is included in Reinsurance recoverable on the Consolidated Balance Sheets.
+Added: (d) The fair value of the embedded derivative asset is included in Funds withheld for reinsurance liabilities as a contra-liability on the Consolidated Balance Sheet as of December 31, 2024.
+Added: The amounts and locations of gains (losses), net recognized for derivatives items included in the Consolidated Statements of Operations are as follows (in millions):
Year Ended December 31,
2025 2024 2023
−Removed: Net investment gains (losses):
+Added: Recognized gains (losses), net for derivatives Benefits and other changes in policy reserves for derivatives Recognized gains (losses), net for derivatives Benefits and other changes in policy reserves for derivatives Recognized gains (losses), net for derivatives Benefits and other changes in policy reserves for derivatives
+Added: Derivatives designated as hedging instruments
+Added: Interest rate swaps $ — $ 11 $ — $ — $ — $ —
+Added: Foreign currency swaps ( 3 ) — — — — —
+Added: Total derivatives designated as hedging instruments ( 3 ) 11 — — — —
+Added: Derivatives not designated as hedging instruments
Equity options 177 — 145 — 92 —
Interest rate swaps 59 — ( 103 ) — 48 —
+Added: Foreign currency swaps ( 6 ) — — — — —
Futures contracts 32 — 18 — 9 —
1 unchanged sentence
Other embedded derivatives 9 — 4 — 5 —
+Added: Indexed annuities/IUL embedded derivatives — 402 — 47 — 257
Reinsurance related embedded derivatives ( 148 ) — ( 32 ) — ( 128 ) —
−Removed: Total net investment gains (losses) $ 42 $ 24 $ ( 515 )
−Removed: Benefits and other changes in policy reserves:
−Removed: Indexed annuities/IUL embedded derivatives increase (decrease) $ 962 $ 1,143 $ ( 768 )
−Removed: Additional Disclosures
−Removed: See descriptions of the fair value methodologies used for derivative financial instruments in Note B - Fair Value of Financial Instruments .
+Added: Total derivatives not designated as instruments 114 402 42 47 24 257
+Added: Total derivatives $ 111 $ 413 $ 42 $ 47 $ 24 $ 257
+Added: The amounts and locations of gains (losses), net recognized for hedged items included in the Consolidated Statements of Operations are as follows (in millions):
+Added: Year Ended December 31,
+Added: 2025 2024 2023
+Added: Recognized gains (losses), net for hedged item Benefits and other changes in policy reserves for hedged item Recognized gains (losses), net for hedged item Benefits and other changes in policy reserves for hedged item Recognized gains (losses), net for hedged item Benefits and other changes in policy reserves for hedged item
+Added: Derivatives designated as hedging instruments
+Added: Interest rate swaps $ — $ ( 11 ) $ — $ — $ — $ —
+Added: Foreign currency swaps 3 — — — — —
+Added: Total derivatives designated as hedging instruments $ 3 $ ( 11 ) $ — $ — $ — $ —
+Added: The following amounts are recorded in the Consolidated Balance Sheets related to the carrying amount of hedged assets and (liabilities) and the cumulative basis adjustment included in the carrying amount for fair value hedges (in millions):
+Added: Year Ended December 31,
+Added: Line Item in the Consolidated Balance Sheet that includes hedged item Carrying Amount of Hedged Assets (Liabilities) Cumulative Amount of Fair Value Hedging Adjustment included in the Carrying Amount of the Hedged Assets (Liabilities) Carrying Amount of Hedged Assets (Liabilities) Cumulative Amount of Fair Value Hedging Adjustment included in the Carrying Amount of the Hedged Assets (Liabilities)
+Added: Fixed maturity securities, AFS, at amortized cost $ 21 $ — $ — $ —
+Added: Contractholder funds ( 862 ) ( 11 ) — —
+Added: For the years ended December 31, 2025, 2024, and 2023, the derivative instruments’ gains (losses), net excluded from the assessment of hedge effectiveness was immaterial.
+Added: There were no cumulative fair value hedging adjustments for hedged assets and liabilities for which hedge accounting was discontinued as of December 31, 2025 and 2024.
+Added: Derivatives designated as hedging instruments
+Added: We utilize interest rate swaps and foreign currency swaps that are designated and accounted for as fair value hedges to reduce interest rate risk for certain funding agreements and to reduce the risk of certain exposures to foreign currency risk for foreign AFS fixed maturity securities.
+Added: For fair value hedges of funding agreements, changes in fair value are reported in Benefits and other changes in policy reserves.
+Added: For fair value hedges of AFS fixed maturity securities, changes in fair value included in the assessment of effectiveness are reported in Recognized gains and (losses), net in the Consolidated Statement of Operations.
+Added: The change in the fair value of components excluded from the assessment of hedge effectiveness is recorded in OCI and is recognized in net income through periodic settlements.
+Added: Derivatives not designated as hedging instruments
Indexed Annuities/IUL Embedded Derivative, Equity Options and Futures
1 unchanged sentence
This feature represents an embedded derivative under GAAP.
−Removed: The indexed annuities/IUL embedded derivatives are valued at fair value and included in the liability for contractholder funds in the Consolidated Balance Sheets with changes in fair value included as a component of Benefits and other changes in policy reserves in the Consolidated Statements of Operations.
+Added: The indexed annuities/IUL embedded derivatives are valued at fair value and included in the liability for Contractholder funds in the Consolidated Balance Sheets with the ceded portion of the reinsured indexed crediting feature embedded derivatives, recorded as a component of the Reinsurance recoverable in the Consolidated Balance Sheets.
+Added: Changes in fair value are included as a component of Benefits and other changes in policy reserves in the Consolidated Statements of Operations.
We purchase derivatives consisting of a combination of equity options and futures contracts (specifically for indexed annuity contracts) on the applicable market indices to fund the index credits due to indexed annuity/IUL contractholders.
2 unchanged sentences
We manage the cost of these purchases through the terms of our indexed annuities/IUL contracts, which permit us to change caps, spreads or participation rates, subject to guaranteed minimums, on each contract’s anniversary date.
−Removed: The change in the fair value of the equity options and futures contracts is generally designed to offset the portion of the change in the fair value of the indexed annuities/IUL embedded derivatives related to index performance through the current credit period.
+Added: The change in the fair value of the equity options and futures contracts is generally designed to offset the portion of the change in the fair value of the indexed annuities/IUL embedded derivatives related to index performance through the
+Added: current credit period.
The equity options and futures contracts are marked to fair value with the change in fair value included as a component of Recognized gains and (losses), net, in the Consolidated Statements of Operations.
8 unchanged sentences
The interest rate swaps are marked to fair value with the change in fair value, including accrued interest and related periodic cash flows received or paid, included as a component of Recognized gains and (losses), net, in the Consolidated Statements of Operations.
+Added: Foreign Currency Swaps
+Added: We utilize foreign currency swaps to reduce market risks from fluctuations in foreign exchange rates that impact earnings associated with our foreign currency denominated investments.
+Added: Through a foreign currency swap, we agree with another party to exchange, at specified intervals, principal and interest payments in one currency for principal and interest payments in another currency, based on an agreed-upon notional amount.
+Added: The foreign currency swaps are marked to fair value with the change in fair value, including accrued interest and related periodic cash flows received or paid, included as a component of Recognized gains and (losses), net, in the Consolidated Statements of Operations.
Reinsurance Related Embedded Derivatives
F&G cedes certain business on a coinsurance funds withheld basis.
−Removed: Investment results for the assets that support the coinsurances that are segregated within the funds withheld account are passed directly to the reinsurer pursuant to the contractual terms of the reinsurance agreement, which creates embedded derivatives considered to be total return swaps.
−Removed: These total return swaps are not clearly and closely related to the underlying reinsurance contract and thus require bifurcation.
−Removed: The fair value of the total return swaps is based on the change in fair value of the underlying assets held in the funds withheld account.
−Removed: These embedded derivatives are reported in Prepaid expenses and other assets if in a net gain position, or Accounts payable and accrued liabilities, if in a net loss position on the Consolidated Balance Sheets and the related gains or losses are reported in Recognized gains and (losses), net, on the Consolidated Statements of Operations.
+Added: Investment results for the assets that support the coinsurance are segregated within the funds withheld account and are passed directly to the reinsurer pursuant to the contractual terms of the reinsurance agreement, which creates embedded derivatives considered to be total return swaps.
+Added: These total return swaps are not clearly and closely related to the underlying reinsurance agreement and thus require bifurcation.
+Added: For arrangements reinsuring indexed annuities products, the funds withheld account additionally contains an embedded derivative representing the index credit obligation due the reinsurer, resulting in a compound embedded derivative.
+Added: Beginning in 2025, these embedded derivatives are reported in Funds withheld for reinsurance liabilities, irrespective if in a net asset position or a net liability position, on the Consolidated Balance Sheets and prior periods have been reclassified from Prepaid expenses and other assets to conform with the current presentation.
+Added: The related gains or losses are reported in Recognized gains and (losses), net, on the Consolidated Statements of Operations.
We are exposed to credit loss in the event of non-performance by our counterparties and reflect assumptions regarding this non-performance risk in the fair value of our derivatives.
The non-performance risk is the net counterparty exposure based on the fair value of the open contracts less collateral held.
−Removed: We maintain a policy of requiring all derivative contracts to be governed by an International Swaps and Derivatives Association (“ISDA”) Master Agreement.
+Added: We maintain a policy of
+Added: requiring all derivative contracts to be governed by an International Swaps and Derivatives Association (“ISDA”) Master Agreement.
We manage credit risk related to non-performance by our counterparties by (i) entering into derivative transactions with creditworthy counterparties;
12 unchanged sentences
For all counterparties, except one , the threshold is set to zero .
−Removed: As of December 31, 2024 and 2023 counterparties posted collateral of $ 771 million and $ 775 million, respectively, of which $ 679 million and $ 588 million, respectively, is included in Cash and cash equivalents with an associated payable for this collateral included in Accounts payable and accrued liabilities on the Consolidated Balance Sheets.
−Removed: Accordingly, the maximum amount of loss due to credit risk that we would incur if parties to the derivatives failed completely to perform according to the terms of the contracts was $ 34 million at December 31, 2024 and $ 39 million at December 31, 2023.
+Added: As of December 31, 2025 and 2024 counterparties posted collateral of $ 1,185 million and $ 771 million, respectively.
+Added: This included cash collateral of $ 928 million and $ 679 million, respectively, for which we record an associated payable included in Accounts payable and accrued liabilities on the Consolidated Balance Sheets.
+Added: Cash collateral received is not legally segregated and may be used by the Company in the normal course of business.
+Added: The Company is obligated to return an equivalent amount of collateral upon settlement or termination of the related derivative contracts, or otherwise in accordance with the collateral provisions of such agreements, including in circumstances where changes in market conditions cause the Company’s mark-to-market position to decline.
+Added: The remaining collateral represents securities collateral received that is not reported on the Consolidated Balance Sheets.
+Added: Accordingly, the maximum amount of loss due to credit risk that we would incur if parties to the derivatives failed completely to perform according to the terms of the contracts, after giving effect to cash and securities collateral held, was $ 34 million at both December 31, 2025 and 2024.
We are required to pay our counterparties the effective federal funds interest rate each day for cash collateral posted to us.
Cash collateral is reinvested in overnight investment sweep products, which are included in Cash and cash equivalents on the Consolidated Balance Sheets, to reduce the interest cost.
−Removed: Changes in cash collateral are included in the Change in derivative collateral liabilities in the Consolidated Statements of Cash Flow.
+Added: Changes in cash collateral are included in the Change in derivative collateral liabilities in the Consolidated Statements of Cash Flows.
We held 172 and 527 futures contracts at December 31, 2025 and 2024, respectively.
8 unchanged sentences
F&G primarily seeks reinsurance coverage in order to manage loss exposures, to enhance our capital position, to diversify risks and earnings, and to manage new business volume.
−Removed: F&G follows reinsurance accounting when the treaty adequately transfers insurance risk and any acquisition cost reimbursements reduce policy acquisition costs deferred and maintenance expense reimbursements
−Removed: reduce direct expenses incurred.
+Added: F&G follows reinsurance accounting when the treaty adequately transfers insurance risk and any acquisition cost reimbursements reduce policy acquisition costs deferred and maintenance expense reimbursements reduce direct expenses incurred.
Otherwise, F&G follows deposit accounting if there is inadequate transfer of insurance risk or if the underlying policy for which risk is being transferred is an investment contract that does not contain insurance risk.
Refer to Note A - Business and Summary of Significant Accounting Policies for more information over our accounting policy for reinsurance agreements.
−Removed: As of December 31, 2024, we had an immaterial amount of COR included in Prepaid expenses and other assets on the Consolidated Balance Sheets compared to none as of December 31, 2023.
−Removed: The effects of reinsurance on net premiums earned and net benefits incurred (benefits paid and reserve changes) for the years ended December 31, 2024, 2023, and 2022 respectively, were as follows (in millions):
+Added: As of December 31, 2025 and 2024, we had an immaterial amount of cost of reinsurance recorded on the Consolidated Balance Sheets.
+Added: The effects of reinsurance on net premiums earned, net product fees and net benefits incurred (benefits paid and reserve changes) for the years ended December 31, 2025, 2024, and 2023 respectively, were as follows (in millions):
Year Ended December 31,
2025 2024 2023
−Removed: Net Premiums Earned Net Benefits Incurred Net Premiums Earned Net Benefits Incurred Net Premiums Earned Net Benefits Incurred
+Added: Net Premiums Earned Net Product
+Added: Fees Net Benefits Incurred Net Premiums Earned Net Product
+Added: Fees Net Benefits Incurred Net Premiums Earned Net Product
+Added: Fees Net Benefits Incurred
Direct $ 2,223 $ 717 $ 4,197 $ 2,346 $ 655 $ 3,987 $ 2,112 $ 455 $ 3,728
6 unchanged sentences
The following summarizes significant changes to third-party reinsurance agreements for the years ended December 31, 2025 and 2024:
+Added: Aspida Re Cayman:
+Added: Effective November 1, 2025, FGL Insurance entered into a reinsurance agreement with Aspida Re Cayman Ltd.
+Added: (“Aspida Re Cayman”), an unaffiliated reinsurer, to cede certain flow MYGA business, on a funds withheld coinsurance basis, net of applicable existing reinsurance.
+Added: New Re Reinsurance Transaction:.
+Added: Effective October 1, 2025, FGL Insurance recaptured and terminated the indemnity reinsurance agreement with New Reinsurance Company Ltd., an unaffiliated reinsurer and wholly owned subsidiary of Münchener Rückversicherungs-Gesellschaft Aktiengesellschaft in München (d/b/a “Munich Re”).
+Added: FGL Insurance recaptured 100% of the liabilities and obligations ceded and entered into a new indemnity reinsurance agreement with Munich Re to cede certain inforce and future flow FIA policies on a coinsurance basis.
+Added: The coinsurance basis is applicable to the base contract benefits, waiver of surrender charges, and minimum guaranteed surrender value benefits and for certain FIA policies, return of premium rider and minimum interest credit rider benefits.
+Added: New Reinsurance Vehicle:
+Added: Effective August 1, 2025, F&G executed this forward flow reinsurance agreement with Fort Greene Reinsurance SPC Limited Segregated Portfolio No.
+Added: 1, (“Fort Greene”) to cede certain FIA policies
+Added: on a coinsurance funds withheld quota share basis and certain funding agreements on a modified coinsurance basis.
+Added: F&G does not hold any ownership stake in the unaffiliated Fort Greene entity.
+Added: Effective January 1, 2025, F&G amended the existing flow reinsurance agreement with Everlake Life Insurance Company (“Everlake”) to cede future additional MYGA business for agreed upon periods to Everlake pursuant to an offer and acceptance process, rather than on a flow basis.
+Added: The amendment included a cession of an inforce block of certain MYGA policies on a coinsurance quota share basis.
+Added: IUL YRT Reinsurance:
+Added: Effective January 1, 2025, F&G entered into separate flow reinsurance agreements with several unaffiliated reinsurers to reinsure mortality risk on certain new IUL policies and effective July 1, 2025, F&G entered into additional separate reinsurance agreements with several unaffiliated reinsurers to reinsure mortality risk on certain inforce IUL policies.
+Added: In accordance with the terms of these agreements, F&G cedes the net amount at risk on the IUL policies, which is the difference between the stated death benefit and the contractholder funds balance, on a yearly renewable term basis.
Effective July 1, 2024, F&G amended the existing flow reinsurance agreement with Somerset Reinsurance Ltd.
3 unchanged sentences
This agreement has been amended several times to include additional FIA policies, with the latest amendment effective December 1, 2025.
−Removed: Everlake and Somerset:
−Removed: F&G executed flow reinsurance agreements with Everlake Life Insurance Company (“Everlake”) and Somerset, third-party reinsurers, to cede certain MYGA business written effective September 1, 2023, and December 1, 2023, respectively, on a coinsurance quota share basis.
−Removed: Effective May 1, 2020, F&G entered into an indemnity reinsurance agreement with Canada Life Assurance Company (“Canada Life”) United States Branch, a third-party reinsurer, to reinsure FIA policies with GMWB riders.
−Removed: In accordance with the terms of this agreement, F&G cedes a quota share percentage of the net retention of guaranteed payments in excess of account value for GMWB.
−Removed: Effective December 31, 2023, we entered a Recapture and Termination Agreement with Canada Life whereby 100 % of the liabilities and obligations were recaptured.
−Removed: The following summarizes significant changes to third-party reinsurance agreements subsequent to the year ended December 31, 2024:
−Removed: Everlake Reinsurance Amendment
−Removed: Effective January 1, 2025, F&G amended the existing flow reinsurance agreement with Everlake to cede future additional MYGA business for agreed upon periods to Everlake pursuant to an offer and acceptance process, rather than on a flow basis.
−Removed: The amendment included a cession of an inforce block of certain MYGA policies on a coinsurance quota share basis.
−Removed: The following summarizes our reinsurance recoverable (in millions):
+Added: The following summarizes our reinsurance recoverable (in millions) as of December 31, 2025 and 2024:
Parent Company/
2 unchanged sentences
December 31, 2025 December 31, 2024
−Removed: Aspida Life Re Ltd.
−Removed: $ 7,844 $ 6,128 Coinsurance Funds Withheld Certain MYGA (b) Deposit
−Removed: Somerset (c) 2,822 716 Coinsurance Funds Withheld Certain MYGA (b) and deferred annuities Deposit
+Added: Aspida (b) $ 8,589 $ 7,844 Coinsurance Funds Withheld Certain MYGA Deposit
+Added: Somerset Reinsurance Ltd.
+Added: (c) 5,071 2,822 Coinsurance Funds Withheld Certain MYGA and deferred annuities Deposit
Coinsurance Funds Withheld Certain FIA Reinsurance
−Removed: Everlake 1,168 509 Coinsurance Certain MYGA (b) (d) Deposit
+Added: Everlake 1,868 1,168 Coinsurance Certain MYGA (d) Deposit
Wilton Reassurance Company 1,032 1,066 Coinsurance Block of traditional, IUL, and UL (e) Reinsurance
+Added: Fort Greene 502 — Coinsurance Funds Withheld Certain FIA Deposit
Other (f) 501 489
−Removed: Reinsurance recoverable, gross of allowance for credit losses 13,389 8,981
+Added: Reinsurance recoverable, gross of allowance 17,563 13,389
Allowance for expected credit loss ( 18 ) ( 20 )
−Removed: Reinsurance recoverable, net of allowance for credit losses $ 13,369 $ 8,960
+Added: Reinsurance recoverable, net of allowance for expected credit losses $ 17,545 $ 13,369
(a) Reinsurance recoverables do not include unearned ceded premiums that would be recovered in the event of early termination of certain traditional life policies.
−Removed: (b) The combined quota share flow reinsurance amongst all reinsurers for 2024 varied between 30 % and 90 %.
−Removed: As of December 31, 2024, the combined quota share flow reinsurance amongst all reinsurers was 90 %.
+Added: (b) Includes Aspida Life Re Ltd.
+Added: and Aspida Re Cayman Ltd.
(c) The balance represents the total reinsurance recoverable for all reinsurance agreements with Somerset.
2 unchanged sentences
(f) Represents all other reinsurers, with no single reinsurer having a carrying value in excess of 5% of total reinsurance recoverable.
−Removed: As of December 31, 2024 and December 31, 2023, F&G had a deposit asset of $ 11,039 million and $ 7,481 million, respectively, which is reported in the Reinsurance recoverable, net of allowance for credit losses on the Consolidated Balance Sheets.
+Added: As of December 31, 2025 and 2024, F&G had a deposit asset of $ 13,279 million and $ 11,039 million, respectively, which is reported in the Reinsurance recoverable, net of allowance for credit losses on the Consolidated Balance Sheets.
F&G incurred risk charge fees of $ 42 million, $ 42 million, and $ 39 million during the years ended December 31, 2025, 2024, and 2023, respectively, in relation to reinsurance agreements.
8 unchanged sentences
Concentration of Reinsurance Risk
−Removed: As indicated above, the Company has a significant concentration of reinsurance risk with third party reinsurers, Aspida Life Re Ltd.
−Removed: (“Aspida Re”), Wilton Reassurance (“Wilton Re”), Somerset, and Everlake that could have a material impact on our financial position in the event that any of these reinsurers fails to perform its obligations under the various reinsurance treaties.
+Added: As indicated above, F&G has a significant concentration of reinsurance risk with third party reinsurers, Aspida, Somerset Reinsurance Ltd (“Somerset Re”), Everlake, Wilton Reassurance (“Wilton Re”), and Fort Greene that could have a material impact on our financial position in the event that any of these reinsurers fails to perform its obligations under the various reinsurance treaties.
We monitor the financial condition and financial strength of individual reinsurers using public ratings (refer to table below) and ratings reports of individual reinsurers to attempt to reduce the risk of default by such reinsurers.
In addition, the risk of non-performance is further mitigated with various forms of collateral or collateral arrangements, including secured trusts, funds withheld accounts and irrevocable letters of credit.
−Removed: We believe that all amounts due from Aspida Re, Wilton Re, Somerset and Everlake for periodic treaty settlements, net of any applicable credit loss reserves, are collectible as of December 31, 2024.
−Removed: The following table presents financial strength ratings as of December 31, 2024:
+Added: We believe that all amounts due from Aspida, Somerset Re, Everlake, Wilton Re, and Fort Greene for periodic treaty settlements, net of any applicable credit loss reserves, are collectible as of December 31, 2025:
Parent Company/Principal Reinsurers Financial Strength Rating
AM Best S&P Fitch Moody's
−Removed: Aspida Re A- — — —
−Removed: Somerset A- BBB+ — —
+Added: Aspida A- — — —
+Added: Somerset Re A BBB+ — —
Everlake A — — —
Wilton Re A+ — A- —
+Added: Fort Greene — — — —
“—” indicates not rated
Intercompany Reinsurance Agreements
−Removed: The Company executes various intercompany reinsurance agreements between its insurance subsidiaries, including off shore entities, for purposes of managing regulatory statutory capital and risk.
+Added: F&G executes various intercompany reinsurance agreements between its insurance subsidiaries, including off shore entities, for purposes of managing regulatory statutory capital and risk.
Since these agreements are intercompany, the financial impacts are eliminated in the preparation of the Consolidated Financial Statements included within this Annual Report on Form 10-K.
1 unchanged sentence
(“Corbeau Re”), Raven Reinsurance Company (“Raven Re”) and F&G Cayman Re (“Cayman Re”), to finance the portion of statutory reserves considered to be non-economic.
−Removed: The financing arrangements involve Fidelity & Guaranty Life Insurance Company reinsuring certain annuity products and their related rider benefits to the captives and the captives executing third-party financing facilities that are classified as capital for statutory purposes.
+Added: The financing arrangements involve Fidelity &
+Added: Guaranty Life Insurance Company reinsuring certain annuity products and their related rider benefits to the captives and the captives executing third-party financing facilities that are classified as capital for statutory purposes.
The transactions with Raven Re and Cayman Re included the execution of letter of credits with Nomura Bank International plc (“NBI”) and Deutsche Bank AG, respectively, that are undrawn and have maximum borrowing capacities of $ 150 million and $ 610 million, respectively, as of December 31, 2025.
1 unchanged sentence
With Corbeau Re, non-economic reserves were financed through the maturity date of the XOL and statutory reserves are recorded for all risks expected to be incurred after the maturity date of the XOL.
−Removed: The XOL is not accounted for as reinsurance as it does not satisfy the risk transfer requirements for GAAP;
−Removed: therefore, deposit accounting is applied.
Note F - Intangibles
13 unchanged sentences
Amortization ( 122 ) ( 4 ) ( 6 ) ( 7 ) ( 14 ) ( 153 )
−Removed: Actuarial model updates and refinements (a) — — — — 63 63
Balance at December 31, 2025
$ 770 $ 18 $ 178 $ 119 $ 111 $ 1,196
−Removed: (a) net of amortization of ($ 15 million).
Indexed Annuities Fixed Rate Annuities Immediate Annuities Universal Life Traditional Life Total
2 unchanged sentences
Amortization ( 133 ) ( 5 ) ( 7 ) ( 8 ) ( 7 ) ( 160 )
+Added: Actuarial model updates and refinements (a) — — — — 63 63
Balance at December 31, 2024
$ 892 $ 22 $ 184 $ 126 $ 125 $ 1,349
+Added: (a) net of amortization of ($ 15 million).
VOBA amortization expense of $ 153 million, $ 175 million, and $ 169 million, was recorded in Depreciation and amortization on the Consolidated Statements of Operations for the years ended December 31, 2025, 2024, and 2023, respectively.
12 unchanged sentences
Amortization ( 156 ) ( 86 ) ( 38 ) ( 280 )
−Removed: Reinsurance related adjustments — 79 — 79
Balance at December 31, 2024
7 unchanged sentences
Universal Life 1,021 781
−Removed: Funding Agreements 4 4
Total $ 3,637 $ 3,036
6 unchanged sentences
DSI amortization expense of $ 66 million, $ 40 million, and $ 22 million, was recorded in Depreciation and amortization on the Consolidated Statements of Operations for the years ended December 31, 2025, 2024, and 2023, respectively.
−Removed: The cash flow assumptions used to amortize VOBA and DAC were consistent with the assumptions used to estimate the FPB for life contingent immediate annuities, and will be reviewed and unlocked, if applicable, in the same period as those balances.
+Added: The cash flow assumptions used to amortize VOBA and DAC were consistent with the assumptions used to estimate the future policy benefits (“FPB”) for life contingent immediate annuities and PRT.
+Added: Those assumptions will be reviewed and unlocked, if applicable, in the same period as those balances.
For nonparticipating traditional life contracts, the VOBA amortization is straight-line, without the use of cash flow assumptions.
For indexed annuity contracts, the cash flow assumptions used to amortize VOBA, DAC, and DSI were consistent with the assumptions used to estimate the value of the embedded derivative and MRBs, and will be reviewed and unlocked, if applicable, in the same period as those balances.
−Removed: For fixed rate annuities and IUL the cash flow assumptions used to amortize VOBA, DAC and DSI reflect the Company’s best estimates for policyholder behavior, consistent with the development of assumptions for indexed annuities and immediate annuities.
+Added: For fixed rate annuities and IUL the cash flow assumptions used to amortize VOBA and DAC reflect the Company’s best estimates for policyholder behavior, consistent with the development of assumptions for indexed annuities and immediate annuities.
Refer to Note A - Business and Summary of Significant Accounting Policies for further information about accounting policies for amortization of VOBA, DAC and DSI.
We review cash flow assumptions annually, generally in the third quarter.
−Removed: In 2024 and 2023, we undertook a review of all significant assumptions and revised several assumptions relating to our deferred annuity (indexed annuity and fixed rate annuity) and IUL products.
+Added: In 2024 and 2025, F&G undertook a review of all significant assumptions and revised several assumptions relating to our deferred annuity (indexed annuity and fixed rate annuity) and IUL products.
+Added: For the year ended December 31, 2025, we updated the assumption for option budgets, surrenders, lapses, mortality and mortality improvement, and free partial withdrawals.
For the year ended December 31, 2024, we updated assumptions including surrender rates, GMWB election timing, premium persistency, mortality improvement, and option budgets.
−Removed: For the year ended December 31, 2023, we updated assumptions including surrender rates, GMWB election timing, premium persistency, and option budgets.
+Added: For both periods, these assumption updates resulted in increased amortization rates on some DAC and DSI balances, primarily for indexed annuities.
All updates to these assumptions brought us more in line with our Company and overall industry experience since the prior assumption update.
+Added: The following table rolls forward the customer relationship intangibles acquired in the Roar acquisition on January 2, 2024, and the PALH acquisition on July 18, 2024, (in millions).
+Added: For more information, refer to Note P - Acquisitions.
+Added: Years ended December 31,
+Added: Balance at January 1,
+Added: Acquired and related adjustments 6 310
+Added: Amortization ( 51 ) ( 37 )
+Added: Balance at December 31, $ 228 $ 273
Definite and Indefinite Lived Other Intangible Assets
5 unchanged sentences
Computer software 130 ( 50 ) 80 2 to 10
−Removed: Definite lived trademarks, tradenames, and other (a) 155 ( 24 ) 131 5 to 10
+Added: Definite lived trademarks, tradenames, and other (a) 209 ( 36 ) 173 10
Customer relationship intangibles and contracts (a) 316 ( 88 ) 228 5 to 20
8 unchanged sentences
Computer software 114 ( 38 ) 76 2 to 10
−Removed: Definite lived trademarks, tradenames and other 54 ( 13 ) 41 10
+Added: Definite lived trademarks, tradenames, and other (a) 155 ( 24 ) 131 5 to 10
+Added: Customer relationship intangibles and contracts (a) 310 ( 37 ) 273 12 to 20
Indefinite lived other intangible assets
Indefinite lived tradenames and other 8 N/A 8 Indefinite
+Added: (a) Includes intangible assets acquired with ROAR and PALH.
+Added: Refer to Note P - Acquisitions for further details.
Total amortization expense for definite lived other intangible assets, was $ 87 million, $ 69 million and $ 26 million for the years ended December 31, 2025, 2024 and 2023, respectively.
1 unchanged sentence
Amortization of $ 9 million, $ 5 million and $ 1 million was recorded in Depreciation and amortization on the Consolidated Statements of Operations for the years ended December 31, 2025, 2024, and 2023, respectively, and is included in total amortization expense noted above.
−Removed: We recorded no impairment expense related to computer software during the year ended December 31, 2024, compared to $ 13 million and $ 14 million for the years ended December 31, 2023 and 2022, respectively.
+Added: We recorded no impairment expense related to computer software during the years ended December 31, 2025 and December 31, 2024, compared to $ 13 million for the year ended December 31, 2023.
The following table shows the estimated amortization expense in future fiscal periods for VOBA for the in-force liabilities, customer relationship intangibles and definite lived other intangible assets as of December 31, 2025 (in millions):
29 unchanged sentences
December 31, 2025 December 31, 2024
−Removed: Direct Reinsured Net Direct Reinsured Net
+Added: Direct Reinsured Total Direct Reinsured Total
Indexed annuities $ 88 $ 197 $ 285 $ 128 $ 61 $ 189
5 unchanged sentences
Total MRB liability $ 901 $ 2 $ 903 $ 549 $ — $ 549
+Added: The net MRB liability increased for the year ended December 31, 2025, primarily as a result of collection of attributed fees, interest accrual, and MRB reserves for contracts issued within the period.
+Added: For the year ended December 31, 2025, notable changes made to the inputs to the fair value estimates of MRBs calculations included an increase in risk-free rates leading to a favorable change in the MRBs associated with indexed annuities and decreases in the equity market related projections resulted in an increase in the net amount at risk associated with indexed annuities, leading to an unfavorable change in the value of the associated MRBs.
The net MRB liability increased for the year ended December 31, 2024, primarily as a result of collection of attributed fees, interest accrual, MRB reserves for contracts issued within the period, and changes in actuarial assumptions.
3 unchanged sentences
and an increase in the rider benefit utilization assumption, leading to an unfavorable change in the value of the associated MRBs.
−Removed: The net MRB liability increased for the year ended December 31, 2023, primarily as a result of attributed fees collected, increases as a result of actual policyholder behavior different than expected and changes in assumptions as discussed below.
−Removed: These increases were partially offset by the effects of market related movements, including the impacts of higher risk-free rates and increases in the equity market related projections.
−Removed: For the year ended December 31, 2023, notable changes made to the inputs to the fair value estimates of MRBs calculations included a significant increase in risk-free rates leading to a favorable change in the MRBs associated with indexed annuities and fixed rate annuities;
−Removed: increases in the equity market related projections resulted in a decrease in the net amount at risk associated with indexed annuities, leading to a favorable change in the value of the associated MRBs;
−Removed: and F&G’s credit spread decreased, lead to a corresponding unfavorable change in the MRBs associated with both indexed annuities and fixed rate annuities.
+Added: In addition, the cash flow assumptions used to calculate MRBs reflect the Company’s best estimates for policyholder behavior.
+Added: We review cash flow assumptions annually, generally in the third quarter.
In 2024 and 2025, F&G undertook a review of all significant assumptions and revised several assumptions relating to our deferred annuities (indexed annuities and fixed rate annuities) with MRBs.
+Added: For the year ended December 31, 2025, we updated assumptions including surrender rates, mortality and mortality improvement, partial withdrawals, projected CPI, and option budgets.
+Added: All updates to these assumptions brought us more in line with our Company and overall industry experience since the prior assumption updates.
+Added: These updates, in total, led to an increase in the net MRB liability for the year ended December 31, 2025.
For the year ended December 31, 2024, we updated assumptions including surrender rates, rider benefit election utilization, mortality improvement, and option budgets.
−Removed: For the year ended December 31, 2023, we updated assumptions including surrender rates, partial withdrawal rates, mortality improvement, and option budgets.
All updates to these assumptions brought us more in line with our Company and overall industry experience since the prior assumption updates.
−Removed: These updates, in total, led to increases in the net MRB liability for the years ended December 31, 2024 and 2023.
+Added: These updates, in total, led to an increase in the net MRB liability for the year ended December 31, 2024.
Note H - Income Taxes
+Added: We adopted Accounting Standards Update (“ASU”) 2023-09, Income Taxes (Topic 740):
+Added: Improvements to Income Tax Disclosures, as of December 31, 2025 using the prospective approach.
+Added: Refer to Note T - Recent Accounting Pronouncements for further information.
+Added: Income from continuing operations before income tax consists of the following (in millions):
+Added: Year Ended December 31,
+Added: Pretax income (loss):
+Added: United States $ 323
+Added: Outside the United States $ —
+Added: Total pretax income $ 323
Income tax expense (benefit) on continuing operations consists of the following (in millions):
Year Ended December 31,
−Removed: 2024 2023 2022
+Added: Federal $ ( 51 )
+Added: Total Current ( 47 )
+Added: Total Deferred 99
+Added: Year Ended December 31,
Current $ 65 $ 27
14 unchanged sentences
Year Ended December 31,
−Removed: 2024 2023 2022
+Added: US Federal statutory rate $ 68 21.0 %
+Added: State and local income taxes, net of federal income tax effect (a) 3 1.0
+Added: Foreign tax effect — —
+Added: Effect of changes in tax laws or rates enacted in the current period — —
+Added: Effect of cross border tax laws
+Added: Foreign Tax Credit ( 1 ) ( 0.4 )
+Added: Low income housing tax credits ( 9 ) ( 2.8 )
+Added: Research and development credits ( 1 ) ( 0.3 )
+Added: Changes in valuation allowance ( 4 ) ( 1.3 )
+Added: Nontaxable or nondeductible items
+Added: Dividend received deduction ( 2 ) ( 0.6 )
+Added: Officers compensation 7 2.1
+Added: Stock compensation ( 1 ) ( 0.4 )
+Added: COLI ( 7 ) ( 2.1 )
+Added: Other ( 1 ) ( 0.3 )
+Added: Change in unrecognized tax benefit — —
+Added: Other adjustments — —
+Added: Reported income tax expense/(benefit) $ 52 15.9 %
+Added: (a) For 2025, state taxes in Iowa, Florida, and New Jersey contributed to the majority of the tax effect in this category.
+Added: Year Ended December 31,
Federal statutory rate 21.0 % 21.0 %
12 unchanged sentences
For the year ended December 31, 2024, the Company’s effective tax rate was 17.5 %.
−Removed: The effective tax rate was negatively impacted by the valuation allowance expense recorded on unrealized losses and capital loss carryforwards.
+Added: The effective tax rate was positively impacted by favorable permanent adjustments, including LIHTC, DRD, and COLI, as well as the valuation allowance release on unrealized losses and capital loss carryforwards.
For the year ended December 31, 2023, the Company’s effective tax rate was ( 66.2 )%.
−Removed: The effective tax rate was positively impacted by favorable permanent adjustments, including LIHTC, DRD, and COLI.
−Removed: The effective tax rate was also impacted by the benefit of the capital loss carryback.
−Removed: This benefit is offset by the valuation allowance expense recorded on unrealized losses and capital loss carryforwards.
+Added: The effective tax rate was negatively impacted by the valuation allowance expense recorded on unrealized losses and capital loss carryforwards.
The significant components of deferred tax assets and liabilities consist of the following (in millions):
2 unchanged sentences
Net operating loss carryforwards 106 105
+Added: Accrued liabilities 8 —
General business tax credits 117 9
6 unchanged sentences
Life insurance and claim related adjustments 539 451
+Added: Section 263a Costs 30 —
Funds held under reinsurance agreements 1,178 822
16 unchanged sentences
The significant changes in the deferred taxes are as follows:
−Removed: the deferred tax asset for investment securities increased by $ 46 million primarily due to unrealized capital losses on fixed maturities and the recognition of tax gains on commercial mortgage loans, which were carried at a zero tax basis as a result of an IRS Code Section 338(h)(10) election made on November 30, 2017.
+Added: the deferred tax asset for investment securities decreased by $ 177 million, primarily due to unrealized gains on fixed maturities.
The deferred tax liability related to deferred acquisition costs increased by $ 134 million, which is consistent with the growth in sales in our U.S.
−Removed: The life insurance reserves and claim related adjustments deferred tax asset decreased by $ 96 million primarily due to the tax reserves for the year increasing by more than the GAAP reserves.
−Removed: The reinsurance receivable deferred tax asset increased by $ 322 million, and the reinsurance receivable deferred tax liability increased by $ 324 million, both due to the increase in the Modco reinsurance.
+Added: The life insurance reserves and claim related adjustments deferred tax asset increased by $ 88 million primarily due to the GAAP reserves for the year increasing by more than the tax reserves.
+Added: The reinsurance receivable deferred tax asset increased by $ 356 million, and the reinsurance receivable deferred tax liability increased by $ 316 million, both due to the increase in modified coinsurance reinsurance.
+Added: The deferred tax related to Derivatives decreased by $ 65 million due to unrealized gains on call options, interest rate swaps, and embedded derivatives.The deferred tax liability related to partnerships increased by $ 48 million, primarily attributable to unrealized gains.
As of December 31, 2025, we have net operating losses (“NOLs”) on a pretax basis of $ 506 million, which are available to carryforward and offset future federal taxable income subject to the 80% taxable income limitation.
−Removed: A portion of these NOLs are subject to Internal Revenue Code Section 382 limitations, however, such limitations are in excess of the relevant carryforward balances.
−Removed: Therefore, the carryforwards are effectively unlimited.
−Removed: These losses do not expire.
+Added: None of these NOLs are subject to Internal Revenue Code Section 382 limitations and these losses do not expire.
As of December 31, 2025 and 2024, we had $ 117 million and $ 9 million of general business tax credits, respectively, which expire between 2041 and 2045.
None of the $ 117 million in tax credits are limited.
−Removed: As of December 31, 2024 and 2023, the Company also had $ 155 million and $ 36 million of CAMT credits.
+Added: December 31, 2025 and 2024, the Company also had $ 7 million and $ 155 million of CAMT credits.
The CAMT credits are not limited by IRC Section 382, and have no expiration date.
2 unchanged sentences
(“F&G Cayman Re”), and the US Non-life Companies, a full valuation allowance of $ 1 million on the foreign deferred tax assets of F&G Life Re, a full valuation allowance of $ 8 million on the deferred capital loss carryforwards for the US Non-life Companies and F&G Cayman Re, and a partial valuation allowance of $ 28 million on the US Life Companies’ capital loss deferred tax assets.
+Added: Income taxes paid (net of refunds received) consist of the following (in millions):
+Added: Year Ended December 31,
+Added: Income Taxes Paid
The Company makes certain investments in limited partnerships, which invest in affordable housing projects that qualify for the LIHTC.
13 unchanged sentences
If, during the year ended December 31, 2025, the Company had computed taxes using the separate return method, the pro-forma provision for income taxes would remain unchanged.
+Added: The tax sharing agreement with FNF will not be applicable after 2025.
+Added: There will be a settlement once the final tax return is filed, but our tax attributes might still be impacted by amended returns or carrybacks involving open years.
Federal income tax returns of the Company for years prior to 2020 are no longer subject to examination by the taxing authorities.
−Removed: The Company does no t have any unrecognized tax benefits (“UTBs”) at December 31, 2024 or December 31, 2023.
+Added: The Company does no t have any unrecognized tax benefits (“UTBs”) at
+Added: December 31, 2025 or December 31, 2024.
In the event the Company has UTBs, interest and penalties related to uncertain tax positions would be recorded as part of income tax expense in the financial statements.
5 unchanged sentences
Though the Company is subject to the minimum tax, the Company does not expect to be in a perpetual CAMT position.
−Removed: The life companies will join the consolidated tax return group with FNF and file a life/non-life consolidated return once the five-year waiting period has completed in 2026, which should strengthen that position as FNF is not anticipating owing CAMT on its future returns.
+Added: On September 30, 2025, the Internal Revenue Service issued Notice 2025-46 which allows the Company to calculate its CAMT on a consolidated basis with FNF without regard to the five-taxable-year-limitation.
+Added: The Company applied this Notice 2025-46 to its 2024 tax return and plans to amend its 2023 return to apply the Notice 2025-46.
+Added: The CAMT was reduced by $ 27 million and $ 114 million for 2023 and 2024 respectively.
+Added: Beginning in 2026, the Company will not be eligible to file a consolidated return with FNF, but CAMT would be calculated with all F&G entities without regard to the five-taxable-year limitation.
The Company has elected to consider the effects of CAMT separately in evaluating the need for a valuation allowance.
−Removed: For the year ended December 31, 2024, due to the reasons above, no valuation allowance is needed.
−Removed: For the year ended December 31, 2024, the Company was subject to CAMT, but there is no impact to total tax.
−Removed: A CAMT credit carryforward was created and is expected to be able to be utilized in future years.
+Added: For the year ended December 31, 2025, no valuation allowance is needed.
+Added: For the year ended December 31, 2025, the Company was not in a CAMT position.
+Added: A CAMT credit carryforward created in 2024 is expected to be able to be utilized in future years.
The CIT Act of 2023 was passed in Bermuda on December 27, 2023.
3 unchanged sentences
Since the CIT did not have any material impact to the financial statements, the deferred tax asset and offsetting valuation allowance were netted together in the rate reconciliation above.
+Added: On July 4, 2025, Public Law 119-21, commonly referred to as the One Big Beautiful Bill Act, was signed into law.
+Added: The accounting consequences of a change in tax law are required to be recognized in the period legislation is enacted.
+Added: The Company evaluated the provisions of this legislation and incorporated the effects into our 2025 financial statements, which were not material.
+Added: We will continue to monitor developments related to the legislation.
Note I - Contractholder Funds
11 unchanged sentences
Balance, end of year 33,226 19,265 3,292 3,324 2,898
−Removed: Embedded derivative adjustment (c) 219 — 79 — —
−Removed: Gross liability, end of period 30,454 17,442 2,896 2,463 2,852
+Added: Reconciling items (c) 321 2 115 11 —
+Added: Gross liability, end of year 33,547 19,267 3,407 3,335 2,898
Reinsurance recoverable 3,198 12,863 887 — —
−Removed: Net liability, after reinsurance recoverable $ 29,593 $ 6,433 $ 2,019 $ 2,463 $ 2,852
+Added: Net liability, after reinsurance $ 30,349 $ 6,404 $ 2,520 $ 3,335 $ 2,898
Weighted-average crediting rate 2.65 % 4.84 % 6.13 % N/A N/A
2 unchanged sentences
(a) Contracts included in the contractholder funds are generally charged a premium and/or monthly assessments on the basis of the account balance.
−Removed: (b) FABN and FHLB are considered funding agreements that are investment contracts which follow the interest method of accounting, and therefore are not subject to Accounting Standards Update (“ASU”) 2018-12 disclosure requirements.
+Added: (b) FABN and FHLB are considered funding agreements that are investment contracts which follow the interest method of accounting, and therefore are not subject to ASU 2018-12 disclosure requirements.
However, the Company has elected to present the liability for these agreements within the disaggregated roll forward as we believe it will provide meaningful information for users of the financials.
−Removed: (c) The embedded derivative adjustment reconciles the account balance to the gross GAAP liability and represents the combination of the host contract and the fair value of the embedded derivatives.
+Added: (c) The reconciling items reconcile the account balance to the gross GAAP liability.
+Added: For indexed annuities and universal life, the reconciling items represent embedded derivatives and include the combination of the host contracts and the fair value of the embedded derivatives.
+Added: For FABN, the reconciling items represent basis adjustments due to the impact of fair value hedge accounting.
(d) For those guarantees of benefits that are payable in the event of death, the net amount at risk is generally defined as the current guaranteed minimum death benefit in excess of the current account balance at the balance sheet date.
12 unchanged sentences
Embedded derivative adjustment (c) 219 — 79 — —
−Removed: Gross liability, end of period 27,407 13,443 2,475 2,613 2,539
+Added: Gross liability, end of year 30,454 17,442 2,896 2,463 2,852
Reinsurance recoverable 861 11,009 877 — —
−Removed: Net liability, after reinsurance recoverable $ 27,390 $ 5,923 $ 1,581 $ 2,613 $ 2,539
+Added: Net liability, after reinsurance $ 29,593 $ 6,433 $ 2,019 $ 2,463 $ 2,852
Weighted-average crediting rate 2.90 % 4.42 % 6.20 % N/A N/A
13 unchanged sentences
Traditional life 4 5
−Removed: Funding Agreement-FABN 2,463 2,613
+Added: FABN 3,335 2,463
FHLB 2,898 2,852
1 unchanged sentence
Annually, typically in the third quarter, we review assumptions associated with reserves for policy benefits and product guarantees.
−Removed: During the third quarter of 2024 and for the year ended December 31, 2024, based on policyholder behavior, experience and interest rate movements, we reflected updates to surrender assumptions for recent and expected near term policyholder behavior, as well as updated certain indexed annuities assumptions used to calculate the fair value of the embedded derivative component within contractholder funds.
−Removed: These changes resulted in a decrease in total benefits and other changes in policy reserves of approximately $ 89 million for the year ended December 31, 2024.
−Removed: During the third quarter of 2023 and for the year ended December 31, 2023, based on increases in interest rates and pricing changes, we updated certain indexed annuities assumptions used to calculate the fair value of the embedded derivative component within contractholder funds and also aligned reserves to actual policyholder
−Removed: These changes resulted in an increase in total benefits and other changes in policy reserves of approximately $ 73 million for the year ended December 31, 2023.
+Added: During the years ended December 31, 2025 and 2024, based on policyholder behavior, experience and interest rate movements, we reflected updates to surrender assumptions for recent and expected near term policyholder behavior, as well as updated certain indexed annuities assumptions used to calculate the fair value of the embedded derivative component within Contractholder funds.
+Added: These changes resulted in a decrease in Contractholder funds of approximately $ 22 million and $ 89 million for the years ended December 31, 2025 and 2024, respectively.
The following tables present the account values by range of guaranteed minimum crediting rates and the related range of difference, in basis points, between rates being credited to policyholders and the respective guaranteed minimums (in millions):
4 unchanged sentences
Indexed annuities
−Removed: 0.00%-1.50% $ 23,540 $ 1,236 $ 492 $ 1,846 $ 27,114
+Added: Up to 1.50% $ 659 $ 464 $ 298 $ 812 $ 2,233
1.51%-2.50% 548 17 633 630 1,828
Greater than 2.50% 212 1 — 1 214
+Added: Subtotal $ 1,419 $ 482 $ 931 $ 1,443 $ 4,275
+Added: No guaranteed minimum crediting rate 28,951
Total $ 33,226
Fixed rate annuities
−Removed: 0.00%-1.50% $ 57 $ 20 $ 773 $ 14,407 $ 15,257
+Added: Up to 1.50% $ 94 $ 75 $ 792 $ 15,548 $ 16,509
1.51%-2.50% 4 6 16 466 492
2 unchanged sentences
Universal life
−Removed: 0.00%-1.50% $ 2,421 $ 7 $ — $ 24 $ 2,452
+Added: Up to 1.50% $ 2,898 $ 9 $ — $ 31 $ 2,938
1.51%-2.50% — — — — —
6 unchanged sentences
Indexed annuities
−Removed: 0.00%-1.50% $ 22,392 $ 1,444 $ 526 $ 1,953 $ 26,315
+Added: Up to 1.50% $ 721 $ 596 $ 309 $ 880 $ 2,506
1.51%-2.50% 432 1 313 485 1,231
Greater than 2.50% 253 — — 14 267
+Added: Subtotal $ 1,406 $ 597 $ 622 $ 1,379 $ 4,004
+Added: No guaranteed minimum crediting rate 26,231
Total $ 30,235
Fixed rate annuities
−Removed: 0.00%-1.50% $ 23 $ 25 $ 1,532 $ 10,271 $ 11,851
+Added: Up to 1.50% $ 57 $ 20 $ 773 $ 14,407 $ 15,257
1.51%-2.50% 4 7 20 462 493
2 unchanged sentences
Universal life
−Removed: 0.00%-1.50% $ 1,987 $ 5 $ — $ 21 $ 2,013
+Added: Up to 1.50% $ 2,421 $ 7 $ — $ 24 $ 2,452
1.51%-2.50% — — — — —
47 unchanged sentences
Beginning balance at original discount rate 1,732 1,788
−Removed: Effect of changes in cash flow assumptions — —
Effect of actual variances from expected experience ( 11 ) ( 27 )
14 unchanged sentences
Balance, beginning of year $ 90 $ 6 $ 87 $ 10
−Removed: Effect of modeling changes — — 4 —
Effect of changes in cash flow assumptions — — — ( 8 )
32 unchanged sentences
(a) Included in Life insurance premiums and other fees on the Consolidated Statements of Operations.
−Removed: (b) Included in Benefits and other changes in policy reserves (remeasurement gains (losses) (a)) on the Consolidated Statements of Operations.
+Added: (b) Included in Benefits and other changes in policy reserves (remeasurement gains (a)) on the Consolidated Statements of Operations.
The following table presents the weighted-average interest rate:
9 unchanged sentences
The following tables summarize the actual experience and expected experience for mortality and lapses of the FPB:
−Removed: December 31, 2024
−Removed: Traditional life Immediate annuities PRT
−Removed: Actual experience 1.4 % 2.7 % 2.7 %
−Removed: Expected experience 1.5 % 1.9 % 2.5 %
−Removed: Actual experience 0.1 % — % — %
−Removed: Expected experience 0.5 % — % — %
−Removed: December 31, 2023
−Removed: Traditional life Immediate annuities PRT
−Removed: Actual experience 1.7 % 3.2 % 3.2 %
−Removed: Expected experience 1.4 % 1.8 % 2.3 %
−Removed: Actual experience — % — % — %
−Removed: Expected experience 0.3 % — % — %
−Removed: December 31, 2022
−Removed: Traditional life Immediate annuities PRT
+Added: 2025 2024 2023
+Added: Traditional life Immediate annuities PRT Traditional life Immediate annuities PRT Traditional life Immediate annuities PRT
Actual experience 2.4 % 2.4 % 2.6 % 1.4 % 2.7 % 2.7 % 1.7 % 3.2 % 3.2 %
3 unchanged sentences
The following table provides additional information for periods in which a cohort has a net premium ratio (“NPR”) greater than 100% (and therefore capped at 100%) (dollars in millions):
−Removed: December 31, 2024
−Removed: Cohort X Description
−Removed: NPR before capping 108 % Term with return of premium Non-NY Cohort
−Removed: Reserves before NPR capping $ 1,147 Term with return of premium Non-NY Cohort
−Removed: Reserves after NPR capping 1,174 Term with return of premium Non-NY Cohort
−Removed: Loss Expense 27 Term with return of premium Non-NY Cohort
−Removed: F&G realized actual-to-expected experience variances and made changes to assumptions during the years ended December 31, 2024 and 2023 as follows:
+Added: December 31, 2025 December 31, 2024
+Added: Cohort X Description Cohort X Description
+Added: NPR before capping 104 % Term with return of premium Non-NY Cohort 108 % Term with return of premium Non-NY Cohort
+Added: Reserves before NPR capping $ 1,145 Term with return of premium Non-NY Cohort $ 1,147 Term with return of premium Non-NY Cohort
+Added: Reserves after NPR capping 1,156 Term with return of premium Non-NY Cohort 1,174 Term with return of premium Non-NY Cohort
+Added: Loss Expense 11 Term with return of premium Non-NY Cohort 27 Term with return of premium Non-NY Cohort
+Added: F&G made changes to assumptions during the years ended December 31, 2025 and 2024.
+Added: Significant assumption inputs used in the calculation of our FPB are described below.
+Added: Refer to the tables above for further details on changes to our FPB.
Traditional life
3 unchanged sentences
We review the cash flow assumptions annually, typically in the third quarter.
+Added: In 2025, we updated the assumptions for surrenders and lapses.
+Added: Updates to these assumptions brought us more in line with our Company and overall industry experience since the prior assumption updates.
+Added: These assumption updates resulted in a decrease to the FPB liability for the year ended December 31, 2025.
In 2024, F&G made an adjustment to the calculation to reflect additional actuarial precision, unrelated to the assumptions, driving an increase to the FPB liability.
−Removed: In 2023, F&G undertook a review of all significant assumptions and revised the lapse assumption, resulting in a slight decrease to the FPB.
−Removed: There have been no other significant changes.
+Added: Market data that underlies current discount rates was updated in 2025 from that utilized in 2024 resulting in decreased discount rates that drove an increase to the FPB.
Market data that underlies current discount rates was updated in 2024 from that utilized in 2023 resulting in increased discount rates that drove a decrease to the FPB.
−Removed: Market data that underlies current discount rates was updated in 2023 from that utilized in 2022, resulting in decreased discount rates that drove a material increase to the FPB.
Immediate annuities (life contingent)
1 unchanged sentence
We review the cash flow assumptions annually, typically in the third quarter.
−Removed: In 2024 and 2023, F&G undertook a review of the significant cash flow assumptions and did not make any changes to mortality.
+Added: In 2024, F&G undertook a review of the significant cash flow assumptions and did not make any changes to mortality.
+Added: Market data that underlies current discount rates was updated in 2025 from that utilized in 2024 resulting in decreased discount rates that drove an increase to the FPB.
Market data that underlies current discount rates was updated in 2024 from that utilized in 2023 resulting in increased discount rates that drove a decrease to the FPB.
−Removed: Market data that underlies current discount rates was updated in 2023 from that utilized in 2022, resulting in decreased discount rates that drove a material increase to the FPB.
PRT (life contingent)
−Removed: The PRT line of business has issued a significant volume of contracts for both 2024 and 2023, which is the primary impact in increasing the reserve balance in each of those periods.
+Added: The PRT line of business has issued a significant volume of contracts for 2025 and 2024, which is the primary impact in increasing the reserve balance in each of those periods.
Significant assumption inputs to the calculation of the FPB for PRT (life contingent) include mortality and discount rates (both accretion and current).
1 unchanged sentence
We review the cash flow assumptions annually, typically in the third quarter.
−Removed: In 2024 and 2023, F&G undertook a review of the significant cash flow assumptions and did not make any changes to mortality.
+Added: In 2024, F&G undertook a review of the significant cash flow assumptions and did not make any changes to any significant assumptions.
+Added: Market data that underlies current discount rates was updated in 2025 from that utilized in 2024 resulting in decreased discount rates that drove an increase to the FPB.
Market data that underlies current discount rates was updated in 2024 from that utilized in 2023 resulting in increased discount rates that drove a decrease to the FPB.
−Removed: Market data that underlies current discount rates was updated in 2023 from that utilized in 2022, resulting in decreased discount rates that drove a material increase to the FPB.
Premium deficiency testing
5 unchanged sentences
Due to that result, F&G began accruing a liability in the fourth quarter of 2024 that increases the amortization of traditional life VOBA.
−Removed: The liability balance was immaterial at December 31, 2024.
−Removed: During 2023, F&G was not required to establish any additional liabilities as a result of premium deficiency testing.
+Added: The liability balance was immaterial at December 31, 2025 and December 31, 2024.
Note K - Accounts Payable and Accrued Liabilities
12 unchanged sentences
Accrued interest on notes payable 34 31
−Removed: Interest rate swaps 10 —
+Added: Interest rate and foreign currency swaps 12 10
Other accrued liabilities 195 198
1 unchanged sentence
$ 2,701 $ 2,219
−Removed: The following tables roll forward URL for our universal life product for the years ended December 31, 2024 and 2023 (in millions):
+Added: The following tables rolls forward URL for our universal life product for the years ended December 31, 2025 and 2024 (in millions):
Balance at January 1, $ 401 $ 270
4 unchanged sentences
We review cash flow assumptions annually, generally in the third quarter.
−Removed: In 2024, F&G undertook a review of all significant assumptions, resulting in a revision to the IUL assumptions involving premium persistency and mortality improvement.
−Removed: In 2023, F&G undertook a review of all significant assumptions, resulting in revisions to IUL assumptions involving surrender rates, partial withdrawal rates, mortality improvement, premium persistency, and option budgets.
+Added: In 2025 and 2024, F&G undertook a review of all significant assumptions.
+Added: For the year ended December 31, 2025, we updated the assumptions for surrenders, lapses, and mortality.
+Added: For the year ended December 31, 2024, we updated assumptions including premium persistency and mortality improvement.
+Added: All updates to these assumptions brought us more in line with our Company and overall industry experience since the prior assumption update.
Note L - Notes Payable
−Removed: Notes payable consists of the following (dollars in millions):
−Removed: 6.250 % F&G Notes, net of $ 8 and $ 0 of deferred issuance costs at December 31, 2024 and 2023, respectively
−Removed: 6.50 % F&G Notes, net of $ 5 and $ 0 of deferred issuance costs at December 31, 2024 and 2023, respectively
−Removed: 7.95 % F&G Notes, net of $ 9 and $ 9 of deferred issuance costs at December 31, 2024 and 2023, respectively
−Removed: 7.40 % F&G Notes, net of $ 3 and $ 5 of deferred issuance costs at December 31, 2024 and 2023, respectively
−Removed: 5.50 % F&G Notes, net of $ 1 and $ 11 of purchase premium at December 31, 2024 and 2023, respectively
−Removed: Revolving Credit Facility - Short-term, net of deferred issuance costs of $ 0 and $ 3 at December 31, 2024 and 2023, respectively
+Added: The components o f notes payable are summarized as follows (in millions):
+Added: Principal Net unamortized discount, premium and debt issuance costs Carrying Amount Principal Net unamortized discount, premium and debt issuance costs Carrying Amount
+Added: Revolving Credit Facility - Short-term $ — $ — $ — $ — $ — $ —
+Added: FNF Credit Facility - Short-term — — — — — —
+Added: 5.50 % F&G Senior Notes, due 2025
+Added: — — — 300 1 301
+Added: 7.40 % F&G Senior Notes, due 2028
+Added: 500 ( 2 ) 498 500 ( 3 ) 497
+Added: 6.50 % F&G Senior Notes, due 2029
+Added: 550 ( 4 ) 546 550 ( 5 ) 545
+Added: 6.250 % F&G Senior Notes, due 2034
+Added: 500 ( 7 ) 493 500 ( 8 ) 492
+Added: 7.95 % F&G Senior Notes, due 2053
+Added: 345 ( 9 ) 336 345 ( 9 ) 336
+Added: 7.300 % F&G Junior Notes, due 2065
+Added: 375 ( 11 ) 364 — — —
Total $ 2,270 $ ( 33 ) $ 2,237 $ 2,195 $ ( 24 ) $ 2,171
−Removed: 6.250 % F&G Notes - On October 4, 2024, F&G completed its public offering of $ 500 million aggregate principal amount of its 6.250 % Senior Notes due 2034.
−Removed: The 6.250 % F&G Notes were issued at 99.36 % of face value net of deferred issuance costs of approximately $ 8 million.
−Removed: The 6.250 % F&G Notes are guaranteed on an unsecured, unsubordinated basis by each of F&G’s subsidiaries that are guarantors of F&G’s obligations under its existing credit agreement.
−Removed: The 6.250 % F&G Notes mature on October 4, 2034, and become callable on July 4, 2034.
−Removed: Interest is payable semi-annually at a fixed rate of 6.250 %, and if the 6.250 % F&G Notes are downgraded, the interest rate payable is subject to adjustment from time to time per the terms of the indenture.
+Added: 7.300 % F&G Junior Notes - On January 13, 2025, F&G completed its public offering of its 7.300 % Junior Subordinated Notes due 2065 with an aggregate principal amount of $ 375 million (the “ 7.300 % F&G Junior Notes”).
+Added: The net proceeds of this offering were used for general corporate purposes, including the repurchase, redemption or repayment at maturity of outstanding indebtedness.
+Added: The 7.300 % F&G Junior Notes are junior, unsecured subordinated obligations of F&G.
+Added: Interest is payable quarterly in arrears beginning on April 15, 2025, and the 7.300 % F&G Junior Notes mature on January 15, 2065, unless earlier repurchased or redeemed.
+Added: The 7.300 % F&G Junior Notes become redeemable in whole or in part, any time and from time to time on or after January 15, 2030 or within 90 days of the occurrence of certain events as described in the indenture.
+Added: The 7.300 % F&G Junior Notes were registered under the Securities Act of 1933 (as amended) (the “Securities Act”).
+Added: Redemption of 5.50 % F&G Senior Notes - On February 1, 2025, F&G redeemed the outstanding $ 300 million aggregate principal amount of its 5.50 % F&G Senior Notes.
+Added: The notes were redeemed for a redemption price equal to 100 % of the principal amount of the notes plus accrued and unpaid interest to, but excluding, the redemption date.
+Added: On and after the redemption date, interest ceased to accrue on the notes.
+Added: 7.40 % F&G Senior Notes - On January 13, 2023, F&G issued $ 500 million of its 7.40 % F&G Senior Notes due 2028 (the “ 7.40 % Senior F&G Notes”).
+Added: The 7.40 % F&G Senior Notes were issued at par, net of deferred issuance costs of approximately $ 6 million.
+Added: The 7.40 % F&G Senior Notes are senior, unsecured unsubordinated obligations of F&G and are fully and unconditionally guaranteed on an unsecured, unsubordinated basis by each of F&G’s subsidiaries that are guarantors of F&G’s obligations under its existing credit agreement.
+Added: The 7.40 % F&G Senior Notes mature on January 13, 2028, and become callable on or after December 13, 2027.
+Added: Interest is payable semi-annually at a fixed rate of 7.40 %, and if, the 7.40 % F&G Senior Notes are downgraded, the interest rate payable is subject to adjustment from time to time per the terms of the indenture.
+Added: 6.50 % F&G Senior Notes - On June 4, 2024, F&G completed its public offering of $ 550 million aggregate principal amount of its 6.50 % Senior Notes due 2029 (The “ 6.50 % F&G Senior Notes”).
+Added: The 6.50 % F&G Senior Notes were issued at 99.74 % of face value net of deferred issuance costs of approximately $ 6 million.
+Added: The 6.50 % F&G Senior Notes are guaranteed on an unsecured, unsubordinated basis by each of F&G’s subsidiaries that are guarantors of F&G’s obligations under its existing credit agreement.
+Added: The 6.50 % F&G Senior Notes mature on June 4, 2029, and become callable on May 4, 2029.
+Added: Interest is payable semi-annually at a fixed rate of 6.50 %, and, if the 6.50 % F&G Senior Notes are downgraded, the interest rate payable is subject to adjustment from time to time per the terms of the indenture.
+Added: F&G used a portion of the net proceeds from the 6.50 % F&G Notes offering to repay an aggregate principal amount of $ 250 million of the 5.50 % F&G Notes described below and the remaining net proceeds were used for general corporate purposes, including the repurchase, redemption or repayment at maturity
+Added: of outstanding indebtedness.
+Added: 6.250 % F&G Senior Notes - On October 4, 2024, F&G completed its public offering of $ 500 million aggregate principal amount of its 6.250 % Senior Notes due 2034 (the “ 6.250 % F&G Senior Notes”).
+Added: The 6.250 % F&G Senior Notes were issued at 99.36 % of face value net of deferred issuance costs of approximately $ 8 million.
+Added: The 6.250 % F&G Senior Notes are guaranteed on an unsecured, unsubordinated basis by each of F&G’s subsidiaries that are guarantors of F&G’s obligations under its existing credit agreement.
+Added: The 6.250 % F&G Senior Notes mature on October 4, 2034, and become callable on July 4, 2034.
+Added: Interest is payable semi-annually at a fixed rate of 6.250 %, and if the 6.250 % F&G Senior Notes are downgraded, the interest rate payable is subject to adjustment from time to time per the terms of the indenture.
A portion of the net proceeds were used to pay off the outstanding balance of $ 365 million on the Company’s revolving credit facility described below.
−Removed: F&G intends to use the remaining net proceeds of this offering for general corporate purposes, including the support of organic growth opportunities.
−Removed: 6.50 % F&G Senior Notes - On June 4, 2024, F&G completed its public offering of $ 550 million aggregate principal amount of its 6.50 % Senior Notes due 2029.
−Removed: The 6.50 % F&G Notes were issued at 99.74 % of face value net of deferred issuance costs of approximately $ 6 million.
−Removed: The 6.50 % F&G Notes are guaranteed on an unsecured, unsubordinated basis by each of F&G’s subsidiaries that are guarantors of F&G’s obligations under its existing credit agreement.
−Removed: The 6.50 % F&G Notes mature on June 4, 2029, and become callable on May 4, 2029.
−Removed: Interest is payable semi-annually at a fixed rate of 6.50 %, and, if the 6.50 % F&G Notes are downgraded, the interest rate payable is subject to adjustment from time to time per the terms of the indenture.
−Removed: F&G used a portion of the net proceeds from the 6.50 % F&G Notes offering to repay an aggregate principal amount of $ 250 million of the 5.50 % F&G Notes described below and intends to use the remaining net proceeds of this offering for general corporate purposes, which may include the repurchase, redemption or repayment at maturity of outstanding indebtedness.
−Removed: 7.95 % F&G Notes - On December 6, 2023, F&G issued $ 345 million of its 7.95 % Senior Notes due 2053 (the
−Removed: “ 7.95 % F&G Notes”).
−Removed: The 7.95 % F&G Notes were issued at par, net of deferred issuance costs of approximately $ 9 million.
−Removed: The 7.95 % F&G Notes are senior unsecured, unsubordinated obligations of F&G and are guaranteed by each of F&G’s subsidiaries that are guarantors of F&G’s obligations under its existing credit agreement.
−Removed: The 7.95 % F&G Notes mature on December 15, 2053, and become callable on or after December 15, 2028.
−Removed: Interest is payable quarterly at a fixed rate of 7.95 %, and, if the 7.95 % F&G Notes are downgraded, the interest rate payable is subject to adjustment from time to time per the terms of the indenture.
−Removed: 7.40 % F&G Notes - On January 13, 2023, F&G issued $ 500 million of its 7.40 % F&G Notes due 2028 (the “ 7.40 % F&G Notes”).
−Removed: The 7.40 % F&G Notes were issued at par, net of deferred issuance costs of approximately $ 6 million.
−Removed: The 7.40 % F&G Notes are senior, unsecured unsubordinated obligations of F&G and are fully and unconditionally guaranteed on an unsecured, unsubordinated basis by each of F&G’s subsidiaries that are guarantors of F&G’s obligations under its existing credit agreement.
−Removed: The 7.40 % F&G Notes mature on January 13, 2028, and become callable on or after December 13, 2027.
−Removed: Interest is payable semi-annually at a fixed rate of 7.40 %, and if, the 7.40 % F&G Notes are downgraded, the interest rate payable is subject to adjustment from time to time per the terms of the indenture.
−Removed: 5.50 % F&G Notes - On April 20, 2018, FGLH, our indirect wholly owned subsidiary, completed a debt offering of $ 550 million aggregate principal amount of 5.50 % senior notes due May 1, 2025 at 99.5 % of face value for proceeds of $ 547 million.
−Removed: As a result of the FNF acquisition, a premium of $ 39 million was established for these notes and is being amortized over the remaining life of the debt through 2025.
−Removed: In conjunction with the acquisition, FNF became a guarantor of FGLH’s obligations under the 5.50 % F&G Notes and agreed to fully and unconditionally guarantee the 5.50 % F&G Notes, on a joint and several basis.
−Removed: A portion of the net proceeds of the 6.50 % F&G Notes were used for a $ 250 million cash tender offer of the 5.50 % F&G Notes in June 2024.
−Removed: Refer to Note A - Business and Summary of Significant Accounting Policies for a discussion of the redemption of the 5.50 % F&G Notes on February 1, 2025.
+Added: The remaining net proceeds of this offering for were used for general corporate purposes, including the support of organic growth opportunities.
+Added: 7.95 % F&G Senior Notes - On December 6, 2023, F&G issued $ 345 million of its 7.95 % Senior Notes due 2053 (the “ 7.95 % F&G Senior Notes”).
+Added: The 7.95 % F&G Senior Notes were issued at par, net of deferred issuance costs of approximately $ 9 million.
+Added: The 7.95 % F&G Senior Notes are senior unsecured, unsubordinated obligations of F&G and are guaranteed by each of F&G’s subsidiaries that are guarantors of F&G’s obligations under its existing credit agreement.
+Added: The 7.95 % F&G Senior Notes mature on December 15, 2053, and become callable on or after December 15, 2028.
+Added: Interest is payable quarterly at a fixed rate of 7.95 %, and, if the 7.95 % F&G Senior Notes are downgraded, the interest rate payable is subject to adjustment from time to time per the terms of the indenture.
Revolving Credit Facility - On November 22, 2022, we entered into a Credit Agreement with certain lenders (the “Lenders”) and Bank of America, N.A.
6 unchanged sentences
In addition, we pay a facility fee of between 20.0 and 45.0 basis points on the entire facility, also depending on the non-credit-enhanced, senior unsecured long-term debt ratings, which is payable quarterly in arrears.
−Removed: The average variable interest rate on the revolving credit facility for the period the debt was outstanding in 2024 was 7.06 % compared to 7.11 % for the year ended December 31, 2023.
−Removed: F&G used a portion of the net proceeds from the 6.250 % F&G Notes offering to pay off the revolving credit facility in October 2024.
+Added: The average variable interest rate on the revolving credit facility for the period the debt was outstanding during the year ended December 31, 2024 was 7.06 %.
As of December 31, 2025, no balance was outstanding on the revolving credit facility, and we had $ 750 million of remaining borrowing availability.
−Removed: FNF Credit Facility - On December 29, 2020, we entered into a revolving note agreement with FNF for up to $ 200 million capacity (the "FNF Credit Facility") to be used for working capital and other general corporate
−Removed: No amounts were outstanding under this revolving note agreement as of December 31, 2024 or December 31, 2023.
−Removed: The FNF Credit Facility matures on October 29, 2025 or when the Revolving Credit Facility described above is terminated, whichever occurs first.
−Removed: Refer to Note A - Business and Summary of Significant Accounting Policies for a discussion related to the public offering of its $ 375 million aggregate principal amount of the 7.300 % F&G Junior Subordinated Notes completed on January 13, 2025.
−Removed: Covenants - The Credit Agreement imposes and the indentures governing the 6.250 % F&G Notes, 6.50 % F&G Senior Notes , 7.95 % F&G Notes, the 7.40 % F&G Notes and the 5.50 % F&G Notes impose certain operating and financial restrictions on F&G.
+Added: FNF Credit Facility - On December 29, 2020, we entered into a revolving note agreement with FNF for up to $ 200 million capacity (the "FNF Credit Facility") to be used for working capital and other general corporate purposes.
+Added: This facility matured on October 29, 2025 and, effective October 30, 2025, was replaced by a new revolving note agreement with FNF.
+Added: This new facility maintains a maximum borrowing capacity of $ 200 million, and matures the earlier of October 29, 2030, or when the Revolving credit facility described above is terminated.
+Added: No amounts were outstanding under this revolving note agreement as of December 31, 2025 and 2024.
+Added: Refer to Note A - Business and Summary of Significant Accounting Policies for a discussion related to the public offering of its $ 375 million aggregate principal amount of the 7.300 % F&G Junior Subordinated Notes
+Added: completed on January 13, 2025 and for a discussion of the redemption of the 5.50 % F&G Senior Notes on February 1, 2025.
+Added: Covenants - The Credit Agreement imposes and the indentures governing the 7.40 % F&G Senior Notes, 6.50 % F&G Senior Notes , 6.250 % F&G Senior Notes, 7.95 % F&G Senior Notes, and the 7.300 % F&G Junior Notes impose certain operating and financial restrictions on F&G.
The Credit Agreement imposes certain financial covenants on F&G, and as of December 31, 2025, we were in compliance with all covenants.
Interest Expense - Amortization of deferred issuance costs and purchase premiums are recognized as a component of interest expense.
−Removed: Interest expense on F&G’s outstanding notes payable for the years ended December 31, 2024, 2023 and 2022 was as follows (in millions):
+Added: Interest expense on notes payable for the years ended December 31, 2025, 2024 and 2023 was as follows (in millions):
Year ended December 31,
2025 2024 2023
−Removed: 6.250 % F&G Notes
−Removed: 6.50 % F&G Notes
−Removed: 7.95 % F&G Notes
−Removed: 7.40 % F&G Notes
−Removed: 5.50 % F&G Notes
−Removed: Revolving Credit Facility 23 37 1
−Removed: FNF Promissory Note (a) — — 6
+Added: Revolving Credit Facility - Short-term $ 2 $ 23 $ 37
+Added: 5.50 % F&G Senior Notes, due 2025
+Added: 7.40 % F&G Senior Notes, due 2028
+Added: 6.50 % F&G Senior Notes, due 2029
+Added: 6.250 % F&G Senior Notes, due 2034
+Added: 7.95 % F&G Senior Notes, due 2053
+Added: 7.300 % F&G Junior Notes, due 2065
Total $ 164 $ 132 $ 97
−Removed: (a) In June 2022, the $ 400 million FNF Promissory Note was exchanged for F&G common stock, and the note was retired.
Maturities - Gross principal maturities of notes payable at December 31, 2025 are as follows (in millions):
7 unchanged sentences
Interest paid $ 156 $ 127 $ 84
−Removed: Income taxes paid (refunded) 8 4 ( 72 )
+Added: Income taxes paid 9 8 4
Deferred sales inducements 332 319 168
1 unchanged sentence
Investments received from pension risk transfer premiums $ — $ 129 $ 464
+Added: Investments transferred subject to reinsurance agreement ( 500 ) — —
Change in proceeds of sales of investments available for sale receivable in period 19 ( 79 ) 34
1 unchanged sentence
Refer to Note P - Acquisitions for information on the acquisitions of Roar and PALH including the assets acquired and liabilities and non-controlling interest assumed as of the respective acquisition dates.
+Added: Refer to Note H - Income Taxes for further information on income taxes paid disaggregated by federal, foreign, and state.
Note N - Commitments and Contingencies
2 unchanged sentences
The contingent consideration is recorded at fair value in Accounts payable and accrued liabilities on the Consolidated Balance Sheets.
+Added: Roar achieved the required EBITDA milestone based on results for the year ended December 31, 2024, and we made the first cash payment of $ 12 million during the quarter ended March 31, 2025.
+Added: The remaining contingent consideration recorded at December 31, 2025 is $ 72 million.
Refer to Note P - Acquisitions for more information on the Roar acquisition and refer to Note B - Fair Value of Financial Instruments for more information regarding the fair value of the contingent consideration.
11 unchanged sentences
Fidelity & Guaranty Life Insurance Company (“FGL Insurance”) is a defendant in a lawsuit filed in U.S.
−Removed: District Court for the Southern District of Texas styled, Insurance Distribution Consulting, LLC v.
+Added: District Court for the Southern District of Texas (the “Southern District of Texas”) styled, Insurance Distribution Consulting, LLC v.
Fidelity & Guaranty Life Insurance Company , Case No.
5 unchanged sentences
FGL Insurance denies the allegations and denies any contract or agreement existed with plaintiff to pay commissions.
−Removed: Dispositive motions are due April 21, 2025, and the case is expected to be set for trial in the summer of 2025.
−Removed: FGL Insurance will vigorously contest the Plaintiff’s claims in the action.
−Removed: As this case continues to evolve, it is not possible to reasonably estimate the probability that Plaintiff will ultimately prevail on its claims or that FGL Insurance will be held liable for the dispute.
−Removed: At this time, FGL Insurance does not believe the lawsuit will have a material impact on its business, operations, or financial results.
−Removed: On May 28, 2024, a stockholder derivative lawsuit styled, Roofers Local 149 Pension Fund v.
−Removed: Fidelity National Financial Inc., William P.
−Removed: Foley, F&G Annuities & Life Inc., C.A.
−Removed: 2024-0562-LWW, was filed in the Chancery Court of the State of Delaware against defendants FNF, in its capacity as F&G’s controlling stockholder, and William P.
−Removed: Foley, Executive Chairman of F&G and Chairman of FNF, alleging breach of fiduciary duty related to F&G’s January 11, 2024 sale of $ 250 million of 6.875 % Series A Mandatory Convertible Preferred Stock to FNF.
−Removed: Plaintiff alleges that, based upon the unfair process and unfair price, the preferred stock investment was advantageous to FNF and unfair to F&G.
−Removed: Plaintiff seeks to recover damages on behalf of F&G for the alleged unfair preferred stock investment and the adoption of certain corporate governance measures.
−Removed: On July 24, 2024, F&G filed its answer to plaintiff’s complaint, and the remaining defendants filed their motion to dismiss.
−Removed: On September 23, 2024, plaintiff voluntarily dismissed its action against William P.
−Removed: Foley, leaving FNF’s motion to dismiss pending with briefing completed on October 24, 2024.
−Removed: On February 4, 2025, FNF argued the motion to dismiss before the court.
−Removed: The defendants will vigorously contest the plaintiff’s claims in the action.
−Removed: F&G is a defendant in two putative class action lawsuits that allege some customers’ personally identifiable information was disclosed due to a vulnerability in the MOVEit file transfer software.
+Added: On April 21, 2025, FGL Insurance filed its initial motion for summary judgment.
+Added: On June 5, 2025, plaintiff amended its complaint to include an additional breach of contract claim, prompting FGL Insurance to file a second motion for summary judgment on July 18, 2025, addressing the new allegation.
+Added: Both motions for summary judgment were argued on February 20, 2026, and a decision is pending with the Southern District of Texas.
+Added: Additionally, FGL Insurance’s motion to exclude plaintiff’s expert testimony as inadmissible, filed June 9, 2025, remains pending with the Southern District of Texas.
+Added: On July 18, 2025, Peak Altitude Equity, LLC (“Peak”), a subsidiary of Fidelity & Guaranty Life Holdings, Inc., was served with a new lawsuit filed by Insurance Distribution
+Added: Consulting, LLC (“IDC”) as a counterclaim in response to a separate breach of contract lawsuit initiated against IDC by Syncis.
+Added: The case, styled Syncis Insurance Solutions, LLC v.
+Added: Insurance Distribution Consulting, LLC , Case No.
+Added: 2:25-cv-03874, is pending in the U.S.
+Added: District Court for the Central District of California (the “Central District of California”), and certain facts alleged by IDC against Peak overlap with those asserted in the lawsuit filed by IDC against FGL Insurance.
+Added: On September 8, 2025, Peak filed its motion to dismiss IDC’s counterclaim on various grounds.
+Added: A decision is pending with the Central District of California.
+Added: FGL Insurance and Peak will vigorously contest the plaintiff’s claims in the actions.
+Added: As these cases continue to evolve, it is not possible to reasonably estimate the probability that plaintiff will ultimately prevail on its claims or that FGL Insurance or Peak will be held liable for the dispute.
+Added: At this time, F&G does not believe the lawsuit will have a material impact on its business, operations, or financial results.
+Added: F&G is a defendant in two putative class action lawsuits related to the alleged compromise of certain customers’ personal information resulting from an alleged vulnerability in the MOVEit file transfer software.
F&G’s vendor, Pension Benefit Information, LLC (“PBI”), used the MOVEit software in the course of providing audit and address research services to F&G and many other corporate customers.
−Removed: 4:23-cv-00326 (“Miller”), was filed against F&G in the Southern District of Iowa on August 31, 2023.
−Removed: Miller alleges that he is a F&G customer whose personally identifiable information was disclosed in the MOVEit incident and brings common law tort and implied contract claims.
−Removed: Plaintiff seeks injunctive relief and damages.
+Added: 4:23-cv-00326 was filed against F&G in the Southern District of Iowa on August 31, 2023.
+Added: Miller alleges that he is a F&G customer whose information was impacted in the MOVEit incident and brings common law tort and implied contract claims.
Progress Software Corp ., No.
−Removed: 1:23-cv-12067 (“Cooper”), was filed against F&G and five other defendants in the District of Massachusetts on September 7, 2023.
−Removed: Cooper also alleges that he is a F&G customer whose personally identifiable information was disclosed and brings similar common law tort claims and alleges claims as a purported third-party beneficiary of an alleged contract.
−Removed: Plaintiff seeks declaratory and injunctive relief and damages.
+Added: 1:23-cv-12067 was filed against F&G and five other defendants in the District of Massachusetts on September 7, 2023.
+Added: Cooper also alleges that he is a F&G customer and brings similar common law tort claims and alleges claims as a purported third-party beneficiary of an alleged contract.
Well over 150 similar lawsuits have been filed against other entities impacted by the MOVEit incident including a number of such lawsuits related to PBI’s use of MOVEit.
2 unchanged sentences
§ 1407 to handle all litigation brought by individuals whose information was potentially compromised in connection with the alleged MOVEit vulnerability.
−Removed: Both Miller and Cooper have been transferred to the MDL and are proceeding under MDL Case No.
+Added: Both Miller and Cooper have been transferred to the MDL and are consolidated under MDL Case No.
1:23-md-03083-ADB-PGL.
−Removed: Plaintiffs filed amendments to their complaints, and the Defendants filed their omnibus motion to dismiss for lack of Article III standing on July 23, 2024.
−Removed: The case is proceeding under a modified bellwether structure to decide critical issues and facilitate reciprocal discovery.
+Added: The case is proceeding under a modified bellwether structure to decide critical issues and facilitate reciprocal discovery, and plaintiffs’ consolidated class action complaint against all the bellwether Defendants was filed on December 6, 2024.
+Added: F&G was not selected as a bellwether Defendant, and there is no schedule in place for further proceedings involving the non-bellwether Defendants like F&G.
At this time, F&G does not believe the incident will have a material impact on its business, operations, or financial results.
3 unchanged sentences
From time to time, we are assessed fines for violations of regulations or other matters or enter into settlements with such authorities, which may require us to pay fines or claims or take other actions.
−Removed: We do not anticipate such fines and settlements, either individually or in the aggregate, will have a material adverse effect on our business, operations or financial condition.
+Added: We do not anticipate such fines and settlements, either individually or in the aggregate, will have a material adverse effect on the Company’s business, operations, or financial condition.
We have unfunded commitments as of December 31, 2025 based upon the timing of when investments and agreements are executed or signed compared to when the actual investments and agreements are funded or closed.
3 unchanged sentences
Commitment Type
−Removed: Unconsolidated VIEs:
−Removed: Limited partnerships $ 1,138
−Removed: Whole loans 278
−Removed: Fixed maturity securities, ABS 338
−Removed: Direct Lending 1,618
Other fixed maturity securities, AFS $ 126
2 unchanged sentences
Other assets 122
−Removed: Other invested assets 134
−Removed: Concurrent with the Roar purchase agreement, we executed a separate loan agreement with the sellers of Roar for us to lend up to $ 40 million.
−Removed: The loan matures on August 5, 2027.
−Removed: The principal balance outstanding as of December 31, 2024 was $ 11 million and is included in Prepaid expenses and other assets on the Consolidated Balance Sheets.
+Added: Consolidated VIEs:
+Added: Other long-term investments 250
+Added: Unconsolidated VIEs:
+Added: Limited partnerships $ 1,224
+Added: Asset-backed lending 263
+Added: Fixed maturity securities, asset-backed securities 684
+Added: Direct Lending 1,199
+Added: Concurrent with the Roar purchase agreement, we executed a separate loan agreement with the sellers of Roar for us to lend up to $ 40 million The loan matures on August 5, 2027.
+Added: The principal balance outstanding as of December 31, 2025 and 2024 was $ 24 million and $ 11 million, respectively.
+Added: The balance is included in “Prepaid expenses and other assets” on the Consolidated Balance Sheets.
Changes in fair value are reported within Recognized gains and losses, net in the Consolidated Statements of Operations.
3 unchanged sentences
See Note A - Business and Summary of Significant Accounting Policies for discussion of funding agreements that have been issued pursuant to the FABN Program as well as to the FHLB that are included in Contractholder funds.
−Removed: The Company leases office space under operating leases.
+Added: F&G leases office space under operating leases.
The largest leases expire in 2030.
7 unchanged sentences
Note O - Insurance Subsidiary Financial Information and Regulatory Matters
−Removed: insurance subsidiaries, FGL Insurance, FGL NY Insurance, Raven Re and Corbeau Re file financial statements with state insurance regulatory authorities and, except for Raven Re, with the National Association of Insurance Commissioners (“NAIC”) that are prepared in accordance with Statutory Accounting Principles (“SAP”) prescribed or permitted by such authorities, which may vary materially from GAAP.
+Added: insurance subsidiaries, FGL Insurance, FGL NY Insurance, Raven Re and Corbeau Re file financial statements with state insurance regulatory authorities and, except for Raven Re, with the National Association of Insurance Commissioners (“NAIC”) that are prepared in accordance with Statutory Accounting Principles (“SAP”) prescribed or permitted by such authorities.
Prescribed SAP includes the Accounting Practices and Procedures Manual of the NAIC as well as state laws, regulations and administrative rules.
−Removed: Permitted SAP encompasses all accounting practices not so prescribed but approved by state regulators.
+Added: Permitted SAP encompasses all accounting practices not prescribed but approved by state regulators.
The principal differences between SAP financial statements and financial statements prepared in accordance with GAAP are that SAP financial statements do not reflect VOBA, DAC, and DSI, some bond portfolios may be carried at amortized cost, assets and liabilities are presented net of reinsurance, contractholder liabilities are generally valued using more conservative assumptions and certain assets are non-admitted.
Accordingly, SAP operating results and SAP capital and surplus may differ substantially from amounts reported in the GAAP basis financial statements for comparable items.
−Removed: insurance subsidiaries, F&G Life Re (Bermuda) and F&G Cayman Re (Cayman Islands) file financial statements with their respective regulators.
+Added: insurance subsidiaries, F&G Cayman Re Ltd (“F&G Cayman Re”), a Cayman Islands entity, and F&G Life Re, a Bermuda entity, file financial statements with their respective regulators.
Our principal insurance subsidiaries' statutory financial statements are based on a December 31 year end.
19 unchanged sentences
FGL Insurance, FGL NY Insurance, Raven Re and Corbeau Re’s respective statutory capital and surplus satisfy the applicable minimum regulatory requirements.
−Removed: To enhance the regulation of insurers’ solvency, the NAIC adopted a model law to implement risk-based capital (“RBC”) requirements for life, health and property and casualty insurance companies.
−Removed: All states have adopted the NAIC’s model law or a substantially similar law.
−Removed: RBC is used to evaluate the adequacy of capital and surplus maintained by an insurance company in relation to risks associated with:
−Removed: (i) asset risk, (ii) insurance risk, (iii) interest rate risk, and (iv) business risk.
−Removed: As of the most recent annual statutory financial statements filed with insurance regulators, the RBC ratios for each of our U.S.
−Removed: Insurance Companies exceeded the minimum RBC requirements.
The insurance laws of Iowa and New York regulate the amount of dividends that may be paid in any year by FGL Insurance and FGL NY Insurance, respectively.
FGL Insurance dividends are paid as declared by its Board of Directors.
−Removed: Pursuant to Iowa insurance law, any proposed payment of a dividend is classified as an “extraordinary dividend” if it, together with the aggregate fair market value of other dividends or distributions made during the preceding twelve months, exceeds the greater of (i)
−Removed: 10% of capital and surplus as of the preceding December 31 or (ii) net gain from operations before realized capital gains or losses for twelve month period ending December 31 of the preceding year.
+Added: Pursuant to Iowa insurance law, any proposed payment of a dividend is classified as an “extraordinary dividend” if it, together with the aggregate fair market value of other dividends or distributions made during the preceding twelve months, exceeds the greater of (i) 10% of capital and surplus as of the preceding December 31 or (ii) net gain from operations before realized capital gains or losses for the twelve month period ending December 31 of the preceding year.
No extraordinary dividends may be paid without prior approval of the IID.
−Removed: In addition, no ordinary dividends may be paid except from the earned profits arising from FGL Insurance’s business, which does not include contributed capital or contributed surplus.
+Added: In addition, no ordinary dividends may be paid except from the
+Added: earned profits arising from FGL Insurance’s business, which does not include contributed capital or contributed surplus.
FGL Insurance did not pay dividends to its parent, Fidelity & Guaranty Life Holdings, Inc.
6 unchanged sentences
Raven Re and Corbeau Re dividends are paid as declared by their Board of Directors.
−Removed: Under the laws of the State of Vermont, no captive insurance company may pay a dividend out of, or other distribution with respect to, capital or surplus, without prior approval.
−Removed: Based on the limitations described above, no dividends may be paid in 2025 by either Raven Re or Corbeau Re without prior regulatory approval.
+Added: Under the laws of the State of Vermont, no captive insurance company may pay a dividend out of, or other distribution with respect to, capital or surplus, without the prior approval of the Commissioner.
Prescribed and permitted practices
5 unchanged sentences
48 which requires such investments to be carried based on the investees underlying GAAP equity (prior to any impairment considerations).
−Removed: This limited partnership investment was redeemed as of December 31, 2024.
−Removed: In addition, the financial statements of Raven Re and Corbeau Re include certain permitted practices approved by the Vermont Department of Financial Regulations.
−Removed: Without these permitted practices, the carry value of these two entities would be zero .
+Added: In addition, the financial statements of Raven Re and Corbeau Re include certain permitted practices approved by the Vermont Department of Financial Regulation.
+Added: Without such permitted statutory accounting practices, Raven Re’s risk-based capital would have been above the minimum regulatory requirements at December 31, 2025, but would have fallen below the minimum regulatory requirements at December 31, 2024.
+Added: Without such permitted statutory accounting practices, Corbeau Re’s risk-based capital would have fallen below the minimum regulatory requirements as of December 31, 2025 and December 31, 2024.
The prescribed and permitted practices resulted in increases to statutory capital and surplus of $ 249 million and $ 454 million at December 31, 2025 and 2024, respectively.
FGL Insurance’s statutory carrying value of Raven Re reflects the effect of permitted practices Raven Re received to treat the available amount of a letter of credit as an admitted asset, which increased Raven Re’s statutory capital and surplus by $ 150 million and $ 175 million at December 31, 2025 and 2024, respectively.
−Removed: In addition, FGL Insurance’s statutory carrying value of Corbeau Re reflects the effect of permitted practices Corbeau Re received to treat the excess of loss as an admitted asset, which increased Corbeau Re’s statutory capital and surplus by $ 1,230
−Removed: million and $ 765 million at December 31, 2024 and 2023, respectively.
+Added: In addition, FGL Insurance’s statutory carrying value of Corbeau Re reflects the effect of permitted practices Corbeau Re received to treat the excess of loss as an admitted asset, which increased Corbeau Re’s statutory capital and surplus by $ 1,489 million and $ 1,230 million at December 31, 2025 and 2024, respectively.
Refer to Note E - Reinsurance for a discussion of the XOL and letter of credit.
Raven Re - Raven Re is also permitted to follow Iowa prescribed statutory accounting practice for its reserves on reinsurance assumed from FGL Insurance and also has approval to include as an admitted asset the value of a letter of credit serving as collateral for reinsurance credit taken by FGL Insurance.
−Removed: Without such permitted statutory accounting practices, Raven Re’s statutory capital and surplus (deficit) would be $( 13 ) million and $( 89 ) million as of December 31, 2024 and 2023, respectively, and its risk-based capital would fall below the minimum regulatory requirements.
+Added: Without such permitted statutory accounting practices, Raven Re’s statutory capital and surplus (deficit) would be $ 29 million and $( 13 ) million as of December 31, 2025 and 2024, respectively, thus its risk-based capital would fall below the minimum regulatory requirements in the prior year.
The letter of credit facility is collateralized by NAIC 1 rated debt securities.
3 unchanged sentences
§ 6048k(a)(2), whereby the Vermont Department authorizes the Company to (i) account for the amount equal to the excess of loss amount (“XOL Asset”) as an asset on its statutory financial statements;
−Removed: (ii) calculate the reserves with respect to the Retirement Pro Contracts in accordance with the following reserving methodology:
+Added: (ii) that the reserves assumed by Corbeau Re are equal to the reserves ceded by FGL Insurance, which includes application of IAC Insurance 191, Chapter 97, “Accounting for Certain Derivative Instruments Used to Hedge the Growth in Interest Credited for Indexed Insurance Products and Accounting for the Indexed Insurance Products Reserve “ and to (a) calculate the reserves with respect to the Retirement Pro Contracts in accordance with the following reserving methodology:
the reserves are calculated as the present value of reinsured benefits when account value equals zero less the present value of reinsurance premiums from the winning integrated stream, floored at zero and capped as necessary to keep the net statutory reserve at the net cash surrender value;
−Removed: For benefits associated with all other contracts (“the GMWB Riders”), the reserves are calculated as the statutory reserves for the entire contract (i.e., the base contracts plus the GMWB Riders) minus the statutory reserves for the base contracts only (“Reserve Calculation Permitted Practice”);
+Added: and (b) for benefits associated with all other contracts (“the GMWB Riders”), the reserves are calculated as the statutory reserves for the entire contract (i.e., the base contracts plus the GMWB Riders) minus the statutory reserves for the base contracts only (“Reserve Calculation Permitted Practice”);
(iii) calculate its company action level risk-based capital as defined in Section 8301(13)(A) and, calculated using the risk-based capital factors and formulas prescribed by the NAIC, applying a factor of 0.62% to the XOL Asset Value;
and (iv) annually perform a total company solvency analysis in lieu of cash flow testing and actuarial opinion and memorandum under Section 2010-2 of the Vermont Administrative Code.
−Removed: In addition, Corbeau Re assumes reserves that are equal to the reserves ceded by FGL Insurance which includes application of IAC Insurance 191, Chapter 97, “ Accounting for Certain Derivative Instruments Used to Hedge the Growth in Interest Credited for Indexed Insurance Products and Accounting for the Indexed Insurance Products Reserve .” Without such permitted statutory accounting practices, the Company’s statutory capital and surplus (deficit) would be $( 1,052 ) million and $( 594 ) million as of December 31, 2024 and 2023, respectively, and its risk-based capital would fall below the minimum regulatory requirements.
+Added: Without such permitted statutory accounting practices, the Company’s statutory capital and surplus (deficit) would be $( 1,253 ) million and $( 1,052 ) million as of December 31, 2025 and 2024, respectively, and its risk-based capital would fall below the minimum regulatory requirements.
FGL Insurance’s statutory carrying value of Corbeau Re was $ 236 million and $ 178 million at December 31, 2025 and 2024, respectively.
8 unchanged sentences
These reserve calculations will be subject to annual assumption reviews consistent with other GAAP liability balances.
−Removed: If F&G Cayman Re had not been permitted to calculate PRT assumed reserves using best estimate reserve calculations or include the value of the LOCs as an admitted asset, statutory surplus would be $( 64 ) million and $ 102 million as of December 31,
−Removed: 2024 and December 31, 2023, respectively.
+Added: If F&G Cayman Re had not been permitted to calculate PRT assumed reserves using best estimate reserve calculations or include the value of the LOCs as an admitted asset, statutory surplus (deficit) would be $ 20 million and $( 64 ) million as of December 31, 2025 and December 31, 2024, respectively.
Without such permitted statutory accounting practices, F&G Cayman Re’s risk-based capital would fall below the minimum regulatory requirements as of December 31, 2025 and December 31, 2024.
37 unchanged sentences
Under the terms of the purchase agreement, the Company has agreed to make cash payments of up to approximately $ 90 million over a three-year period upon the achievement of certain EBITDA milestones of Roar.
−Removed: The initial purchase price is as follows (in millions):
+Added: See Note N - Commitments and Contingencies for a discussion of the first contingent consideration payment and remaining contingent consideration balance as of December 31, 2025.
+Added: The initial purchase price was as follows (in millions):
Cash paid for 70 % majority interest of Roar shares
23 unchanged sentences
The total amount of goodwill recorded is expected to be deductible for tax purposes.
−Removed: Roar’s revenues of $ 78 million and net earnings attributable to F&G common shareholders of $ 6 million are included in the Consolidated Statements of Operations for the year ended December 31, 2024.
+Added: Roar’s revenues of $ 84 million and $ 78 million and net earnings attributable to F&G common shareholders of $ 15 million and $ 6 million are included in the Consolidated Statements of Operations for the years ended December 31, 2025 and December 31, 2024, respectively.
Unaudited Supplemental Pro-Forma Financial Results
12 unchanged sentences
The transaction value contemplates measures such as EBITDA margin, revenue growth over time periods and growth opportunities.
−Removed: This remeasurement resulted in a realized gain of $ 2 million recorded in Recognized gains and (losses), net in the Consolidated Statements of Operations during the year ended December 31, 2024 .
−Removed: The initial purchase price is as follows (in millions):
+Added: This remeasurement resulted in a realized gain of $ 2 million recorded in Recognized gains and (losses), net in the Consolidated Statements of Operations during the third quarter of 2024 .
+Added: The purchase price was as follows (in millions):
Cash consideration $ 215
22 unchanged sentences
A portion of the total amount of goodwill recorded is expected to be deductible for tax purposes.
−Removed: PALH’s revenues and net loss attributable to F&G common shareholders of $ 3 million and $ 6 million, respectively, are included in the Consolidated Statements of Operations for the year ended December 31, 2024.
+Added: PALH’s revenues of $ 5 million and $ 3 million and net losses attributable to F&G common shareholders of $ 24 million and $ 6 million are included in the Consolidated Statements of Operations for the years ended December 31, 2025 and December 31, 2024, respectively.
Unaudited Supplemental Pro-Forma Financial Results
7 unchanged sentences
The Company has determined that related parties would fall into the following categories;
−Removed: (i) affiliates of the entity, (ii) entities for which investments in their equity securities would be required to be accounted for by the equity method by the investing entity, (iii) trusts for the benefit of employees, such as pension and profit-sharing trusts that are managed by or under the trusteeship of management, (iv) principal owners ( greater than 10% equity stake) of the entity and members of their immediate families, (v) management (including FNF’s Board of Directors, Chief Executive Officer, and other persons responsible for achieving the objectives of the entity and who have the
−Removed: authority to establish policies and make decisions) of the entity and other members of their immediate families, (vi) other parties with which the entity may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests (vii) other parties that can significantly influence management or operating policies of the transacting parties or that have an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate business, (viii) attorney in fact of a reciprocal reporting entity or any affiliate of the attorney in fact, and (ix) a U.S.
+Added: (i) affiliates of the entity, (ii) entities for which investments in their equity securities would be required to be accounted for by the equity method by the investing entity, (iii) trusts for the benefit of employees, such as pension and profit-sharing trusts that are managed by or under the trusteeship of management, (iv) principal owners ( greater than 10% equity stake) of the entity and members of their immediate families, (v) management (including FNF’s Board of Directors, Chief Executive Officer, and other persons responsible for achieving the objectives of the entity and who have the authority to establish policies and make decisions) of the entity and other members of their immediate families, (vi) other parties with which the entity may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests (vii) other parties that can significantly influence management or operating policies of the transacting parties or that have an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate business, (viii) attorney in fact of a reciprocal reporting entity or any affiliate of the attorney in fact, and (ix) a U.S.
manager of a U.S.
14 unchanged sentences
Refer to Note H - Income Taxes for a discussion of the tax matters agreement between FNF and the Company.
−Removed: On June 24, 2022, a stock split in a ratio of 105,000 for 1 previously approved by the F&G board of directors became effective.
−Removed: FNF, as the sole shareholder, received, in the form of a dividend, 104,999 additional shares of common stock for each share of common stock held.
Corporate Services Agreement
FNF has entered into a Corporate Services Agreement with F&G, which we refer to as the Corporate Services Agreement.
−Removed: Pursuant to such agreement, FNF will provide F&G with certain corporate services, including internal
−Removed: audit services, litigation and dispute management services, compliance services, corporate and transactional support services, SEC & reporting services, insurance and risk management services, human resources support services and real estate services.
+Added: Pursuant to such agreement, FNF will provide F&G with certain corporate services, including internal audit services, litigation and dispute management services, compliance services, corporate and transactional support services, SEC & reporting services, insurance and risk management services, human resources support services and real estate services.
The Corporate Services Agreement terminates after the date upon which all corporate services or transition assistance have been terminated or upon the mutual agreement of the parties.
10 unchanged sentences
On January 2, 2024, F&G acquired a 70 % majority ownership stake in the equity of Roar resulting in the consolidation of Roar in F&G’s financial statements.
−Removed: Under the terms of the purchase agreement, the Company has agreed to make cash payments of up to approximately $ 90 million over a three year period upon the achievement by Roar of certain EBITDA milestones.
+Added: Refer to Note N - Commitments and Contingencies - Contingent Consideration for discussion of contingent consideration associated with the acquisition.
Refer to Note A - Business and Summary of Significant Accounting Policies - Principles of Consolidation and Basis of Presentation for discussions of contingent consideration and non-controlling interests and to Consolidated Statements of Equity for activity with non-controlling interests.
Concurrent with the Roar purchase agreement, we executed a separate loan agreement with the sellers of Roar for us to lend up to $ 40 million.
−Removed: The principal balance outstanding as of December 31, 2024 was $ 11 million.
+Added: The principal balance outstanding as of December 31, 2025 and December 31, 2024 was $ 24 million and $ 11 million, respectively.
Refer to Note B - Fair Value of Financial Instruments for information regarding the fair value calculation of this loan receivable.
−Removed: Refer to Note N - Commitments and Contingencies for more information regarding this loan commitment.
+Added: Refer to Note N - Commitments and Contingencies - Commitments for more information regarding this loan commitment.
Refer to Note P - Acquisitions for more information on the Roar acquisition.
7 unchanged sentences
In 2023, we purchased a 30 % minority ownership stake in Quility.
−Removed: We have elected the fair value option to account for this investment and have included Quility in Investments in unconsolidated affiliates on the
−Removed: Consolidated Balance Sheets.
+Added: We have elected the fair value option to account for this investment and have included Quility in Investments in unconsolidated affiliates on the Consolidated Balance Sheets.
Commissions expensed on sales through Quility were insignificant for the years ended December 31, 2025 and 2024.
2 unchanged sentences
Specialty Lending is accounted for using the equity method of accounting and is included in Investments in unconsolidated affiliates on the Consolidated Balance Sheets.
−Removed: Refer to Note A - Business and Summary of Significant Accounting Policies - Investments in Unconsolidated Affiliates for more information regarding the accounting for Investments in unconsolidated affiliates.
+Added: In the ordinary course of business, we enter into various arrangements with VIEs, and we consolidate the VIE if we are determined to be the primary beneficiary.
+Added: Refer to Note A - Business and Summary of Significant Accounting Policies - Investments in Unconsolidated Affiliates for more information regarding the accounting for Investments in unconsolidated affiliates and to Note C - Investments- Variable Interest Entities for additional information on these investments.
+Added: Other Related Party Transactions
+Added: Certain of our subsidiaries are party to investment management agreements (“IMAs”) with Blackstone ISG-I Advisors LLC (“BIS”) pursuant to which BIS is appointed as investment manager of substantially all assets in the general and separate accounts of those entities (“the F&G Accounts”).
+Added: MVB Management, LLC (“MVB Management”), an entity that is 50 % owned by BilCar, LLC (“BilCar”, which is an affiliate of our Executive Chairman and a director of the Company, William P.
+Added: Foley, II) receives a participation fee from BIS in connection with assets of F&G and its subsidiaries that are managed by BIS.
+Added: BIS also receives services from MVB Management.
+Added: BIS paid MVB Management a participation fee of approximately 15 % of certain fees paid to BIS and its affiliates for assets under management (“AUM”) relating to new business AUM (“New AUM”) generated prior to March 31, 2023, and pays MVB Management a fee of approximately 7.5 % of certain fees paid to BIS and its affiliates relating to New AUM generated after March 31, 2023, in each case, under the investment management agreements between F&G and BIS.
+Added: In March 2023, BilCar waived its right to receive any portion of payments made by BIS to MVB Management in respect of such New AUM.
+Added: Additionally, in March 2023, F&G entered into an agreement with BilCar to pay BilCar the fees that it would have received through MVB Management from BIS over the 10-year period ending March 31, 2033.
+Added: BilCar received payments totaling approximately $ 8 million and $ 9 million from MVB Management for the years ended December 31, 2025 and 2024, respectively.
+Added: BilCar received payments that were insignificant from F&G for the years ended December 31, 2025 and 2024.
+Added: F&G is not a party to the agreements between BIS and MVB Management and does not pay, and is not responsible for, any fees paid to MVB Management.
Note R - Employee Benefit Plans
−Removed: FNF Stock Purchase Plan
−Removed: During the year ended December 31, 2022, our eligible employees could voluntarily participate in FNF's employee stock purchase plan (“ESPP”) sponsored by FNF.
−Removed: Company matching contributions are funded one year after employee contributions are made pursuant to the ESPP.
−Removed: We provided FNF an insignificant amount with respect to our matching contributions to the ESPP in the year ended December 31, 2022.
−Removed: Effective January 1, 2023, our employees were no longer eligible to participate in the ESPP.
F&G Stock Purchase Plan
1 unchanged sentence
Based on employee contributions the Company will match either 33.3 % or 50 % one year after initial employee contributions are made pursuant to the F&G ESPP.
−Removed: Our matching expense related to the F&G ESPP was immaterial for the years ended December 31, 2024 and December 31, 2023.
+Added: Our matching expense related to the F&G ESPP was immaterial for the years ended December 31, 2025, 2024, and 2023.
During the three-year period ended December 31, 2025, we offered our employees the opportunity to participate in our 401(k) plan (the “401(k) Plan”), a qualified voluntary contributory savings plan that is available to substantially all of our employees.
4 unchanged sentences
The employer match was $ 9 million, $ 8 million, and $ 7 million for the years ended December 31, 2025, 2024, and 2023, respectively.
−Removed: Discretionary non-elective contributions were immaterial for the years ended December 31, 2024, 2023, and 2022, respectively.
+Added: Discretionary non-elective contributions were immaterial for the years ended December 31, 2025, 2024, and 2023.
Stock-Based Compensation
2 unchanged sentences
A forfeiture rate, derived from historical experience, is used in the calculation of total stock-based compensation expense.
−Removed: stock-based compensation costs recorded in personnel costs in the Consolidated Statements of Operations for the years ended December 31, 2024, 2023 , and 2022 wer e $ 29 million, $ 23 million and $ 12 million, respectively.
+Added: Total stock-based compensation costs recorded in personnel costs in the Consolidated Statements of Operations for the years ended December 31, 2025, 2024 , and 2023 wer e $ 31 million, $ 29 million and $ 23 million, respectively.
F&G’s income tax expense for the years ended December 31, 2025, 2024 and 2023 included an immaterial amount of tax benefit related to the vesting and forfeiture of share-based payments.
26 unchanged sentences
All of the outstanding options are vested and expire at various dates through August 2026.
−Removed: As of December 31, 2024, there were no shares of restricted stock and 100,000 stock options outstanding under the 2020 F&G Omnibus Plan.
+Added: As of December 31, 2025, there were no shares of restricted stock or stock options outstanding under the 2020 F&G Omnibus Plan.
Stock option transactions under the 2020 F&G Omnibus Plan during the years ended December 31, 2025 , 2024, 2023 are as follows:
10 unchanged sentences
There were 0 , 100,000 , and 643,623 exercisable stock options under the 2020 F&G Omnibus Plan at the year ended December 31, 2025, 2024, and 2023, respectively.
−Removed: The following table summarizes information related to stock options outstanding and exercisable as of December 31, 2024:
−Removed: Options Outstanding Options Exercisable
−Removed: Range of Exercise Prices Number of Options Weighted Average Remaining Contractual Life Weighted Average Exercise Price Intrinsic Value Number of Options Weighted Average Remaining Contractual Life Weighted Average Exercise Price Intrinsic Value
−Removed: (In years) (In millions) (In years) (In millions)
−Removed: $ 0.00 - $ 39.10
−Removed: 100,000 0.97 $ 39.10 $ 2 100,000 0.97 $ 39.10 $ 2
−Removed: 100,000 $ 2 100,000 $ 2
Option awards are measured at fair value on the grant date using the Black Scholes Option Pricing Model.
−Removed: The intrinsic value of options exercised was $ 9 million and $ 8 million for the years ended December 31, 2024 and December 31, 2023, respectively, and insignificant for the year ended December 31, 2022.
−Removed: Restricted stock transactions under the 2020 F&G Omnibus Plan during the years ended December 31, 2024 , 2023, and 2022 are as follows:
−Removed: 2024 2023 2022
−Removed: Shares Weighted Average
−Removed: Grant Date Fair Value Shares Weighted Average
−Removed: Grant Date Fair Value Shares Weighted Average
−Removed: Grant Date Fair Value
−Removed: Balance at January 1, 181,479 $ 41.08 501,548 $ 42.31 718.641 $ 40.24
−Removed: Granted — — — — — —
−Removed: Canceled ( 13,082 ) 48.28 ( 15,965 ) 45.63 ( 78,551 ) 37.79
−Removed: Vested ( 168,397 ) 40.53 ( 304,104 ) 42.87 ( 138,542 ) 34.11
−Removed: Balance at December 31, — $ — 181,479 $ 41.08 501,548 $ 42.31
−Removed: There were no restricted stock awards granted under the 2020 F&G Omnibus Plan in the years ended December 31, 2024, 2023 and 2022.
−Removed: The total fair value of restricted stock awards that vested in the years ended December 31, 2024, 2023, and 2022 was $ 7 million, $ 13 million and $ 5 million, respectively.
−Removed: Net earnings (loss) reflects stock-based compensation expense amounts of $ 1 million, $ 3 million and $ 12 million for the years ended December 31, 2024, 2023 and 2022, respectively, which are included in p ersonnel costs in the Consolidated Statements of Operations.
−Removed: At December 31, 2024, there were no unrecognized compensation cost related to restricted stock grants pursuant to the FGL Incentive Plan and the 2020 F&G Omnibus Plan.
+Added: The intrinsic value of options exercised was $ 3 million, $ 9 million, and $ 8 million for the years ended December 31, 2025, 2024, and 2023, respectively.
Non-Qualified Deferred Compensation Plan
3 unchanged sentences
For the years ended December 31, 2025, 2024 and 2023, we did not make any discretionary contributions.
−Removed: At December 31, 2024 and 2023, the total liability for the Deferred Compensation Plan was $ 13 million and $ 11 million, respectively.
+Added: At December 31, 2025, 2024, and 2023, the total liability for the Deferred Compensation Plan was $ 14 million, $ 13 million, and $ 11 million, respectively.
Note S - Earnings Per Share
14 unchanged sentences
Diluted - net $ 1.88 $ 4.88 $ ( 0.47 )
+Added: Under applicable accounting guidance, shares that are anti-dilutive to the calculation are to be excluded from the diluted earnings per share calculation.
+Added: The inclusion of 5 million convertible preferred shares would have been antidilutive to the earnings per share for the year ended December 31, 2025.
Under applicable accounting guidance, companies in a loss position are required to use basic weighted average common shares outstanding in the calculation of diluted loss per share.
3 unchanged sentences
For the years ended December 31, 2025, 2024, and 2023 the diluted earnings per share calculation excluded the weighted average effect of 26 thousand, 122 thousand and 111 thousand restricted stock units, respectively, issued under the 2022 F&G Omnibus Plan due to their antidilutive effect.
−Removed: On June 24, 2022, a stock split in a ratio of 105,000 for 1 previously approved by the F&G board of directors became effective.
−Removed: Earnings per share has been retrospectively adjusted to reflect as if the split occurred as of June 1, 2020, in accordance with GAAP.
+Added: Unless converted earlier in accordance with the terms of certificate of designations, each share of the FNF preferred stock will automatically convert on the mandatory conversion date, which is expected to be January 15, 2027, into between 0.9456 shares and 1.1111 shares of common stock, in each case, subject to customary anti-dilution adjustments described in the certificate of designations.
Note T - Recent Accounting Pronouncements
Adopted Pronouncements
−Removed: In March 2023, the FASB issued ASU 2023-02, Accounting for Investments in Tax Credit Structure Using the Proportional Amortization Method (a consensus of the Emerging Issues Task Force).
−Removed: The amendments in this update permit reporting entities to elect to account for their tax equity investments, regardless of the tax credit program from which the income tax credits are received, using the proportional amortization method if certain conditions are met.
−Removed: We adopted this standard on January 1, 2024, as required, and there was no material impact to our Consolidated Financial Statements.
−Removed: Refer to Note H - Income Taxes for further information.
In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280):
4 unchanged sentences
The amendments in this update are incremental to the current requirements of Topic 280 and do not change how a public entity identifies its operating segments, aggregates those operating segments, or applies the quantitative thresholds to determine its reportable segments.
−Removed: We adopted this standard using the retrospective approach for all periods presented as required.
+Added: We adopted this standard as of December 31, 2024 using the retrospective approach for all periods presented as required.
Refer to Note V - Segment Information for additional information.
−Removed: Pronouncements Not Yet Adopted
In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740):
3 unchanged sentences
Additionally, the amendments require annual disclosure of income taxes paid (net of refunds received) disaggregated by jurisdiction based on a quantitative threshold.
−Removed: The amendments in this update are effective for public business entities for annual periods beginning after December 15, 2024.
−Removed: Early adoption is permitted for annual financial statements that have not yet been issued or made available for issuance.
−Removed: The amendments should be applied on a prospective basis, and retrospective application is permitted.
−Removed: We do not currently expect to early adopt this standard and are in the process of assessing its impact on our disclosures upon adoption.
+Added: We adopted this standard as of December 31, 2025 using the prospective approach.
+Added: Refer to Note H - Income Taxes for further information.
+Added: Pronouncements Not Yet Adopted
In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40):
5 unchanged sentences
We do not expect to early adopt this standard and are in the process of assessing its impact on our disclosures upon adoption.
+Added: In September 2025, the FASB issued ASU 2025-06, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40):
+Added: Targeted Improvements to the Accounting for Internal-Use Software.
+Added: The amendments in this update refine capitalization thresholds by removing all references to project stages.
+Added: The amendments require that an entity capitalize software costs when management has authorized and committed to funding the software project and when it is probable that the project will be completed and the software will be used to perform the function intended (“probable-to-complete recognition threshold”).
+Added: Additionally, the amendments clarify the disclosure requirements for internal-use software costs.
+Added: The amendments in this update are effective for all companies for annual and interim reporting periods beginning after December 15, 2027.
+Added: Early adoption is permitted, and the amendments should be applied using a prospective, retrospective, or modified transition approach.
+Added: We are still in the process of assessing this standard and its impact upon adoption.
+Added: In November 2025, the FASB issued ASU 2025-09, Derivatives and Hedging (Topic 815):
+Added: Hedge Accounting Improvements.
+Added: The amendments in this update make improvements to the hedge accounting guidance, with the overall goal of simplifying the application of hedge accounting guidance.
+Added: The main amendments in this
+Added: Update include:
+Added: Issue 1) Similar Risk Assessment for Cash Flow Hedges:
+Added: expands the hedged risks permitted to be aggregated in a group of individual forecasted transactions in a cash flow hedge, enabling entities to apply hedge accounting to potentially broader portfolios of forecasted transactions, Issue 2) Hedging Forecasted Interest Payments on Choose-Your-Rate Debt Instruments:
+Added: establishes a model that enables hedge accounting to be applied more broadly to choose-your-rate debt and address existing diversity in practice, Issue 3) Cash Flow Hedges of Nonfinancial Forecasted Transactions:
+Added: expands hedge accounting for forecasted purchases and sales of nonfinancial assets subject to certain criteria, Issue 4) Net Written Options as Hedging Instruments:
+Added: accommodates differences in the loan and swap markets that resulted from reference rate reform, eliminating the requirement for the net written option test in certain instances, and Issue 5) Foreign-Currency-Denominated Debt Instrument as Hedging Instrument and Hedged Item (Dual Hedge):
+Added: eliminates the recognition and presentation mismatch related to a dual hedge strategy.
+Added: The amendments in this update are effective for public companies for annual and interim reporting periods beginning after December 15, 2026.
+Added: Early adoption is permitted, and the amendments should be applied using a prospective basis for all hedging relationships.
+Added: We are still in the process of assessing this standard and its impact upon adoption.
Note U - Equity
8 unchanged sentences
Shares outstanding at December 31, 135,610,292 126,792,844 126,332,142
−Removed: (a) 2022 includes 20,000,000 shares in an exchange agreement with FNF pursuant to which F&G transferred shares of its common stock to FNF in exchange for the $ 400 million FNF Promissory Note, after which the note was retired.
+Added: (a) Refer to Note A - Business and Summary of Significant Accounting policies - Recent developments - Common stock issuance for additional information.
(b) Includes shares of common stock withheld with respect to tax withholding obligations associated with the vesting of share-based compensation awards under our 2020 F&G Omnibus Plan and 2022 F&G Omnibus Plan.
2 unchanged sentences
The Company believes the share repurchase program is an efficient means of returning cash to shareholders when we consider the shares to be undervalued.
−Removed: No shares were purchased pursuant to the program during the year ended December 31, 2024.
+Added: No shares were purchased pursuant to the program during the years ended December 31, 2025 or December 31, 2024.
During the year ended December 31, 2023, the Company purchased approximately 869,000 shares pursuant to the program, for a total cost of approximately $ 18 million with an average cost per share of $ 21.07 .
5 unchanged sentences
The total number of preferred stock shares we are authorized to issue is 25,000,000 , par value $ 0.001 per share.
−Removed: Refer to Note A - Business and Summary of Significant Accounting Policie s to the Consolidated Financial Statements for details of the issuance of 5,000,000 shares of FNF Preferred Stock on January 12, 2024.
+Added: On January 12, 2024, we completed a $ 250 million preferred stock investment from FNF.
+Added: Under the terms of the agreement, FNF agreed to invest $ 250 million in exchange for 5,000,000 shares of F&G’s 6.875 % Series A Mandatory Convertible Preferred Stock, par value $ 0.001 per share, liquidation preference of $ 50.00 per share (the “FNF Preferred Stock”).
Preferred stock dividends of approximately $ 17 million were declared during the year ended December 31, 2025 .
−Removed: Subject to certain exceptions, so long as any share of FNF Preferred Stock remains outstanding, no dividend or distribution will be declared or paid on shares of the Company’s Common Stock, or any other class or series of stock ranking junior to the FNF Preferred Stock, and no Common Stock or any other class or series of stock ranking junior to or on parity with the FNF Preferred Stock will be purchased, redeemed, or otherwise acquired for consideration
−Removed: by the Company or any of its subsidiaries unless, in each case, all accumulated and unpaid dividends for all preceding dividend periods have been declared and paid in cash, shares of Common Stock or a combination thereof, or a sufficient sum of cash or number of shares of Common Stock has been set aside for the payment of such dividends, on all outstanding shares of FNF Preferred Stock.
+Added: Subject to certain exceptions, so long as any share of FNF Preferred Stock remains outstanding, no dividend or distribution will be declared or paid on shares of the Company’s Common Stock, or any other class or series of stock ranking junior to the FNF Preferred Stock, and no Common Stock or any other class or series of stock ranking junior to or on parity with the FNF Preferred Stock will be purchased, redeemed, or otherwise acquired for consideration by the Company or any of its subsidiaries unless, in each case, all accumulated and unpaid dividends for all preceding dividend periods have been declared and paid in cash, shares of Common Stock or a combination thereof, or a sufficient sum of cash or number of shares of Common Stock has been set aside for the payment of such dividends, on all outstanding shares of FNF Preferred Stock.
In addition, when dividends on shares of the FNF Preferred Stock (i) have not been declared and paid in full on any dividend payment date (or, in the case of any parity stock having dividend payment dates different from such dividend payment dates, on a dividend payment date falling within a regular dividend period related to such dividend payment date), or (ii) have been declared but a sum of cash or number of shares of Common Stock sufficient for payment thereof has not been set aside for the benefit of the holders thereof on the applicable regular record date, no dividends may be declared or paid on any parity stock unless dividends are declared on the shares of FNF Preferred Stock such that the respective amounts of such dividends declared on the shares of FNF Preferred Stock and such shares of parity stock shall be allocated pro rata among the holders of the shares of FNF Preferred Stock and the holders of any shares of parity stock then outstanding.
9 unchanged sentences
The FNF Preferred Stock will not be subject to redemption at the Company’s option.
−Removed: Upon the Company’s voluntary or involuntary liquidation, winding-up or dissolution, each holder of the FNF Preferred Stock will be entitled to receive a liquidation preference in the amount of $ 50.00 per share of FNF Preferred Stock, plus an amount equal to accumulated and unpaid dividends on such shares, whether or not declared, to, but excluding, the date fixed for liquidation, winding-up or dissolution, to be paid out of the Company’s assets legally available for distribution to its stockholders after satisfaction of debt and other liabilities owed to the Company’s creditors and holders of shares of its stock ranking senior to the FNF Preferred Stock and before any payment or distribution is made to holders of any stock ranking junior to the FNF Preferred Stock, including, without limitation, Common Stock.
+Added: Upon the Company’s voluntary or involuntary liquidation, winding-up or dissolution, each holder of the FNF Preferred Stock will be entitled to receive a liquidation preference in the amount of $ 50.00 per share of FNF Preferred Stock, plus an amount equal to accumulated and unpaid dividends on such shares, whether or not declared, to, but excluding, the date fixed for liquidation, winding-up or dissolution, to be paid out of the Company’s assets
+Added: legally available for distribution to its stockholders after satisfaction of debt and other liabilities owed to the Company’s creditors and holders of shares of its stock ranking senior to the FNF Preferred Stock and before any payment or distribution is made to holders of any stock ranking junior to the FNF Preferred Stock, including, without limitation, Common Stock.
The following table shows the quarterly common stock dividends declared during the years ended December 31, 2025, 2024 , and 2023:
24 unchanged sentences
Balance at December 31, 2024 $ ( 2,637 ) $ 798 $ ( 78 ) $ ( 6 ) $ ( 1,923 )
−Removed: $ ( 2,479 ) $ 574 $ ( 83 ) $ ( 2 ) $ ( 1,990 )
Reclassification adjustments included in net earnings (a) 10 — ( 2 ) 8
20 unchanged sentences
Balance at December 31, 2024 $ ( 2,637 ) $ 798 $ ( 78 ) $ ( 6 ) $ ( 1,923 )
−Removed: $ ( 2,479 ) $ 574 $ ( 83 ) $ ( 2 ) $ ( 1,990 )
Year Ended December 31, 2023
16 unchanged sentences
Balance at December 31, 2023 $ ( 2,479 ) $ 574 $ ( 83 ) $ ( 2 ) $ ( 1,990 )
−Removed: (a) Net of income tax expense of $ 2 million, $ 35 million and $ 56 million for the year ended December 31, 2024, 2023, and 2022, respectively.
+Added: (a) Net of income tax expense of $ 2 million, $ 2 million and $ 35 million for the years ended December 31, 2025, 2024, and 2023, respectively.
Note V - Segment Information
22 unchanged sentences
Other segment items
−Removed: Market risk benefit (gains) losses ( 25 ) 95 ( 182 )
+Added: Market risk benefit losses (gains) 167 ( 25 ) 95
Depreciation and amortization 665 569 412
3 unchanged sentences
Earnings (loss) before income taxes 323 778 ( 35 )
−Removed: Income tax (benefit) expense 136 23 158
+Added: Income tax expense 52 136 23
Net earnings (loss) $ 271 $ 642 $ ( 58 )
(a) The significant expense categories and amounts align with the segment-level information that is regularly provided to the CODM.
+Added: F&G derives its revenue from external customers primarily located in the United States.
+Added: Life insurance premiums and other fees primarily reflect premiums on life-contingent PRTs and traditional life insurance products, which are recognized as revenue when due from the policyholder, as well as policy rider fees primarily on indexed annuities policies, the cost of insurance on IUL policies and surrender charges assessed against policy withdrawals in excess of the policyholder's allowable penalty-free amounts.
+Added: We have ceded the majority of our traditional life business to unaffiliated third-party reinsurers.
+Added: While the base contract has been reinsured, we continue to retain the return of premium rider.
+Added: Other income related to riders is earned when elected by the policyholder.
+Added: Surrender charges are earned when a policyholder withdraws funds from the contract early or cancels the contract.
Changes in and Disagreements With Accountants on Accounting and Financial Disclosures
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.