Jackson Financial Inc. 10-Q

Item 1. Financial Statements . Jackson Financial Inc. Condensed Consolidated Balance Sheets (in millions, except share data) June 30, December 31, 2024 2023 Assets (Unaudited) Investments: Debt Securities, available-for-sale, net of allowance for credit losses of $ 27 and $ 21 at June 30, 2024 and December 31, 2023, respectively (amortized cost: 2024 $ 45,300 ; 2023 $ 44,844 ) $ 40,352 $ 40,422 Debt Securities, at fair value under fair value option 2,567 2,153 Debt Securities, trading, at fair value 72 68 Equity securities, at fair value 212 394 Mortgage loans, net of allowance for credit losses of $ 160 and $ 165 at June 30, 2024 and December 31, 2023, respectively 9,699 10,082 Mortgage loans, at fair value under fair value option 430 481 Policy loans (including $ 3,511 and $ 3,457 at fair value under the fair value option at June 30, 2024 and December 31, 2023, respectively) 4,439 4,399 Freestanding derivative instruments 226 390 Other invested assets 2,673 2,466 Total investments 60,670 60,855 Cash and cash equivalents 1,736 2,688 Accrued investment income 518 512 Deferred acquisition costs 12,066 12,302 Reinsurance recoverable, net of allowance for credit losses of $ 27 and $ 29 at June 30, 2024 and December 31, 2023, respectively 23,699 25,422 Reinsurance recoverable on market risk benefits, at fair value 121 149 Market risk benefit assets, at fair value 8,556 6,737 Deferred income taxes, net 768 640 Other assets 554 1,294 Separate account assets 229,088 219,656 Total assets $ 337,776 $ 330,255 Liabilities and Equity Liabilities Reserves for future policy benefits and claims payable $ 11,370 $ 11,898 Other contract holder funds 54,723 55,319 Market risk benefit liabilities, at fair value 3,890 4,785 Funds withheld payable under reinsurance treaties (including $ 3,683 and $ 3,626 at fair value under the fair value option at June 30, 2024 and December 31, 2023, respectively) 18,465 19,952 Long-term debt 2,034 2,037 Repurchase agreements and securities lending payable 1,797 19 Collateral payable for derivative instruments 116 780 Freestanding derivative instruments 900 1,210 Notes issued by consolidated variable interest entities, at fair value under fair value option (Note 4) 2,041 1,988 Other liabilities 3,068 2,277 Separate account liabilities 229,088 219,656 Total liabilities 327,492 319,921 Commitments, Contingencies, and Guarantees (Note 16) Equity Series A non-cumulative preferred stock and additional paid in capital, $ 1.00 par value per share: 24,000 shares authorized; 22,000 shares issued and outstanding at June 30, 2024 and December 31, 2023; liquidation preference $ 25,000 per share (See Note 19) 533 533 Common stock; 1,000,000,000 shares authorized, $ 0.01 par value per share and 75,700,457 and 78,660,221 shares issued and outstanding at June 30, 2024 and December 31, 2023, respectively (See Note 19) 1 1 Additional paid-in capital 6,007 6,005 Treasury stock, at cost; 18,780,549 and 15,820,785 shares at June 30, 2024 and December 31, 2023, respectively ( 796 ) ( 599 ) Accumulated other comprehensive income (loss), net of tax expense (benefit) of $( 277 ) and $( 178 ) at June 30, 2024 and December 31, 2023, respectively ( 3,626 ) ( 2,808 ) Retained earnings 7,965 7,038 Total shareholders' equity 10,084 10,170 Noncontrolling interests 200 164 Total equity 10,284 10,334 Total liabilities and equity $ 337,776 $ 330,255 See Notes to Condensed Consolidated Financial Statements. 2 Jackson Financial Inc. Condensed Consolidated Income Statements (Unaudited, in millions, except per share data) Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Revenues Fee income $ 2,008 $ 1,913 $ 4,006 $ 3,801 Premiums 37 52 75 77 Net investment income: Net investment income excluding funds withheld assets 463 390 927 790 Net investment income on funds withheld assets 285 252 555 559 Total net investment income 748 642 1,482 1,349 Net gains (losses) on derivatives and investments: Net gains (losses) on derivatives and investments ( 1,342 ) ( 2,112 ) ( 4,234 ) ( 4,838 ) Net gains (losses) on funds withheld reinsurance treaties ( 214 ) ( 134 ) ( 415 ) ( 807 ) Total net gains (losses) on derivatives and investments ( 1,556 ) ( 2,246 ) ( 4,649 ) ( 5,645 ) Other income 10 19 11 34 Total revenues 1,247 380 925 ( 384 ) Benefits and Expenses Death, other policy benefits and change in policy reserves, net of deferrals 209 241 430 469 (Gain) loss from updating future policy benefits cash flow assumptions, net ( 18 ) 10 ( 7 ) 24 Market risk benefits (gains) losses, net ( 516 ) ( 2,570 ) ( 3,234 ) ( 2,744 ) Interest credited on other contract holder funds, net of deferrals and amortization 273 295 546 580 Interest expense 26 28 51 56 Operating costs and other expenses, net of deferrals 678 620 1,363 1,236 Amortization of deferred acquisition costs 277 291 555 584 Total benefits and expenses 929 ( 1,085 ) ( 296 ) 205 Pretax income (loss) 318 1,465 1,221 ( 589 ) Income tax expense (benefit) 36 245 137 ( 313 ) Net income (loss) 282 1,220 1,084 ( 276 ) Less: Net income (loss) attributable to noncontrolling interests 7 3 14 4 Net income (loss) attributable to Jackson Financial Inc. 275 1,217 1,070 ( 280 ) Less: Dividends on preferred stock 11 13 22 13 Net income (loss) attributable to Jackson Financial Inc. common shareholders $ 264 $ 1,204 $ 1,048 $ ( 293 ) Earnings per share Basic $ 3.45 $ 14.58 $ 13.55 $ ( 3.55 ) Diluted $ 3.43 $ 14.21 $ 13.44 $ ( 3.55 ) See Notes to Condensed Consolidated Financial Statements. 3 c Jackson Financial Inc. Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited, in millions) Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Net income (loss) $ 282 $ 1,220 $ 1,084 $ ( 276 ) Other comprehensive income (loss), net of tax: Change in unrealized gains (losses) on securities with no credit impairment, net of tax expense (benefit) of: $( 11 ) and $( 34 ), for the three months ended June 30, 2024 and 2023, respectively, and $( 14 ) and $ 58 , for the six months ended June 30, 2024 and 2023, respectively. ( 231 ) ( 532 ) ( 509 ) 436 Change in unrealized gains (losses) on securities with credit impairment, net of tax expense (benefit) of: $ 1 and $( 1 ) for the three months ended June 30, 2024 and 2023, respectively, and $ 1 and $( 3 ), for the six months ended June 30, 2024 and 2023, respectively. 5 ( 1 ) 5 ( 9 ) Change in current discount rate related to reserve for future policy benefits, net of tax expense (benefit) of $ 14 and $ 21 for the three months ended June 30, 2024 and 2023, respectively, and $ 32 and $( 11 ), for the six months ended June 30, 2024 and 2023, respectively. 53 75 116 ( 39 ) Change in non-performance risk on market risk benefits, net of tax expense (benefit) of $( 7 ) and $( 165 ) for the three months ended June 30, 2024 and 2023, respectively, and $( 118 ) and $( 105 ), for the six months ended June 30, 2024 and 2023, respectively. ( 30 ) ( 599 ) ( 430 ) ( 375 ) Total other comprehensive income (loss) ( 203 ) ( 1,057 ) ( 818 ) 13 Comprehensive income (loss) 79 163 266 ( 263 ) Less: Comprehensive income (loss) attributable to noncontrolling interests 7 3 14 4 Comprehensive income (loss) attributable to Jackson Financial Inc. $ 72 $ 160 $ 252 $ ( 267 ) See Notes to Condensed Consolidated Financial Statements. 4 Jackson Financial Inc. Condensed Consolidated Statements of Equity (Unaudited, in millions) Accumulated Additional Treasury Other Total Non- Preferred Common Paid-In Stock Comprehensive Retained Shareholders' Controlling Total Stock Stock Capital at Cost Income Earnings Equity Interests Equity Balances as of March 31, 2024 $ 533 $ 1 $ 6,005 $ ( 713 ) $ ( 3,423 ) $ 7,766 $ 10,169 $ 187 $ 10,356 Net income (loss) — — — — — 275 275 7 282 Other comprehensive income (loss) — — — — ( 203 ) — ( 203 ) — ( 203 ) Change in equity of noncontrolling interests — — — — . — — 6 6 Dividends on preferred stock — — — — — ( 11 ) ( 11 ) — ( 11 ) Dividends on common stock — — — — — ( 54 ) ( 54 ) — ( 54 ) Purchase of treasury stock — — — ( 109 ) — — ( 109 ) — ( 109 ) Issuance of preferred stock — — — — — — — — — Share based compensation — — 2 26 — ( 11 ) 17 — 17 Balances as of June 30, 2024 $ 533 $ 1 $ 6,007 $ ( 796 ) $ ( 3,626 ) $ 7,965 $ 10,084 $ 200 $ 10,284 Accumulated Additional Treasury Other Total Non- Preferred Common Paid-In Stock Comprehensive Retained Shareholders' Controlling Total Stock Stock Capital at Cost Income Earnings Equity Interests Equity Balances as of March 31, 2023 $ 533 $ 1 $ 6,070 $ ( 510 ) $ ( 2,308 ) $ 4,852 $ 8,638 $ 829 $ 9,467 Net income (loss) — — — — — 1,217 1,217 3 1,220 Other comprehensive income (loss) — — — — ( 1,057 ) — ( 1,057 ) — ( 1,057 ) Change in equity of noncontrolling interests — — — — — — — ( 61 ) ( 61 ) Dividends on preferred stock — — — — — ( 13 ) ( 13 ) — ( 13 ) Dividends on common stock — — — — — ( 53 ) ( 53 ) — ( 53 ) Purchase of treasury stock — — — ( 94 ) — — ( 94 ) — ( 94 ) Issuance of preferred stock — — — — — — — — — Share based compensation — — ( 73 ) 138 — ( 51 ) 14 — 14 Balances as of June 30, 2023 $ 533 $ 1 $ 5,997 $ ( 466 ) $ ( 3,365 ) $ 5,952 $ 8,652 $ 771 $ 9,423 Accumulated Additional Treasury Other Total Non- Preferred Common Paid-In Stock Comprehensive Retained Shareholders' Controlling Total Stock Stock Capital at Cost Income Earnings Equity Interests Equity Balances as of December 31, 2023 $ 533 $ 1 $ 6,005 $ ( 599 ) $ ( 2,808 ) $ 7,038 $ 10,170 $ 164 $ 10,334 Net income (loss) — — — — — 1,070 1,070 14 1,084 Other comprehensive income (loss) — — — — ( 818 ) — ( 818 ) — ( 818 ) Change in equity of noncontrolling interests — — — — — — — 22 22 Dividends on preferred stock — — — — — ( 22 ) ( 22 ) — ( 22 ) Dividends on common stock — — — — — ( 110 ) ( 110 ) — ( 110 ) Purchase of treasury stock — — — ( 229 ) — — ( 229 ) — ( 229 ) Issuance of preferred stock — — — — — — — — — Share based compensation — — 2 32 — ( 11 ) 23 — 23 Balances as of June 30, 2024 $ 1 $ 533 $ 1 $ 6,007 $ ( 796 ) $ ( 3,626 ) $ 7,965 $ 10,084 $ 200 $ 10,284 Accumulated Additional Treasury Other Total Non- Preferred Common Paid-In Stock Comprehensive Retained Shareholders' Controlling Total Stock Stock Capital at Cost Income Earnings Equity Interests Equity Balances as of December 31, 2022 $ — $ 1 $ 6,063 $ ( 443 ) $ ( 3,378 ) $ 6,403 $ 8,646 $ 732 $ 9,378 Net income (loss) — — — — — ( 280 ) ( 280 ) 4 ( 276 ) Other comprehensive income (loss) — — — — 13 — 13 — 13 Change in equity of noncontrolling interests — — — — — — — 35 35 Dividends on preferred stock — — — — — ( 13 ) ( 13 ) — ( 13 ) Dividends on common stock — — — — — ( 107 ) ( 107 ) — ( 107 ) Purchase of treasury stock — — — ( 164 ) — — ( 164 ) — ( 164 ) Issuance of preferred stock 533 — — — — — 533 — 533 Share based compensation — — ( 66 ) 141 — ( 51 ) 24 — 24 Balances as of June 30, 2023 $ 533 $ 1 $ 5,997 $ ( 466 ) $ ( 3,365 ) $ 5,952 $ 8,652 $ 771 $ 9,423 See Notes to Condensed Consolidated Financial Statements. 5 Jackson Financial Inc. Condensed Consolidated Statements of Cash Flows (Unaudited, in millions) Six Months Ended June 30, 2024 2023 Cash flows from operating activities: Net income (loss) $ 1,084 $ ( 276 ) Adjustments to reconcile net income to net cash provided by operating activities: Net realized losses (gains) on investments 37 108 Net losses (gains) on derivatives 4,197 4,730 Net losses (gains) on funds withheld reinsurance treaties 415 807 Net (gain) loss on market risk benefits ( 3,234 ) ( 2,744 ) (Gain) loss from updating future policy benefits cash flow assumptions, net ( 7 ) 24 Interest credited on other contract holder funds, gross 546 580 Mortality, expense and surrender charges ( 272 ) ( 266 ) Amortization of discount and premium on investments ( 28 ) ( 13 ) Deferred income tax expense (benefit) ( 30 ) ( 300 ) Share-based compensation 93 39 Change in: Accrued investment income ( 6 ) ( 15 ) Deferred acquisition costs 236 325 Funds withheld, net of reinsurance 202 177 Future policy benefits ( 368 ) ( 401 ) Other assets and liabilities, net 39 ( 228 ) Net cash provided by (used in) operating activities 2,904 2,547 Cash flows from investing activities: Sales, maturities and repayments of: Debt securities 5,259 5,125 Equity securities 193 180 Mortgage loans 767 1,362 Purchases of: Debt securities ( 5,940 ) ( 4,514 ) Equity securities ( 5 ) ( 6 ) Mortgage loans ( 333 ) ( 657 ) Settlements related to derivatives and collateral on investments ( 3,468 ) ( 4,659 ) Other investing activities ( 393 ) 365 Net cash provided by (used in) investing activities ( 3,920 ) ( 2,804 ) (continued) See Notes to Condensed Consolidated Financial Statements. 6 Jackson Financial Inc. Condensed Consolidated Statements of Cash Flows (continued) (Unaudited, in millions) Six Months Ended June 30, 2024 2023 Cash flows from financing activities: Policyholders' account balances: Deposits $ 8,760 $ 7,349 Withdrawals ( 19,209 ) ( 14,314 ) Net transfers from (to) separate accounts 8,744 4,185 Proceeds from (payments on) repurchase agreements and securities lending 1,776 630 Net proceeds from (payments on) Federal Home Loan Bank notes 250 — Payments on debt ( 4 ) ( 46 ) Issuance of debt of consolidated investment entities 481 — Repayments of debt of consolidated investment entities ( 399 ) — Contributions from partners of consolidated investments 23 — Dividends on common stock ( 107 ) ( 101 ) Dividends on preferred stock ( 22 ) ( 13 ) Purchase of treasury stock ( 229 ) ( 164 ) Issuance of preferred stock — 533 Net cash provided by (used in) financing activities 64 ( 1,941 ) Net increase (decrease) in cash, cash equivalents, and restricted cash ( 952 ) ( 2,198 ) Cash, cash equivalents, and restricted cash at beginning of period 2,691 4,301 Total cash, cash equivalents, and restricted cash at end of period $ 1,739 $ 2,103 Supplemental cash flow information Income taxes paid (received) $ 157 $ — Interest paid $ 135 $ 99 Non-cash investing activities Debt securities acquired from exchanges, payments-in-kind, and similar transactions $ 36 $ 49 Other invested assets acquired from stock splits and stock distributions $ — $ 181 Non-cash financing activities Non-cash dividend equivalents on stock-based awards $ ( 3 ) $ ( 6 ) Reconciliation to Condensed Consolidated Balance Sheets Cash and cash equivalents $ 1,736 $ 2,100 Restricted cash (included in Other assets) 3 3 Total cash, cash equivalents, and restricted cash $ 1,739 $ 2,103 See Notes to Condensed Consolidated Financial Statements. 7 Jackson Financial Inc. Notes to Condensed Consolidated Financial Statements (Unaudited) 1. Business and Basis of Presentation Jackson Financial Inc. ("JFI" or “Jackson Financial”) together with its subsidiaries (the “Company,” which also may be referred to as “we,” “our” or “us”), is a financial services company focused on helping Americans grow and protect their retirement savings and income to enable them to pursue financial freedom for life. Jackson Financial is domiciled in the state of Delaware in the United States (“U.S.”). Prior to September 13, 2021, we were a majority-owned subsidiary of Prudential plc ("Prudential"), London, England and served as Prudential's holding company for its U.S. operations. On September 13, 2021, the Company demerged from Prudential (the "Demerger") and became a stand-alone U.S. public company. Prudential retained an equity interest in the Company after the Demerger, but as of June 30, 2023, sold its entire equity interest in the Company. Jackson Financial’s primary life insurance subsidiary, Jackson National Life Insurance Company and its insurance subsidiaries (collectively, “Jackson”), is licensed to sell group and individual annuity products (including immediate, registered index-linked, deferred fixed, fixed index and variable annuities), and individual life insurance products, including variable universal life, in all 50 states and the District of Columbia. Jackson also participates in the institutional products market through the issuance of guaranteed investment contracts (“GICs”), funding agreements and medium-term note funding agreements. In addition to Jackson, Jackson Financial’s other operating subsidiaries are as follows: • PPM America, Inc. (“PPM”), a registered investment adviser, is the Company’s investment management operation that manages the life insurance companies’ general account investment funds. PPM also provides investment services to other former affiliated and unaffiliated institutional clients. • Brooke Life Insurance Company (“Brooke Life”), the direct parent of Jackson, is a Michigan life insurance company licensed to sell life insurance and annuity products in the state of Michigan. • Brooke Life Reinsurance Company ("Brooke Re"), also a direct subsidiary of Brooke Life, was formed January 1, 2024, as a Michigan captive reinsurance company. Other significant wholly-owned subsidiaries of Jackson are as follows: • Life insurers: Jackson National Life Insurance Company of New York (“Jackson NY” or “JNY”); Squire Reassurance Company LLC (“Squire Re”); Squire Reassurance Company II, Inc. (“Squire Re II”); and VFL International Life Company SPC, LTD; • Registered broker-dealer: Jackson National Life Distributors LLC (“JNLD”); and • Registered investment adviser: Jackson National Asset Management LLC (“JNAM”) manages the life insurance companies' separate account funds underlying our variable annuities products, which funds are sub-advised. JNAM manages and oversees those sub-advisers. The Company's Condensed Consolidated Financial Statements also include other insignificant partnerships, limited liability companies (“LLCs”) and other variable interest entities (“VIEs”) in which the Company is deemed the primary beneficiary. See Notes to Condensed Consolidated Financial Statements. 8 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 1. Business and Basis of Presentation Brooke Life Reinsurance Company During the first quarter of 2024, Jackson entered into a reinsurance transaction with Brooke Re and all economics of the transaction were effective as of January 1, 2024. Jackson and Brooke Re are both direct subsidiaries of Brooke Life and the reinsurance transaction eliminates upon consolidation at JFI. The reinsurance transaction primarily provides for the cession from Jackson to Brooke Re of liabilities associated with certain guaranteed benefit riders under our variable annuity contracts and similar products of Jackson (“market risk benefits”), both in-force on the effective date of the reinsurance agreement and written in the future (i.e., on a “flow” basis). Brooke Re utilizes a modified U.S. generally accepted accounting principles ("U.S. GAAP") approach primarily related to market risk benefits, to increase alignment between assets and liabilities in response to changes in economic factors. The reinsurance transaction allows us to mitigate the impact of the cash surrender value floor on Jackson’s total adjusted capital, statutory required capital, and risk-based capital ratio, as well as to allow for more efficient economic hedging of the underlying risks of Jackson’s business. Basis of Presentation The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with U.S. GAAP for interim financial information. Accordingly, certain financial information that is normally included in annual financial statements prepared in accordance with U.S. GAAP, but not required for interim reporting purposes, has been condensed or omitted. These Condensed Consolidated Financial Statements should be read in conjunction with the audited Consolidated Financial Statements and the related notes included in our Annual Report on Form 10-K for the year ended December 31, 2023, as filed with the SEC on February 28, 2024, (the "2023 Annual Report"). The condensed consolidated financial information as of December 31, 2023, included herein, has been derived from the audited Consolidated Financial Statements in the 2023 Annual Report. Certain accounting policies, which significantly affect the determination of financial condition, results of operations and cash flows, are summarized in the Notes to Consolidated Financial Statements in the Company’s 2023 Annual Report. In the opinion of management, these Condensed Consolidated Financial Statements include all normal recurring adjustments necessary for a fair presentation of the Company’s results. Operating results for the three and six months ended June 30, 2024, are not necessarily indicative of the results that may be expected for the full year ending December 31, 2024. All material intercompany accounts and transactions have been eliminated in consolidation. All prior period amounts have been conformed to the current period presentation, unless otherwise indicated below. With the establishment of Brooke Re in the first quarter of 2024, the Company’s hedging program was enhanced to align hedging instruments more closely with market risk benefit reserves, which resulted in higher levels of interest rate hedging consistent with the economics of our business. In connection with this enhanced hedging approach, the Company reviewed its existing interest rate hedging instruments and determined that interest rate swaps that were historically used for duration management purposes should be recharacterized as supporting our hedging of variable annuity market risk benefits. Accordingly, effective January 1, 2024, the periodic settlements and change in settlement accruals on interest rate swaps are now classified as non-operating and excluded from pretax adjusted operating earnings. Prior period amounts have not been adjusted for this prospective recharacterization with respect to interest rate swaps. Additionally, to better represent the underlying performance of our business, we have made certain reclassifications between financial statement line items within the Condensed Consolidated Income Statement and our non-GAAP financial measure of pretax adjusted operating earnings. These reclassifications described below had no impact on Net Income or Adjusted Operating Earnings. • Operating derivative income (loss) will no longer be shown as a separate line item within pretax adjusted operating earnings, and these amounts have been reclassified to net investment income. After recharacterizing the interest rate swaps described above, the only item remaining in operating derivatives was periodic settlements and change in settlement accruals on cross-currency swaps that are intended to hedge certain foreign denominated fixed maturity securities. This reclassification only applies to pretax adjusted operating earnings (non-GAAP). 9 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 1. Business and Basis of Presentation • Interest costs related to portfolio leverage transactions (repurchase agreements, Federal Home Loan Bank short-term advances, and cash collateral costs) were reclassified from Interest Expense to Net Investment Income. This reclassification applies to Net Income (GAAP) and pretax adjusted operating earnings (non-GAAP). Use of Estimates The preparation of these Condensed Consolidated Financial Statements in conformity with U.S. GAAP requires the use of estimates and assumptions about future events that affect the amounts reported in the Condensed Consolidated Financial Statements and the accompanying notes. Significant estimates or assumptions, as further discussed in these notes, include: • Valuation of investments and derivative instruments, including fair values of securities deemed to be in an illiquid market and the determination of when an impairment is necessary; • Assumptions used in calculating policy reserves and liabilities including policyholder behavior, mortality rates, expenses, investment returns and policy crediting rates; • Assumptions as to future earnings levels being sufficient to realize deferred tax benefits; • Estimates related to expectations of credit losses on certain financial assets and off-balance sheet exposures; • Assumptions and estimates associated with the Company’s tax positions, including an estimate of the dividends received deduction, which impact the amount of recognized tax benefits recorded by the Company; • Assumptions used in calculating market risk benefits including policyholder behavior, mortality rates, and capital market assumptions; and • Assumptions impacting the expected term used in amortizing deferred acquisition costs, including policyholder behavior and mortality rates. These estimates and assumptions are based on management’s best estimates and judgments. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other appropriate factors. As facts and circumstances dictate, these estimates and assumptions may be adjusted. Since future events and their effects cannot be determined with precision, actual results could differ significantly from these estimates. Changes in estimates, including those resulting from continuing changes in the economic environment, will be reflected in the Consolidated Financial Statements in the periods the estimates are changed. 2. New Accounting Standards Changes in Accounting Principles – Adopted in Current Year In March 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting.” The guidance provides optional expedients for applying U.S. GAAP to contracts and other transactions affected by reference rate reform and was originally effective for contract modifications made between March 12, 2020 and December 31, 2022. In December 2022, the FASB issued ASU 2022-06, “Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848” that defers the sunset date of Topic 848 from December 31, 2022 to December 31, 2024, after which entities will no longer be permitted to apply the relief in Topic 848. If certain criteria are met, an entity will not be required to remeasure or reassess contracts impacted by reference rate reform. The practical expedient allowed by this standard was elected and is being applied prospectively by the Company as reference rate reform has unfolded. The contracts modified to date met the criteria for the practical expedient and, therefore, had no material impact on the Company’s Condensed Consolidated Financial Statements. The Company will continue to evaluate the impact of reference rate reform on contract modifications and other transactions through December 31, 2024. Changes in Accounting Principles – Issued but Not Yet Adopted In November 2023, the FASB issued ASU 2023-07, “Improvements to Reportable Segment Disclosures”, which requires a public entity to disclose its significant segment expenses regularly provided to the chief operating decision maker ("CODM") and the amount and composition of other segment items. It also requires a public entity to disclose the title and position of the CODM. The ASU allows a public entity to disclose multiple measurements of segment profit or loss if a CODM uses multiple measures to assess segment’s performance and allocate resources. This ASU also expands the current interim disclosure requirements to require that nearly all of the annual segment disclosures be made on an interim basis. 10 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 2. New Accounting Standards The amendments in this ASU will be effective for the Company for annual periods beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted, and are to be applied retrospectively. The Company is in the process of evaluating the impact of the new guidance and does not plan to early adopt. In December 2023, the FASB issued ASU 2023-09, “Improvements to Income Tax Disclosures”, which enhances annual income tax disclosures by requiring disclosure of disaggregated information about a reporting entity’s effective tax rate reconciliation as well as information on income taxes paid. The new requirements in this ASU will be effective for the Company for annual periods beginning after December 15, 2024, with early adoption permitted, and are to be applied on a prospective basis with the option to apply retrospectively. The Company is in the process of evaluating the impact of the new guidance and determining the transition method and the timing of adoption. 3. Segment Information The Company has three reportable segments: Retail Annuities, Institutional Products, and Closed Life and Annuity Block. The Company reports in Corporate and Other, certain activities and items that are not included in these reportable segments, including the results of PPM Holdings, Inc., the holding company of PPM, which manages the majority of the Company’s general account investment portfolio. The reportable segments reflect how the Company’s chief operating decision maker views and manages the business. The following is a brief description of the Company’s reportable segments, plus its Corporate and Other segment. Retail Annuities The Company’s Retail Annuities segment offers a variety of retirement income and savings products through its diverse suite of products, consisting primarily of variable annuities, registered index-linked annuities ("RILA"), fixed index annuities, fixed annuities, and payout annuities. These products are distributed through various wirehouses, insurance brokers and independent broker-dealers, as well as through banks and financial institutions. The Company’s variable annuities represent an attractive option for retirees and soon-to-be retirees, providing access to equity market appreciation and add-on benefits, including guaranteed lifetime income. A RILA offers customers access to market returns through market index-linked investment options, subject to a cap, and offers a variety of features designed to modify or limit losses. A fixed index annuity is designed for investors who desire principal protection with the opportunity to participate in capped upside investment returns linked to a reference market index. The Company also provides access to guaranteed lifetime income as an add-on benefit. A fixed annuity is a guaranteed product designed to build wealth without market exposure, through a crediting rate that is likely to be superior to interest rates offered by banks or money market funds. The financial results of the variable annuity business within the Company’s Retail Annuities segment are largely dependent on the performance of the contract holder account value, which impacts both the level of fees collected and the benefits paid to the contract holder. The financial results of the Company’s fixed annuities, including the fixed option on variable annuities, RILA and fixed index annuities, are largely dependent on the Company’s ability to earn a spread between earned investment rates on general account assets and the interest credited to contract holders. Institutional Products The Company’s Institutional Products segment consists of traditional Guaranteed Investment Contracts ("GICs"), funding agreements (including agreements issued in conjunction with the Company’s participation in the U.S. Federal Home Loan Bank ("FHLB") program) and medium-term note funding agreements. The Company’s GIC products are marketed to defined contribution pension and profit-sharing retirement plans. Funding agreements are marketed to institutional investors, including corporate cash accounts and securities lending funds, as well as money market funds, and are issued to the FHLB in connection with its program. The financial results of the Company’s institutional products business are primarily dependent on the Company’s ability to earn a spread between earned investment rates on general account assets and the interest credited on GICs and funding agreements. 11 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 3. Segment Information Closed Life and Annuity Blocks The Company's Closed Life and Annuity Blocks segment is primarily composed of blocks of business that have been acquired since 2004. This segment includes various protection products, primarily whole life, universal life, variable universal life, and term life insurance products, as well as fixed, fixed index, and payout annuities. The Closed Life and Annuity Blocks segment also includes a block of group payout annuities that we assumed from John Hancock Life Insurance Company (USA) and John Hancock Life Insurance Company of New York through reinsurance transactions in 2018 and 2019, respectively. The Company historically offered traditional and interest-sensitive life insurance products but discontinued new sales of life insurance products in 2012, as we believe opportunistically acquiring mature blocks of life insurance policies is a more efficient means of diversifying our in-force business than selling new life insurance products. The profitability of the Company’s Closed Life and Annuity Blocks segment is largely driven by its historical ability to appropriately price its products and purchase appropriately priced blocks of business, as realized through underwriting, expense and net gains (losses) on derivatives and investments, and the ability to earn an assumed rate of return on the assets supporting that business. Corporate and Other The Company’s Corporate and Other segment primarily consists of the operations of its investment management subsidiary, PPM, VIE’s, and unallocated corporate income and expenses. The Corporate and Other segment also includes certain eliminations and consolidation adjustments. Segment Performance Measurement Segment operating revenues and pretax adjusted operating earnings are non-GAAP financial measures that management believes are critical to the evaluation of the financial performance of the Company’s segments. The Company uses the same accounting policies and procedures to measure segment pretax adjusted operating earnings as used in its reporting of consolidated net income. Its primary measure is pretax adjusted operating earnings, which is defined as net income recorded in accordance with U.S. GAAP, excluding certain items that may be highly variable from period to period due to accounting treatment under U.S. GAAP, or that are non-recurring in nature, as well as certain other revenues and expenses that are not considered to drive underlying performance. Operating revenues and pretax adjusted operating earnings should not be used as a substitute for revenues and net income, respectively, as calculated in accordance with U.S. GAAP. Pretax adjusted operating earnings equals net income adjusted to eliminate the impact of the items described in the following numbered paragraphs. These items are excluded from pretax adjusted operating earnings as they may vary significantly from period to period due to near-term market conditions and, therefore, are not directly comparable or reflective of the underlying performance of our business. We believe these exclusions provide investors a better picture of the drivers of our underlying performance. 1. Net Hedging Results: Comprised of: (i) fees attributed to guaranteed benefits; (ii) changes in the fair value of freestanding derivatives used to manage the risk associated with market risk benefits and other guaranteed benefit features, excluding earned income from periodic settlements and changes in settlement accruals on cross-currency swaps; (iii) the movements in reserves, market risk benefits, guaranteed benefit features accounted for as embedded derivative instruments, and related claims and benefit payments; (iv) amortization of the balance of unamortized deferred acquisition costs, at January 1, 2021, the date of transition to current Long Duration Targeted Improvements ("LDTI") accounting guidance, associated with items excluded from pretax adjusted operating earnings prior to transition; and (v) the impact on the valuation of Guaranteed Benefits and Net Hedging Results arising from changes in underlying actuarial assumptions. We believe excluding these items removes the impact to both revenue and related expenses associated with Guaranteed Benefits and Net Hedging Results. 2. Net Realized Investment Gains and Losses: Comprised of: (i) realized investment gains and losses associated with the periodic sales or disposals of securities, excluding those held within our trading portfolio; and (ii) impairments of securities, after adjustment for the non-credit component of the impairment charges. 12 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 3. Segment Information 3. Change in Value of Funds Withheld Embedded Derivative and Net Investment Income on Funds Withheld Assets: Comprised of: (i) the change in fair value of funds withheld embedded derivatives; and (ii) net investment income on funds withheld assets related to funds withheld reinsurance transactions. 4. Other items: Comprised of: (i) the impact of investments that are consolidated in our financial statements due to U.S. GAAP accounting requirements, such as our investments in collateralized loan obligations ("CLOs"), but for which the consolidation effects are not consistent with our economic interest or exposure to those entities, and (ii) one-time or other non-recurring items. 5. Income taxes. Set forth in the tables below is certain information with respect to the Company’s segments (in millions): Three Months Ended June 30, 2024 Retail Annuities Institutional Products Closed Life and Annuity Blocks Corporate and Other Total Consolidated Operating Revenues Fee income $ 1,102 $ — $ 112 $ 12 $ 1,226 Premiums 12 — 28 — 40 Net investment income 166 118 168 ( 1 ) 451 Other income 9 — 7 ( 6 ) 10 Total Operating Revenues 1,289 118 315 5 1,727 Operating Benefits and Expenses Death, other policy benefits and change in policy reserves, net of deferrals 9 — 144 — 153 (Gain) loss from updating future policy benefits cash flow assumptions, net ( 15 ) — ( 2 ) — ( 17 ) Interest credited on other contract holder funds, net of deferrals and amortization 84 88 101 — 273 Interest expense 6 — — 20 26 Operating costs and other expenses, net of deferrals 601 1 35 41 678 Amortization of deferred acquisition costs 139 — 2 — 141 Total Operating Benefits and Expenses 824 89 280 61 1,254 Pretax Adjusted Operating Earnings $ 465 $ 29 $ 35 $ ( 56 ) $ 473 13 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 3. Segment Information Three Months Ended June 30, 2023 Retail Annuities Institutional Products Closed Life and Annuity Blocks Corporate and Other Total Consolidated Operating Revenues Fee income $ 1,002 $ — $ 116 $ 13 $ 1,131 Premiums 6 — 49 — 55 Net investment income 92 102 161 7 362 Other income 10 — 6 3 19 Total Operating Revenues 1,110 102 332 23 1,567 Operating Benefits and Expenses Death, other policy benefits and change in policy reserves, net of deferrals 12 — 154 — 166 (Gain) loss from updating future policy benefits cash flow assumptions, net — — 11 — 11 Interest credited on other contract holder funds, net of deferrals and amortization 96 84 115 — 295 Interest expense 6 — — 22 28 Operating costs and other expenses, net of deferrals 529 1 42 48 620 Amortization of deferred acquisition costs 139 — 3 — 142 Total Operating Benefits and Expenses 782 85 325 70 1,262 Pretax Adjusted Operating Earnings $ 328 $ 17 $ 7 $ ( 47 ) $ 305 Six Months Ended June 30, 2024 Retail Annuities Institutional Products Closed Life and Annuity Blocks Corporate and Other Total Consolidated Operating Revenues Fee income $ 2,185 $ — $ 224 $ 24 $ 2,433 Premiums 22 — 58 — 80 Net investment income 318 231 331 3 883 Other income 17 — 14 ( 20 ) 11 Total Operating Revenues 2,542 231 627 7 3,407 Operating Benefits and Expenses Death, other policy benefits and change in policy reserves, net of deferrals 25 — 288 — 313 (Gain) loss from updating future policy benefits cash flow assumptions, net ( 14 ) — 6 — ( 8 ) Interest credited on other contract holder funds, net of deferrals and amortization 172 169 205 — 546 Interest expense 12 — — 39 51 Operating costs and other expenses, net of deferrals 1,187 2 70 104 1,363 Amortization of deferred acquisition costs 276 — 4 — 280 Total Operating Benefits and Expenses 1,658 171 573 143 2,545 Pretax Adjusted Operating Earnings $ 884 $ 60 $ 54 $ ( 136 ) $ 862 14 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 3. Segment Information Six Months Ended June 30, 2023 Retail Annuities Institutional Products Closed Life and Annuity Blocks Corporate and Other Total Consolidated Operating Revenues Fee income $ 1,977 $ — $ 233 $ 26 $ 2,236 Premiums 10 — 72 — 82 Net investment income 207 188 328 25 748 Other income 19 — 10 5 34 Total Operating Revenues 2,213 188 643 56 3,100 Operating Benefits and Expenses Death, other policy benefits and change in policy reserves, net of deferrals ( 3 ) — 317 — 314 (Gain) loss from updating future policy benefits cash flow assumptions, net ( 2 ) — 27 — 25 Interest credited on other contract holder funds, net of deferrals and amortization 194 160 226 — 580 Interest expense 12 — — 44 56 Operating costs and other expenses, net of deferrals 1,051 2 81 102 1,236 Amortization of deferred acquisition costs 277 — 5 — 282 Total Operating Benefits and Expenses 1,529 162 656 146 2,493 Pretax Adjusted Operating Earnings $ 684 $ 26 $ ( 13 ) $ ( 90 ) $ 607 Intersegment eliminations in the above tables are included in the Corporate and Other segment. These include the elimination of investment income, between Retail Annuities and the Corporate and Other segments, as well as the elimination from fee income and investment income of investment fees paid by Jackson Financial and its subsidiaries to PPM, which were $ 20 million and $ 19 million for the three months ended June 30, 2024 and 2023, respectively, and $ 39 million and $ 37 million for the six months ended June 30, 2024 and 2023, respectively . The following table summarizes the reconciling items from the non-GAAP measure of total operating revenues to the U.S. GAAP measure of total revenues attributable to the Company (in millions): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Total operating revenues $ 1,727 $ 1,567 $ 3,407 $ 3,100 Fees attributed to guarantee benefit reserves 780 781 1,568 1,561 Net gains (losses) on derivatives and investments ( 1,550 ) ( 2,205 ) ( 4,635 ) ( 5,567 ) Net investment income (loss) related to noncontrolling interests 7 3 14 4 Consolidated investments ( 2 ) ( 18 ) 16 ( 41 ) Net investment income on funds withheld assets 285 252 555 559 Total revenues (1) $ 1,247 $ 380 $ 925 $ ( 384 ) (1) Substantially all the Company's revenues originated in the U.S. There were no customers that, individually, generate revenues that exceeded 10% of total revenues. 15 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 3. Segment Information The following table summarizes the reconciling items from the non-GAAP measure of total operating benefits and expenses to the U.S. GAAP measure of total benefits and expenses attributable to the Company (in millions): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Total operating benefits and expenses $ 1,254 $ 1,262 $ 2,545 $ 2,493 Net (gain) loss on market risk benefits ( 516 ) ( 2,570 ) ( 3,234 ) ( 2,744 ) Benefits attributed to guaranteed benefit features 55 74 118 154 Amortization of DAC related to non-operating revenues and expenses 136 149 275 302 Total benefits and expenses $ 929 $ ( 1,085 ) $ ( 296 ) $ 205 The following table summarizes the reconciling items, from the non-GAAP measure of pretax adjusted operating earnings to the U.S. GAAP measure of net income attributable to the Company (in millions): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Pretax adjusted operating earnings $ 473 $ 305 $ 862 $ 607 Pre-tax reconciling items from adjusted operating income to net income (loss) attributable to Jackson Financial Inc.: Fees attributable to guarantee benefit reserves 780 781 1,568 1,561 Net movement in freestanding derivatives ( 1,083 ) ( 1,911 ) ( 3,659 ) ( 4,423 ) Market risk benefits gains (losses), net 516 2,570 3,234 2,744 Net reserve and embedded derivative movements ( 278 ) ( 194 ) ( 642 ) ( 383 ) Amortization of DAC associated with non-operating items at date of transition to LDTI ( 136 ) ( 149 ) ( 275 ) ( 302 ) Total Guaranteed benefits and net hedging results ( 201 ) 1,097 226 ( 803 ) Net realized investment gains (losses) ( 30 ) ( 40 ) ( 37 ) ( 108 ) Net realized investment gains (losses) on funds withheld assets ( 214 ) ( 134 ) ( 415 ) ( 807 ) Net investment income on funds withheld assets 285 252 555 559 Other items ( 2 ) ( 18 ) 16 ( 41 ) Pretax income (loss) attributable to Jackson Financial Inc. 311 1,462 1,207 ( 593 ) Income tax expense (benefit) 36 245 137 ( 313 ) Net income (loss) attributable to Jackson Financial Inc. 275 1,217 1,070 ( 280 ) Dividends on preferred stock 11 13 22 13 Net income (loss) attributable to Jackson Financial Inc. common shareholders $ 264 $ 1,204 $ 1,048 $ ( 293 ) 16 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 4. Investments 4. Investments Investments consist primarily of fixed-income securities and loans, principally publicly-traded corporate and government bonds, asset-backed securities and mortgage loans. Asset-backed securities include mortgage-backed and other structured securities. The Company generates the majority of its general account deposits from interest-sensitive individual annuity contracts, life insurance products and institutional products on which it has committed to pay a declared rate of interest. The Company's strategy of investing in fixed-income securities and loans seeks the matching of the asset yield with the amounts credited to the interest-sensitive liabilities and to earn a stable return on its investments. Debt Securities The following table sets forth the composition of the fair value of debt securities at June 30, 2024, and December 31, 2023, classified by rating categories as assigned by a nationally recognized statistical rating organization (a “rating agency”), the National Association of Insurance Commissioners (the “NAIC”), or if not rated by such organizations, the Company’s investment advisors. The Company uses the second lowest rating by a rating agency when rating agencies ratings are not equivalent and, for purposes of the table, if not otherwise rated by a rating agency, the NAIC rating of a security is converted to an equivalent rating agency rating. At June 30, 2024 and December 31, 2023, the carrying value of investments rated by the Company’s consolidated investment advisor totaled $ 352 million and $ 486 million, respectively. Percent of Total Debt Securities Carrying Value June 30, 2024 December 31, 2023 Investment Rating U.S. government securities 9.0 % 10.1 % AAA 6.3 % 6.5 % AA 9.2 % 9.0 % A 31.0 % 31.5 % BBB 36.8 % 35.9 % Investment grade 92.3 % 93.0 % BB 3.8 % 3.5 % B and below 3.9 % 3.5 % Below investment grade 7.7 % 7.0 % Total debt securities 100.0 % 100.0 % At June 30, 2024 and December 31, 2023, the total carrying value of debt securities in an unrealized loss position consisted of: June 30, 2024 December 31, 2023 Investment grade securities 79 % 77 % Below investment grade securities 2 % 2 % Not rated securities 19 % 21 % Unrealized losses on debt securities that were below investment grade or not rated were approximately 21 % and 21 % of the aggregate gross unrealized losses on available-for-sale debt securities at June 30, 2024 and December 31, 2023, respectively. 17 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 4. Investments Corporate securities in an unrealized loss position were diversified across industries as follows (in millions, except percentages): June 30, 2024 December 31, 2023 Industries accounting for the largest percentage of corporate gross unrealized losses: Utility 18 % 17 % Financial Services 13 % 14 % Largest unrealized loss related to a single corporate obligor $ 53 $ 50 At June 30, 2024 and December 31, 2023, the amortized cost, allowance for credit loss ("ACL"), gross unrealized gains and losses, and fair value of debt securities, including trading securities and securities carried at fair value under the fair value option, were as follows (in millions): Allowance Gross Gross Amortized for Unrealized Unrealized Fair June 30, 2024 Cost (1) Credit Loss Gains Losses Value U.S. government securities $ 4,780 $ — $ — $ 934 $ 3,846 Other government securities 1,571 — — 255 1,316 Public utilities 5,697 — 26 618 5,105 Corporate securities 29,313 13 113 2,828 26,585 Residential mortgage-backed 426 6 11 70 361 Commercial mortgage-backed 1,641 — 2 125 1,518 Other asset-backed securities 4,511 8 8 251 4,260 Total debt securities $ 47,939 $ 27 $ 160 $ 5,081 $ 42,991 Allowance Gross Gross Amortized for Unrealized Unrealized Fair December 31, 2023 Cost (1) Credit Loss Gains Losses Value U.S. government securities $ 5,154 $ — $ 3 $ 845 $ 4,312 Other government securities 1,622 — 1 221 1,402 Public utilities 5,598 — 42 513 5,127 Corporate securities 27,870 15 194 2,572 25,477 Residential mortgage-backed 422 6 12 53 375 Commercial mortgage-backed 1,569 — 1 147 1,423 Other asset-backed securities 4,830 — 6 309 4,527 Total debt securities $ 47,065 $ 21 $ 259 $ 4,660 $ 42,643 (1) Amortized cost, apart from the carrying value for securities carried at fair value under the fair value option and trading securities. 18 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 4. Investments The amortized cost, ACL, gross unrealized gains and losses, and fair value of debt securities at June 30, 2024, by contractual maturity, are shown below (in millions). Actual maturities may differ from contractual maturities where securities can be called or prepaid with or without early redemption penalties. Allowance Gross Gross Amortized for Unrealized Unrealized Fair Cost (1) Credit Loss Gains Losses Value Due in 1 year or less $ 2,691 $ — $ — $ 19 $ 2,672 Due after 1 year through 5 years 10,772 10 28 305 10,485 Due after 5 years through 10 years 12,388 3 59 1,023 11,421 Due after 10 years through 20 years 8,551 — 48 1,494 7,105 Due after 20 years 6,959 — 4 1,794 5,169 Residential mortgage-backed 426 6 11 70 361 Commercial mortgage-backed 1,641 — 2 125 1,518 Other asset-backed securities 4,511 8 8 251 4,260 Total $ 47,939 $ 27 $ 160 $ 5,081 $ 42,991 (1) Amortized cost, apart from the carrying value for securities carried at fair value under the fair value option and trading securities. As required by law in various states in which business is conducted, securities with a carrying value of $ 86 million and $ 91 million at June 30, 2024 and December 31, 2023, respectively, were on deposit with regulatory authorities. Residential mortgage-backed securities (“RMBS”) include certain RMBS that are collateralized by residential mortgage loans and are neither expressly nor implicitly guaranteed by U.S. government agencies (“non-agency RMBS”). The Company’s non-agency RMBS include investments in securities backed by prime, Alt-A, and subprime loans, as follows (in millions): Allowance Gross Gross Amortized for Unrealized Unrealized Fair June 30, 2024 Cost (1) Credit Loss Gains Losses Value Prime $ 161 $ 3 $ 1 $ 20 $ 139 Alt-A 84 3 5 35 51 Subprime 6 — 4 — 10 Total non-agency RMBS $ 251 $ 6 $ 10 $ 55 $ 200 Allowance Gross Gross Amortized for Unrealized Unrealized Fair December 31, 2023 Cost (1) Credit Loss Gains Losses Value Prime $ 164 $ 2 $ 1 $ 19 $ 144 Alt-A 71 3 5 20 53 Subprime 7 1 4 — 10 Total non-agency RMBS $ 242 $ 6 $ 10 $ 39 $ 207 (1) Amortized cost, apart from carrying value for securities carried at fair value under the fair value option and trading securities. The Company defines its exposure to non-agency RMBS as follows: • Prime loan-backed securities are collateralized by mortgage loans made to the highest rated borrowers. • Alt-A loan-backed securities are collateralized by mortgage loans made to borrowers who lack credit documentation or necessary requirements to obtain prime borrower rates. • Subprime loan-backed securities are collateralized by mortgage loans made to borrowers that have a FICO score of 660 or lower. 19 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 4. Investments The following table summarizes the number of securities, fair value and the gross unrealized losses of debt securities, aggregated by investment category and length of time that individual debt securities have been in a continuous loss position (dollars in millions): June 30, 2024 December 31, 2023 Less than 12 months Less than 12 months Gross Fair Value Gross Fair Value Unrealized # of Unrealized # of Losses securities Losses securities U.S. government securities $ 57 $ 537 18 $ 52 $ 306 11 Other government securities 1 36 9 1 51 9 Public utilities 22 686 84 11 287 32 Corporate securities 119 3,939 538 50 1,331 227 Residential mortgage-backed 5 66 29 2 48 45 Commercial mortgage-backed 18 235 23 — 46 6 Other asset-backed securities 28 665 57 27 707 55 Total temporarily impaired securities $ 250 $ 6,164 758 $ 143 $ 2,776 385 12 months or longer 12 months or longer Gross Fair Value Gross Fair Value Unrealized # of Unrealized # of Losses securities Losses securities U.S. government securities $ 877 $ 2,705 26 $ 793 $ 2,774 23 Other government securities 254 1,259 149 220 1,301 151 Public utilities 596 3,792 481 502 4,105 491 Corporate securities 2,709 15,837 2,076 2,522 17,457 2,207 Residential mortgage-backed 65 224 244 51 251 219 Commercial mortgage-backed 107 1,153 165 147 1,294 177 Other asset-backed securities 223 2,056 284 282 3,141 427 Total temporarily impaired securities $ 4,831 $ 27,026 3,425 $ 4,517 $ 30,323 3,695 Total Total Gross Gross Unrealized Fair # of Unrealized Fair # of Losses Value securities (1) Losses Value securities (1) U.S. government securities $ 934 $ 3,242 38 $ 845 $ 3,080 30 Other government securities 255 1,295 158 221 1,352 157 Public utilities 618 4,478 544 513 4,392 513 Corporate securities 2,828 19,776 2,488 2,572 18,788 2,355 Residential mortgage-backed 70 290 269 53 299 262 Commercial mortgage-backed 125 1,388 184 147 1,340 182 Other asset-backed securities 251 2,721 337 309 3,848 469 Total temporarily impaired securities $ 5,081 $ 33,190 4,018 $ 4,660 $ 33,099 3,968 (1) Certain securities contain multiple lots and fit the criteria of both aging groups. Debt securities in an unrealized loss position as of June 30, 2024 did not require an impairment recognized in earnings as (i) the Company did not intend to sell these debt securities, (ii) it is not more likely than not that the Company will be required to sell these securities before recovery of their amortized cost basis, and (iii) the difference in the fair value compared to the amortized cost was due to factors other than credit loss. Based upon this evaluation, the Company believes it has the ability to generate adequate amounts of cash from normal operations to meet cash requirements with a reasonable margin of safety without requiring the sale of impaired securities. 20 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 4. Investments As of June 30, 2024, unrealized losses associated with debt securities are primarily due to widening credit spreads or rising risk-free rates since purchase. As described below, the Company performed analyses of the financial performance of the underlying issues in an unrealized loss position and determined that recovery of the entire amortized cost of each impaired security is expected. Evaluation of Available-for-Sale Debt Securities for Credit Loss For debt securities in an unrealized loss position, management first assesses whether the Company has the intent to sell, or whether it is more likely than not it will be required to sell, the security before the amortized cost basis is fully recovered. If either criterion is met, the amortized cost is written down to fair value through net gains (losses) on derivatives and investments as an impairment. If neither criterion is met, the securities are further evaluated to determine if the cause of the decline in fair value resulted from credit losses or other factors, such as estimates about issuer operations and future earnings potential. The credit loss evaluation for a security may consider the following: the extent to which the fair value is below amortized cost; changes in ratings; whether a significant covenant has been breached; assessments of the issuer’s ability to make scheduled debt payments based upon judgments related to its current and projected financial position, including whether it has filed or indicated a possibility of filing for bankruptcy, has missed or announced it intends to miss a scheduled debt service payment, or has experienced a specific material adverse change that may impair its creditworthiness; the existence of, and realizable value of, any collateral backing the obligations; and the macro-economic and micro-economic outlooks for the issuer and its industry. In addition to the above, the credit loss review of asset-backed securities includes an assessment of future estimated cash flows under expected and stress case scenarios, to identify potential shortfalls in contractual payments. These estimated cash flows are developed using available performance indicators from the underlying assets, such as current and projected default or delinquency rates, levels of credit enhancement, current subordination levels, vintage, expected loss severity and other relevant characteristics. For mortgage-backed securities, credit losses are assessed using a cash flow model that estimates the cash flows on the underlying mortgages, using the security-specific collateral characteristics and transaction structure. The model estimates cash flows from the underlying mortgage loans and distributes those cash flows to various tranches of securities based on the transaction structure and any existing subordination and credit enhancements. The cash flow model incorporates actual cash flows on the mortgage-backed securities through the current period and then projects the remaining cash flows using a number of assumptions, including prepayment timing, default rates and loss severity. Specifically, for prime and Alt-A RMBS, the assumed default percentage is dependent on the severity of delinquency status, with foreclosures and real estate owned receiving higher rates, but also includes the currently performing loans. These estimates reflect a combination of data derived by third parties and internally developed assumptions. Where possible, this data is benchmarked against other third-party sources. In addition, these estimates are extrapolated along a default timing curve to estimate the total lifetime pool default rate. When a credit loss is determined to exist and the present value of cash flows expected to be collected is less than the amortized cost of the security, an allowance for credit loss is recorded along with a charge to net gains (losses) on derivatives and investments, limited by the amount that the fair value is less than amortized cost. Any remaining unrealized loss after recording the allowance for credit loss is the non-credit amount and is recorded to other comprehensive income. There are inherent uncertainties in assessing the fair values assigned to the Company’s investments. The Company’s reviews of net present value and fair value involve several criteria including economic conditions, credit loss experience, other issuer-specific developments and estimated future cash flows. These assessments are based on the best available information at the time. Factors such as market liquidity, the widening of bid/ask spreads and a change in the cash flow assumptions can contribute to future price volatility. If actual experience differs negatively from the assumptions and other considerations used in the Consolidated Financial Statements, unrealized losses currently reported in accumulated other comprehensive income (loss) may be recognized in the Consolidated Income Statements in future periods. 21 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 4. Investments The Company currently has no intent to sell securities with unrealized losses considered to be temporary until they mature or recover in value and believes that it has the ability to do so. However, if the specific facts and circumstances surrounding an individual security, or the outlook for its industry sector change, the Company may sell the security prior to its maturity or recovery and realize a loss. The allowance for credit loss for specific debt securities may be increased or reversed in subsequent periods due to changes in the assessment of the present value of cash flows that are expected to be collected. Any changes to the allowance for credit loss is recorded as a provision for (or reversal of) credit loss expense in net gains (losses) on derivatives and investments. When all, or a portion, of a security is deemed uncollectible, the uncollectible portion is written-off with an adjustment to amortized cost and a corresponding reduction to the allowance for credit losses. Accrued interest receivables are presented separate from the amortized cost basis of debt securities. Accrued interest receivables that are determined to be uncollectible are written off with a corresponding reduction to net investment income. Accrued interest of nil and nil was written off during the three and six months ended June 30, 2024 and 2023, respectively. The roll-forward of the allowance for credit loss for available-for-sale securities by sector is as follows (in millions): Three Months Ended June 30, 2024 US government securities Other government securities Public utilities Corporate securities Residential mortgage-backed Commercial mortgage-backed Other asset-backed securities Total Balance at April 1, 2024 $ — $ — $ — $ 13 $ 6 $ — $ 1 $ 20 Additions for which credit loss was not previously recorded — — — — — — — — Changes for securities with previously recorded credit loss — — — — — — 7 7 Additions for purchases of PCD debt securities (1) — — — — — — — — Reductions from charge-offs — — — — — — — — Reductions for securities disposed — — — — — — — — Securities intended/required to be sold before recovery of amortized cost basis — — — — — — — — Balance at June 30, 2024 (2) $ — $ — $ — $ 13 $ 6 $ — $ 8 $ 27 Three Months Ended June 30, 2023 US government securities Other government securities Public utilities Corporate securities Residential mortgage-backed Commercial mortgage-backed Other asset-backed securities Total Balance at April 1, 2023 $ — $ 3 $ — $ 21 $ 5 $ — $ — $ 29 Additions for which credit loss was not previously recorded — — — 1 — — — 1 Changes for securities with previously recorded credit loss — — — ( 1 ) 2 — — 1 Additions for purchases of PCD debt securities (1) — — — — — — — — Reductions from charge-offs — — — — — — — — Reductions for securities disposed — — — ( 14 ) ( 1 ) — — ( 15 ) Securities intended/required to be sold before recovery of amortized cost basis — — — — — — — — Balance at June 30, 2023 (2) $ — $ 3 $ — $ 7 $ 6 $ — $ — $ 16 22 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 4. Investments Six Months Ended June 30, 2024 US government securities Other government securities Public utilities Corporate securities Residential mortgage-backed Commercial mortgage-backed Other asset-backed securities Total Balance at January 1, 2024 $ — $ — $ — $ 15 $ 6 $ — $ — $ 21 Additions for which credit loss was not previously recorded — — — — — — 1 1 Changes for securities with previously recorded credit loss — — — — — — 7 7 Additions for purchases of PCD debt securities (1) — — — — — — — — Reductions from charge-offs — — — — — — — — Reductions for securities disposed — — — ( 2 ) — — — ( 2 ) Securities intended/required to be sold before recovery of amortized cost basis — — — — — — — — Balance at June 30, 2024 (2) $ — $ — $ — $ 13 $ 6 $ — $ 8 $ 27 Six Months Ended June 30, 2023 US government securities Other government securities Public utilities Corporate securities Residential mortgage-backed Commercial mortgage-backed Other asset-backed securities Total Balance at January 1, 2023 $ — $ 2 $ — $ 15 $ 6 $ — $ — $ 23 Additions for which credit loss was not previously recorded — — — 33 — — — 33 Changes for securities with previously recorded credit loss — 1 — ( 1 ) 2 — — 2 Additions for purchases of PCD debt securities (1) — — — — — — — — Reductions from charge-offs — — — — — — — — Reductions for securities disposed — — — ( 23 ) ( 2 ) — — ( 25 ) Securities intended/required to be sold before recovery of amortized cost basis — — — ( 17 ) — — — ( 17 ) Balance at June 30, 2023 (2) $ — $ 3 $ — $ 7 $ 6 $ — $ — $ 16 (1) Represents purchased credit-deteriorated ("PCD") fixed maturity available-for-sale securities. (2) Accrued interest receivable on debt securities totaled $ 425 million and $ 429 million as of June 30, 2024 and 2023, respectively, and was excluded from the determination of credit losses for the three and six months ended June 30, 2024 and 2023. 23 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 4. Investments Net Investment Income The sources of net investment income were as follows (in millions): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Debt securities (1) $ 394 $ 338 $ 798 $ 720 Equity securities 1 9 3 ( 1 ) Mortgage loans 82 78 165 154 Policy loans 16 16 33 33 Limited partnerships 45 ( 38 ) 86 ( 1 ) Other investment income 45 22 84 50 Total investment income excluding funds withheld assets 583 425 1,169 955 Investment expenses (2)(3) ( 120 ) ( 35 ) ( 242 ) ( 165 ) Net investment income excluding funds withheld assets 463 390 927 790 Net investment income on funds withheld assets (see Note 8) 285 252 555 559 Net investment income $ 748 $ 642 $ 1,482 $ 1,349 (1) Includes changes in fair value gains (losses) on trading securities and includes $( 3 ) million and $ 22 million for the three and six months ended June 30, 2024, respectively, and $( 35 ) million and $( 8 ) million for the three and six months ended June 30, 2023, respectively, related to the change in fair value for securities carried under the fair value option. (2) In the first quarter of 2024, interest costs principally associated with repurchase agreements and cash collateral were reclassified from interest expense to net investment income. All prior period amounts have been conformed to current period presentation. (3) Includes expenses from consolidated variable interest entities, which includes changes in fair value of notes issued by those entities, of $( 48 ) million and $( 106 ) million for the three and six months ended June 30, 2024, respectively, and $ 19 million and $( 72 ) million for the three and six months ended June 30, 2023, respectively. Unrealized gains (losses) included in investment income that were recognized on equity securities held were $( 1 ) million and $( 8 ) million, for the three months ended June 30, 2024, and 2023, respectively, and $ 6 million and $( 22 ) million, for the six months ended June 30, 2024 and 2023, respectively. Net Gains (Losses) on Derivatives and Investments The following table summarizes net gains (losses) on derivatives and investments (in millions): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Available-for-sale securities Realized gains on sale $ 4 $ 2 $ 17 $ 6 Realized losses on sale ( 31 ) ( 18 ) ( 112 ) ( 43 ) Credit loss income (expense) — — — ( 11 ) Credit loss income (expense) on mortgage loans 2 ( 13 ) ( 2 ) ( 60 ) Other (1) ( 5 ) ( 11 ) 60 — Net gains (losses) excluding derivatives and funds withheld assets ( 30 ) ( 40 ) ( 37 ) ( 108 ) Net gains (losses) on derivative instruments (see Note 5) ( 1,312 ) ( 2,072 ) ( 4,197 ) ( 4,730 ) Net gains (losses) on derivatives and investments ( 1,342 ) ( 2,112 ) ( 4,234 ) ( 4,838 ) Net gains (losses) on funds withheld reinsurance treaties (see Note 8) ( 214 ) ( 134 ) ( 415 ) ( 807 ) Total net gains (losses) on derivatives and investments $ ( 1,556 ) $ ( 2,246 ) $ ( 4,649 ) $ ( 5,645 ) (1) Includes the foreign currency gain or loss related to foreign denominated trust instruments supporting funding agreements. 24 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 4. Investments Net gains (losses) on funds withheld reinsurance treaties represents income (loss) from the sale of investments held in segregated funds withheld accounts in support of reinsurance agreements for which Jackson retains legal ownership of the underlying investments. These gains (losses) are increased or decreased by changes in the embedded derivative liability related to the Athene funds withheld coinsurance agreement and also include (i) changes in the related funds withheld payable, as all economic performance of the investments held in the segregated accounts inure to the benefit of the reinsurers under the respective reinsurance agreements with each reinsurer, and (ii) amortization of the difference between book value and fair value of the investments as of the effective date of the reinsurance agreements with each reinsurer. The aggregate fair value of securities sold at a loss for the three and six months ended June 30, 2024 was $ 625 million and $ 1,895 million, which was approximately 95 % and 93 % of book value, respectively. The aggregate fair value of securities sold at a loss for the three and six months ended June 30, 2023 was $ 356 million and $ 2,153 million, which was approximately 93 % and 96 % of book value, respectively. Proceeds from sales of available-for-sale debt securities were $ 1.2 billion and $ 2.9 billion during the three and six months ended June 30, 2024, respectively, and $ 1.3 billion and $ 3.3 billion during the three and six months ended June 30, 2023, respectively. Consolidated Variable Interest Entities ("VIEs") The Company concluded that the following entities are VIEs and that the Company is the primary beneficiary as it has 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. In each case, the Company’s exposure to loss is limited to the capital invested plus, in the cases of the limited liability companies ("LLCs") and the Private Equity Funds, unfunded capital commitments. • The Company funds affiliated LLCs to facilitate the issuance of collateralized loan obligations ("CLOs"). In December 2023, a consolidated CLO expanded its issuance by $ 97 million, net of the Company’s holding, which was not reflected in the Company's Consolidated Balance Sheet as of December 31, 2023 due to the reporting lag. In June 2024, a consolidated VIE issued $ 369 million par, net of the Company's holding, of a collateralized loan obligation. The Company's policy is to record the consolidation of VIEs on a one-month lag due to the timing of when information is available from the VIE. Therefore, the VIE's issuance of this CLO is not reflected in the Company’s Consolidated Balance Sheet as of June 30, 2024, but would not materially impact the financial position of the Company as a result of the offsetting changes to assets and liabilities. • Private Equity Funds III – VIII are limited partnership structures that invest the ownership capital in portfolios of various other limited partnership structures. The Company sold all of its investment in Private Equity Funds III - VI and the majority of its investment in Private Equity Fund VII during the year ended December 31, 2023. The Company recorded a loss of $ 97 million on the sale, which it recognized in Net Investment Income for the year ended December 31, 2023. Those entities were deconsolidated as of December 31, 2023. • PPM has created and managed institutional share class mutual funds, where Jackson seeds new funds, or new share classes within a fund, when deemed necessary to develop the requisite track record prior to allowing investment by external parties. Jackson may sell its interest in a fund once opened to investment by external parties. 25 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 4. Investments Asset and liability information for the consolidated VIEs included on the Condensed Consolidated Balance Sheets are as follows (in millions): June 30, 2024 December 31, 2023 Assets Debt securities, at fair value under fair value option $ 2,409 $ 2,037 Debt securities, trading 72 68 Equity securities 6 7 Other invested assets 505 396 Cash and cash equivalents 112 93 Other assets 59 49 Total assets $ 3,163 $ 2,650 Liabilities Notes issued by consolidated VIEs, at fair value under fair value option $ 2,041 $ 1,988 Other liabilities 428 98 Total other liabilities 2,469 2,086 Securities lending payable 1 2 Total liabilities $ 2,470 $ 2,088 Equity Noncontrolling interests $ 200 $ 164 Unconsolidated VIEs The Company has concluded the following entities are VIEs but does not consolidate them. Based on analysis of the limited partnerships ("LPs"), LLCs and the mutual funds, the Company is not the primary beneficiary of the VIE because the Company lacks the power to direct the activities of the VIE that most significantly impact the VIE's performance or lacks the obligation to absorb losses or the right to receive benefits that could potentially be significant to the entities, or both. • The Company invests in certain LPs and LLCs. The carrying amounts of the Company’s investments in these LPs and LLCs are recognized in other invested assets on the Condensed Consolidated Balance Sheets. Unfunded capital commitments for these investments are detailed in Note 16 of the Notes to Condensed Consolidated Financial Statements. The Company’s exposure to loss is limited to the capital invested and unfunded capital commitments related to the LPs/LLCs, which was $ 2,666 million and $ 2,576 million as of June 30, 2024 and December 31, 2023, respectively. The capital invested in an LP or LLC equals the original capital contributed, increased for additional capital contributed after the initial investment, and reduced for any returns of capital from the LP or LLC. LPs and LLCs are carried at fair value. • The Company invests in certain mutual funds. Mutual funds are recognized in equity securities on the Condensed Consolidated Balance Sheets and were $ 22 million and $ 21 million as of June 30, 2024 and December 31, 2023, respectively. The Company’s maximum exposure to loss on these mutual funds is limited to the amortized cost for these investments. The Company makes investments in structured debt securities issued by VIEs for which it is not the manager. These structured debt securities include RMBS, Commercial Mortgage-Backed Securities ("CMBS"), and asset-backed securities ("ABS"). The Company does not consolidate the securitization trusts utilized in these transactions because it does not have the power to direct the activities that most significantly impact the economic performance of these securitization trusts. The Company does not consider its continuing involvement with these VIEs to be significant because it either invests in securities issued by the VIE and was not involved in the design of the VIE or no transfers have occurred between the Company and the VIE. The Company’s maximum exposure to loss on these structured debt securities is limited to the amortized cost of these investments. The Company does not have any further contractual obligations to the VIE. The Company recognizes the variable interest in these VIEs at fair value on the Condensed Consolidated Balance Sheets. 26 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 4. Investments Commercial and Residential Mortgage Loans The following table shows commercial mortgage loans, residential mortgage loans, and the respective accrued interest thereon at June 30, 2024 and December 31, 2023 (in millions): June 30, 2024 December 31, 2023 Commercial mortgage loans (1) $ 9,228 $ 9,562 Accrued interest receivable on commercial mortgage loans 37 39 Residential mortgage loans (2) 901 1,001 Accrued interest receivable on residential mortgage loans 7 7 (1) Net of an allowance for credit losses of $ 155 million and $ 160 million at each date, respectively. (2) Net of an allowance for credit losses of $ 5 million and $ 5 million at each date, respectively. At June 30, 2024, commercial mortgage loans were collateralized by properties located in 36 states, the District of Columbia, and Europe, while residential mortgage loans were collateralized by properties located in 49 states, the District of Columbia, Mexico, and Europe. Evaluation for Credit Losses on Mortgage Loans The Company reviews mortgage loans that are not carried at fair value under the fair value option on a quarterly basis to estimate the ACL with changes in the ACL recorded in net gains (losses) on derivatives and investments. Apart from an ACL recorded on individual mortgage loans where the borrower is experiencing financial difficulties, the Company records an ACL on the pool of mortgage loans based on lifetime expected credit losses. The Company utilizes a third-party forecasting model to estimate lifetime expected credit losses at a loan level for mortgage loans. The model forecasts net operating income and property values for the economic scenario selected. The debt service coverage ratios (“DSCR”) and loan to values (“LTV”) are calculated over the forecastable period by comparing the projected net operating income and property valuations to the loan payment and principal amounts of each loan. The model utilizes historical mortgage loan performance based on DSCRs and LTV to derive probability of default and expected losses based on the economic scenario that is similar to the Company’s expectations of economic factors such as unemployment, gross domestic product growth, and interest rates. The Company determined the forecastable period to be reasonable and supportable for a period of two years beyond the end of the reporting period. Over the following one-year period, the model reverts to the historical performance of the portfolio for the remainder of the contractual term of the loans. In cases where the Company does not have an appropriate length of historical performance, the relevant historical rate from an index or the lifetime expected credit loss calculated from the model may be used. Unfunded commitments are included in the model and an ACL is determined accordingly. Credit loss estimates are pooled by property type and the Company does not include accrued interest in the determination of ACL. For individual loans or for types of loans for which the third-party model is deemed not suitable, the Company utilizes relevant current market data, industry data, and publicly available historical loss rates to calculate an estimate of the lifetime expected credit loss. Mortgage loans on real estate deemed uncollectible are charged against the ACL, and subsequent recoveries, if any, are credited to the ACL, limited to the aggregate of amounts previously charged-off and expected to be charged-off. Mortgage loans on real estate are presented net of the ACL on the Condensed Consolidated Balance Sheets. 27 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 4. Investments The following table provides the change in the allowance for credit losses in the Company’s mortgage loan portfolios (in millions): Three Months Ended June 30, 2024 Apartment Hotel Office Retail Warehouse Other Residential Mortgage Total Balance at April 1, 2024 $ 30 $ 6 $ 73 $ 27 $ 17 $ 5 $ 4 $ 162 Charge offs, net of recoveries — — — — — — — — Additions from purchase of PCD mortgage loans — — — — — — — — Provision (release) ( 3 ) ( 1 ) ( 3 ) — 2 2 1 ( 2 ) Balance at June 30, 2024 (1) (2) $ 27 $ 5 $ 70 $ 27 $ 19 $ 7 $ 5 $ 160 Three Months Ended June 30, 2023 Apartment Hotel Office Retail Warehouse Other Residential Mortgage Total Balance at April 1, 2023 $ 18 $ 19 $ 67 $ 21 $ 11 $ 3 $ 7 $ 146 Charge offs, net of recoveries — — — — — — — — Additions from purchase of PCD mortgage loans — — — — — — — — Provision (release) ( 2 ) ( 12 ) 24 4 1 — 1 16 Balance at June 30, 2023 (1) (2) $ 16 $ 7 $ 91 $ 25 $ 12 $ 3 $ 8 $ 162 Six Months Ended June 30, 2024 Apartment Hotel Office Retail Warehouse Other Residential Mortgage Total Balance at January 1, 2024 $ 28 $ 4 $ 78 $ 27 $ 17 $ 6 $ 5 $ 165 Charge offs, net of recoveries — — — — — — — — Additions from purchase of PCD mortgage loans — — — — — — — — Provision (release) ( 1 ) 1 ( 8 ) — 2 1 — ( 5 ) Balance at June 30, 2024 (1) (2) $ 27 $ 5 $ 70 $ 27 $ 19 $ 7 $ 5 $ 160 Six Months Ended June 30, 2023 Apartment Hotel Office Retail Warehouse Other Residential Mortgage Total Balance at January 1, 2023 $ 16 $ 20 $ 15 $ 21 $ 16 $ 3 $ 4 $ 95 Charge offs, net of recoveries — — — — — — — — Additions from purchase of PCD mortgage loans — — — — — — — — Provision (release) — ( 13 ) 76 4 ( 4 ) — 4 67 Balance at June 30, 2023 (1) (2) $ 16 $ 7 $ 91 $ 25 $ 12 $ 3 $ 8 $ 162 (1) Accrued interest receivable totaled $ 44 million and $ 44 million as of June 30, 2024 and 2023, respectively, and was excluded from the determination of credit losses. (2) Accrued interest amounting to $ 1 million and $ 2 million were written off as of June 30, 2024 and 2023, respectively, relating to loans that were greater than 90 days delinquent or in the process of foreclosure. The Company’s mortgage loans that are current and in good standing are accruing interest. Interest is not accrued on loans greater than 90 days delinquent and in process of foreclosure, when deemed uncollectible. Delinquency status is determined from the date of the first missed contractual payment. The following table provides information about our impaired residential mortgage loans (in millions): June 30, 2024 December 31, 2023 Recorded investment $ 35 $ 24 Unpaid principal balance 39 27 Related loan allowance 2 1 Average recorded investment 26 19 Investment income recognized — 1 28 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 4. Investments The following tables provide information about the credit quality with vintage year and category of mortgage loans (dollars in millions): June 30, 2024 2024 2023 2022 2021 2020 Prior Revolving Loans Total % of Total Commercial mortgage loans Loan to value ratios: Less than 70% $ 167 $ 663 $ 781 $ 864 $ 586 $ 5,240 $ 4 $ 8,305 90 % 70% - 80% — 24 99 159 119 107 — 508 5 % 80% - 100% — — 63 175 — 126 — 364 4 % Greater than 100% — — — — 27 24 — 51 1 % Total commercial mortgage loans 167 687 943 1,198 732 5,497 4 9,228 100 % Debt service coverage ratios: Greater than 1.20x 167 531 651 876 695 5,146 4 8,070 87 % 1.00x - 1.20x — 148 216 322 37 262 — 985 11 % Less than 1.00x — 8 76 — — 89 — 173 2 % Total commercial mortgage loans 167 687 943 1,198 732 5,497 4 9,228 100 % Residential mortgage loans Performing 39 168 65 129 32 362 — 795 88 % Nonperforming — 9 55 10 6 26 — 106 12 % Total residential mortgage loans 39 177 120 139 38 388 — 901 100 % Total mortgage loans $ 206 $ 864 $ 1,063 $ 1,337 $ 770 $ 5,885 $ 4 $ 10,129 100 % December 31, 2023 2023 2022 2021 2020 2019 Prior Revolving Loans Total % of Total Commercial mortgage loans Loan to value ratios: Less than 70% $ 659 $ 800 $ 937 $ 653 $ 1,251 $ 4,300 $ 4 $ 8,604 90 % 70% - 80% 24 138 325 122 61 41 — 711 7 % 80% - 100% — 25 — 37 41 93 — 196 2 % Greater than 100% — — 26 — 22 3 — 51 1 % Total commercial mortgage loans 683 963 1,288 812 1,375 4,437 4 9,562 100 % Debt service coverage ratios: Greater than 1.20x 546 611 932 667 1,302 4,189 4 8,251 86 % 1.00x - 1.20x 129 277 356 145 30 191 — 1,128 12 % Less than 1.00x 8 75 — — 43 57 — 183 2 % Total commercial mortgage loans 683 963 1,288 812 1,375 4,437 4 9,562 100 % Residential mortgage loans Performing 193 136 155 36 30 361 — 911 91 % Nonperforming 3 41 10 7 3 26 — 90 9 % Total residential mortgage loans 196 177 165 43 33 387 — 1,001 100 % Total mortgage loans $ 879 $ 1,140 $ 1,453 $ 855 $ 1,408 $ 4,824 $ 4 $ 10,563 100 % 29 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 4. Investments June 30, 2024 In Good Standing (1) Restructured Greater than 90 Days Delinquent In the Process of Foreclosure Total Carrying Value Apartment $ 2,640 $ — $ — $ — $ 2,640 Hotel 807 — — — 807 Office 1,276 40 3 — 1,319 Retail 1,817 — — — 1,817 Warehouse 1,966 — — — 1,966 Other 679 — — — 679 Total commercial 9,185 40 3 — 9,228 Residential (2) 795 — 71 35 901 Total $ 9,980 $ 40 $ 74 $ 35 $ 10,129 December 31, 2023 In Good Standing (1) Restructured Greater than 90 Days Delinquent In the Process of Foreclosure Total Carrying Value Apartment $ 2,841 $ — $ — $ — $ 2,841 Hotel 767 — — — 767 Office 1,379 — — — 1,379 Retail 1,864 — — — 1,864 Warehouse 2,016 — — — 2,016 Other 695 — — — 695 Total commercial 9,562 — — — 9,562 Residential (2) 911 — 66 24 1,001 Total $ 10,473 $ — $ 66 $ 24 $ 10,563 (1) At June 30, 2024 and December 31, 2023, includes mezzanine and bridge loans in good standing of $ 361 million and $ 368 million in the Apartment category, $ 27 million and $ 21 million in the Hotel category, $ 139 million and $ 171 million in the Office category, $ 32 million and $ 32 million in the Retail category, $ 295 million and $ 287 million in the Warehouse category, and $ 23 million and $ 48 million in the Other category, respectively. At June 30, 2024 and December 31, 2023, includes restructured mezzanine and bridge loans of $ 23 million and nil in the Office category. (2) At June 30, 2024 and December 31, 2023, includes $ 20 million and $ 22 million of loans purchased when the loans were greater than 90 days delinquent and $ 4 million and $ 5 million of loans in process of foreclosure, are supported with insurance or other guarantees provided by various governmental programs, respectively. The following table provides information about the mortgage loans modified during the periods indicated to borrowers experiencing financial difficulty (dollars in millions): Term Extension Amortized Cost Basis Percent of Total Class Three Months Ended June 30, 2024 Commercial mortgage loans $ — — % Three Months Ended June 30, 2023 Commercial mortgage loans $ — — % 30 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 4. Investments Term Extension Amortized Cost Basis Percent of Total Class Six Months Ended June 30, 2024 Commercial mortgage loans $ 23 0.25 % Six Months Ended June 30, 2023 Commercial mortgage loans $ — — % The following table describes the financial effect of the modifications made to the loans noted above: Term Extension Financial Effect Six Months Ended June 30, 2024 Commercial mortgage loans Granted extension of term for three -years and rate converted from variable to 4 % fixed. The Company closely monitors the performance of the loans that are modified to borrowers experiencing financial difficulty to understand the effectiveness of its modification efforts. The following table depicts the performance of loans that have been modified in the last 12 months (in millions): Payment Status (Amortized Cost Basis) Current 30-89 Days Past Due 90+ Days Past Due June 30, 2024 Commercial mortgage loans $ 40 $ — $ — June 30, 2023 Commercial mortgage loans $ — $ — $ — As of June 30, 2024 and 2023, stressed mortgage loans for which the Company is dependent, or expects to be dependent, on the underlying property to satisfy repayment were $ 31 million and $ 3 million, respectively. Policy Loans Policy loans are loans the Company issues to contract holders that use the cash surrender value of their life insurance policy or annuity contract as collateral. At June 30, 2024 and December 31, 2023, $ 3.5 billion and $ 3.5 billion of these loans were carried at fair value, which the Company believes is equal to unpaid principal balances, plus accrued investment income. At June 30, 2024 and December 31, 2023, the Company had $ 0.9 billion and $ 0.9 billion, respectively, of policy loans not held as collateral for reinsurance, which were carried at the unpaid principal balances. Other Invested Assets Other invested assets primarily include investments in Federal Home Loan Bank of Indianapolis ("FHLBI") capital stock, limited partnerships (“LPs”), and real estate. FHLBI capital stock is carried at cost and adjusted for any impairment. At June 30, 2024 and December 31, 2023, FHLB capital stock had a carrying value of $ 115 million and $ 108 million, respectively. Real estate is carried at the lower of depreciated cost or fair value and real estate occupied by the Company is carried at depreciated cost. At June 30, 2024 and December 31, 2023, real estate totaling $ 225 million and $ 226 million, respectively, included foreclosed properties with a book value of $ 6 million and $ 6 million at June 30, 2024 and December 31, 2023, respectively. Carrying values for LP investments are generally determined by using the proportion of the Company’s investment in each fund (Net Asset Value (“NAV”) equivalent) as a practical expedient for fair value, and generally are recorded on a three-month lag, with changes in value included in net investment income. At June 30, 2024 and December 31, 2023, investments in LPs had carrying values of $ 2.3 billion and $ 2.1 billion, respectively. 31 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 4. Investments Securities Lending The Company has entered into securities lending agreements with agent banks whereby blocks of securities are loaned to third parties, primarily major brokerage firms. As of June 30, 2024 and December 31, 2023, the estimated fair value of loaned securities was $ 15 million and $ 19 million, respectively. The agreements require a minimum of 102 % of the fair value of the loaned securities to be held as collateral, calculated daily. To further minimize the credit risks related to these programs, the financial condition of counterparties is monitored on a regular basis. At June 30, 2024 and December 31, 2023, cash collateral received in the amount of $ 15 million and $ 19 million, respectively, was invested by the agent banks and included in cash and cash equivalents of the Company. A securities lending payable for the overnight and continuous loans is included in liabilities in the amount of cash collateral received. Securities lending transactions are used to generate income. Income and expenses associated with these transactions are reported as net investment income. Repurchase Agreements The Company routinely enters into repurchase agreements whereby the Company agrees to sell and repurchase securities. These agreements are accounted for as financing transactions, with the assets and associated liabilities included in the Condensed Consolidated Balance Sheets. At June 30, 2024 and December 31, 2023, the outstanding repurchase agreement balance was $ 1.8 billion and nil , collateralized with U.S. Treasury securities and corporate securities, of which $ 1.8 billion and nil maturing within 30 days, and was included within repurchase agreements and securities lending payable in the Condensed Consolidated Balance Sheets. In the event of a decline in the fair value of the pledged collateral under these agreements, the Company may be required to transfer cash or additional securities as pledged collateral. Interest expense totaled $ 22 million and $ 41 million for the three and six months ended June 30, 2024, respectively, and $ 17 million and $ 25 million for the three and six months ended June 30, 2023, respectively, and is included within net investment income. Collateral Upgrade Transactions During the six months ended June 30, 2024, Jackson executed certain paired repurchase and reverse repurchase transactions (“collateral upgrade” transactions) totaling $ 1.5 billion pursuant to master repurchase agreements with participating bank counterparties. Under these collateral upgrade transactions, the Company lends securities (e.g., corporate debt securities or other securities agreed upon between the parties) to bank counterparties in exchange for U.S. Treasury securities that the Company then uses to provide as collateral. The paired repurchase and reverse repurchase transactions are settled on a net basis in accordance with master netting agreements. As a result, there was no cash exchanged at initiation of these agreements. The paired transactions are reported net within the Condensed Consolidated Balance Sheets. These transactions do not have a stated maturity and require at least 150 -days' notice prior to termination. At June 30, 2024 and December 31, 2023, the fair value of the U.S. treasuries received was $ 1.5 billion and nil , collateralized with corporate securities with a fair value of $ 1.6 billion and nil . Subsequently, the Company provided these U.S. Treasury securities as collateral for derivative trades, and they are included as part of the derivative collateral disclosures. In the event of a decline in the fair value of the pledged collateral under these agreements, the Company may be required to transfer cash or additional securities as pledged collateral. Gross interest income of $ 21 million and nil and gross interest expense of $ 23 million and nil for the three months ended June 30, 2024, and 2023, respectively, and gross interest income of $ 33 million and nil and gross interest expense of $ 36 million and nil for the six months ended June 30, 2024 and 2023, respectively, are included within net investment income. 32 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 5. Derivative Instruments 5. Derivative Instruments The Company’s business model includes the acceptance, monitoring and mitigation of risk. Specifically, the Company considers, among other factors, exposures to interest rate and equity market movements, foreign exchange rates and other asset or liability prices. The Company uses derivative instruments to mitigate or reduce these risks in accordance with established policies and goals. The Company’s derivative holdings, while effective in managing defined risks, are not structured to meet accounting requirements to be designated as hedging instruments. As a result, freestanding derivatives are carried at fair value with changes recorded in net gains (losses) on derivatives and investments. A summary of the aggregate contractual or notional amounts and fair values of the Company’s freestanding and embedded derivative instruments are as follows (in millions): June 30, 2024 Contractual/ Assets Liabilities Net Notional Fair Fair Fair Value Amount (1) Value Value Asset (Liability) Freestanding derivatives Cross-currency swaps $ 1,687 $ 114 $ 134 $ ( 20 ) Equity index futures (2) 28,195 — — — Equity index put options 11,000 55 — 55 Interest rate swaps 5,978 4 179 ( 175 ) Put-swaptions 5,500 — 555 ( 555 ) Interest rate futures (2) 32,792 — — — Total return swaps 1,853 — 16 ( 16 ) Total freestanding derivatives 87,005 173 884 ( 711 ) Embedded derivatives Fixed index annuity embedded derivatives (3) N/A — 858 ( 858 ) Registered index linked annuity embedded derivatives (3) N/A — 2,124 ( 2,124 ) Total embedded derivatives N/A — 2,982 ( 2,982 ) Derivatives related to funds withheld under reinsurance treaties Cross-currency swaps 158 17 1 16 Cross-currency forwards 1,134 36 15 21 Funds withheld embedded derivative (4) N/A 2,522 — 2,522 Total derivatives related to funds withheld under reinsurance treaties 1,292 2,575 16 2,559 Total $ 88,297 $ 2,748 $ 3,882 $ ( 1,134 ) (1) The notional amount for swaps and swaptions represents the stated principal balance used as a basis for calculating payments. The contractual amount for futures and options represents the market exposure of open positions. (2) Variation margin is considered settlement resulting in the netting of cash received/paid for variation margin against the fair value of the trades. (3) Included within other contract holder funds on the Condensed Consolidated Balance Sheets. The non-performance risk adjustment is included in the balance above. (4) Included within funds withheld payable under reinsurance treaties on the Condensed Consolidated Balance Sheets. 33 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 5. Derivative Instruments December 31, 2023 Contractual/ Assets Liabilities Net Notional Fair Fair Fair Value Amount (1) Value Value Asset (Liability) Freestanding derivatives Cross-currency swaps $ 1,665 $ 123 $ 116 $ 7 Equity index futures (2) 24,739 — — — Equity index put options 26,000 59 — 59 Interest rate swaps 6,228 5 132 ( 127 ) Put-swaptions 23,500 153 905 ( 752 ) Interest rate futures (2) 33,926 — — — Total return swaps 1,599 1 23 ( 22 ) Total freestanding derivatives 117,657 341 1,176 ( 835 ) Embedded derivatives Fixed index annuity embedded derivatives (3) N/A — 866 ( 866 ) Registered index linked annuity embedded derivatives (3) N/A — 1,224 ( 1,224 ) Total embedded derivatives N/A — 2,090 ( 2,090 ) Derivatives related to funds withheld under reinsurance treaties Cross-currency swaps 158 14 1 13 Cross-currency forwards 1,410 35 33 2 Funds withheld embedded derivative (4) N/A 2,468 — 2,468 Total derivatives related to funds withheld under reinsurance treaties 1,568 2,517 34 2,483 Total $ 119,225 $ 2,858 $ 3,300 $ ( 442 ) (1) The notional amount for swaps and swaptions represents the stated principal balance used as a basis for calculating payments. The contractual amount for futures and options represents the market exposure of open positions. (2) Variation margin is considered settlement resulting in the netting of cash received/paid for variation margin against the fair value of the trades. (3) Included within other contract holder funds on the Condensed Consolidated Balance Sheets. The non-performance risk adjustment is included in the balance above. (4) Included within funds withheld payable under reinsurance treaties on the Condensed Consolidated Balance Sheets. 34 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 5. Derivative Instruments The following table reflects the results of the Company’s derivatives, including gains (losses) and change in fair value of freestanding derivative instruments and embedded derivatives (in millions): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Derivatives excluding funds withheld under reinsurance treaties Cross-currency swaps $ 17 $ — $ ( 42 ) $ ( 26 ) Equity index call options — 256 — 92 Equity index futures ( 260 ) ( 822 ) ( 1,163 ) ( 2,707 ) Equity index put options ( 78 ) ( 645 ) ( 192 ) ( 1,407 ) Interest rate swaps ( 27 ) ( 118 ) ( 101 ) ( 52 ) Interest rate swaps - cleared — ( 26 ) — ( 10 ) Put-swaptions ( 156 ) ( 400 ) ( 633 ) 173 Interest rate futures ( 535 ) ( 95 ) ( 1,345 ) ( 401 ) Total return swaps ( 51 ) ( 102 ) ( 198 ) ( 163 ) Fixed index annuity embedded derivatives ( 11 ) ( 2 ) ( 12 ) ( 4 ) Registered index linked annuity embedded derivatives ( 211 ) ( 118 ) ( 511 ) ( 225 ) Total net gains (losses) on derivative instruments excluding derivative instruments related to funds withheld under reinsurance treaties ( 1,312 ) ( 2,072 ) ( 4,197 ) ( 4,730 ) Derivatives related to funds withheld under reinsurance treaties Cross-currency swaps 2 ( 3 ) 3 ( 2 ) Cross-currency forwards 3 ( 11 ) 16 ( 21 ) Funds withheld embedded derivative 25 113 54 ( 257 ) Total net gains (losses) on derivative instruments related to funds withheld under reinsurance treaties 30 99 73 ( 280 ) Total net gains (losses) on derivative instruments including derivative instruments related to funds withheld under reinsurance treaties $ ( 1,282 ) $ ( 1,973 ) $ ( 4,124 ) $ ( 5,010 ) All the Company’s trade agreements for freestanding, over-the-counter derivatives, contain credit downgrade provisions that allow a party to assign or terminate derivative transactions if the counterparty’s credit rating declines below an established limit. At June 30, 2024 and December 31, 2023, the fair value of the Company’s net non-cleared, over-the-counter derivative assets by counterparty were $ 125 million and $ 117 million, respectively, and held collateral was $ 116 million and $ 841 million, respectively, related to these agreements. At June 30, 2024 and December 31, 2023, the fair value of the Company’s net non-cleared, over-the-counter derivative liabilities by counterparty were $ 799 million and $ 937 million, respectively, and provided collateral was $ 924 million and $ 751 million, respectively, related to these agreements. If all the downgrade provisions had been triggered at June 30, 2024 and December 31, 2023, in aggregate, the Company would have had to disburse nil and $ 910 million, respectively, and would have been allowed to claim $ 134 million and nil , respectively. The Company pledged collateral of $ 2,149 million and $ 2,616 million as of June 30, 2024 and December 31, 2023, respectively, for initial margin related to uncleared margin for over-the-counter derivatives and exchange-traded futures. Variation margin on exchange traded futures is settled through the netting of cash paid/received for variation margin against the fair value of the trades. Offsetting Assets and Liabilities The Company’s derivative instruments, repurchase agreements and securities lending agreements are subject to master netting arrangements and collateral arrangements. A master netting arrangement with a counterparty creates a right of offset for amounts due to and due from that same counterparty that is enforceable in the event of a default or bankruptcy. The Company recognizes amounts subject to master netting arrangements on a gross basis within the Condensed Consolidated Balance Sheets. 35 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 5. Derivative Instruments The following tables present the gross and net information about the Company’s financial instruments subject to master netting arrangements (in millions): June 30, 2024 Gross Amounts Recognized Gross Amounts Offset in the Condensed Consolidated Balance Sheets Net Amounts Presented in the Condensed Consolidated Balance Sheets Gross Amounts Not Offset in the Condensed Consolidated Balance Sheets Financial Instruments (1) Cash Collateral Securities Collateral (2) Net Amount Financial Assets: Freestanding derivative assets $ 226 $ — $ 226 $ 101 $ 115 $ — $ 10 Financial Liabilities: Freestanding derivative liabilities $ 900 $ — $ 900 $ 101 $ — $ 791 $ 8 Securities loaned 15 — 15 — 15 — — Repurchase agreements 1,782 — 1,782 — — 1,782 — Repurchase agreements - collateral upgrade 1,487 ( 1,487 ) — — — — — Total financial liabilities $ 4,184 $ ( 1,487 ) $ 2,697 $ 101 $ 15 $ 2,573 $ 8 (1) Represents the amount that could be offset under master netting or similar arrangements that management elects not to offset on the Condensed Consolidated Balance Sheets. (2) Excludes initial margin amounts for exchange-traded derivatives. December 31, 2023 Gross Amounts Recognized Gross Amounts Offset in the Condensed Consolidated Balance Sheets Net Amounts Presented in the Condensed Consolidated Balance Sheets Gross Amounts Not Offset in the Condensed Consolidated Balance Sheets Financial Instruments (1) Cash Collateral Securities Collateral (2) Net Amount Financial Assets: Freestanding derivative assets $ 390 $ — $ 390 $ 273 $ 108 $ — $ 9 Financial Liabilities: Freestanding derivative liabilities $ 1,210 $ — $ 1,210 $ 273 $ 6 $ 744 $ 187 Securities loaned 19 — 19 — 19 — — Repurchase agreements — — — — — — — Total financial liabilities $ 1,229 $ — $ 1,229 $ 273 $ 25 $ 744 $ 187 (1) Represents the amount that could be offset under master netting or similar arrangements that management elects not to offset on the Condensed Consolidated Balance Sheets. (2) Excludes initial margin amounts for exchange-traded derivatives. In the above tables, the amounts of assets or liabilities presented in the Company’s Condensed Consolidated Balance Sheets are offset first by financial instruments that have the right of offset under master netting or similar arrangements with any remaining amount reduced by the amount of cash and securities collateral. The actual amount of collateral may be greater than amounts presented in the tables. The above tables exclude net embedded derivative liabilities of $ 2,982 million and $ 2,090 million as of June 30, 2024 and December 31, 2023, respectively, as these derivatives are not subject to master netting arrangements. The above tables also exclude the funds withheld embedded derivative asset (liability) of $ 2,522 million and $ 2,468 million at June 30, 2024 and December 31, 2023. 36 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 6. Fair Value Measurements 6. Fair Value Measurements The following table summarizes the fair value and carrying value of the Company’s financial instruments (in millions): June 30, 2024 December 31, 2023 Carrying Value Fair Value Carrying Value Fair Value Assets Debt securities (1) $ 42,991 $ 42,991 $ 42,643 $ 42,643 Equity securities 212 212 394 394 Mortgage loans (1) 10,129 9,530 10,563 9,994 Limited partnerships 2,333 2,333 2,132 2,132 Policy loans (1) 4,439 4,439 4,399 4,399 Freestanding derivative instruments 226 226 390 390 FHLBI capital stock 115 115 108 108 Cash and cash equivalents 1,736 1,736 2,688 2,688 Reinsurance recoverable on market risk benefits 121 121 149 149 Market risk benefit assets 8,556 8,556 6,737 6,737 Separate account assets 229,088 229,088 219,656 219,656 Liabilities Annuity reserves (2) 36,035 36,187 35,251 33,678 Market risk benefit liabilities 3,890 3,890 4,785 4,785 Reserves for guaranteed investment contracts (3) 643 621 700 674 Trust instruments supported by funding agreements (3) 4,644 4,517 5,756 5,601 FHLB funding agreements (3) 2,012 1,974 1,950 1,893 Funds withheld payable under reinsurance treaties (1) 18,465 18,465 19,952 19,952 Long-term debt 2,034 1,827 2,037 1,851 Securities lending payable 15 15 19 19 Freestanding derivative instruments 900 900 1,210 1,210 Notes issued by consolidated VIEs 2,041 2,041 1,988 1,988 Repurchase agreements 1,782 1,782 — — FHLB advances 500 500 250 250 Separate account liabilities 229,088 229,088 219,656 219,656 (1) Includes items carried at fair value under the fair value option and trading securities included as a component of debt securities. (2) Annuity reserves represent only the components of other contract holder funds and reserves for future policy benefits and claims payable that are considered to be financial instruments. (3) Included as a component of other contract holder funds on the Condensed Consolidated Balance Sheets. The following is a discussion of the methodologies used to determine fair values of the financial instruments measured on a recurring basis reported in the following tables. Debt and Equity Securities The fair values for debt and equity securities are determined using information available from independent pricing services, broker-dealer quotes, or internally derived estimates. Priority is given to publicly available prices from independent sources, when available. Securities for which the independent pricing service does not provide a quotation are either submitted to independent broker-dealers for prices or priced internally. Typical inputs used by these three pricing methods include reported trades, benchmark yields, credit spreads, liquidity premiums and/or estimated cash flows based on default and prepayment assumptions. 37 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 6. Fair Value Measurements As a result of typical trading volumes and the lack of specific quoted market prices for most debt securities, independent pricing services will normally derive the security prices through recently reported trades for identical or similar securities, making adjustments through the reporting date based upon available market observable information as outlined above. If there are no recently reported trades, the independent pricing services and broker-dealers may use matrix or pricing model processes to develop a security price where future cash flow expectations are developed based upon collateral performance and discounted at relevant market rates. Certain securities are priced using broker-dealer quotes, which may utilize proprietary inputs and models. Additionally, the majority of these quotes are non-binding. These securities are classified as Level 3 in the fair value hierarchy. Included in the pricing of asset-backed securities are estimates of the rate of future prepayments of principal over the remaining life of the securities. Such estimates are derived based on the characteristics of the underlying structure and prepayment assumptions believed to be relevant for the underlying collateral. Actual prepayment experience may vary from these estimates. Internally derived estimates may be used to develop a fair value for securities for which the Company is unable to obtain either a reliable price from an independent pricing service or a suitable broker-dealer quote. These fair value estimates may incorporate Level 2 and Level 3 inputs, as defined below, and are generally derived using expected future cash flows, discounted at market interest rates available from market sources based on the credit quality and duration of the instrument. For securities that may not be reliably priced using these internally developed pricing models, a fair value may be estimated using indicative market prices. These prices are indicative of an exit price, but the assumptions used to establish the fair value may not be observable or corroborated by market observable information and, therefore, represent Level 3 inputs. The Company performs an analysis on the prices and credit spreads received from third parties to ensure that the prices represent a reasonable estimate of the fair value. This process involves quantitative and qualitative analysis and is overseen by investment and accounting professionals. Examples of procedures performed include initial and ongoing review of third-party pricing service methodologies, review of pricing statistics and trends, back testing recent trades and monitoring of trading volumes. In addition, the Company considers whether prices received from independent broker-dealers represent a reasonable estimate of fair value using internal and external cash flow models, which are developed based on spreads and, when available, market indices. As a result of this analysis, if the Company determines there is a more appropriate fair value based upon the available market data, the price received from the third party may be adjusted accordingly. For those securities that were internally valued at June 30, 2024 and December 31, 2023, the pricing model used by the Company utilizes current spread levels of similarly rated securities to determine the market discount rate for the security. Furthermore, appropriate risk premiums for illiquidity and non-performance are incorporated in the discount rate. Cash flows, as estimated by the Company using issuer-specific default statistics and prepayment assumptions, are discounted to determine an estimated fair value. On an ongoing basis, the Company reviews the independent pricing services’ valuation methodologies and related inputs and evaluates the various types of securities in its investment portfolio to determine an appropriate fair value hierarchy distribution based upon trading activity and the observability of inputs. Based on the results of this evaluation, each price is classified into Level 1, 2, or 3. Most prices provided by independent pricing services are classified into Level 2 due to their use of market observable inputs. Limited Partnerships Fair values for limited partnership interests, which are included in other invested assets, are generally determined using the proportion of the Company’s investment in the value of the net assets of each fund (“NAV equivalent”) as a practical expedient for fair value, and generally are recorded on a three-month lag. No adjustments to these amounts were deemed necessary at June 30, 2024 and December 31, 2023. As a result of using the net asset value per share practical expedient, limited partnership interests are not classified in the fair value hierarchy. 38 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 6. Fair Value Measurements The Company’s limited partnership interests are not redeemable, and distributions received are generally the result of liquidation of the underlying assets of the partnerships. The Company generally has the ability under the partnership agreements to sell its interest to another limited partner with the prior written consent of the general partner. In cases when the Company expects to sell the limited partnership interest, the estimated sales price is used to determine the fair value rather than the practical expedient. Limited partnership interests expected to be sold are classified as Level 2 in the fair value hierarchy. In cases when a limited partnership’s financial statements are unavailable and a NAV equivalent is not available or practical, the fair value may be based on an internally developed model or provided by the general partner as determined using private transactions, information obtained from the primary co-investor or underlying company, or financial metrics provided by the lead sponsor. These investments are classified as Level 3 in the fair value hierarchy. Policy Loans Policy loans are funds provided to policyholders in return for a claim on the policies values and function like demand deposits, which are redeemable upon repayment, death or surrender, and there is only one market price at which the transaction could be settled – the then current carrying value. The funds provided are limited to the cash surrender value of the underlying policy. The nature of policy loans is to have a negligible default risk as the loans are fully collateralized by the value of the policy. Policy loans do not have a stated maturity and the balances and accrued interest are repaid either by the policyholder or with proceeds from the policy. Due to the collateralized nature of policy loans and unpredictable timing of payments, the Company believes the carrying value of policy loans approximates fair value. The reinsurance related component of policy loans at fair value under the fair value option have been classified as Level 3 within the fair value hierarchy. Freestanding Derivative Instruments Freestanding derivative instruments are reported at fair value, which reflects the estimated amounts, net of payment accruals, that the Company would receive or pay upon sale or termination of the contracts at the reporting date. Changes in fair value are included in net gains (losses) on derivatives and investments. Freestanding derivatives priced using third-party pricing services incorporate inputs that are observable in the market. Inputs used to value derivatives include interest rate swap curves, credit spreads, interest rates, counterparty credit risk, equity volatility and equity index levels. Freestanding derivative instruments classified as: • Level 1 include futures, which are traded on active exchanges. • Level 2 include interest rate swaps, cross currency swaps, cross-currency forwards, credit default swaps, total return swaps, put-swaptions and certain equity index call and put options. These derivative valuations are determined by third-party pricing services using pricing models with inputs that are observable in the market or can be derived principally from, or corroborated by, observable market data. • Level 3 include interest rate contingent options that are valued by third-party pricing services utilizing significant unobservable inputs. Cash and Cash Equivalents Cash and cash equivalents primarily include money market instruments and bank deposits. Cash equivalents also include all highly liquid securities and other investments purchased with an original or remaining maturity of three months or less at the date of purchase. Certain money market instruments are valued using unadjusted quoted prices in active markets and are classified as Level 1. 39 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 6. Fair Value Measurements Funds Withheld Payable Under Reinsurance Treaties The funds withheld payable under reinsurance treaties includes both the funds withheld payable that are held at fair value under the fair value option and the funds withheld embedded derivative. Both are considered Level 3 in the fair value hierarchy. • The fair value of the funds withheld payable that is held at fair value under the fair value option is equal to the fair value of the assets held as collateral, which primarily consists of policy loans using industry standard valuation techniques. • The funds withheld embedded derivative is determined based upon a total return swap technique referencing the fair value of the investments held under the reinsurance contract and requires certain significant unobservable inputs. Separate Account Assets Separate account assets are comprised of investments in mutual funds that transact regularly, but do not trade in active markets as they are not publicly available and are categorized as Level 2 assets. Market Risk Benefits Variable Annuities Variable annuity contracts issued by the Company may include various guaranteed minimum death, withdrawal, income and accumulation benefits, which are classified as market risk benefits ("MRBs") and measured at fair value. Our MRB assets and MRB liabilities are reported separately on our Condensed Consolidated Balance Sheets. Increases to an asset or decreases to a liability are described as favorable changes to fair value. Changes in fair value are reported in Market risk benefits (gains) losses, net on the Condensed Consolidated Income Statements. However, the change in fair value related to our own non-performance risk is recognized as a component of other comprehensive income ("OCI") and is reported in Change in non-performance on market risk benefits, net of tax expense (benefit) on the Condensed Consolidated Statements of Comprehensive Income (Loss). The fair value of variable annuity guaranteed benefit features classified as MRBs, which have explicit fees, are measured using the attributed fee method as the difference between the present value of projected future liabilities and the present value of projected attributed fees. At the inception of the contract, the Company attributes to the MRB a portion of total fees expected to be assessed against the contract holder's account value to offset the projected claims over the lifetime of the contract. The attributed fee is expressed as a percentage of total projected future fees at inception of the contract. This percentage of total projected fees is considered a fixed term of the MRB feature and is held static over the life of the contract. As the Company may issue contracts that have projected future liabilities greater than the projected future guaranteed benefit fees at issue, the Company may also attribute mortality and expense charges when performing this calculation. The percentage of guaranteed benefit fees and the percentage of mortality and expense charges may not exceed 100% of the total projected fees as of contract inception. In subsequent valuations, both the present value of future projected liabilities and the present value of projected attributed fees are remeasured based on current market conditions and policyholder behavior assumptions. The Company has ceded the guaranteed minimum income benefit (“GMIB”) features elected on certain annuity contracts to an unrelated party. The GMIBs ceded under this reinsurance treaty are classified as a MRB in their entirety. The reinsurance contract is measured at fair value and reported in Reinsurance recoverable on market risk benefits. Changes in fair value are recorded in Market risk benefits (gains) losses, net. Due to the inability to economically reinsure or hedge new issues of the GMIB, the Company discontinued offering the benefit in 2009. Fair values for MRBs related to variable annuities, including the contract reinsuring GMIB features, are calculated using internally developed models because active, observable markets do not exist for those guaranteed benefits. 40 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 6. Fair Value Measurements The fair value calculation is based on the present value of future cash flows comprised of future expected benefit payments, less future attributed rider fees, over the lives of the contracts. Estimating these cash flows requires numerous estimates and subjective judgments related to capital market inputs, as well as actuarially determined assumptions related to expectations concerning policyholder behavior. Capital market inputs include expected market rates of return, market volatility, correlations of market index returns to fund returns, and discount rates, which includes an adjustment for non-performance risk. The more significant actuarial assumptions include benefit utilization by policyholders, lapse, mortality, and withdrawal rates. Best estimate assumptions plus risk margins are used as applicable. At each valuation date, the fair value calculation reflects expected returns based on treasury rates as of that date to determine the value of expected future cash flows produced in a stochastic process. Volatility assumptions are based on a weighting of available market data for implied market volatility for durations up to 10 years, grading to a historical volatility level by year 15, where such long-term historical volatility levels contain an explicit risk margin. Non-performance risk is incorporated into the calculation through the adjustment of the risk-free rate curve based on credit spreads for debt and debt-like instruments issued by the Company or its insurance operating subsidiaries, adjusted, as necessary, to reflect the financial strength ratings of the issuing insurance subsidiaries. Risk margins are also incorporated into the model assumptions, particularly for policyholder behavior. Estimates of future policyholder behavior are subjective and are based primarily on the Company’s experience. As markets change, mature and evolve and actual policyholder behavior emerges, management continually evaluates the appropriateness of its assumptions for the fair value model. The use of the models and assumptions described above requires a significant amount of judgment. Management believes this results in an amount that the Company would be required to transfer for a liability, or receive for an asset, to or from a willing buyer or seller, if one existed, for those market participants to assume the risks associated with the guaranteed benefits and the related reinsurance. However, the ultimate settlement amount of the asset or liability, which is currently unknown, could likely be significantly different than this fair value. Fixed Index Annuities The longevity riders issued on fixed index annuities are classified as MRBs and measured at fair value. Similar to the variable annuity guaranteed benefit features, these contracts have explicit fees and are measured using the attributed fee method. The Company attributes a percentage of total projected future fees expected to be assessed against the policyholder to offset the projected future claims over the lifetime of the contract. If the fees attributed are insufficient to offset the claims at issue, the shortfall is borrowed from the host contract rather than recognizing a loss at inception. RILA RILA guaranteed benefit features are classified as MRBs and measured at fair value. Unlike variable or fixed index annuities, a majority of RILA product features do not have explicit fees and are measured using an option-based method. The fair value measurement represents the present value of future claims payable by the MRB feature. At inception, the value of the MRB is deducted from the value of the contract resulting in no gain or loss. See Note 12 - Market Risk Benefits of the Notes to Condensed Consolidated Financial Statements for more information regarding MRBs. Fixed Index Annuities The fair value of the index-linked crediting derivative feature embedded in fixed index annuities, included in Annuity Reserves in the above tables, is calculated using the closed form Black-Scholes Option Pricing model or Monte Carlo simulations, as appropriate for the type of option, incorporating such factors as the volatility of returns, the level of interest rates and the time remaining until the option expires. Additionally, although not a significant input, assumed withdrawal rates are used to estimate the expected volume of embedded options that will be realized by policyholders. 41 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 6. Fair Value Measurements RILA The fair value of the index-linked crediting derivative feature embedded in RILAs, included in Annuity Reserves in the above table, is calculated using the closed form Black-Scholes Option Pricing model, incorporating such factors as the volatility of returns, the level of interest rates and the time remaining until the option expires. Additionally, although not a significant input, assumed withdrawal rates are used to estimate the expected volume of embedded options that will be realized by policyholders. Notes Issued by Consolidated VIEs These notes are issued by CLOs and are carried at fair value under the fair value option based on the fair values of corresponding fixed maturity collateral. The CLO liabilities are also reduced by the fair value of the beneficial interest the Company retains in the CLO and the carrying value of any beneficial interests that represent compensation for services. As the notes are valued based on the reference collateral, they are classified as Level 2. Fair Value Option The Company elected the fair value option for debt securities related to certain consolidated investments totaling $ 2,409 million and $ 2,037 million at June 30, 2024 and December 31, 2023, respectively. These debt securities are reflected on the Company’s Condensed Consolidated Balance Sheets as debt securities, at fair value under the fair value option. The Company has elected the fair value option for certain funds withheld assets, which are held as collateral for reinsurance, totaling $ 4,099 million and $ 4,054 million at June 30, 2024 and December 31, 2023, respectively, as discussed above, and includes mortgage loans as discussed below. The Company elected the fair value option for certain mortgage loans held under the funds withheld reinsurance agreement with Athene. The fair value option was elected for these mortgage loans, purchased or funded after December 31, 2021, to mitigate inconsistency in earnings that would otherwise result between these mortgage loan assets and the funds withheld liability, including the associated embedded derivative, and are valued using third-party pricing services. Changes in fair value are reflected in net investment income on the Condensed Consolidated Income Statements. The fair value and aggregate contractual principal for mortgage loans where the fair value option was elected after December 31, 2021, were as follows (in millions): June 30, December 31, 2024 2023 Fair value $ 430 $ 481 Aggregate contractual principal 443 491 As of June 30, 2024, no loans in good standing for which the fair value option was elected were in non-accrual status, and no loans were more than 90 days past due and still accruing interest. The Company elected the fair value option for notes issued by consolidated VIEs totaling $ 2,041 million and $ 1,988 million at June 30, 2024 and December 31, 2023, respectively. Income and changes in unrealized gains and losses on other assets for which the Company has elected the fair value option are immaterial to the Company’s Condensed Consolidated Financial Statements. 42 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 6. Fair Value Measurements Assets and Liabilities Measured at Fair Value on a Recurring Basis The following tables summarize the Company’s assets and liabilities that are carried at fair value by hierarchy levels (in millions): June 30, 2024 Total Level 1 Level 2 Level 3 Assets Debt securities U.S. government securities $ 3,846 $ 3,846 $ — $ — Other government securities 1,316 — 1,165 151 Public utilities 5,105 — 5,061 44 Corporate securities 26,585 — 26,512 73 Residential mortgage-backed 361 — 361 — Commercial mortgage-backed 1,518 — 1,518 — Other asset-backed securities 4,260 — 3,341 919 Equity securities 212 — 205 7 Mortgage loans 430 — — 430 Limited partnerships (1) 152 — — 152 Policy loans 3,511 — — 3,511 Freestanding derivative instruments 226 — 226 — Cash and cash equivalents 1,736 1,736 — — Reinsurance recoverable on market risk benefits 121 — — 121 Market risk benefit assets 8,556 — — 8,556 Separate account assets 229,088 — 229,088 — Total $ 287,023 $ 5,582 $ 267,477 $ 13,964 Liabilities Embedded derivative liabilities (2) $ 2,982 $ — $ 2,982 $ — Funds withheld payable under reinsurance treaties (3) 1,161 — — 1,161 Freestanding derivative instruments 900 — 900 — Notes issued by consolidated VIEs 2,041 — 2,041 — Market risk benefit liabilities 3,890 — — 3,890 Total $ 10,974 $ — $ 5,923 $ 5,051 (1) Excludes $ 2,181 million of limited partnership investments measured at NAV. (2) Includes the embedded derivative liabilities of $ 2,124 million related to RILA and $ 858 million liability of fixed index annuities, both included in other contract holder funds on the Condensed Consolidated Balance Sheets. (3) Includes the Athene embedded derivative asset of $ 2,522 million and funds withheld payable under reinsurance treaties at fair value under the fair value option. 43 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 6. Fair Value Measurements December 31, 2023 Total Level 1 Level 2 Level 3 Assets Debt securities U.S. government securities $ 4,312 $ 4,312 $ — $ — Other government securities 1,402 — 1,252 150 Public utilities 5,127 — 5,086 41 Corporate securities 25,477 — 25,394 83 Residential mortgage-backed 375 — 375 — Commercial mortgage-backed 1,423 — 1,423 — Other asset-backed securities 4,527 — 3,552 975 Equity securities 394 182 204 8 Mortgage loans 481 — — 481 Limited partnerships (1) 135 — — 135 Policy loans 3,457 — — 3,457 Freestanding derivative instruments 390 — 390 — Cash and cash equivalents 2,688 2,688 — — Reinsurance recoverable on market risk benefits 149 — — 149 Market risk benefit assets 6,737 — — 6,737 Separate account assets 219,656 — 219,656 — Total $ 276,730 $ 7,182 $ 257,332 $ 12,216 Liabilities Embedded derivative liabilities (2) $ 2,090 $ — $ 2,090 $ — Funds withheld payable under reinsurance treaties (3) 1,158 — — 1,158 Freestanding derivative instruments 1,210 — 1,210 — Notes issued by consolidated VIEs 1,988 — 1,988 — Market risk benefit liabilities 4,785 — — 4,785 Total $ 11,231 $ — $ 5,288 $ 5,943 (1) Excludes $ 1,997 million of limited partnership investments measured at NAV. (2) Includes the embedded derivative liabilities of $ 1,224 million related to RILA and $ 866 million of fixed index annuities, both included in other contract holder funds on the Condensed Consolidated Balance Sheets. (3) Includes the Athene embedded derivative asset of $ 2,468 million and funds withheld payable under reinsurance treaties at fair value under the fair value option. 44 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 6. Fair Value Measurements Assets and Liabilities Measured at Fair Value Using Significant Unobservable Inputs (Level 3) Level 3 Assets and Liabilities by Price Source The table below presents the balances of Level 3 assets and liabilities measured at fair value with their corresponding pricing sources (in millions): June 30, 2024 Assets Total Internal External Debt securities: Other government securities $ 151 $ — $ 151 Public utilities 44 44 — Corporate 73 — 73 Other asset-backed securities 919 28 891 Equity securities 7 1 6 Mortgage loans 430 — 430 Limited partnerships 152 1 151 Policy loans 3,511 3,511 — Reinsurance recoverable on market risk benefits 121 121 — Market risk benefit assets 8,556 8,556 — Total $ 13,964 $ 12,262 $ 1,702 Liabilities Funds withheld payable under reinsurance treaties (1) 1,161 1,161 — Market risk benefit liabilities 3,890 3,890 — Total $ 5,051 $ 5,051 $ — (1) Includes the Athene Embedded Derivative asset of $ 2,522 million and funds withheld payable under reinsurance treaties at fair value under the fair value option. December 31, 2023 Assets Total Internal External Debt securities: Other government securities $ 150 $ — $ 150 Public utilities 41 41 — Corporate 83 — 83 Other asset-backed securities 975 50 925 Equity securities 8 1 7 Mortgage loans 481 — 481 Limited partnerships 135 1 134 Policy loans 3,457 3,457 — Reinsurance recoverable on market risk benefits 149 149 — Market risk benefit assets 6,737 6,737 — Total $ 12,216 $ 10,436 $ 1,780 Liabilities Funds withheld payable under reinsurance treaties (1) 1,158 1,158 — Market risk benefit liabilities 4,785 4,785 — Total $ 5,943 $ 5,943 $ — (1) Includes the Athene Embedded Derivative asset of $ 2,468 million and funds withheld payable under reinsurance treaties at fair value under the fair value option. External pricing sources for securities represent unadjusted prices from independent pricing services and independent indicative broker quotes where pricing inputs are not readily available. 45 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 6. Fair Value Measurements Quantitative Information Regarding Internally-Priced Level 3 Assets and Liabilities The table below presents quantitative information on internally-priced Level 3 assets and liabilities that use significant unobservable inputs (in millions): As of June 30, 2024 Fair Value Valuation Technique(s) Significant Unobservable Input(s) Assumption or Input Range Impact of Increase in Input on Fair Value Assets Reinsurance recoverable on market risk benefits $ 121 Discounted cash flow Mortality (1) 0.01 % - 20.71 % Increase Lapse (2) 1.47 % - 8.55 % Increase Utilization (3) 0.00 % - 50.00 % Decrease Withdrawal (4) 47.50 % - 50.00 % Decrease Non-performance risk adjustment (5) 0.27 % - 1.43 % Increase Long-term Equity Volatility (6) 18.50 % Decrease Market risk benefit assets $ 8,556 Discounted cash flow Mortality (1) 0.01 % - 23.46 % Increase Lapse (2) 0.05 % - 37.06 % Increase Utilization (3) 0.00 % - 100.00 % Decrease Withdrawal (4) 11.25 % - 100.00 % Decrease Non-performance risk adjustment (5) 0.49 % - 1.91 % Increase Long-term Equity Volatility (6) 18.50 % Decrease Liabilities Market risk benefit liabilities $ 3,890 Discounted cash flow Mortality (1) 0.01 % - 23.46 % Decrease Lapse (2) 0.05 % - 37.06 % Decrease Utilization (3) 0.00 % - 100.00 % Increase Withdrawal (4) 11.25 % - 100.00 % Increase Non-performance risk adjustment (5) 0.49 % - 1.91 % Decrease Long-term Equity Volatility (6) 18.50 % Increase (1) Mortality rates vary by attained age, tax qualification status, guaranteed benefit election, and duration. The range displayed reflects ages from the minimum issue age for the benefit through age 95, which corresponds to the typical maturity age. A mortality improvement assumption is also applied. (2) Base lapse rates vary by contract-level factors, such as product type, surrender charge schedule and optional benefits election. Lapse rates are further adjusted based on the degree to which a guaranteed benefit is in-the-money, with lower lapse applying when benefits are more in-the-money. Lapse rates are also adjusted to reflect lower lapse expectations when guaranteed benefits are utilized. (3) The utilization rate represents the expected percentage of contracts that will utilize the benefit through annuitization (GMIB) or commencement of withdrawals (GMWB). Utilization may vary by benefit type, attained age, duration, tax qualification status, benefit provision, and degree to which the guaranteed benefit is in-the-money. (4) The withdrawal rate represents the percentage of annual withdrawal assumed relative to the maximum allowable withdrawal amount under the free partial withdrawal provision or the GMWB, as applicable. Free partial withdrawal rates vary based on the product type and duration. Withdrawal rates on contracts with a GMWB vary based on attained age, tax qualification status, GMWB type and GMWB benefit provisions. (5) Non-performance risk adjustment is applied as a spread over the risk-free rate to determine the rate used to discount the related cash flows and varies by projection year. (6) Long-term equity volatility represents the equity volatility beyond the period for which observable equity volatilities are available. 46 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 6. Fair Value Measurements As of December 31, 2023 Fair Value Valuation Technique(s) Significant Unobservable Input(s) Assumption or Input Range Impact of Increase in Input on Fair Value Assets Reinsurance recoverable on market risk benefits $ 149 Discounted cash flow Mortality (1) 0.01 % - 20.71 % Increase Lapse (2) 1.47 % - 8.55 % Increase Utilization (3) 0.00 % - 50.00 % Decrease Withdrawal (4) 47.50 % - 50.00 % Decrease Non-performance risk adjustment (5) 0.10 % - 1.50 % Increase Long-term Equity Volatility (6) 18.50 % Decrease Market risk benefit assets $ 6,737 Discounted cash flow Mortality (1) 0.01 % - 23.46 % Increase Lapse (2) 0.05 % - 37.06 % Increase Utilization (3) 0.00 % - 100.00 % Decrease Withdrawal (4) 11.25 % - 100.00 % Decrease Non-performance risk adjustment (5) 0.70 % - 2.11 % Increase Long-term Equity Volatility (6) 18.50 % Decrease Liabilities Market risk benefit liabilities $ 4,785 Discounted cash flow Mortality (1) 0.01 % - 23.46 % Decrease Lapse (2) 0.05 % - 37.06 % Decrease Utilization (3) 0.00 % - 100.00 % Increase Withdrawal (4) 11.25 % - 100.00 % Increase Non-performance risk adjustment (5) 0.70 % - 2.11 % Decrease Long-term Equity Volatility (6) 18.50 % Increase (1) Mortality rates vary by attained age, tax qualification status, guaranteed benefit election, and duration. The range displayed reflects ages from the minimum issue age for the benefit through age 95, which corresponds to the typical maturity age. A mortality improvement assumption is also applied. (2) Base lapse rates vary by contract-level factors, such as product type, surrender charge schedule and optional benefits election. Lapse rates are further adjusted based on the degree to which a guaranteed benefit is in-the-money, with lower lapse applying when benefits are more in-the-money. Lapse rates are also adjusted to reflect lower lapse expectations when guaranteed benefits are utilized. (3) The utilization rate represents the expected percentage of contracts that will utilize the benefit through annuitization (GMIB) or commencement of withdrawals (GMWB). Utilization may vary by benefit type, attained age, duration, tax qualification status, benefit provision, and degree to which the guaranteed benefit is in-the-money. (4) The withdrawal rate represents the percentage of annual withdrawal assumed relative to the maximum allowable withdrawal amount under the free partial withdrawal provision or the GMWB, as applicable. Free partial withdrawal rates vary based on the product type and duration. Withdrawal rates on contracts with a GMWB vary based on attained age, tax qualification status, GMWB type and GMWB benefit provisions. (5) Non-performance risk adjustment is applied as a spread over the risk-free rate to determine the rate used to discount the related cash flows and varies by projection year. (6) Long-term equity volatility represents the equity volatility beyond the period for which observable equity volatilities are available. 47 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 6. Fair Value Measurements Sensitivity to Changes in Unobservable Inputs The following is a general description of sensitivities of significant unobservable inputs and their impact on the fair value measurement for the assets and liabilities reflected in the tables above. At June 30, 2024 and December 31, 2023, securities of $ 74 million and $ 93 million, respectively, are fair valued using techniques incorporating unobservable inputs and are classified in Level 3 of the fair value hierarchy. For these assets, their unobservable inputs and ranges of possible inputs do not materially affect their fair valuations and have been excluded from the quantitative information in the tables above. Policy loans that support funds withheld reinsurance agreements that are held at fair value under the fair value option on the Company’s Condensed Consolidated Balance Sheets are excluded from the tables above. These policy loans do not have a stated maturity and the balances, plus accrued investment income, are repaid either by the policyholder or with proceeds from the policy. Due to the collateralized nature of policy loans and unpredictable timing of payments, the Company believes the carrying value of policy loans, which includes accrued investment income, approximates fair value and is classified as Level 3 within the fair value hierarchy. The fair value of funds withheld payable under the Reassure America Life Insurance Company ("REALIC") reinsurance treaties, is determined based upon the fair value of the funds withheld investments held by the Company and is excluded from the tables above. The funds withheld payable under the Athene reinsurance treaty includes the Athene embedded derivative which is measured at fair value. The valuation of the embedded derivative utilizes a total return swap technique that incorporates the fair value of the invested assets supporting the reinsurance agreement as a component of the valuation. As a result, these valuations for the funds withheld payable under the REALIC reinsurance treaties and the Athene embedded derivative require certain significant inputs that are generally not observable and, accordingly, the valuation is considered Level 3 in the fair value hierarchy. The GMIB reinsurance recoverable fair value calculation is based on the present value of future cash flows comprised of future expected reinsurance benefit receipts, less future attributed premium payments to reinsurers, over the lives of the contracts. Estimating these cash flows requires actuarially determined assumptions related to expectations concerning policyholder behavior and long-term market volatility. The more significant policyholder behavior actuarial assumptions include benefit utilization, fund allocation, lapse, and mortality. The MRB asset and liability fair value calculation is based on the present value of future cash flows comprised of future expected benefit payments, less future attributed fees (if applicable), over the lives of the contracts. Estimating these cash flows requires numerous estimates and subjective judgments related to capital market inputs, as well as actuarially determined assumptions related to expectations concerning policyholder behavior. The more significant actuarial assumptions include benefit utilization by policyholders, lapse, mortality, and withdrawal rates. Best estimate assumptions plus risk margins are used as applicable. 48 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 6. Fair Value Measurements The tables below provide roll-forwards for the three and six months ended June 30, 2024 and 2023 of the financial instruments for which significant unobservable inputs (Level 3) are used in the fair value measurement. Gains and losses in the tables below include changes in fair value due partly to observable and unobservable factors. The Company utilizes derivative instruments to manage the risk associated with certain assets and liabilities. However, the derivative instruments hedging the related risks may not be classified within the same fair value hierarchy level as the associated assets and liabilities. Therefore, the impact of the derivative instruments reported in Level 3 may vary significantly from the total income effect of the hedged instruments. Total Realized/Unrealized Gains (Losses) Included in Purchases, Fair Value Sales, Transfers Fair Value as of Net Other Issuances in and/or as of April 1, Income Comprehensive and (out of) June 30, Three Months Ended June 30, 2024 2024 (Loss) Income (Loss) Settlements Level 3 2024 Assets Debt securities Other government securities $ 152 $ — $ ( 1 ) $ — $ — $ 151 Public utilities 44 ( 1 ) 1 — — 44 Corporate securities 94 5 ( 1 ) ( 7 ) ( 18 ) 73 Other asset-backed securities 988 1 — ( 70 ) — 919 Equity securities 8 ( 1 ) — — — 7 Mortgage loans 455 ( 1 ) — ( 24 ) — 430 Limited partnerships 137 5 — 10 — 152 Policy loans 3,448 82 — ( 19 ) — 3,511 Reinsurance recoverable on market risk benefits 126 ( 5 ) — — — 121 Market risk benefit assets 8,025 531 — — — 8,556 Liabilities Funds withheld payable under reinsurance treaties ( 1,122 ) ( 55 ) — 16 — ( 1,161 ) Market risk benefit liabilities ( 3,843 ) ( 8 ) ( 39 ) — — ( 3,890 ) Total Realized/Unrealized Gains (Losses) Included in Purchases, Fair Value Sales, Transfers Fair Value as of Net Other Issuances in and/or as of April 1, Income Comprehensive and (out of) June 30, Three Months Ended June 30, 2023 2023 (Loss) Income (Loss) Settlements Level 3 2023 Assets Debt securities Corporate securities $ 26 $ ( 9 ) $ 1 $ ( 1 ) $ 4 $ 21 Equity securities 111 ( 25 ) — 1 ( 1 ) 86 Mortgage loans 480 — — 29 — 509 Limited partnerships 448 ( 26 ) — — — 422 Policy loans 3,427 78 — ( 67 ) — 3,438 Reinsurance recoverable on market risk benefits 238 ( 44 ) — — — 194 Market risk benefit assets 5,204 753 — — — 5,957 Liabilities Funds withheld payable under reinsurance treaties ( 803 ) 37 — 65 — ( 701 ) Market risk benefit liabilities ( 5,560 ) 1,861 ( 764 ) — — ( 4,463 ) 49 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 6. Fair Value Measurements Total Realized/Unrealized Gains (Losses) Included in Purchases, Fair Value Sales, Transfers Fair Value as of Net Other Issuances in and/or as of January 1, Income Comprehensive and (out of) June 30, Six Months Ended June 30, 2024 2024 (Loss) Income (Loss) Settlements Level 3 2024 Assets Debt securities Other government securities $ 150 $ — $ 1 $ — $ — $ 151 Public utilities 41 ( 1 ) 1 3 — 44 Corporate securities 83 5 ( 1 ) ( 2 ) ( 12 ) 73 Other asset-backed securities 975 — — ( 56 ) — 919 Equity securities 8 ( 1 ) — — — 7 Mortgage loans 481 ( 3 ) — ( 48 ) — 430 Limited partnerships 135 7 — 10 — 152 Policy loans 3,457 111 — ( 57 ) — 3,511 Reinsurance recoverable on market risk benefits 149 ( 28 ) — — — 121 Market risk benefit assets 6,737 1,819 — — — 8,556 Liabilities Funds withheld payable under reinsurance treaties ( 1,158 ) ( 56 ) — 53 — ( 1,161 ) Market risk benefit liabilities ( 4,785 ) 1,444 ( 549 ) — — ( 3,890 ) Total Realized/Unrealized Gains (Losses) Included in Purchases, Fair Value Sales, Transfers Fair Value as of Net Other Issuances in and/or as of January 1, Income Comprehensive and (out of) June 30, Six Months Ended June 30, 2023 2023 (Loss) Income (Loss) Settlements Level 3 2023 Assets Debt securities Corporate securities $ 56 $ ( 9 ) $ — $ ( 4 ) $ ( 22 ) $ 21 Equity securities 122 ( 35 ) — — ( 1 ) 86 Mortgage loans 582 ( 2 ) — ( 71 ) — 509 Limited partnerships 440 ( 22 ) — 11 ( 7 ) 422 Policy loans 3,419 107 — ( 88 ) — 3,438 Reinsurance recoverable on market risk benefits 221 ( 27 ) — — — 194 Market risk benefit assets 4,865 1,092 — — — 5,957 Liabilities Funds withheld payable under reinsurance treaties ( 424 ) ( 362 ) — 85 — ( 701 ) Market risk benefit liabilities ( 5,662 ) 1,679 ( 480 ) — — ( 4,463 ) 50 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 6. Fair Value Measurements The components of the amounts included in purchases, sales, issuances and settlements for the three and six months ended June 30, 2024 and 2023 shown above are as follows (in millions): Three Months Ended June 30, 2024 Purchases Sales Issuances Settlements Total Assets Debt securities Corporate securities $ — $ ( 7 ) $ — $ — $ ( 7 ) Other asset-backed securities 33 ( 103 ) — — ( 70 ) Mortgage loans 43 ( 67 ) — — ( 24 ) Limited partnerships 10 — — — 10 Policy loans — — — ( 19 ) ( 19 ) Total $ 86 $ ( 177 ) $ — $ ( 19 ) $ ( 110 ) Liabilities Funds withheld payable under reinsurance treaties $ — $ — $ ( 184 ) $ 200 $ 16 Three Months Ended June 30, 2023 Purchases Sales Issuances Settlements Total Assets Debt securities Corporate securities $ ( 1 ) $ — $ — $ — $ ( 1 ) Equity securities — 1 — — 1 Mortgage loans 99 ( 70 ) — — 29 Policy loans — — — ( 67 ) ( 67 ) Total $ 98 $ ( 69 ) $ — $ ( 67 ) $ ( 38 ) Liabilities Funds withheld payable under reinsurance treaties $ — $ — $ ( 1 ) $ 66 $ 65 Six Months Ended June 30, 2024 Purchases Sales Issuances Settlements Total Assets Debt securities Public utilities $ 3 $ — $ — $ — $ 3 Corporate securities 13 ( 15 ) — — ( 2 ) Other asset-backed securities 107 ( 163 ) — — ( 56 ) Mortgage loans 91 ( 139 ) — — ( 48 ) Limited partnerships 10 — — — 10 Policy loans — — 63 ( 120 ) ( 57 ) Total $ 224 $ ( 317 ) $ 63 $ ( 120 ) $ ( 150 ) Liabilities Funds withheld payable under reinsurance treaties $ — $ — $ ( 344 ) $ 397 $ 53 Six Months Ended June 30, 2023 Purchases Sales Issuances Settlements Total Assets Debt securities Corporate securities $ — $ ( 4 ) $ — $ — $ ( 4 ) Mortgage loans 135 ( 206 ) — — ( 71 ) Limited partnerships 18 ( 7 ) — — 11 Policy loans — — 35 ( 123 ) ( 88 ) Total $ 153 $ ( 217 ) $ 35 $ ( 123 ) $ ( 152 ) Liabilities Funds withheld payable under reinsurance treaties $ — $ — $ ( 36 ) $ 121 $ 85 51 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 6. Fair Value Measurements For the three and six months ended June 30, 2024, transfers from Level 3 to Level 2 of the fair value hierarchy were $ 7 million and $ 16 million, respectively, transfers from Level 2 to Level 3 were $( 11 ) million and $ 4 million, respectively, and transfers from Level 3 to NAV were nil and nil , respectively. For the three and six months ended June 30, 2023, transfers from Level 3 to Level 2 of the fair value hierarchy were $( 6 ) million and $ 31 million, respectively, transfers from Level 2 to Level 3 were $( 3 ) million and $ 8 million, respectively, and transfers from Level 3 to NAV were nil and $ 7 million, respectively. During 2023, management determined that the fair value measurements for certain securities, primarily comprised of asset-backed and other debt securities included in funds withheld accounts, which were classified as Level 2 measurements within the fair value hierarchy in prior reporting periods, should be classified as Level 3 fair value measurements. The fair value of these securities is primarily obtained from external sources which may use unobservable inputs, proprietary inputs and models, or inputs or values that cannot be corroborated by market transactions and should be classified as externally priced Level 3 fair value measurements. The 2023 Fair Value on a Recurring Basis table and the Level 3 Assets and Liabilities by Price Source table reflect this change in classification. In the fourth quarter of 2023, securities totaling $ 1,336 million, that were previously reported as Level 3 were included in “Transfers in and/or (out of) Level 3”. For the three and six months ended June 30, 2023, the Level 3 Rollforward table and the Level 3 Purchases, Sales, Issuances, and Settlements tables are shown as previously reported and do not reflect this change in classification. The change in classification did not change the fair value of these securities and did not impact the Condensed Consolidated Balance Sheets or Condensed Consolidated Income Statements. 52 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 6. Fair Value Measurements The portion of gains (losses) included in net income (loss) or OCI attributable to the change in unrealized gains and losses on Level 3 financial instruments still held was as follows (in millions): Three Months Ended June 30, 2024 2023 Included in Net Income Included in OCI Included in Net Income Included in OCI Assets Debt securities Other government securities $ — $ ( 1 ) $ — $ — Public utilities ( 1 ) 1 — — Corporate securities 2 ( 1 ) ( 9 ) 1 Other asset-backed securities — — — — Equity securities — — ( 25 ) — Mortgage loans ( 1 ) — — — Limited partnerships 1 — ( 32 ) — Policy loans 82 — 78 — Reinsurance recoverable on market risk benefits ( 5 ) — ( 44 ) — Market risk benefit assets 531 — 753 — Liabilities Funds withheld payable under reinsurance treaties ( 55 ) — 37 — Market risk benefit liabilities ( 8 ) ( 39 ) 1,861 ( 764 ) Six Months Ended June 30, 2024 2023 Included in Net Income Included in OCI Included in Net Income Included in OCI Assets Debt securities Other government securities $ — $ 1 $ — $ — Public utilities ( 1 ) 1 — — Corporate securities 1 ( 1 ) ( 9 ) — Other asset-backed securities ( 1 ) — — — Equity securities — — ( 35 ) — Mortgage loans ( 3 ) — ( 2 ) — Limited partnerships 1 — ( 22 ) — Policy loans 111 — 107 — Reinsurance recoverable on market risk benefits ( 28 ) — ( 27 ) — Market risk benefit assets 1,819 — 1,092 — Liabilities Funds withheld payable under reinsurance treaties ( 56 ) — ( 362 ) — Market risk benefit liabilities 1,444 ( 549 ) 1,679 ( 480 ) 53 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 6. Fair Value Measurements Fair Value of Financial Instruments Carried at Other Than Fair Value The table below presents the carrying amount and fair value by fair value hierarchy level of certain financial instruments that are not reported at fair value (in millions): June 30, 2024 Fair Value Carrying Value Total Level 1 Level 2 Level 3 Assets Mortgage loans $ 9,699 $ 9,100 $ — $ — $ 9,100 Policy loans 928 928 — — 928 FHLBI capital stock 115 115 115 — — Liabilities Annuity reserves (1) $ 33,053 $ 33,205 $ — $ — $ 33,205 Reserves for guaranteed investment contracts (2) 643 621 — — 621 Trust instruments supported by funding agreements (2) 4,644 4,517 — — 4,517 FHLB funding agreements (2) 2,012 1,974 — — 1,974 Funds withheld payable under reinsurance treaties 17,304 17,304 — — 17,304 Long-term debt 2,034 1,827 — 1,827 — Securities lending payable (3) 15 15 — 15 — FHLB advances (4) 500 500 — 500 — Repurchase agreements (3) 1,782 1,782 — 1,782 — Separate account liabilities (5) 229,088 229,088 — 229,088 — December 31, 2023 Fair Value Carrying Value Total Level 1 Level 2 Level 3 Assets Mortgage loans $ 10,082 $ 9,513 $ — $ — $ 9,513 Policy loans 942 942 — — 942 FHLBI capital stock 108 108 108 — — Liabilities Annuity reserves (1) $ 33,161 $ 31,588 $ — $ — $ 31,588 Reserves for guaranteed investment contracts (2) 700 674 — — 674 Trust instruments supported by funding agreements (2) 5,756 5,601 — — 5,601 FHLB funding agreements (2) 1,950 1,893 — — 1,893 Funds withheld payable under reinsurance treaties 18,794 18,794 — — 18,794 Long-term debt 2,037 1,851 — 1,851 — Securities lending payable (3) 19 19 — 19 — FHLB advances (4) 250 250 — 250 — Separate account liabilities (5) 219,656 219,656 — 219,656 — (1) Annuity reserves represent only the components of other contract holder funds that are considered to be financial instruments. (2) Included as a component of other contract holder funds on the Condensed Consolidated Balance Sheets. (3) Included as a component of repurchase agreements and securities lending payable on the Condensed Consolidated Balance Sheets. (4) Included as a component of other liabilities on the Condensed Consolidated Balance Sheets. (5) The values of separate account liabilities are set equal to the values of separate account assets. 54 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 6. Fair Value Measurements The following is a discussion of the methodologies used to determine fair values of the financial instruments that are not reported at fair value reported in the table above: Mortgage Loans Fair values are generally determined by discounting expected future cash flows at current market interest rates, inclusive of a credit spread, for similar quality loans. For loans whose value is dependent on the underlying property, fair value is the estimated value of the collateral. Certain characteristics considered significant in determining the spread or collateral value may be based on internally developed estimates. As a result, these investments have been classified as Level 3 within the fair value hierarchy. Mortgage loans held under the funds withheld reinsurance agreement are valued using third-party pricing services, which may use economic inputs, geographical information, and property specific assumptions in deriving the fair value price. The Company reviews the valuations from these pricing providers to ensure they are reasonable. Due to lack of observable inputs, these investments have been classified as Level 3 within the fair value hierarchy. Policy Loans Policy loans are funds provided to policyholders in return for a claim on the policies values and function like demand deposits which are redeemable upon repayment, death or surrender, and there is only one market price at which the transaction could be settled – the then current carrying value. The funds provided are limited to the cash surrender value of the underlying policy. The nature of policy loans is to have a negligible default risk as the loans are fully collateralized by the value of the policy. Policy loans do not have a stated maturity and the balances and accrued interest are repaid either by the policyholder or with proceeds from the policy. Due to the collateralized nature of policy loans and unpredictable timing of payments, the Company believes the carrying value of policy loans approximates fair value. The non-reinsurance related component of policy loans has been classified as Level 3 within the fair value hierarchy. FHLBI Capital Stock FHLBI capital stock, which is included in other invested assets, can only be sold to FHLBI at a constant price of $ 100 per share. Due to the lack of valuation uncertainty, the investment has been classified as Level 1. Other Contract Holder Funds Fair values for immediate annuities without mortality features are derived by discounting the future estimated cash flows using current market interest rates for similar maturities. Fair values for deferred annuities, including the fixed option on variable annuities, fixed annuities, fixed index annuities and RILAs, are determined using projected future cash flows discounted at current market interest rates. Fair values for guaranteed investment contracts, trust instruments supported by funding agreements and FHLB funding agreements are based on the present value of future cash flows discounted at current market interest rates. Funds Withheld Payable Under Reinsurance Treaties The fair value of the funds withheld payable is equal to the fair value of the assets held as collateral, which primarily consists of bonds, mortgages, limited partnerships, and cash and cash equivalents. The fair value of the assets generally uses industry standard valuation techniques as described above and the funds withheld payable components are valued consistent with the assets in the fair value hierarchy and the funds withheld payable is classified in its entirety according to the lowest level input that is significant to the determination of the fair value. The funds withheld payable is classified as Level 3 within the fair value hierarchy. Debt Fair values for the Company’s surplus notes and long-term debt are generally determined by prices obtained from independent broker dealers or discounted cash flow models. Such prices are derived from market observable inputs and are classified as Level 2. 55 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 6. Fair Value Measurements Securities Lending Payable The Company’s securities lending payable is set equal to the cash collateral received. Due to the short-term nature of the loans, carrying value is a reasonable estimate of fair value and is classified as Level 2. FHLB Advances Carrying value of the Company’s FHLB advances, which are included in other liabilities, is considered a reasonable estimate of fair value due to their short-term maturities and are classified as Level 2. Repurchase Agreements Carrying value of the Company’s repurchase agreements is considered a reasonable estimate of fair value due to their short-term maturities and are classified as Level 2. Separate Account Liabilities The values of separate account liabilities are set equal to the values of separate account assets, which are comprised of investments in mutual funds that transact regularly, but do not trade in active markets as they are not publicly available, and, are categorized as Level 2. 7. Deferred Acquisition Costs Certain costs that are directly related to the successful acquisition of new or renewal insurance business are capitalized as deferred acquisition costs ("DAC") in the period in which they are incurred. These costs primarily pertain to commissions and certain costs associated with policy issuance and underwriting. All other acquisition costs are expensed as incurred. Contracts are grouped into cohorts by contract type and issue year. For traditional and limited-payment insurance contracts, contracts are grouped consistent with the groupings used in estimating the associated liability. DAC are amortized into expense on a constant level basis over the expected term of the grouped contracts. For traditional and limited-payment insurance contracts, amortization is determined based on projected in force amounts. For non-traditional contracts, amortization is determined based on projected policy counts . The expected term used to amortize DAC is determined using best estimate assumptions, including mortality and persistency, consistent with the best estimate assumptions used to determine the reserve for future policy benefits, MRBs, and additional liabilities for applicable contracts. For amortization of DAC related to contracts without these balances, assumptions used to determine expected term are developed in a similar manner. The amortization rate is determined using all information available as of the end of the reporting period, including actual experience and any assumption updates. Annually, or as circumstances warrant, a comprehensive review of assumptions is conducted, and assumptions are revised as appropriate. If assumptions are revised, the amortization rate is calculated using revised assumptions such that the effect of revised assumptions is recognized prospectively as of the beginning of that reporting period. Unamortized DAC are written off when a contract is internally replaced and substantially changed. Substantially unchanged contracts are treated as a continuation of the replaced contract, with no change to the unamortized DAC at the time of the replacement. 56 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 7. Deferred Acquisition Costs The following table presents the roll-forward of the DAC (in millions). The current period amortization is based on the end of the period estimates of mortality and persistency. The amortization pattern is revised on a prospective basis at the beginning of the period based on the period’s actual experience. Six Months Ended June 30, Year Ended December 31, 2024 2023 Variable Annuities Balance, beginning of period $ 11,967 $ 12,699 Deferrals of acquisition costs 204 394 Amortization ( 537 ) ( 1,126 ) Variable Annuities balance, end of period $ 11,634 $ 11,967 Reconciliation of total DAC Variable Annuities balance, end of period $ 11,634 $ 11,967 Other product lines, end of period 432 335 Total balance, end of period $ 12,066 $ 12,302 8. Reinsurance The Company, through its subsidiary insurance companies, assumes and cedes reinsurance from and to other insurance companies to limit losses from large exposures. However, if the reinsurer is unable to meet its obligations, the originating issuer of the coverage retains the liability. The Company reinsures certain of its risks to other reinsurers on a coinsurance, coinsurance with funds withheld, modified coinsurance, or yearly renewable term basis. The Company regularly monitors the financial strength ratings of its reinsurers. Athene Reinsurance The Company entered into a funds withheld coinsurance agreement with Athene effective June 1, 2020, to reinsure on a 100 % quota share basis, a block of Jackson’s in-force fixed and fixed-index annuity product liabilities in exchange for a $ 1.2 billion ceding commission. The coinsurance with funds withheld agreement ("the coinsurance agreement") required Jackson to establish a segregated account in which the investments supporting the ceded obligations are maintained. While the economic benefits of the investments flow to Athene, Jackson retains physical possession and legal ownership of the investments supporting the reserve. Further, the investments in the segregated account are not available to settle any policyholder obligations other than those specifically covered by the coinsurance agreement and are not available to settle obligations to general creditors of Jackson. The profit and loss with respect to obligations ceded to Athene are included in periodic net settlements pursuant to the coinsurance agreement. To further support its obligations under the coinsurance agreement, Athene procured $ 1.2 billion in letters of credit for Jackson’s benefit and established a trust account for Jackson’s benefit, which had a book value of approximately $ 79 million at June 30, 2024. Swiss Re Reinsurance Jackson has three retrocession reinsurance agreements (“retro treaties”) with Swiss Reinsurance Company Ltd. (“SRZ”). Pursuant to these retro treaties, Jackson ceded certain blocks of business to SRZ on a 100 % coinsurance with funds withheld basis, subject to pre-existing reinsurance with other parties. As a result of the reinsurance agreements with SRZ, Jackson withholds certain assets, primarily in the form of policy loans and debt securities, as collateral for the reinsurance recoverable. The Company has also acquired certain blocks of business that are closed to new business and wholly ceded to non-affiliates. These include both direct and assumed accident and health businesses, direct and assumed life insurance business, and certain institutional annuities. 57 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 8. Reinsurance GMIB Reinsurance The Company’s guaranteed minimum income benefits (“GMIBs”) are reinsured with an unrelated party. GMIB reinsured benefits are subject to aggregate annual claim limits. Deductibles also apply on reinsurance of GMIB business issued since March 1, 2005. The Company discontinued offering the GMIB in 2009. Reinsurance Recoverables and Reinsured Market Risk Benefits Ceded reinsurance agreements are reported on a gross basis on the Company’s Condensed Consolidated Balance Sheets as an asset for amounts recoverable from reinsurers or as a component of other assets or liabilities for amounts, such as premiums, owed to or due from reinsurers. Reinsurance recoverables relating to reinsurance of traditional and limited-payment contracts are required to be recognized and measured in a manner consistent with liabilities relating to the underlying reinsured contracts, including using consistent assumptions. Reinsurance contracts may be executed subsequent to the direct contract issue dates, and market interest rates may have changed between the date that the underlying insurance contracts were issued and the date the reinsurance contract is recognized in the financial statements, resulting in the underlying discount rate differing between the direct and reinsured business. The Company regularly monitors the financial strength ratings of its reinsurers. At June 30, 2024 and December 31, 2023, the Company had an allowance for credit losses (“ACL”) of $ 27 million and $ 29 million, respectively, on its reinsurance recoverables, which are reported net of ACL on the Condensed Consolidated Balance Sheets. The ACL considers the credit quality of the reinsurer and is generally determined based on probability of default and loss given default assumptions, after considering any applicable collateral arrangements. For reinsurance recoverables that are collateralized, the amount of collateral is expected to be adjusted as necessary as a result of fair value changes in that collateral. If the fair value of the collateral at the reporting date is less than the carrying value of the reinsurance recoverable, the Company recognizes an ACL on the difference between the fair value of the collateral at the reporting date and the carrying value of the reinsurance recoverable. Additions to or releases of the ACL are reported in Death, other policyholder benefits, and changes in reserves, net of deferrals in the Condensed Consolidated Income Statements. Reinsurance recoverable on market risk benefits is recognized at fair value with changes being recognized in current period earnings within market risk benefit (gains) losses, net. Non-performance risk of the reinsurer is incorporated into the calculation through the adjustment of the risk-free rate curve based on credit spreads observed on instruments issued by similarly-rated life insurance companies. The Company’s reinsurance contract that cedes only the GMIB elected on certain variable annuity products is classified as a reinsurance recoverable on market risk benefits. These reinsured MRBs may have direct MRB balances recorded as either assets or liabilities; however, because the unit of account for the reinsured MRB is the reinsurance contract, the ceded MRB is presented in total within reinsurance recoverable on market risk benefits. The fees used to determine the fair value of the reinsurance recoverable on market risk benefits are those defined in the reinsurance contract. Guaranteed benefits related to the optional lifetime income rider offered on certain fixed index annuities are MRBs that are reinsured with Athene. The reinsured MRBs are measured using a non-option valuation approach which uses cash flow assumptions and an attributed fee ratio consistent with those used to measure the MRBs on the direct contract and a discount rate that considers the reinsurer’s credit risk. The attributed fee is locked-in at inception of the contract. 58 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 8. Reinsurance Components of the Company’s reinsurance recoverable excluding MRBs were as follows (in millions): June 30, December 31, 2024 2023 Reserves: Life $ 5,261 $ 5,370 Accident and health 466 510 Annuity benefits (1) 17,306 18,873 Claims liability and other 666 669 Total $ 23,699 $ 25,422 (1) Other annuity benefits primarily attributable to fixed and fixed index annuities reinsured with Athene. Components of the Company’s reinsurance recoverable on market risk benefits were as follows (in millions): June 30, December 31, 2024 2023 Variable annuity $ 68 $ 90 Other product lines 53 59 Total $ 121 $ 149 Reinsurance and Funds Withheld Payable Under Reinsurance Treaties Under the reinsurance agreement with Athene and the retro treaties with SRZ, the Company maintains ownership of the underlying investments instead of transferring them to the reinsurer and, as a result, records a funds withheld liability payable to the reinsurer. Investment returns earned on withheld assets are paid by the Company to the reinsurer, pursuant to the terms of the agreements. Investment income and net gains (losses) on derivatives and investments are reported net of gains or losses on the funds withheld payable under reinsurance treaties. The amounts credited to reinsurers on the funds withheld payable is based on the return earned on those assets. The return earned on the assets is subject to the credit risk of the original issuer of the instrument rather than Jackson’s own creditworthiness, which results in an embedded derivative (total return swap). Funds withheld under reinsurance agreement with Athene The Company recognizes a liability for the embedded derivative related to the funds withheld under the reinsurance agreement with Athene within funds withheld payable under reinsurance treaties in the Condensed Consolidated Balance Sheets. The embedded derivative is measured at fair value with changes in fair value reported in net gains (losses) on derivatives and investments in the Condensed Consolidated Income Statements. At inception of the reinsurance agreement with Athene, the fair value of the withheld investments differed from their book value and, accordingly, while the investments are held, the amortization of this difference is reported in net gains (losses) on derivatives and investments in the Condensed Consolidated Income Statements. See Note 5 - Derivative Instruments of the Notes to Consolidated Financial Statements for more information on the embedded derivative. Funds withheld under reinsurance agreements with SRZ At execution of the retro treaties with SRZ, the Company elected the fair value option for the withheld assets, as well as the related funds withheld payable. Accordingly, the embedded derivative is not bifurcated or separately measured. The funds withheld payable is measured at fair value with changes in fair value reported in net gains (losses) on derivatives and investments. The fair value of the funds withheld payable is equal to the fair value of the assets held as collateral. 59 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 8. Reinsurance The following assets and liabilities were held in support of reserves associated with the Company’s funds withheld reinsurance agreements and were reported in the respective financial statement line items in the Condensed Consolidated Balance Sheets (in millions): June 30, December 31, 2024 2023 Assets Debt securities, available-for-sale $ 10,520 $ 11,526 Debt securities, at fair value under the fair value option 158 116 Equity securities 150 151 Mortgage loans 2,840 3,067 Mortgage loans, at fair value under the fair value option 430 481 Policy loans 3,524 3,471 Freestanding derivative instruments, net 37 15 Other invested assets 748 709 Cash and cash equivalents 234 543 Accrued investment income 132 146 Other assets and liabilities, net ( 20 ) 1 Total assets (1) $ 18,753 $ 20,226 Liabilities Funds held under reinsurance treaties (2) $ 18,465 $ 19,952 Total liabilities $ 18,465 $ 19,952 (1) Certain assets are reported at amortized cost while the fair value of those assets is reported in the embedded derivative in the funds withheld liability. (2) Includes funds withheld embedded derivative asset (liability) of $ 2,522 million and $ 2,468 million at June 30, 2024 and December 31, 2023, respectively. The sources of income related to funds withheld under reinsurance treaties reported in net investment income in the Condensed Consolidated Income Statements were as follows (in millions): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Debt securities (1) $ 137 $ 160 $ 282 $ 332 Equity securities — ( 37 ) 9 ( 38 ) Mortgage loans (2) 45 60 94 126 Policy loans 82 77 164 158 Limited partnerships 32 7 28 15 Other investment income 5 3 10 3 Total investment income on funds withheld assets 301 270 587 596 Other investment expenses on funds withheld assets (3) ( 16 ) ( 18 ) ( 32 ) ( 37 ) Total net investment income on funds withheld reinsurance treaties $ 285 $ 252 $ 555 $ 559 (1) Includes nil and $ 1 million for the three and six months ended June 30, 2024, respectively, and nil and $ 2 million for the three and six months ended June 30, 2023, respectively, related to the change in fair value for securities carried under the fair value option. (2) Includes $ 1 million and $( 3 ) million for the three and six months ended June 30, 2024, respectively, and nil and $( 2 ) million for the three and six months ended June 30, 2023, respectively, related to the change in fair value for mortgage loans carried under the fair value option. (3) Includes management fees. 60 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 8. Reinsurance The gains and losses on funds withheld reinsurance treaties as a component of net gains (losses) on derivatives and investments in the Condensed Consolidated Income Statements were as follows (in millions): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Available-for-sale securities Realized gains on sale $ 1 $ 11 $ 3 $ 16 Realized losses on sale ( 11 ) ( 10 ) ( 30 ) ( 48 ) Credit loss expense ( 7 ) 13 ( 6 ) 2 Credit loss expense on mortgage loans — ( 4 ) 7 ( 7 ) Other ( 3 ) 3 ( 10 ) 12 Net gains (losses) on non-derivative investments ( 20 ) 13 ( 36 ) ( 25 ) Net gains (losses) on derivative instruments 5 ( 14 ) 19 ( 23 ) Net gains (losses) on funds withheld payable under reinsurance treaties (1) ( 199 ) ( 133 ) ( 398 ) ( 759 ) Total net gains (losses) on derivatives and investments $ ( 214 ) $ ( 134 ) $ ( 415 ) $ ( 807 ) (1) Includes the Athene embedded derivative gain (loss) of $ 25 million and $ 54 million for the three and six months ended June 30, 2024, respectively, and $ 113 million and $( 257 ) million for the three and six months ended June 30, 2023, respectively. 9. Reserves for Future Policy Benefits and Claims Payable Reserves for Future Policy Benefits For non-participating traditional and limited-payment insurance contracts, the reserve for future policy benefits represents the present value of estimated future policy benefits to be paid to or on behalf of policyholders in future periods and certain related expenses less the present value of estimated future net premiums. Reserves for future policy benefits for non-participating traditional and limited-payment insurance contracts are measured using the net premium ratio ("NPR") measurement model. The NPR measurement model accrues for future policy benefits in proportion to the premium revenue recognized. The reserve for future policy benefits is derived from the Company's best estimate of future net premium and future benefits and expenses, which is based on best estimate assumptions including mortality, persistency, claims expense, and discount rate. On an annual basis, or as circumstances warrant, we conduct a comprehensive review of our current best estimate assumptions based on our experience, industry benchmarking, and other factors, as applicable. Expense assumptions are updated based on estimates of expected non-level costs, such as termination or settlement costs, and costs after the premium-paying period and exclude acquisition costs or any costs that are required to be charged to expenses as incurred. Updates to assumptions are applied on a retrospective basis, and the change in the reserve for future policy benefits resulting from updates to assumptions is reported separately on the Condensed Consolidated Income Statements within the (Gain) loss from updating future policy benefits cash flow assumptions, net. Each reporting period the reserve for future policy benefits is updated to reflect actual experience to date. The Company establishes cohorts, which are groupings used to measure reserves for future policy benefits. In determining cohorts, the Company considered both qualitative and quantitative factors, including the issue year, type of product, product features, and legal entity. The discount rate used to estimate reserves for future policy benefits is consistent with an upper-medium grade (low-credit risk) fixed-income corporate instrument yield, which has been interpreted to represent a single-A corporate instrument yield. This discount rate curve is determined by fitting a parametric function to yields to maturity and related times to maturity of market observable single-A rated corporate instruments. The discount rate used to recognize interest accretion on the reserves for future policy benefits is locked at the initial measurement of the cohort. Each reporting period, the reserve for future policy benefits is remeasured using the current discount rate. The difference between the reserve calculated using the current discount rate and the reserve calculated using the locked-in discount rate is recorded in OCI. 61 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 9. Reserves for Future Policy Benefits and Claims Payable For limited-payment insurance contracts, premiums are paid over a period shorter than the period over which benefits are provided. Gross premiums received in excess of the net premium are deferred and recognized as a deferred profit liability ("DPL"). The DPL is included within the reserve for future policy benefits and profits are recognized in income as a component of benefit expenses on a constant relationship with the amount of expected future benefit payments. Interest is accreted on the balance of the DPL using the discount rate locked in at the initial measurement of the cohort. Measurement of the DPL uses best estimate assumptions for mortality. These assumptions are similarly subject to the annual review process discussed above. Additional Liabilities – Universal Life-type For universal life-type insurance contracts, a liability is recognized for the policyholder’s account value as discussed further in Note 10 of the Notes to Condensed Consolidated Financial Statements. Where these contracts provide additional benefits beyond the account balance or base insurance coverage that are not market risk benefits or embedded derivatives, liabilities in addition to the policyholder’s account value are recognized. These additional liabilities for annuitization, death and other insurance benefits are reported within reserves for future policy benefits and claims payable. The methodology uses a benefit ratio defined as a constant percentage of the assessment base. This ratio is multiplied by current period assessments to determine the reserve accrual for the period. The assumptions used in the measurement of the additional liabilities for annuitization, death and other insurance benefits are based on best estimate assumptions including mortality, persistency, investment returns, and discount rates. These assumptions are similarly subject to the annual review process discussed above. As available-for-sale debt securities are carried at fair value, an adjustment is made to these additional liabilities equal to the change in liability that would have occurred if such securities had been sold at their stated fair value and the proceeds reinvested at current yields. This adjustment, along with the change in net unrealized gains (losses) on available-for-sale debt securities, net of applicable tax, is credited or charged directly to equity as a component of OCI. See Note 10 - Other Contract Holder Funds of the Notes to Condensed Consolidated Financial Statements for more information regarding other contract holder funds. Other Future Policy Benefits and Claims Payable In conjunction with a prior acquisition, the Company recorded a fair value adjustment at acquisition related to certain annuity and interest-sensitive liability blocks of business to reflect the cost of the interest guarantees within the in-force liabilities, based on the difference between the guaranteed interest rate and an assumed new money guaranteed interest rate at acquisition. This adjustment is included in other future policy benefits and claims payable as disclosed in the table below. This liability is remeasured at the end of each period, taking into account changes in the in-force block. Any resulting change in the liability is recorded as a Gain (loss) from updating future policy benefits cash flow assumptions, net through the Condensed Consolidated Income Statements. In addition, annuity and life claims liabilities in course of settlement are included in other future policy benefits and claims payable as disclosed in the table below. 62 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 9. Reserves for Future Policy Benefits and Claims Payable The following table summarizes the Company’s reserves for future policy benefits and claims payable balances (in millions): June 30, December 31, 2024 2023 Reserves for future policy benefits Payout Annuities $ 1,088 $ 1,090 Closed Block Life 3,740 3,994 Closed Block Annuity 3,978 4,215 Reserves for future policy benefits 8,806 9,299 Additional liabilities Closed Block Life 1,113 1,153 Other future policy benefits and claims payable 1,451 1,446 Reserves for future policy benefits and claims payable $ 11,370 $ 11,898 The following tables present the roll-forward of components of reserves for future policy benefits (in millions): Present Value of Expected Net Premiums Six Months Ended June 30, Year Ended December 31, 2024 2023 Payout Closed Block Closed Block Payout Closed Block Closed Block Annuities Life Annuity Annuities Life Annuity Balance, beginning of period $ — $ 1,140 $ — $ — $ 1,287 $ — Beginning of period cumulative effect of changes in discount rate assumptions — 113 — — 161 — Beginning balance at original discount rate — 1,253 — — 1,448 — Effect of changes in cash flow assumptions — — — — 22 — Effect of actual variances from expected experience — ( 7 ) — — ( 95 ) — Balance adjusted for variances from expectation — 1,246 — — 1,375 — Issuances — 2 — — 6 — Interest accrual — 22 — — 38 — Net premiums collected — ( 66 ) — — ( 166 ) — Ending balance at original discount rate — 1,204 — — 1,253 — End of period cumulative effect of changes in discount rate assumptions — ( 135 ) — — ( 113 ) — Balance, end of period $ — $ 1,069 $ — $ — $ 1,140 $ — 63 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 9. Reserves for Future Policy Benefits and Claims Payable Present Value of Expected Future Policy Benefits Six Months Ended June 30, Year Ended December 31, 2024 2023 Payout Closed Block Closed Block Payout Closed Block Closed Block Annuities Life Annuity Annuities Life Annuity Balance, beginning of period $ 1,090 $ 5,134 $ 4,215 $ 1,042 $ 5,448 $ 4,434 Beginning of period cumulative effect of changes in discount rate assumptions 99 767 185 132 958 275 Beginning balance at original discount rate (including DPL of $ 42 , $ 0 and $ 626 in June 30, 2024, and $ 40 , $ 0 and $ 671 in December 31, 2023 for payout annuities, closed block life and closed block annuity, respectively) 1,189 5,901 4,400 1,174 6,406 4,709 Effect of changes in cash flow assumptions — — — — 65 ( 3 ) Effect of actual variances from expected experience ( 18 ) 8 ( 1 ) ( 16 ) ( 95 ) ( 8 ) Balance adjusted for variances from expectation 1,171 5,909 4,399 1,158 6,376 4,698 Issuances 84 6 — 117 15 1 Interest accrual 22 85 93 43 195 194 Benefits payments ( 67 ) ( 323 ) ( 240 ) ( 129 ) ( 685 ) ( 493 ) Ending balance of original discount rate (including DPL of $ 52 , $ 0 and $ 602 in June 30, 2024, and $ 42 , $ 0 and $ 626 in December 31, 2023 for payout annuities, closed block life and closed block annuity, respectively) 1,210 5,677 4,252 1,189 5,901 4,400 End of period cumulative effect of changes in discount rate assumptions ( 122 ) ( 868 ) ( 274 ) ( 99 ) ( 767 ) ( 185 ) Balance, end of period $ 1,088 $ 4,809 $ 3,978 $ 1,090 $ 5,134 $ 4,215 Reserves for future policy benefits 1,088 3,740 3,978 1,090 3,994 4,215 Less: Reinsurance recoverable 103 2,083 4 94 2,200 4 Reserves for future policy benefits, after reinsurance recoverable $ 985 $ 1,657 $ 3,974 $ 996 $ 1,794 $ 4,211 The following table presents the weighted average duration of the reserves for future policy benefits. The weighted average duration represents average cohort-level duration weighted by the benefit reserves amount: Payout Closed Block Closed Block Annuities Life Annuity June 30, 2024 Weighted average duration (years) 6.9 7.0 6.8 December 31, 2023 Weighted average duration (years) 7.0 7.2 7.0 The discount rate assumption was updated based on current market data. Discount rates were higher in the second quarter of 2024 compared to the fourth quarter of 2023. Discount rates increased primarily due to increases in risk-free rates, which resulted in a decrease in the liability for future policy benefits. Refer to the roll-forward above for further details. 64 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 9. Reserves for Future Policy Benefits and Claims Payable The following table presents the amount of undiscounted and discounted expected future gross premiums and expected future benefit payments for future policy benefits for non-participating traditional and limited-payment insurance contracts (in millions). The discounted premiums are calculated using the current discount rate, while the undiscounted cash flows represent the gross cash flows before any discounting is applied: June 30, 2024 December 31, 2023 Undiscounted Discounted Undiscounted Discounted Payout Annuities Expected future benefit payments $ 1,624 $ 1,035 $ 1,579 $ 1,043 Expected future gross premiums — — — — Closed Block Life Expected future benefit payments 7,411 4,924 7,729 5,251 Expected future gross premiums 4,818 2,881 5,056 3,119 Closed Block Annuity Expected future benefit payments 5,225 3,353 5,421 3,565 Expected future gross premiums $ — $ — $ — $ — The following table presents the amount of revenue and interest related to non-participating traditional and limited-pay insurance contracts recognized in the Condensed Consolidated Income Statements (in millions): Gross Premiums Interest Expense Six Months Ended June 30, 2024 Year Ended December 31, 2023 Six Months Ended June 30, 2024 Year Ended December 31, 2023 Payout Annuities $ 23 $ 22 $ 22 $ 43 Closed Block Life 158 340 63 157 Closed Block Annuity — 1 93 194 Total $ 181 $ 363 $ 178 $ 394 The following table presents the weighted average interest rate for the reserves for future policy benefits at the cohort's level for the locked-in discount rate (interest accretion rate), and current discount rate, weighted by the cohort's benefit reserve amount: June 30, 2024 December 31, 2023 Payout Annuities Interest accretion rate 3.96 % 3.86 % Current discount rate 5.55 % 5.12 % Closed Block Life Interest accretion rate 3.06 % 3.07 % Current discount rate 5.54 % 5.06 % Closed Block Annuity Interest accretion rate 4.40 % 4.40 % Current discount rate 5.55 % 5.12 % 65 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 9. Reserves for Future Policy Benefits and Claims Payable The following table presents a roll-forward of Closed Block Life additional liabilities for annuitization, death and other insurance benefits (in millions): Six Months Ended June 30, 2024 Year Ended December 31, 2023 Balance, beginning of period $ 1,153 $ 1,131 Beginning of period cumulative effect of changes in shadow adjustments 17 41 Beginning balance excluding shadow 1,170 1,172 Effect of changes in cash flow assumptions — 44 Effect of actual variances from expected experience 3 46 Interest accrual 28 56 Net assessments collected ( 66 ) ( 148 ) Ending balance excluding shadow 1,135 1,170 End of period cumulative effect of changes in shadow adjustments ( 22 ) ( 17 ) Balance, end of period $ 1,113 $ 1,153 The following table presents the weighted average duration of Closed Block Life additional liabilities for annuitization, death and other insurance benefits. The weighted average duration represents average cohort-level duration weighted by the benefit reserves amount: June 30, 2024 December 31, 2023 Weighted average duration (years) 9.6 9.7 The following table presents assessments and interest expense of Closed Block Life additional liabilities for annuitization, death and other insurance benefits recognized in the Condensed Consolidated Income Statements (in millions): Assessments Interest Expense Six Months Ended June 30, 2024 Year Ended December 31, 2023 Six Months Ended June 30, 2024 Year Ended December 31, 2023 Additional liability for annuitization, death and other insurance benefits $ ( 66 ) $ ( 148 ) $ 28 $ 56 The following table presents the weighted average current discount rate of Closed Block Life additional liabilities for annuitization, death and other insurance benefits, applied at the cohort level weighted by reserve benefit amount: June 30, 2024 December 31, 2023 Weighted average current discount rate 4.98 % 4.97 % 66 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 10. Other Contract Holder Funds 10. Other Contract Holder Funds Other contract holder funds represent the policyholder account balance on our universal life-type products, investment contracts, and the fair value of the embedded derivatives associated with the indexed crediting features on our fixed index annuities and registered index-linked annuities. Universal life type contracts have, as a principal component, an account balance in which interest is credited to policyholders and assessments are deducted for mortality risk and contract administration. The account balance is recognized as a liability within other contract holder funds, and the liability is updated each period for fee and assessment deductions and increased for interest or returns credited to the account balance. Certain of our universal life type contracts contain features that are not classified as market risk benefits or embedded derivatives but provide additional benefits beyond the account balance or base insurance coverage for which a liability in addition to the account balance is necessary. These additional liabilities for death or other insurance benefits are reported as a component of reserves for future policy benefits and claims payable in the Condensed Consolidated Balance Sheets. See Note 9 - Reserves for Future Policy Benefits and Claims Payable of the Notes to the Condensed Consolidated Financial Statements for more information regarding these additional liabilities. Certain contracts without significant mortality or morbidity risk and certain annuities that lack insurance risk are treated as investment contracts. For investment contracts, payments received are reported as liabilities and accounted for in a manner consistent with the accounting for interest-bearing or other financial instruments, within other contract holder funds. The Company issues a variety of annuity products including fixed annuities, fixed index annuities, registered index linked annuities, variable annuities and payout annuities. For annuity contracts that are classified as investment contracts, the liability is the account balance as of the reporting date, reported within the other contract holder funds. For the variable annuity products, only the allocations to fixed fund options are reported in other contract holder funds. For our fixed index annuities and registered index linked annuities, the equity-linked option issued by the Company is accounted for as an embedded derivative measured at fair value and reported as a component of other contract holder funds on the Condensed Consolidated Balance Sheets with changes in fair value recorded in net income within net gains (losses) on derivatives and investments. The fair value is determined using an option-budget method with capital market inputs of market index returns and discount rates as well as actuarial assumptions including lapse, mortality and withdrawal rates. Favorable equity market movements cause increases in future contract holder benefits, resulting in an increase in the fair value of the embedded derivative liability (and vice versa). The Company also establishes a host contract reserve to support the underlying guaranteed account value growth. This host contract liability is included as a component of other contract holder funds on the Condensed Consolidated Balance Sheets. Interest is accreted to the host contract liability using an effective yield method. Our annuity products may contain certain features or guarantees that are classified as MRBs. These market risk benefits are a component of the market risk benefits line items in the Condensed Consolidated Balance Sheet. See Note 12 - Market Risk Benefits of the Notes to Condensed Consolidated Financial Statements for more information regarding market risk benefits. The Company’s institutional products business is comprised of the guaranteed investment contracts, medium-term funding agreement-backed notes and funding agreements (including agreements issued in conjunction with the Company’s participation in the U.S. Federal Home Loan Bank ("FHLB") program) described below. The Company has established a $ 27 billion aggregate Global Medium-Term Note ("MTN") program. Jackson National Life Global Funding was formed as a statutory business trust, solely for the purpose of issuing Medium-Term Note instruments to institutional investors, the proceeds of which are deposited with the Company and secured by the issuance of funding agreements. The carrying values at June 30, 2024 and December 31, 2023 totaled $ 4.6 billion and $ 5.8 billion, respectively. 67 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 10. Other Contract Holder Funds Those Medium-Term Note instruments issued in a foreign currency have been hedged for changes in exchange rates using cross-currency swaps. The unrealized foreign currency gains and losses on those Medium-Term Note instruments are included in the carrying value of the trust instruments supported by funding agreements. Trust instrument liabilities are adjusted to reflect the effects of foreign currency translation gains and losses using exchange rates as of the reporting date. Foreign currency translation gains and losses are included in net gains (losses) on derivatives and investments. Jackson is a member of the FHLBI primarily for the purpose of participating in the bank’s mortgage-collateralized loan advance program with long-term funding facilities. Advances are in the form of funding agreements, short-term and long-term borrowings issued to FHLBI. At June 30, 2024 and December 31, 2023, the Company held $ 115 million and $ 108 million of FHLBI capital stock, respectively, supporting $ 2.6 billion and $ 2.3 billion in funding agreements and short-term and long-term borrowings at June 30, 2024 and December 31, 2023, respectively. At June 30, 2024 and December 31, 2023, the funding agreements and short-term and long-term borrowings were collateralized by mortgage-related securities and commercial mortgage loans with a carrying value of $ 4.0 billion and $ 3.5 billion, respectively. The following table presents the liabilities for other contract holder funds (in millions): June 30, 2024 December 31, 2023 Payout Annuity $ 853 $ 860 Variable Annuity 7,622 8,396 Fixed Annuity 8,971 9,736 Fixed Indexed Annuities 9,515 10,243 RILA 8,253 5,219 Closed Block Life 10,849 11,039 Closed Block Annuity 1,194 1,252 Institutional Products 7,299 8,406 Other Product Lines 167 168 Total other contract holder funds $ 54,723 $ 55,319 The following table presents a roll-forward of other contract holder funds, gross of reinsurance (in millions): Fixed Closed Closed Payout Variable Fixed Indexed Block Block Annuity Annuity Annuity Annuities RILA Life Annuity Total Balance as of January 1, 2024 $ 860 $ 8,396 $ 9,736 $ 10,243 $ 5,219 $ 11,039 $ 1,252 $ 46,745 Deposits 112 369 100 79 2,579 139 2 3,380 Surrenders, withdrawals and benefits ( 133 ) ( 1,054 ) ( 942 ) ( 977 ) ( 72 ) ( 381 ) ( 82 ) ( 3,641 ) Net transfers from (to) separate accounts — ( 164 ) — — — — — ( 164 ) Investment performance / change in value of equity option — — — 86 513 — — 599 Interest credited 14 116 155 93 14 295 22 709 Policy charges and other — ( 41 ) ( 78 ) ( 9 ) — ( 243 ) — ( 371 ) Balance as of June 30, 2024 $ 853 $ 7,622 $ 8,971 $ 9,515 $ 8,253 $ 10,849 $ 1,194 $ 47,257 68 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 10. Other Contract Holder Funds Fixed Closed Closed Payout Variable Fixed Indexed Block Block Annuity Annuity Annuity Annuities RILA Life Annuity Total Balance as of January 1, 2023 $ 837 $ 10,259 $ 11,696 $ 11,787 $ 1,875 $ 11,215 $ 1,319 $ 48,988 Deposits 202 995 234 211 2,890 307 4 4,843 Surrenders, withdrawals and benefits ( 231 ) ( 1,788 ) ( 2,406 ) ( 1,954 ) ( 70 ) ( 738 ) ( 115 ) ( 7,302 ) Net transfers from (to) separate accounts — ( 1,256 ) — — — — — ( 1,256 ) Investment performance / change in value of equity option — — — 51 509 — — 560 Interest credited 25 273 342 210 14 730 44 1,638 Policy charges and other 27 ( 87 ) ( 130 ) ( 62 ) 1 ( 475 ) — ( 726 ) Balance as of December 31, 2023 $ 860 $ 8,396 $ 9,736 $ 10,243 $ 5,219 $ 11,039 $ 1,252 $ 46,745 The following table presents weighted average crediting rate, net amount at risk, and cash surrender value of contract holder account balances (dollars in millions): Fixed Closed Closed Payout Variable Fixed Indexed Block Block Annuity Annuity Annuity Annuities RILA Life Annuity June 30, 2024 Weighted-average crediting rate (1) 3.28 % 3.04 % 3.46 % 1.95 % 0.34 % 5.44 % 3.69 % Net amount at risk (2) $ — $ — $ — $ — $ — $ 16,104 $ — Cash surrender value (3) $ — $ 7,569 $ 8,886 $ 9,287 $ 7,898 $ 10,782 $ 1,193 December 31, 2023 Weighted-average crediting rate (1) 2.91 % 3.25 % 3.51 % 2.05 % 0.27 % 6.61 % 3.51 % Net amount at risk (2) $ — $ — $ — $ — $ — $ 16,619 $ — Cash surrender value (3) $ — $ 8,306 $ 9,639 $ 9,999 $ 4,896 $ 10,970 $ 1,252 (1) Weighted average crediting rate is the average crediting rate weighted by contract holder account balances invested in fixed account funds. (2) Net amount at risk represents the standard excess benefit base for guaranteed death benefits on universal life type products. The net amount at risk associated with market risk benefits are presented within Note 12 of the Notes to Condensed Consolidated Financial Statements. (3) Cash surrender value represents the amount of the contract holder’s account balance distributable at the balance sheet date less the applicable surrender charges. At June 30, 2024 and December 31, 2023, excluding reinsurance business, approximately 94 % and 92 % of the Company’s annuity account values correspond to crediting rates that are at the minimum guaranteed interest rates, respectively. At June 30, 2024 and December 31, 2023, excluding reinsurance business, approximately 83 % and 64 % of the Company’s closed block life account values correspond to crediting rates that are at the minimum guaranteed interest rates, respectively. 69 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 10. Other Contract Holder Funds The following table presents contract holder account balances invested in fixed account funds by range of guaranteed minimum crediting rates and the related range of the difference between rates being credited to other contract holder funds and the respective guaranteed minimums (in millions): June 30, 2024 At Guaranteed 1 Basis Point-50 51 Basis Points-150 Greater Than 150 Range of Guaranteed Minimum Crediting Rate Minimum Basis Points Above Basis Points Above Basis Points Above Total Variable Annuities 0.00 %- 1.50 % $ — $ 11 $ 1 $ — $ 12 1.51 %- 2.50 % 165 — — — 165 Greater than 2.50 % 7,444 — — 1 7,445 Total $ 7,609 $ 11 $ 1 $ 1 $ 7,622 Fixed Annuities 0.00 %- 1.50 % $ 23 $ 48 $ 51 $ 1 $ 123 1.51 %- 2.50 % 26 1 1 — 28 Greater than 2.50 % 774 44 1 257 1,076 Total $ 823 $ 93 $ 53 $ 258 $ 1,227 Fixed Indexed Annuities 0.00 %- 1.50 % $ 4 $ 9 $ 3 $ 39 $ 55 1.51 %- 2.50 % — 1 — — 1 Greater than 2.50 % 19 — 81 13 113 Total $ 23 $ 10 $ 84 $ 52 $ 169 RILA 0.00 %- 1.50 % $ 6 $ — $ 4 $ 3 $ 13 1.51 %- 2.50 % — — — — — Greater than 2.50 % 65 7 — — 72 Total $ 71 $ 7 $ 4 $ 3 $ 85 Closed Block Life 0.00 %- 1.50 % $ — $ — $ — $ — $ — 1.51 %- 2.50 % 1 11 — — 12 Greater than 2.50 % 5,554 412 747 5 6,718 Total $ 5,555 $ 423 $ 747 $ 5 $ 6,730 Closed Block Annuity 0.00 %- 1.50 % $ — $ — $ — $ — $ — 1.51 %- 2.50 % — — 1 12 13 Greater than 2.50 % 988 21 25 — 1,034 Total $ 988 $ 21 $ 26 $ 12 $ 1,047 70 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 10. Other Contract Holder Funds December 31, 2023 At Guaranteed 1 Basis Point-50 51 Basis Points-150 Greater Than 150 Range of Guaranteed Minimum Crediting Rate Minimum Basis Points Above Basis Points Above Basis Points Above Total Variable Annuities 0.00 %- 1.50 % $ — $ 12 $ 1 $ — $ 13 1.51 %- 2.50 % 173 — — — 173 Greater than 2.50 % 8,186 — — 24 8,210 Total $ 8,359 $ 12 $ 1 $ 24 $ 8,396 Fixed Annuities 0.00 %- 1.50 % $ 17 $ 55 $ 70 $ 1 $ 143 1.51 %- 2.50 % 29 1 1 — 31 Greater than 2.50 % 721 51 1 271 1,044 Total $ 767 $ 107 $ 72 $ 272 $ 1,218 Fixed Indexed Annuities 0.00 %- 1.50 % $ 4 $ 9 $ 3 $ 43 $ 59 1.51 %- 2.50 % — — — — — Greater than 2.50 % 21 — 62 10 93 Total $ 25 $ 9 $ 65 $ 53 $ 152 RILA 0.00 %- 1.50 % $ 7 $ — $ 4 $ 1 $ 12 1.51 %- 2.50 % — — — — — Greater than 2.50 % 39 12 — — 51 Total $ 46 $ 12 $ 4 $ 1 $ 63 Closed Block Life 0.00 %- 1.50 % $ — $ — $ — $ — $ — 1.51 %- 2.50 % — — — — — Greater than 2.50 % 4,425 1,830 603 16 6,874 Total $ 4,425 $ 1,830 $ 603 $ 16 $ 6,874 Closed Block Annuity 0.00 %- 1.50 % $ — $ — $ — $ — $ — 1.51 %- 2.50 % — — 1 12 13 Greater than 2.50 % 896 169 23 — 1,088 Total $ 896 $ 169 $ 24 $ 12 $ 1,101 71 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 11. Separate Account Assets and Liabilities 11. Separate Account Assets and Liabilities The Company issues variable contracts through its separate accounts for which investment income and investment gains and losses accrue directly to, and investment risk is borne by, the contract holder (traditional variable annuities). The Company also issues variable annuity and life contracts through separate accounts where the Company contractually guarantees to the contract holder (variable contracts with guarantees) either a) return of no less than total deposits made to the account adjusted for any partial withdrawals, b) total deposits made to the account adjusted for any partial withdrawals plus a minimum return, or c) the highest account value on a specified anniversary date adjusted for any withdrawals following the contract anniversary. These guarantees include benefits that are payable in the event of death (guaranteed minimum death benefits, or "GMDB"), at annuitization ("GMIB"), upon the depletion of funds ("GMWB") or at the end of a specified period ("GMAB"). These guarantees are classified as market risk benefits. See Note 12 - Market Risk Benefits of the Notes to Condensed Consolidated Financial Statements for more information regarding market risk benefits. The separate account assets supporting the variable portion of both traditional variable annuities and variable contracts with guarantees are carried at fair value and reported as summary total separate account assets with an equivalent summary total reported for separate account liabilities. At June 30, 2024 and December 31, 2023, the assets and liabilities associated with variable life and annuity contracts were $ 229 billion and $ 220 billion, respectively. Investment risks associated with market value changes are borne by the contract holders, except to the extent of minimum guarantees made by the Company. Separate account net investment income, net investment realized and unrealized gains and losses, and the related liability changes are offset within the same line item in the Condensed Consolidated Income Statements. Amounts assessed against the contract holders for mortality, variable annuity benefit guarantees, administrative, and other services are reported in revenue as fee income. Included in the separate account assets and liabilities described above is a Jackson issued group variable annuity contract designed for use in connection with and issued to the Company’s Defined Contribution Retirement Plan. These deposits are allocated to the Jackson National Separate Account - II, which had balances of $ 205 million and $ 198 million at June 30, 2024 and December 31, 2023, respectively. The Company receives administrative fees for managing the funds. These fees are recorded as earned and included in fee income in the Condensed Consolidated Income Statements. The following table presents the roll-forward of the separate account balance for variable annuities (in millions): Six Months Ended June 30, 2024 Year Ended December 31, 2023 Balance as of beginning of period $ 219,381 $ 195,550 Deposits 4,787 8,545 Surrenders, withdrawals and benefits ( 12,417 ) ( 17,029 ) Net transfer from (to) general account 164 1,256 Investment performance 18,284 33,807 Policy charges and other ( 1,397 ) ( 2,748 ) Balance as of end of period, gross $ 228,802 $ 219,381 Cash surrender value (1) $ 223,944 $ 214,395 (1) Cash surrender value represents the amount of the contract holder’s account balances distributable at the balance sheet date less applicable surrender charges. The following table presents the reconciliation of the separate account balance in the Condensed Consolidated Balance Sheets (in millions): June 30, 2024 December 31, 2023 Variable Annuities $ 228,802 $ 219,381 Other Product Lines 286 275 Total $ 229,088 $ 219,656 72 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 11. Separate Account Assets and Liabilities The following table presents aggregate fair value of assets, by major investment asset category, supporting separate accounts (in millions): June 30, 2024 December 31, 2023 Variable Annuities By Fund Type Equity $ 163,122 $ 154,020 Bond 19,564 19,801 Balanced 43,468 42,831 Money Market 2,648 2,729 Total Variable Annuities 228,802 219,381 Other Product Lines 286 275 Total Separate Accounts $ 229,088 $ 219,656 12. Market Risk Benefits Contracts or contract features that provide protection to the contract holder from capital market risk and expose the Company to other-than-nominal capital market risk are classified as MRBs. All long-duration insurance contracts and certain investment contracts are subject to MRB evaluation. MRBs are measured at fair value at the contract level and can be in either an asset or liability position. For contracts that contain multiple MRB features, the MRBs are valued together as a single compound MRB. Market risk benefit assets and Market risk benefit liabilities are reported separately on the Condensed Consolidated Balance Sheets. Changes in fair value are reported in Net (gains) losses on market risk benefits on the Condensed Consolidated Income Statements. However, the change in fair value related to our own non-performance risk is reported as a component of other comprehensive income in Change in non-performance risk on market risk benefits on the Condensed Consolidated Statements of Comprehensive Income (Loss). A description of the items effecting the change in fair value by category is as follows: • Changes in interest rates — movement in risk free rates (impacts both assumed future separate account returns and discounting of cash flows) • Fund performance — separate account returns gross of fees • Change in equity index volatility — movement in implied volatility • Expected policyholder behavior — policyholder behavior as assumed in reserving • Actual policyholder behavior different than expected — difference between actual behavior during the period versus assumed behavior • Time — effect of passage of time including reduction to separate account balances from fees, the change in proximity of future cash flows, and impacts to policy features such as bonus credits • Change in assumptions — changes in assumptions resulting from our periodic review • Change in non-performance risk — changes in Jackson’s non-performance risk See Note 6 - Fair Value Measurements of the Notes to Condensed Consolidated Financial Statements for more information regarding fair value measurements. Additionally, when an annuitization occurs (for annuitization benefits) or upon extinguishment of the account balance (for withdrawal benefits), the balance related to the MRB is derecognized and the amount deducted (after derecognition of any related amount included in accumulated other comprehensive income) is used in the calculation of the liability for future policy benefits for the resulting payout annuity. Variable Annuities Variable annuity contracts issued by the Company offer various guaranteed minimum death, withdrawal, income and accumulation benefits. These guaranteed benefit features, as well as the reinsurance recoverable on the Company’s guaranteed minimum income benefits (“GMIB”), are classified as MRBs and measured at fair value. The Company discontinued offering the GMIB in 2009 and the guaranteed minimum accumulation benefits (“GMAB”) in 2011. 73 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 12. Market Risk Benefits Variable annuity guaranteed benefit features classified as MRBs, which have explicit fees, are measured using the attributed fee method. Under the attributed fee method, fair value is measured as the difference between the present value of projected future liabilities and the present value of projected attributed fees. At the inception of the contract, the Company attributes to the MRB a portion of total fees expected to be assessed against the contract holder to offset the projected claims over the lifetime of the contract. The attributed fee is expressed as a percentage of total projected future fees at inception of the contract. This percentage of total projected fees is considered a fixed term of the MRB feature and is held static over the life of the contract. This percentage may not exceed 100% of the total projected contract fees as of contract inception. As the Company may issue contracts that have projected future liabilities greater than the projected future guaranteed benefit fees at issue, the Company may also attribute mortality and expense charges when performing this calculation. In subsequent valuations, both the present value of future projected liabilities and the present value of projected attributed fees are remeasured based on current market conditions and policyholder behavior assumptions. Fixed Index Annuities The longevity riders issued on fixed index annuities are classified as MRBs and measured at fair value. Similar to the variable annuity guaranteed benefits features, these contracts have explicit fees and are measured using the attributed fee method. The Company attributes a percentage of total projected future fees expected to be assessed against the policyholder to offset the projected future claims over the lifetime of the contract. If the fees attributed are insufficient to offset the claims at issue, the shortfall is borrowed from the host contract rather than recognizing a loss at inception. RILA RILA guaranteed benefit features are classified as MRBs and measured at fair value. Unlike variable or fixed index annuities, a majority of RILA product features do not have explicit fees and are measured using an option-based method. The fair value measurement represents the present value of future claims payable by the MRB feature. At inception, the value of the MRB is deducted from the value of the contract resulting in no gain or loss. The following table presents the reconciliation of the market risk benefits balance in the Condensed Consolidated Balance Sheets (in millions): June 30, 2024 December 31, 2023 Variable Other Variable Other Annuities Product Lines Total Annuities Product Lines Total Market risk benefit - (assets) $ ( 8,551 ) $ ( 5 ) $ ( 8,556 ) $ ( 6,732 ) $ ( 5 ) $ ( 6,737 ) Market risk benefit - liabilities 3,836 54 3,890 4,732 53 4,785 Market risk benefit - net (asset) liability $ ( 4,715 ) $ 49 $ ( 4,666 ) $ ( 2,000 ) $ 48 $ ( 1,952 ) 74 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 12. Market Risk Benefits The following table presents the roll-forward of the net MRB (assets) liabilities for variable annuities (dollars in millions): Six Months Ended June 30, 2024 Year Ended December 31, 2023 Net MRB balance, beginning of period $ ( 2,000 ) $ 767 Beginning of period cumulative effect of changes in non-performance risk 972 2,185 Net MRB balance, beginning of period, before effect of changes in non-performance risk ( 1,028 ) 2,952 Effect of changes in interest rates ( 2,258 ) ( 733 ) Effect of fund performance ( 2,191 ) ( 5,401 ) Effect of changes in equity index volatility ( 305 ) ( 1,107 ) Effect of expected policyholder behavior 383 612 Effect of actual policyholder behavior different from expected 331 483 Effect of time 779 1,829 Effect of changes in assumptions 4 337 Net MRB balance, end of period, before effect of changes in non-performance risk ( 4,285 ) ( 1,028 ) End of period cumulative effect of changes in non-performance risk ( 430 ) ( 972 ) Net MRB balance, end of period, gross ( 4,715 ) ( 2,000 ) Reinsurance recoverable on market risk benefits at fair value, end of period ( 68 ) ( 90 ) Net MRB balance, end of period, net of reinsurance ( 4,783 ) ( 2,090 ) Weighted average attained age (years) (1) 69 69 Net amount at risk (2) $ 6,455 $ 8,225 (1) Weighted-average attained age is defined as the average age of policyholders weighted by account value. (2) Net amount at risk (NAR) is defined as of the valuation date for each contract as the greater of Death Benefit NAR (DBNAR) and Living Benefit NAR (LBNAR), as applicable, where DBNAR is the GMDB benefit base in excess of the account value, and the LBNAR is the actuarial present value of guaranteed living benefits in excess of the account value. At each reporting date, the Company regularly evaluates the inputs and assumptions to be used to measure the fair value of the MRB assets and MRB liabilities. In prior periods, the non-performance risk adjustment was determined based on credit spreads indicated by a blend of yields on similarly rated peer debt and yields on Company debt. Starting June 30, 2023, non-performance risk is incorporated into the calculation through the adjustment of the risk-free rate curve based only on credit spreads for debt and debt-like instruments issued by the Company or its insurance operating subsidiaries, adjusted, as necessary, to reflect the financial strength ratings of the issuing insurance subsidiaries. The change was made as a result of management’s determination that the reliability of credit spreads on debt and debt-like instruments issued by the Company as a measure of company-specific credit risk has increased due to sustained levels of market trading volume of these instruments. The significant assumptions used in the MRB fair value calculations are discussed in Note 6 - Fair Value Measurements of the Notes to Condensed Consolidated Financial Statements. 75 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 13. Long-Term Debt 13. Long-Term Debt Liabilities for the Company’s debt are primarily carried at an amount equal to the principal balance net of any unamortized original issuance discount or premium. Original issuance discount or premium and any debt issue costs, if applicable, are recognized as a component of interest expense over the period the debt is expected to be outstanding. The aggregate carrying value of long-term debt was as follows (in millions): June 30, December 31, 2024 2023 Long-Term Debt Senior Notes due 2027 $ 398 $ 398 Senior Notes due 2031 496 495 Senior Notes due 2032 347 347 Senior Notes due 2051 490 490 Surplus notes due 2027 250 250 FHLBI bank loans due 2034 & 2035 53 57 Total long-term debt $ 2,034 $ 2,037 The following table presents the contractual maturities of the Company's long-term debt as of June 30, 2024 (in millions): Calendar Year 2025 2026 2027 2028 2029 and thereafter Total Long-term debt $ — $ — $ 648 $ — $ 1,386 $ 2,034 Senior Notes On June 8, 2022, the Company issued $ 750 million aggregate principal amount of senior unsecured notes, consisting of $ 400 million aggregate principal amount of 5.170 % Senior Notes due June 8, 2027 and $ 350 million aggregate principal amount of 5.670 % Senior Notes due June 8, 2032. The net proceeds of these notes were used, together with cash on hand, to repay the Company’s $ 750 million aggregate principal amount senior unsecured term loan due February 2023. Revolving Credit Facility On February 24, 2023, the Company replaced the 2021 Revolving Credit Facility that was due to expire in February 2024, and entered into a revolving credit facility (the "2023 Revolving Credit Facility") with a syndicate of banks and Bank of America, N.A., as Administrative Agent. The 2023 Revolving Credit Facility provides for borrowings for working capital and other general corporate purposes under aggregate commitments of $ 1.0 billion, with a sub-limit of $ 500 million available for letters of credit. The 2023 Revolving Credit Facility further provides for the ability to request, subject to customary terms and conditions, an increase in commitments thereunder by up to an additional $ 500 million. The credit agreement for the 2023 Revolving Credit Facility contains financial maintenance covenants, including a minimum adjusted consolidated net worth test of no less than 70 % of our adjusted consolidated net worth as of September 30, 2022 (plus (to the extent positive) or minus (to the extent negative) 70 % of the impact on such adjusted consolidated net worth resulting from the application of a one-time transition adjustment for the LDTI accounting change for insurance contracts, and plus 50 % of the aggregate amount of any increase in adjusted consolidated net worth resulting from equity issuances by the Company and its consolidated subsidiaries after September 30, 2022), and a maximum consolidated indebtedness to total capitalization ratio test not to exceed 35 %. Commitments under the 2023 Revolving Credit Facility terminate on February 24, 2028. 76 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 13. Long-Term Debt Line of Credit Agreement Jackson is a party to an Uncommitted Money Market Line Credit Agreement dated April 6, 2023 among Jackson, Jackson Financial, and Société Générale. This agreement is an uncommitted short-term cash advance facility that provides an additional form of liquidity to Jackson and to Jackson Financial. The aggregate borrowing capacity under the agreement is $ 500 million and each cash advance request must be at least $ 100 thousand. The interest rate is set by the lender at the time of the borrowing and is fixed for the duration of the advance. Jackson and Jackson Financial are jointly and severally liable to repay any advance under the agreement, which must be repaid prior to the last day of the quarter in which the advance was drawn. 14. Federal Home Loan Bank Advances The Company, through its subsidiary, Jackson, entered into an advance program with the FHLBI in which interest rates were either fixed or variable based on the FHLBI cost of funds or market rates. Advances of $ 500 million and $ 250 million were outstanding at June 30, 2024 and December 31, 2023, respectively, and were recorded in other liabilities. Interest expense on such advances was $ 3 million and $ 6 million for the three months ended June 30, 2024 and 2023, respectively, and $ 3 million and $ 6 million for the six months ended June 30, 2024 and 2023, respectively. See Note 10 - Other Contract Holder Funds of the Notes Condensed Consolidated Financial Statements for the carrying value of total collateralization of our FHLB obligations . 15. Income Taxes The Company uses the estimated annual effective tax rate ("ETR") method in computing the interim tax provision. Certain items, including those deemed unusual, infrequent, or that cannot be reliably estimated, are treated as discrete items and excluded from the estimated annual ETR. In these cases, the actual tax expense or benefit is reported in the same period as the related item. Certain tax effects are also not reflected in the estimated annual ETR, primarily certain changes in the realizability of deferred tax assets and uncertain tax positions and are recorded in the period in which the change occurs. The estimated annual ETR is revised, as necessary, at the end of successive interim reporting periods. The Company’s effective income tax rate was 11.4 % and 11.3 % for the three and six months ended June 30, 2024, compared with 16.8 % and 52.8 % for the same period in 2023. The ETR differs from the statutory rate of 21% primarily due to the dividends received deduction, utilization of foreign tax credits, and valuation allowance. The change in the ETR for the three and six months ended June 30, 2024 compared to the three and six months ended June 30, 2023 was due to the relationship of taxable income to consolidated pre-tax income (loss). The ETR differs for the six months ended June 30, 2024 from the full year-ended December 31, 2023 ETR of 0.5 % due to the relationship of taxable income to consolidated pre-tax income. For the six months ended June 30, 2024 and 2023, the Company recorded an estimate of $ 165 million and nil , respectively, for the provision of the CAMT based on the Company's interpretation of available guidance with an offsetting increase to the deferred tax asset for the credit carryover resulting in no impact to total tax expense. The estimate is based on interpretations and assumptions we have made regarding the CAMT provisions of the Inflation Reduction Act of 2022 ("IRA"). The U.S. Department of the Treasury is expected to issue additional regulatory guidance in 2024 that may materially change the estimated provision of the CAMT. The Company is required to evaluate the recoverability of its deferred tax assets and establish a valuation allowance, if necessary, to reduce its deferred tax asset to an amount that is more likely than not to be realizable. Considerable judgment and the use of estimates are required when determining whether a valuation allowance is necessary and, if so, the amount of such valuation allowance. When evaluating the need for a valuation allowance, the Company considers many factors, including: the nature and character of the deferred tax assets and liabilities; taxable income in prior carryback years; future reversals of temporary differences; the length of time carryovers can be utilized; and any tax planning strategies the Company would employ to avoid a tax benefit from expiring unused. The Company has adopted an accounting policy to analyze the ability to recover the CAMT credit carryover deferred tax asset separately from the deferred tax assets generated under the regular tax system. For the six months ended June 30, 2024, changes in market conditions and interest rates impacted the unrealized tax gains 77 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 15. Income Taxes and losses in the available for sale securities portfolio resulting in deferred tax assets related to net unrealized tax capital losses. The deferred tax asset relates to the unrealized losses for which the carryforward period has not yet begun, and as such, when assessing its recoverability, we consider our ability and intent to hold the underlying securities to recovery. As of June 30, 2024, based on all available evidence, we concluded that a valuation allowance should be established on a portion of the deferred tax asset related to unrealized losses that are not more likely than not to be realized. For the three and six months ended June 30, 2024 and 2023 the Company recorded an increase of $ 30 million and an increase of $ 76 million, respectively, to the valuation allowance associated with the unrealized tax losses in the Company's available for sale securities portfolio and a change of nil related to both realized and unrealized losses on capital assets of the Non-life Companies. The $ 30 million increase for the three months ended June 30, 2024, to the valuation allowance consists of $ 42 million tax expense recorded to other comprehensive income and $ 12 million tax benefit recorded in the income tax expense. The $ 76 million increase for the six months ended June 30, 2024 to the valuation allowance consists of $ 100 million tax expense recorded to other comprehensive income and $ 24 million tax benefit recorded in the income tax expense. At June 30, 2024 and December 31, 2023, the Company has recorded a total valuation allowance for $ 764 million and $ 688 million, respectively, associated with the unrealized tax losses in the Company's available for sale securities portfolio. At June 30, 2024 and December 31, 2023, the Company has recorded a total valuation allowance for $ 1 million and $ 1 million, respectively, against the deferred tax assets associated with both realized and unrealized losses on capital assets in the Non-life Companies where it is not more likely than not that the full tax benefit of the losses will be realized. 16. Commitments and Contingencies The Company and its subsidiaries are involved in litigation arising in the ordinary course of business. It is the opinion of management that the ultimate disposition of such litigation will not have a material adverse effect on the Company's financial condition. Jackson has been named in civil litigation proceedings, which appear to be substantially similar to other class action litigation brought against many life insurers including allegations of misconduct in the sale and service of insurance products. The Company accrues for legal contingencies once the contingency is deemed to be probable and reasonably estimable. At June 30, 2024, the Company had unfunded commitments related to its investments in limited partnerships and limited liability companies totaling $ 774 million. At June 30, 2024, unfunded commitments related to fixed-rate mortgage loans and other debt securities totaled $ 941 million. 17. Operating Costs and Other Expenses The following table is a summary of the Company’s operating costs and other expenses (in millions): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Asset-based commission expenses $ 279 $ 255 $ 558 $ 505 Other commission expenses 227 177 430 351 Sub-advisor expenses 82 77 162 154 General and administrative expenses 258 238 529 474 Deferral of acquisition costs ( 168 ) ( 127 ) ( 316 ) ( 248 ) Total operating costs and other expenses $ 678 $ 620 $ 1,363 $ 1,236 78 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 18. Accumulated Other Comprehensive Income (Loss) 18. Accumulated Other Comprehensive Income (Loss) The following table represents changes in the balance of accumulated other comprehensive income ("AOCI"), net of income tax, related to unrealized investment gains (losses) (in millions): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Balance, beginning of period (1) $ ( 3,423 ) $ ( 2,308 ) $ ( 2,808 ) $ ( 3,378 ) Change in unrealized gains (losses) of investments ( 319 ) ( 580 ) ( 601 ) 447 Change in current discount rate - reserve for future policy benefits (2) 67 96 148 ( 50 ) Change in non-performance risk on market risk benefits ( 37 ) ( 764 ) ( 548 ) ( 480 ) Change in unrealized gains (losses) - other ( 1 ) 3 3 ( 11 ) Change in deferred tax asset 20 181 115 71 Other comprehensive income (loss) before reclassifications ( 270 ) ( 1,064 ) ( 883 ) ( 23 ) Reclassifications from AOCI, net of tax 67 7 65 36 Other comprehensive income (loss) ( 203 ) ( 1,057 ) ( 818 ) 13 Balance, end of period (1) $ ( 3,626 ) $ ( 3,365 ) $ ( 3,626 ) $ ( 3,365 ) (1) Includes $( 1,712 ) million and $( 1,612 ) million related to the investments held within the funds withheld account related to the Athene Reinsurance Transaction as of June 30, 2024 and December 31, 2023, respectively. (2) Represents the impact of changes in the discount rate used in the remeasurement of our direct reserves for future policy benefits and claims payable, net of the remeasurement of ceded reserves for future policy benefits and claims payable. The following table represents amounts reclassified out of AOCI (in millions): AOCI Components Amounts Reclassified from AOCI Affected Line Item in the Condensed Consolidated Income Statement Three Months Ended June 30, 2024 2023 Net unrealized investment gain (loss): Net realized gain (loss) on investments $ 77 $ 16 Net gains (losses) on derivatives and investments Other impaired securities 7 ( 7 ) Net gains (losses) on derivatives and investments Net unrealized gain (loss) 84 9 Income tax expense (benefit) 17 2 Reclassifications, net of income taxes $ 67 $ 7 AOCI Components Amounts Reclassified from AOCI Affected Line Item in the Condensed Consolidated Income Statement Six Months Ended June 30, 2024 2023 Net unrealized investment gain (loss): Net realized gain (loss) on investments $ 76 $ 76 Net gains (losses) on derivatives and investments Other impaired securities 5 ( 30 ) Net gains (losses) on derivatives and investments Net unrealized gain (loss), before income taxes 81 46 Income tax expense (benefit) 16 10 Reclassifications, net of income taxes $ 65 $ 36 79 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 19. Equity 19. Equity Preferred Stock On March 13, 2023, the Company issued and sold 22,000,000 depositary shares (the “Depositary Shares”), each representing a 1/1,000th fractional interest in a share of the Company’s Fixed-Rate Reset Noncumulative Perpetual Preferred Stock, Series A, $ 25,000 liquidation preference per share (equivalent to $ 25 per Depositary Share), with a 5-year dividend rate reset period and noncumulative dividends (the “Series A Preferred Stock”). After underwriting discounts and expenses, we received net proceeds of approximately $ 533 million. The Series A Preferred Stock carries i) an initial dividend rate of 8.000 % per annum to but excluding, March 30, 2028; and ii) from, and including, March 30, 2028, during each reset period, at a rate per annum equal to the Five-year U.S. Treasury Rate as of the applicable reset dividend determination date plus 3.728 %. The dividend is payable quarterly in arrears on March 30, June 30, September 30 and December 30, and commenced on June 30, 2023. Dividends on the Series A Preferred Stock are not cumulative. Under the terms of the Series A Preferred Stock, if the Company has not declared and paid, or declared and set aside a sum sufficient for the payment of, dividends on the Series A Preferred Stock for the immediately preceding dividend period, then the Company’s ability to pay dividends or make distributions with respect to its common stock, or to repurchase or otherwise acquire its common stock, is subject to certain restrictions. Similar restrictions would apply in respect of any preferred stock ranking on parity with, or junior to, the Series A Preferred Stock, if any such preferred stock were to be issued by the Company. We may, at our option, redeem the shares of Series A Preferred Stock (a) in whole but not in part at any time prior to March 30, 2028, (i) within 90 days after the occurrence of a “rating agency event” at a redemption price equal to $ 25,500 per share (equivalent to $ 25.50 per Depositary Share), plus an amount equal to any accrued but unpaid dividends to, but excluding, the redemption date, or (ii) within 90 days after the occurrence of a “regulatory capital event,” at a redemption price equal to $ 25,000 per share (equivalent to $ 25 per Depositary Share), plus an amount equal to any accrued but unpaid dividends to, but excluding, the redemption date, or (b) in whole or in part, from time to time, on or after March 30, 2028, at a redemption price equal to $ 25,000 per share (equivalent to $ 25 per Depositary Share), plus an amount equal to any accrued but unpaid dividends to, but excluding, the redemption date. If we redeem any shares of Series A Preferred Stock, a proportionate number of Depositary Shares will be redeemed. Holders of Depositary Shares have no right to require the redemption or repurchase of the Series A Preferred Stock or the Depositary Shares. The net proceeds from the sale were used for general corporate purposes, including the repayment of senior notes that matured in November 2023. The following table presents declaration date, record date, payment date and dividends paid per preferred share of, and per depositary share representing, JFI’s Series A preferred stock: Dividends Paid Declaration Date Record Date Payment Date Per Preferred Share Per Depositary Share Quarter Ended 03/31/2024 February 20, 2024 March 12, 2024 April 1, 2024 $ 500 $ 0.50 06/30/2024 May 2, 2024 June 6, 2024 July 1, 2024 $ 500 $ 0.50 Quarter Ended 03/31/2023 None 06/30/2023 May 8, 2023 June 1, 2023 June 30, 2023 $ 594.44 $ 0.59444 Common Stock At the time of the Demerger, the Company had two classes of common stock: Class A Common Stock and Class B Common Stock. Both classes had a par value of $ 0.01 per share. Each share of Class A Common Stock was entitled to one vote per share. Each share of Class B Common Stock was entitled to one-tenth of one vote per share. Except for voting rights, the Company’s Class A Common Stock and Class B Common Stock had the same dividend rights, were equal in all other respects, and were otherwise treated as if they were one class of shares. On June 9, 2022, our shareholders approved changes to our certificate of incorporation that eliminated the Class B Common Stock. At June 30, 2024 and December 31, 2023, the Company was authorized to issue up to 1 billion shares of common stock (formerly known as the Class A 80 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 19. Equity Common Stock at December 31, 2021). Share Repurchase Program On February 27, 2023, our Board of Directors authorized an increase of $ 450 million in our existing authorization to repurchase shares of our outstanding common stock as part of the Company's share repurchase program. On August 1, 2024, our Board of Directors authorized an increase of $ 750 million in our existing authorization to repurchase shares of our outstanding common stock as part of the Company's share repurchase program. The Company expects to repurchase common shares from time to time in the open market or in privately negotiated transactions. The timing, form and amount of the share repurchases under the program are at the discretion of management and will depend on a variety of factors, including funds available at the Company, other potential uses for such funds, market conditions, the Company's capital position, legal requirements and other factors. The repurchase program may be modified, extended or terminated by the Board at any time. It does not have an expiration date. There can be no assurance that we will continue share repurchases or approve any increase to, or approve any new, stock repurchase program, or the amount of any repurchases made pursuant to such programs. Through June 30, 2024, we have incurred $ 2 million of excise tax in connection with share repurchases which were greater than stock issuances. The excise tax incurred was recognized as part of the cost basis of the treasury stock acquired and not reported as income tax expense. The following table represents share repurchase activities as part of this share repurchase program: Period Number of Shares Repurchased Total Payments (in millions) Average Price Paid Per Share 2023 (January 1- March 31) 1,721,737 $ 70 $ 40.42 2023 (April 1- June 30) 1,394,797 47 33.87 2023 (July 1- September 30) 1,873,727 71 38.13 2023 (October 1- December 31) 1,512,263 67 44.37 Total 2023 6,502,524 $ 255 $ 39.27 2024 (January 1- March 31) 2,157,372 116 53.76 2024 (April 1- June 30) 1,294,473 90 69.16 2024 (July 1- August 1) 459,441 39 84.90 Total 2024 3,911,286 $ 245 $ 62.51 The following table represents changes in the balance of common stock outstanding: Common Stock Issued Treasury Stock Total Common Stock Outstanding Shares at December 31, 2023 94,481,006 ( 15,820,785 ) 78,660,221 Share-based compensation programs — 492,081 (1) 492,081 Shares repurchased under repurchase program — ( 3,451,845 ) ( 3,451,845 ) Shares at June 30, 2024 94,481,006 ( 18,780,549 ) 75,700,457 (1) Represents net shares issued from treasury stock pursuant to the Company’s share-based compensation programs. Dividends to Shareholders Any declaration of cash dividends on common stock will be at the discretion of JFI’s Board of Directors and will depend on our financial condition, earnings, liquidity and capital requirements, regulatory constraints, level of indebtedness, preferred stock, contractual restrictions with respect to paying cash dividends, restrictions imposed by Delaware law, general business conditions and any other factors that JFI’s Board of Directors deems relevant in making any such determination. Therefore, there can be no assurance that we will pay any cash dividends to holders of our stock or as to the amount of any such cash dividend. 81 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 19. Equity The following table presents declaration date, record date, payment date and dividends paid per share of JFI’s common stock: Declaration Date Record Date Payment Date Dividends Paid Per Share Quarter Ended 03/31/2024 February 20, 2024 March 12, 2024 March 21, 2024 $ 0.70 06/30/2024 May 2, 2024 June 6, 2024 June 20, 2024 $ 0.70 Quarter Ended 03/31/2023 February 27, 2023 March 14, 2023 March 23, 2023 $ 0.62 06/30/2023 May 8, 2023 June 1, 2023 June 15, 2023 $ 0.62 20. Earnings Per Share Basic earnings per share is calculated by dividing net income (loss) attributable to Jackson Financial common shareholders by the weighted-average number of common shares outstanding during the period. Diluted earnings per share is calculated by dividing the net income (loss) attributable to Jackson Financial common shareholders, by the weighted-average number of shares of common stock outstanding for the period, plus shares representing the dilutive effect of share-based awards. Beginning in 2021, the Company granted its first share-based awards subject to vesting provisions of the 2021 Omnibus Incentive Plan, which have a dilutive effect. See Note 18 - Share-Based Compensation of the Notes to Consolidated Financial Statements in the Company’s 2023 Annual Report for further description of share-based awards. The following table sets forth the calculation of earnings per common share: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 (in millions, except share and per share data) Net income (loss) attributable to Jackson Financial Inc. $ 275 $ 1,217 $ 1,070 $ ( 280 ) Less: Preferred stock dividends 11 13 22 13 Net income (loss) attributable to Jackson Financial Inc. common shareholders $ 264 $ 1,204 $ 1,048 $ ( 293 ) Weighted average shares of common stock outstanding - basic 76,599,547 82,595,287 77,329,680 82,620,558 Dilutive common shares 479,383 2,159,324 643,335 — Weighted average shares of common stock outstanding - diluted (1) 77,078,930 84,754,611 77,973,015 82,620,558 Earnings per share—common stock Basic $ 3.45 $ 14.58 $ 13.55 $ ( 3.55 ) Diluted $ 3.43 $ 14.21 $ 13.44 $ ( 3.55 ) (1) If we reported a net loss attributable to Jackson Financial Inc., all common stock equivalents are anti-dilutive and are therefore excluded from the calculation of diluted shares and diluted per share amounts. The shares excluded from the diluted EPS calculation were 2,794,562 shares for the six months ended June 30, 2023. 82 Item 1 | Notes to Condensed Consolidated Financial Statements (Unaudited) | 21. Subsequent Events 21. Subsequent Events The Company has evaluated subsequent events through the date these Condensed Consolidated Financial Statements were issued. Dividends Declared to Shareholders On August 1, 2024, our Board of Directors approved a cash dividend on JFI's common stock, $ 0.70 per share for the third quarter 2024, payable on September 19, 2024, to common shareholders of record on September 5, 2024. The Company also announced the declaration of a cash dividend of $ 0.50 per depositary share, each representing a 1/1,000th interest in a share of Fixed-Rate Reset Noncumulative Perpetual Preferred Stock, Series A. The dividend will be payable on September 30, 2024, to preferred shareholders of record at the close of business on September 5, 2024. Share Repurchase Authorization On August 1, 2024, our Board of Directors authorized an increase of $ 750 million to JFI's existing common share repurchase authorization. 83