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Item 8. Financial Statements and Supplementary Data

2025-02-26 compared with 2024-02-28 · 516 added, 780 removed, 3036 unchanged (30% of the section changed)

Financial Statements and Supplementary Data

Report of Independent Registered Public Accounting Firm ( KPMG LLP , Chicago, IL , Auditor Firm ID:

Report of Independent Registered Public Accounting Firm (KPMG LLP, Minneapolis, MN, Auditor Firm ID:

Consolidated Balance Sheet s as of December 31, 2024 and 2023

42 unchanged sentences

Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2024 based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

Change in Accounting Principle

As discussed in Note 2 to the consolidated financial statements, the Company adopted ASU 2018-12, Targeted Improvements to the Accounting for Long Duration Contracts (LDTI), effective January 1, 2023, with a transition date of January 1, 2021.

Basis for Opinions

39 unchanged sentences

We have served as the Company’s auditor since 1999.

Chicago, Illinois

Minneapolis, Minnesota

February 26, 2025

1 unchanged sentence

Consolidated Balance Sheets

(in millions, except per share data)

(in millions, except share data)

Debt Securities, available-for-sale, net of allowance for credit losses of $ 39 and $ 21 at December 31, 2024 and 2023, respectively (amortized cost:

6 unchanged sentences

Mortgage loans, net of allowance for credit losses of $ 121 and $ 165 at December 31, 2024 and 2023, respectively

10,082 10,967

Mortgage loans, at fair value under fair value option 449 481

31 unchanged sentences

24,000 shares authorized;

shares issued:

2023 - 22,000 ;

22,000 shares issued and outstanding at December 31, 2024 and December 31, 2023;

liquidation preference $ 25,000 per share (See Note 24)

63 unchanged sentences

Change in unrealized gains (losses) on securities with credit impairment, net of tax expense (benefit) of:

$( 7 ), $( 1 ), and $ 1 for the years ended December 31, 2023, 2022 and 2021, respectively

nil , $( 7 ), and $( 1 ) for the years ended December 31, 2024, 2023 and 2022, respectively

( 5 ) ( 26 ) ( 2 )

12 unchanged sentences

(in millions)

Additional Treasury Shares Equity Other Total Non-

Preferred Common Paid-In Stock Held Compensation Comprehensive Retained Shareholders' Controlling Total

Stock Stock Capital at Cost In Trust Reserve Income (Loss) Earnings Equity Interests Equity

Additional Treasury Other Total Non-

Preferred Common Paid-In Stock Comprehensive Retained Shareholders' Controlling Total

Stock Stock Capital at Cost Income (Loss) Earnings Equity Interests Equity

Balances as of December 31, 2021 $ — $ 1 $ 6,051 $ ( 211 ) $ 1,360 $ 440 $ 7,641 $ 680 $ 8,321

Change in accounting principle, net of tax — — — — — ( 385 ) ( 2,603 ) — ( 2,988 ) — ( 2,988 )

Net income (loss) — — — — — 6,186 6,186 43 6,229

3 unchanged sentences

Purchase of treasury stock — — — ( 321 ) — — ( 321 ) — ( 321 )

Shares sold in connection with demerger — — 1 — 4 — — — 5 — 5

Share-based compensation — — 12 89 — ( 24 ) 77 — 77

Reserve for equity compensation plans — — — — — ( 8 ) — — ( 8 ) — ( 8 )

Balances as of December 31, 2022 $ — $ 1 $ 6,063 $ ( 443 ) $ ( 3,378 ) $ 6,403 $ 8,646 $ 732 $ 9,378

2 unchanged sentences

Change in equity of noncontrolling interests — — — — — — — ( 588 ) ( 588 )

Dividends on preferred stock — — — — — ( 35 ) ( 35 ) — ( 35 )

Dividends on common stock — — — — — ( 209 ) ( 209 ) — ( 209 )

1 unchanged sentence

Share-based compensation — — ( 58 ) 150 — ( 55 ) 37 — 37

Issuance of preferred stock 533 — — — — — 533 — 533

Balances as of December 31, 2023 $ 533 $ 1 $ 6,005 $ ( 599 ) $ ( 2,808 ) $ 7,038 $ 10,170 $ 164 $ 10,334

6 unchanged sentences

Share-based compensation — — 41 34 — ( 11 ) 64 — 64

Issuance of preferred stock 533 — — — — — — — 533 — 533

Balances as of December 31, 2024 $ 533 $ 1 $ 6,046 $ ( 1,007 ) $ ( 3,522 ) $ 7,713 $ 9,764 $ 218 $ 9,982

56 unchanged sentences

Distributions from partners of consolidated investments — ( 92 ) —

Disposition of shares held in trust at cost, net — — 5

Dividends on common stock ( 211 ) ( 201 ) ( 186 )

25 unchanged sentences

Jackson Financial is domiciled in the state of Delaware in the United States (“U.S.”).

We were previously a majority-owned subsidiary of Prudential plc ("Prudential"), London, England and served as the holding company for its U.S.

The Company's demerger from Prudential was completed on September 13, 2021 ("Demerger"), and the Company is a stand-alone 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.

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 us after the Demerger.

As a result of sales subsequent to the Demerger, Prudential has no remaining equity interest in the Company as of June 30, 2023.

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.

Prudential retained an equity interest in the Company after the Demerger, but as of June 30, 2023, had 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 variable, registered index-linked, fixed index, fixed and payout 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.

1 unchanged sentence

• PPM America, Inc.

(“PPM”), is the Company’s investment management operation that manages the life insurance companies’ general account investment funds.

(“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”), Jackson’s direct parent, is a life insurance company licensed to sell life insurance and annuity products in the state of Michigan.

Other wholly-owned subsidiaries of Jackson are as follows:

• 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.

4 unchanged sentences

• Registered investment adviser:

Jackson National Asset Management LLC (“JNAM”), which manages the life insurance companies' separate account funds underlying our variable annuities products, which funds are sub-advised.

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.

• Other insignificant wholly-owned subsidiaries.

The Company's 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.

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 variable annuity contracts and similar products of Jackson (constituting “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).

For regulatory reporting purposes, Brooke Re utilizes a modified U.S.

generally accepted accounting principles ("U.S.

GAAP") approach, primarily related to market risk benefits, with the intent to increase alignment between assets and liabilities in response to changes in economic factors.

The reinsurance transaction and related modified U.S.

GAAP approach 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 allows for more efficient economic hedging of the underlying risks of Jackson’s business.

Part II | Item 8.

Notes to Consolidated Financial Statements | 1.

Business and Basis of Presentation

Basis of Presentation

The accompanying Consolidated Financial Statements have been prepared in accordance with U.S.

generally accepted accounting principles (“GAAP”).

Intercompany accounts and transactions have been eliminated upon consolidation.

Certain amounts in the 2023 Notes to Consolidated Financial Statements have been reclassified to conform to the 2024 presentation.

The Company adopted Accounting Standards Update (“ASU”) 2018-12, “Targeted Improvements to the Accounting for Long-Duration Contracts” (“LDTI”), effective January 1, 2023, with a transition date of January 1, 2021.

See Note 2 - Summary of Significant Accounting Policies of Notes to Consolidated Financial Statements for further description of our adoption of LDTI.

New accounting policies adopted for LDTI are included in Notes 7, 8, 9, 10, 11, and 12 to the Consolidated Financial Statements in this Form 10-K.

Part II | Item 8.

Notes to Consolidated Financial Statements | 1.

Business and Basis of Presentation

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 our non-GAAP financial measure of 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 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 our non-GAAP financial measure of Adjusted Operating Earnings.

• Operating derivative income (loss) will no longer be shown as a separate line item within pretax adjusted operating earnings, as 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).

• 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

3 unchanged sentences

• 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;

• Assessments as to whether certain entities are VIEs, the existence of reconsideration events and the determination of which party, if any, should consolidate the entity;

• Assumptions used in calculating policy reserves and liabilities, including policyholder behavior, mortality rates, expenses, investment returns and policy crediting rates;

4 unchanged sentences

• Assumptions impacting the expected term used in amortizing deferred acquisition costs, including policyholder behavior and mortality rates.

Part II | Item 8.

Notes to Consolidated Financial Statements | 1.

Business and Basis of Presentation

These estimates and assumptions are based on management’s best estimates and judgments.

3 unchanged sentences

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.

Part II | Item 8.

Notes to Consolidated Financial Statements | 2.

Summary of Significant Accounting Policies

The following table identifies our significant accounting policies presented in other Notes to Consolidated Financial Statements:

Investments Note 4

Derivatives and Hedge Accounting Note 5

Derivative Instruments

Fair Value Measurements Note 6

31 unchanged sentences

Expenses not related to policy acquisition are recognized when incurred.

Part II | Item 8.

Notes to Consolidated Financial Statements | 2.

Summary of Significant Accounting Policies

Management Fees Based on a Formula

4 unchanged sentences

Performance related management fees are earned over a specified period and can result in additional fees.

These fees are recognized at the end of the agreement, once

Part II | Item 8.

Notes to Consolidated Financial Statements | 2.

Summary of Significant Accounting Policies

the fees are fixed, determinable, not subject to further performance metrics, and probability of significant revenue reversal is remote.

These fees are recognized at the end of the specified period, once the fees are fixed, determinable, not subject to further performance metrics, and probability of significant revenue reversal is remote.

Changes in Accounting Principles – Adopted in Current Year

In March 2020, the Financial Accounting Standards Board (“FASB”) issued ASU 2020-04, “Reference Rate Reform (Topic 848):

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 is effective for contract modifications made between March 12, 2020 and December 31, 2022.

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):

1 unchanged sentence

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 unfolds.

The contracts modified to date met the criteria for the practical expedient and therefore had no material impact on the Company’s Consolidated Financial Statements.

The Company will continue to evaluate the impacts of reference rate reform on contract modifications and other transactions through December 31, 2024.

In August 2018, the FASB issued ASU 2018-12, “Targeted Improvements to the Accounting for Long Duration Contracts,” ("LDTI"), which included changes to the existing recognition, measurement, presentation and disclosure requirements for long-duration contracts issued by an insurance entity.

The Company adopted LDTI effective January 1, 2023, with a transition date of January 1, 2021, using the modified retrospective transition method relating to liabilities for traditional and limited payment contracts and deferred policy acquisition costs associated therewith;

and on a retrospective basis, in relation to market risk benefits ("MRBs").

Under the modified retrospective approach, the Company applied the guidance to contracts in force on the transition date on the basis of their existing carrying value, using updated future cash flow assumptions, and eliminated certain related amounts in accumulated other comprehensive income (loss) (“AOCI”).

Under the full retrospective transition approach, the Company applied the guidance as of the transition date, using actual historical assumption information as of contract inception, as if the accounting principle had always been applied.

Amounts reported as of December 31, 2023 and 2022 and for the years ended December 31, 2023, 2022 and 2021 within these Consolidated Financial Statements are accounted for and presented in accordance with U.S.

GAAP reflecting the adoption of LDTI.

LDTI contains four significant changes:

Market risk benefits:

market risk benefits, a new term for certain contract features that provide for potential benefits in addition to the account balance that expose the Company to other-than-nominal market risk (for example, guaranteed benefits on annuity contracts, including guaranteed minimum withdrawal benefits and guaranteed minimum death benefits on variable annuities), are measured at fair value.

Changes in fair value are recorded and presented separately within the income statement, with the exception of changes in fair value due to non-performance risk, which are recognized in other comprehensive income (loss) (“OCI”);

Deferred acquisition costs:

deferred acquisition costs (“DAC”) are amortized on a constant-level basis, independent of profitability of the underlying business;

Liability for future policy benefits:

annual review and, if necessary, update of cash flow assumptions used to measure the liability for future policy benefits for nonparticipating traditional and limited-payment insurance contracts is required.

These liabilities are discounted using an upper-medium grade fixed income instrument yield which is updated quarterly, with related changes in the liability recognized in OCI;

Enhanced disclosures:

enhanced disclosures, including disaggregated roll-forwards of certain balance sheet accounts that provide information about actual and expected cash flows, as well as information about significant inputs, judgments, assumptions and methods used in measurement, are required.

The enhanced disclosures are intended to improve the ability of users of the financial statements to evaluate the timing, amount, and uncertainty of cash flows arising from long-duration contracts.

Part II | Item 8.

Notes to Consolidated Financial Statements | 2.

Summary of Significant Accounting Policies

The adoption of LDTI resulted in a decrease in total equity of $ 3.0 billion as of the transition date of January 1, 2021, comprised of a reduction in AOCI of $ 0.4 billion and a reduction in retained earnings of $ 2.6 billion.

The primary drivers for this impact to total equity included:

the classification of certain benefits as market risk benefits, which were remeasured at fair value as of the transition date.

The resulting change in the value of these benefits at the transition date, net of the related deferred tax effect, is recognized in retained earnings, with the exception of the cumulative effect of changes in non-performance risk, net of the related deferred tax effect, which is recognized in AOCI;

changes to the discount rate used to measure liabilities for future policyholder benefits which, under LDTI, are remeasured each reporting period using current upper-medium grade fixed-income instrument yields, which are generally considered to be those on single-A rated public corporate debt.

The cumulative effect of the remeasurement of these liabilities using the transition date discount rate, net of the related deferred tax effect, is recognized in AOCI;

the removal of certain shadow adjustments previously recorded in AOCI related to the impact of unrealized gains (losses) on investments that were included in the estimated gross profit amortization calculation for deferred acquisition costs, which, since the adoption of LDTI, are no longer recognized.

The following table presents the effect of transition adjustments on shareholders' equity due to the adoption of LDTI (in millions):

January 1, 2021

Accumulated other

Retained earnings comprehensive income

Deferred acquisition costs $ — $ 106

Reinsurance recoverable on market risk benefits — ( 34 )

Reserves for future policy benefits and claims payable 97 141

Market risk benefits ( 2,700 ) ( 598 )

Total $ ( 2,603 ) $ ( 385 )

The following table presents amounts previously reported as of December 31, 2020, to reflect the effect of the change due to the adoption of LDTI, and the adjusted amounts as of January 1, 2021 (in millions):

As Previously Effect of As of

Reported Changes 1/1/2021

Deferred acquisition costs $ 13,897 $ 146 $ 14,043

Reinsurance recoverable, net of allowance for credit losses 35,270 ( 154 ) 35,116

Reinsurance recoverable on market risk benefits, at fair value — 471 471

Market risk benefit assets, at fair value — 690 690

Deferred income taxes, net 1,058 824 1,882

Other assets 1,179 2 1,181

Total assets $ 353,532 $ 1,979 $ 355,511

Liabilities and Equity

Reserves for future policy benefits and claims payable $ 22,512 $ ( 5,716 ) $ 16,796

Other contract holder funds 63,592 ( 7 ) 63,585

Market risk benefit liabilities, at fair value — 10,690 10,690

Total liabilities 343,609 4,967 348,576

Accumulated other comprehensive income, net of tax expense 3,821 ( 385 ) 3,436

Retained earnings ( 324 ) ( 2,603 ) ( 2,927 )

Total equity 9,923 ( 2,988 ) 6,935

Total liabilities and equity $ 353,532 $ 1,979 $ 355,511

Part II | Item 8.

Notes to Consolidated Financial Statements | 2.

Summary of Significant Accounting Policies

Liability for future policy benefits

For the liability for future policy benefits, the net transition adjustment is related to the difference in the discount rate used pre-transition and the discount rate at January 1, 2021.

The discount rate used to measure the liability at transition was generally lower than the rates used to measure the liability prior to the adoption of LDTI.

Additionally, at transition, where net premiums exceeded gross premiums at the cohort level, the Company set net premiums equal to gross premiums and recognized the resulting increase in the liability for future policy benefits as an adjustment to opening retained earnings.

The following table presents the impact of the adoption of LDTI, as of the transition date, on reserves for future policy benefits and claims payable (in millions):

Payout Closed Closed

Annuities Block Life Block Annuity Total

Reserves for future policy benefits at December 31, 2020 $ 1,148 $ 5,809 $ 5,328 $ 12,285

Adjustment for loss contracts under the modified retrospective approach 4 15 18 37

Effect of remeasurement of liability at current discount rate 143 560 997 1,700

Reserves for future policy benefits at January 1, 2021 $ 1,295 $ 6,384 $ 6,343 $ 14,022

Other future policy benefits and claims payable 2,774

Reserves for future policy benefits and claims payable at January 1, 2021 $ 16,796

The following table presents the transition date reclassifications and adjustments to reserves for future policy benefits by category resulting from the adoption of LDTI (in millions):

Reserve for future policy benefits Other (1)

Reserve for future policy benefits and claims payable at December 31, 2020 $ 12,285 $ 10,227 $ 22,512

Adjustments for LDTI transition 1,737 ( 7,453 ) ( 5,716 )

Reserve for future policy benefits and claims payable at January 1, 2021 $ 14,022 $ 2,774 $ 16,796

(1) Includes variable annuity embedded derivatives that were reclassed to market risk benefits.

The following table presents the impact of the adoption of LDTI, as of the transition date, on Closed Block Life additional liabilities for universal life-type contracts (in millions):

Closed Block Life

Balance, December 31, 2020 $ 1,157

Adjustment for reversal of AOCI adjustments 28

Adjustment for cumulative effect of adoption of LDTI —

Balance, January 1, 2021 $ 1,185

Market risk benefits

For MRBs, the net transition adjustment relates to the measurement of certain guaranteed benefit features at fair value that were previously measured using an insurance accrual model.

The measurement of these features at fair value includes use of generally lower discount rates and lower assumed future fund performance relative to their previous measurement, as well as inclusion of risk margins, all of which lead to a generally higher fair value balance relative to the carrying value prior to transition to LDTI.

The transition adjustment to AOCI for MRBs relates to the effect of changes in the non-performance risk between the contract issuance date and the transition date.

The remaining difference between the carrying value of these contract features under the insurance accrual model prior to transition to LDTI and the fair value measured at transition was recorded as an adjustment to retained earnings as of the transition date.

Part II | Item 8.

Notes to Consolidated Financial Statements | 2.

Summary of Significant Accounting Policies

The following table presents the impact of the adoption of LDTI, as of the transition date, on MRBs, net (in millions):

Variable Other

Annuities Product Lines Total

Balance, December 31, 2020 - Carrying amount of MRBs under prior guidance $ 7,306 $ 74 $ 7,380

Adjustment for reversal of AOCI adjustments ( 27 ) ( 48 ) ( 75 )

Cumulative effect of the changes in non-performance risk between the original contract issuance date and the transition date ( 743 ) ( 6 ) ( 749 )

Remaining cumulative difference (exclusive of non-performance risk change) between 12/31/20 carrying amount and fair value measurement for the MRBs 3,372 72 3,444

Balance, January 1, 2021 - Market risk benefits, net, at fair value $ 9,908 $ 92 $ 10,000

Deferred acquisition costs

For DAC, at transition to LDTI, the Company removed shadow adjustments previously recorded in AOCI for the impact of unrealized gains and losses that were included in the estimated gross profit amortization calculation prior to the adoption of LDTI.

The following table presents the impact of the adoption of LDTI, as of the transition date, on DAC (in millions):

Variable Other

Annuities Product Lines Total

Balance, December 31, 2020 - Deferred acquisition costs $ 13,725 $ 172 $ 13,897

Adjustment for reversal of AOCI adjustments 151 ( 5 ) 146

Balance, January 1, 2021 - Deferred acquisition costs $ 13,876 $ 167 $ 14,043

Reinsurance recoverable

The following table presents the impact of the adoption of LDTI, as of the transition date, on reinsurance recoverable (in millions) :

Balance, December 31, 2020 $ 35,270

Reclass of carrying amount of MRBs under prior guidance ( 407 )

Adjustment for loss contracts under the modified retrospective approach —

Effect of remeasurement of liability at current discount rate 253

Balance, January 1, 2021 $ 35,116

The following table presents the impact of the adoption of LDTI, as of the transition date, on reinsurance recoverable on market risk benefits at fair value (in millions):

Variable Other

Annuities Product Lines Total

Balance, December 31, 2020 - Carrying amount of MRBs under prior guidance $ 340 $ 67 $ 407

Adjustment for reversal of AOCI adjustments — ( 47 ) ( 47 )

Cumulative difference between 12/31/2020 carrying amount and fair value measurement for the MRBs 28 83 111

Balance, January 1, 2021 - Reinsurance recoverable on market risk benefits at fair value $ 368 $ 103 $ 471

The adoption of LDTI resulted in increases in net income attributable to Jackson Financial of $ 489 million and $ 234 million for the years ended December 31, 2022 and 2021, respectively, and also resulted in an increase in total equity of $ 223 million for the year ended December 31, 2022.

Part II | Item 8.

Notes to Consolidated Financial Statements | 2.

Summary of Significant Accounting Policies

The following table presents amounts previously reported in the Consolidated Balance Sheets as of December 31, 2022, to reflect the effect of the change due to the adoption of LDTI, and the adjusted amounts as of December 31, 2022 (in millions):

As Previously As Adjusted

Reported Effect of As of

December 31, 2022 Changes December 31, 2022

Deferred acquisition costs $ 13,422 $ ( 499 ) $ 12,923

Reinsurance recoverable, net of allowance for credit losses 29,641 ( 595 ) 29,046

Reinsurance recoverable on market risk benefits, at fair value — 221 221

Market risk benefit assets, at fair value — 4,865 4,865

Deferred income taxes, net 385 ( 65 ) 320

Other assets 946 ( 2 ) 944

Total assets $ 311,058 $ 3,925 $ 314,983

Liabilities and Equity

Reserves for future policy benefits and claims payable $ 14,273 $ ( 1,955 ) $ 12,318

Other contract holder funds 58,195 ( 5 ) 58,190

Market risk benefit liabilities, at fair value — 5,662 5,662

Total liabilities 301,903 3,702 305,605

Accumulated other comprehensive income, net of tax expense ( 5,481 ) 2,103 ( 3,378 )

Retained earnings 8,283 ( 1,880 ) 6,403

Total equity 9,155 223 9,378

Total liabilities and equity $ 311,058 $ 3,925 $ 314,983

The following tables present amounts previously reported in the Consolidated Income Statements for the years ended December 31, 2022 and 2021, to reflect the effect of the change due to the adoption of LDTI, and the adjusted amounts (in millions, except per share amounts):

As Previously

Reported for As Adjusted

the Year Ended Year Ended

December 31, Effect of December 31,

2022 Changes 2022

Total net gains (losses) on derivatives and investments $ 3,851 $ ( 4,688 ) $ ( 837 )

Total revenues 14,551 ( 4,688 ) 9,863

Benefits and Expenses

Death, other policy benefits and change in policy reserves, net of deferrals 2,290 ( 1,228 ) 1,062

(Gain) loss from updating future policy benefits cash flow assumptions, net — ( 34 ) ( 34 )

Market risk benefits (gains) losses, net — ( 3,536 ) ( 3,536 )

Interest credited on other contract holder funds, net of deferrals and amortization 862 4 866

Amortization of deferred acquisition costs 1,743 ( 517 ) 1,226

Total benefits and expenses 7,440 ( 5,311 ) 2,129

Pretax income (loss) 7,111 623 7,734

Income tax expense (benefit) 1,371 134 1,505

Net income (loss) 5,740 489 6,229

Net income (loss) attributable to Jackson Financial Inc.

$ 5,697 $ 489 $ 6,186

Earnings per share

Basic $ 66.62 $ 5.72 $ 72.34

Diluted $ 64.23 $ 5.52 $ 69.75

Part II | Item 8.

Notes to Consolidated Financial Statements | 2.

Summary of Significant Accounting Policies

As Previously

Reported for As Adjusted

the Year Ended Year Ended

December 31, Effect of December 31,

2021 Changes 2021

Total net gains (losses) on derivatives and investments $ ( 2,478 ) $ ( 2,887 ) $ ( 5,365 )

Total revenues 9,247 ( 2,887 ) 6,360

Benefits and Expenses

Death, other policy benefits and change in policy reserves, net of deferrals 970 ( 45 ) 925

(Gain) loss from updating future policy benefits cash flow assumptions, net — 41 41

Market risk benefits (gains) losses, net — ( 3,966 ) ( 3,966 )

Interest credited on other contract holder funds, net of deferrals and amortization 834 ( 2 ) 832

Amortization of deferred acquisition costs 520 787 1,307

Total benefits and expenses 5,200 ( 3,185 ) 2,015

Pretax income (loss) 4,047 298 4,345

Income tax expense (benefit) 602 64 666

Net income (loss) 3,445 234 3,679

Net income (loss) attributable to Jackson Financial Inc.

$ 3,183 $ 234 $ 3,417

Earnings per share

Basic $ 33.86 $ 2.49 $ 36.35

Diluted $ 33.69 $ 2.48 $ 36.17

Part II | Item 8.

Notes to Consolidated Financial Statements | 2.

Summary of Significant Accounting Policies

The following tables present amounts previously reported in Consolidated Statements of Comprehensive Income (Loss) for the years ended December 31, 2022 and 2021, to reflect the effect of the change due to the adoption of LDTI, and the adjusted amounts (in millions):

As Previously

Reported for the As Adjusted

Year Ended Year Ended

December 31, Effect of December 31,

2022 Changes 2022

Net income (loss) $ 5,740 $ 489 $ 6,229

Other comprehensive income (loss), net of tax:

Change in unrealized gains (losses) on securities with no credit impairment, net of tax expense (benefit) ( 7,223 ) ( 284 ) ( 7,507 )

Change in current discount rate related to reserve for future policy benefits, net of tax expense (benefit) — 1,303 1,303

Change in non-performance risk on market risk benefits, net of tax expense (benefit) — 1,468 1,468

Total other comprehensive income (loss) ( 7,225 ) 2,487 ( 4,738 )

Comprehensive income (loss) attributable to Jackson Financial Inc.

$ ( 1,528 ) $ 2,976 $ 1,448

As Previously

Reported for the As Adjusted

Year Ended Year Ended

December 31, Effect of December 31,

2021 Changes 2021

Net income (loss) $ 3,445 $ 234 $ 3,679

Other comprehensive income (loss), net of tax:

Change in unrealized gains (losses) on securities with no credit impairment, net of tax expense (benefit) ( 2,080 ) ( 64 ) ( 2,144 )

Change in current discount rate related to reserve for future policy benefits, net of tax expense (benefit) — 397 397

Change in non-performance risk on market risk benefits, net of tax expense (benefit) — ( 332 ) ( 332 )

Total other comprehensive income (loss) ( 2,077 ) 1 ( 2,076 )

Comprehensive income (loss) attributable to Jackson Financial Inc.

$ 1,106 $ 235 $ 1,341

Part II | Item 8.

Notes to Consolidated Financial Statements | 2.

Summary of Significant Accounting Policies

The adoption of LDTI did not affect the previously reported totals for net cash flows provided by (used in) operating, investing, or financing activities, but did affect the following components of net cash flows provided by (used in) operating activities:

As Previously

Reported for the As Adjusted

Year Ended Year Ended

December 31, Effect of December 31,

2022 Changes 2022

Cash flows from operating activities:

Net income $ 5,740 $ 489 $ 6,229

Adjustments to reconcile net income to net cash provided by operating activities:

Net losses (gains) on derivatives ( 2,024 ) 4,688 2,664

Net (gain) loss on market risk benefits — ( 3,536 ) ( 3,536 )

(Gain) loss from updating future policy benefits cash flow assumptions, net — ( 34 ) ( 34 )

Interest credited on other contract holder funds, gross 862 4 866

Deferred income tax expense (benefit) 1,413 134 1,547

Change in deferred acquisition costs 1,119 ( 518 ) 601

Change in funds withheld, net of reinsurance ( 402 ) 329 ( 73 )

Change in other assets and liabilities, net 724 ( 1,556 ) ( 832 )

Total adjustments 1,692 ( 489 ) 1,203

Net cash provided by (used in) operating activities $ 5,206 $ — $ 5,206

As Previously

Reported for the As Adjusted

Year Ended Year Ended

December 31, Effect of December 31,

2021 Changes 2021

Cash flows from operating activities:

Net income $ 3,445 $ 234 $ 3,679

Adjustments to reconcile net income to net cash provided by operating activities:

Net losses (gains) on derivatives 2,639 2,887 5,526

Net (gain) loss on market risk benefits — ( 3,966 ) ( 3,966 )

(Gain) loss from updating future policy benefits cash flow assumptions, net — 41 41

Interest credited on other contract holder funds, gross 834 ( 2 ) 832

Deferred income tax expense (benefit) 675 64 739

Change in deferred acquisition costs ( 270 ) 789 519

Change in funds withheld, net of reinsurance ( 757 ) 131 ( 626 )

Change in other assets and liabilities, net ( 403 ) ( 178 ) ( 581 )

Total adjustments 2,718 ( 234 ) 2,484

Net cash provided by (used in) operating activities $ 5,682 $ — $ 5,682

In March 2022, the FASB issued ASU 2022-02, “Financial Instruments – Credit Losses (Topic 326):

Troubled Debt Restructurings and Vintage Disclosures.” The new guidance eliminates the accounting guidance for troubled debt restructurings by creditors, and instead requires an entity to evaluate whether a modification represents a new loan or a continuation of an existing loan.

The amendments also enhance disclosure requirements for certain loan refinancings and restructurings by creditors when a borrower is experiencing financial difficulty.

New guidance for vintage disclosures requires that current-period gross write-offs be disclosed by year of origination for financing receivables and net investments in leases that fall within scope of the current expected credit loss model.

The amendments in this update are effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years.

Updates should be applied prospectively.

However, an entity has the option to apply the modified retrospective method related to the recognition and measurements of troubled debt restructurings.

Effective January 1, 2023, the Company adopted ASU 2022-02, which did not have a material impact to the Consolidated Financial Statements.

Changes in Accounting Principles – Issued but Not Yet Adopted

The practical expedient allowed by this standard was elected and applied by the Company.

The contracts modified met the criteria for the practical expedient and, therefore, the transition did not have a material impact on the Company’s Consolidated Financial Statements.

The Company has completed its transition from the London Interbank Offered Rate ("LIBOR").

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

Part II | Item 8.

Notes to Consolidated Financial Statements | 2.

Summary of Significant Accounting Policies

multiple measures to assess segment’s performance and allocate resources.

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.

The amendments in this ASU will be effective for the Company for annual periods beginning after December 15, 2023, 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 determining the timing of adoption.

In December 2023, the FASB issued ASU 2023-09, Improvements to Income Tax Disclosures, which requires disaggregated information about a reporting entity’s effective tax rate reconciliation as well as information on income taxes paid.

Effective for the annual period ended December 31, 2024, the Company adopted this ASU retrospectively and recast previously reported segment information.

The required disclosures under this ASU are included in Note 3 - Segment Information .

Changes in Accounting Principles – Issued but Not Yet Adopted

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.

In November 2024, the FASB issued ASU 2024-03, “Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40)”, which requires disaggregated disclosure of income statement expenses for public business entities.

The ASU requires footnote disclosure about specific types of expenses included in the expense captions presented on the face of the income statement and the total amount of selling expenses on an annual and interim basis.

The entity is also required to disclose its definition of selling expenses in annual reporting periods.

The amendments in this ASU are effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027.

Early adoption is permitted.

The Company is in the process of evaluating the impact of the new guidance and determining the transition method and the timing of adoption.

Part II | Item 8.

Notes to Consolidated Financial Statements | 3.

Segment Information

The Company has three reportable segments:

Retail Annuities, Institutional Products, and Closed Life and Annuity Block.

The Company reports 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, in Corporate and Other.

Retail Annuities, Institutional Products, and Closed Life and Annuity Blocks.

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 Company’s chief operating decision maker function is performed jointly by the Chief Executive Officer and the Chief Financial Officer.

For the Retail Annuities, Closed Life and Annuity Blocks, and Institutional Products segments, the chief operating decision maker uses segment pretax adjusted operating earnings to allocate resources for each segment, predominantly through the annual budget and forecasting process, and to assess the performance of each segment, predominantly by comparing the results of each segment with one another, with planned and forecasted results, and with comparative prior period results.

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, fixed index annuities, fixed annuities, payout annuities, and registered index-linked annuities ("RILA").

These products are distributed through various wirehouses, insurance brokers and independent broker-dealers, as well as through banks and financial institutions, primarily to high-net worth investors and the mass and affluent markets.

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 from banks or money market funds.

A RILA offers customers exposure 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 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.

5 unchanged sentences

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.

Part II | Item 8.

1 unchanged sentence

Segment Information

Closed Life and Annuity Blocks

1 unchanged sentence

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 was a more efficient means of diversifying our in-force business than selling new life insurance products.

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 Company’s Corporate and Other segment primarily consists of the operations of its investment management subsidiary, PPM, VIEs, and unallocated corporate income and expenses.

The Corporate and Other segment also includes certain eliminations and consolidation adjustments.

5 unchanged sentences

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 as calculated in accordance with U.S.

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.

Pretax adjusted operating earnings equals net income adjusted to eliminate the impact of the items described in the following numbered paragraphs.

4 unchanged sentences

(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 (periodic settlements and changes in settlement accruals);

(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 the date of transition to current LDTI accounting guidance on January 1, 2021 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.

(ii) net gains (losses) on hedging instruments which includes:

(a) changes in the fair value of freestanding derivatives, and related commissions and expenses, 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;

and (b) investment income and change in fair value of certain non-derivative assets used to manage the risk associated with market risk benefits and other guaranteed benefit features;

and (iii) the movements in reserves, market risk benefits, guaranteed benefit features accounted for as embedded derivative instruments, and related claims and benefit payments (excluding impacts of actuarial assumption updates and model enhancements).

We believe excluding these items removes the impact to both revenue and related expenses associated with Net Hedging Results.

Amortization of DAC associated with non-operating items at date of transition to LDTI:

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;

Actuarial Assumption Updates and Model Enhancements:

The impact on the valuation of MRBs and embedded derivatives arising from our annual actuarial assumption updates and model enhancements review.

Part II | Item 8.

21 unchanged sentences

Net investment income 725 438 659 ( 2 ) 1,820

Income (loss) on operating derivatives ( 45 ) ( 50 ) ( 45 ) ( 13 ) ( 153 )

Other income 37 — 25 5 67

Other income (loss) 32 — 31 ( 19 ) 44

Total Operating Revenues 5,269 438 1,236 28 6,971

2 unchanged sentences

reserves, net of deferrals 67 — 573 — 640

(Gain) loss from updating future policy benefits cash flow assumptions, net ( 54 ) — 104 — 50

Interest credited on other contract holder funds, net

of deferrals and amortization

362 338 410 — 1,110

(Gain) loss from updating future policy benefits cash flow assumptions, net ( 4 ) — 106 — 102

Interest expense 23 — — 78 101

Operating costs and other expenses, net of deferrals 2,178 5 163 203 2,549

Asset-based commission expenses 1,137 — — — 1,137

Other commission expenses 891 — 37 — 928

Sub-advisor expenses 334 — — ( 8 ) 326

General and administrative expenses 788 4 106 222 1,120

Deferral of acquisition costs ( 693 ) — 7 — ( 686 )

Amortization of deferred acquisition costs 559 — 8 — 567

11 unchanged sentences

Net investment income 436 408 644 58 1,546

Income (loss) on operating derivatives 17 ( 22 ) 31 14 40

Other income 42 — 35 8 85

Other income (loss) 37 — 25 5 67

Total Operating Revenues 4,530 408 1,262 115 6,315

2 unchanged sentences

reserves, net of deferrals 43 — 641 — 684

Interest credited on other contract holder funds, net

of deferrals 253 201 412 — 866

(Gain) loss from updating future policy benefits cash flow assumptions, net ( 4 ) — 106 — 102

Interest credited on other contract holder funds, net

of deferrals and amortization 374 334 437 — 1,145

Interest expense 24 — — 85 109

Operating costs and other expenses, net of deferrals 2,174 5 130 123 2,432

Asset-based commission expenses 1,022 — — — 1,022

Other commission expenses 691 — 29 — 720

Sub-advisor expenses 318 — — ( 7 ) 311

General and administrative expenses 677 5 115 210 1,007

Deferral of acquisition costs ( 530 ) — 19 — ( 511 )

Amortization of deferred acquisition costs 551 — 10 — 561

8 unchanged sentences

Net investment income 410 285 737 79 1,511

Income (loss) on operating derivatives 52 ( 3 ) 72 32 153

Other income 47 — 39 8 94

Other income (loss) 42 — 35 8 85

Total Operating Revenues 4,570 285 1,380 139 6,374

2 unchanged sentences

reserves, net of deferrals 61 — 734 — 795

Interest credited on other contract holder funds, net

of deferrals 225 188 419 — 832

(Gain) loss from updating future policy benefits cash flow assumptions, net ( 4 ) — ( 24 ) — ( 28 )

Interest credited on other contract holder funds, net

of deferrals and amortization 253 201 412 — 866

Interest expense 22 — — 76 98

Operating costs and other expenses, net of deferrals 2,456 5 179 147 2,787

Asset-based commission expenses 1,010 — — — 1,010

Other commission expenses 809 — 37 — 846

Sub-advisor expenses 337 — — ( 8 ) 329

General and administrative expenses 642 5 97 131 875

Deferral of acquisition costs ( 624 ) — ( 4 ) — ( 628 )

Amortization of deferred acquisition costs 557 — 11 — 568

1 unchanged sentence

Pretax Adjusted Operating Earnings $ 1,507 $ 79 $ 117 $ ( 60 ) $ 1,643

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 its affiliate PPM, which were $ 76 million, $ 74 million, and $ 69 million for the years ended December 31, 2023, 2022 and 2021, respectively.

Part II | Item 8.

1 unchanged sentence

Segment Information

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 $ 81 million, $ 76 million, and $ 74 million for the years ended December 31, 2024, 2023 and 2022, respectively.

The following table summarizes the reconciling items from the non-GAAP measure of total operating revenues to the U.S.

4 unchanged sentences

Fees attributed to guarantee benefit reserves 3,122 3,125 3,077

Net gains (losses) on derivatives and investments ( 7,512 ) ( 878 ) ( 5,519 )

Net gains (losses) on hedging instruments and investments ( 7,904 ) ( 7,512 ) ( 878 )

Net investment income (loss) related to noncontrolling interests 30 20 43

4 unchanged sentences

(1) Substantially all the Company's revenues originated in the U.S.

There were no individual customers that exceeded 10% of total revenues.

There were no customers that, individually, generate revenues that exceeded 10% of total revenues.

The following table summarizes the reconciling items from the non-GAAP measure of total operating benefits and expenses to the U.S.

6 unchanged sentences

Amortization of DAC related to non-operating revenues and expenses 541 591 658

Other items — — 51

Total benefits and expenses $ 2,249 $ 2,125 $ 2,114

Part II | Item 8.

Notes to Consolidated Financial Statements | 3.

Segment Information

The following table summarizes the reconciling items, from the non-GAAP measure of pretax adjusted operating earnings to the U.S.

3 unchanged sentences

Pretax adjusted operating earnings $ 1,678 $ 1,165 $ 1,643

Non-operating adjustments income (loss):

Pre-tax reconciling items from adjusted operating income to net income (loss) attributable to Jackson Financial Inc.:

Fees attributable to guarantee benefit reserves 3,122 3,125 3,077

Net movement in freestanding derivatives ( 4,651 ) ( 2,744 ) ( 5,674 )

Net gains (losses) on hedging instruments ( 5,856 ) ( 4,651 ) ( 2,744 )

Market risk benefits gains (losses), net 4,243 4,295 4,021

Net reserve and embedded derivative movements ( 1,224 ) ( 779 ) ( 221 )

Total net hedging results 285 1,990 4,133

Amortization of DAC associated with non-operating items at date of transition to LDTI ( 541 ) ( 591 ) ( 658 )

Total Guaranteed benefits and net hedging results 993 2,989 269

Actuarial assumption updates and model enhancements ( 419 ) ( 406 ) ( 486 )

Net realized investment gains (losses) ( 11 ) ( 554 ) ( 359 )

10 unchanged sentences

common shareholders $ 902 $ 899 $ 6,186

Part II | Item 8.

Notes to Consolidated Financial Statements | 3.

Segment Information

The following table summarizes total assets by segment (in millions):

13 unchanged sentences

Certain asset-backed securities for which the Company might not recover substantially all of its recorded investment are accounted for on a prospective basis according to changes in the estimated future cash flows.

Part II | Item 8.

Notes to Consolidated Financial Statements | 4.

Debt securities are generally classified as available-for-sale and are carried at fair value.

2 unchanged sentences

Other debt securities included from consolidation of certain VIEs are classified as trading securities and are carried at fair value with the changes in fair value included in net investment income.

Part II | Item 8.

Notes to Consolidated Financial Statements | 4.

The following table sets forth the composition of the fair value of debt securities at December 31, 2023 and 2022, classified by rating categories as assigned by nationally recognized statistical rating organization (a “rating agency”), the National Association of Insurance Commissioners (“NAIC”), or if not rated by such organizations, the Company’s investment advisors.

The following table sets forth the composition of the fair value of debt securities at December 31, 2024 and 2023, classified by rating categories as assigned by nationally recognized statistical rating organization (a “rating agency”), 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.

3 unchanged sentences

Investment Rating 2024 2023

Treasuries 10.1 % 11.6 %

government securities 7.3 % 10.1 %

AAA 6.1 % 6.5 %

19 unchanged sentences

Notes to Consolidated Financial Statements | 4.

At December 31, 2023 and 2022, 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):

At December 31, 2024 and 2023, the amortized cost, 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

111 unchanged sentences

As of December 31, 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.

As described below, the Company performed analyses of the financial performance of the underlying issues in an unrealized loss position and believes that recovery of the entire amortized cost of each impaired security is expected.

Evaluation of Available-for-Sale Debt Securities for Credit Loss

8 unchanged sentences

• 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.

• the macro-economic and micro-economic outlooks for the issuer and its industry;

• for 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;

18 unchanged sentences

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.

Any changes to the allowance for credit loss are 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 receivable s are presented separate from the amortized cost basis of debt securities.

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 $ 1 million and nil was written off during the years ended December 31, 2023 and 2022, respectively.

Accrued interest of $ 1 million and $ 1 million was written off during the years ended December 31, 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):

44 unchanged sentences

Investment expenses (2)(3)

( 462 ) ( 354 ) ( 115 )

Net investment income excluding funds withheld assets 1,838 1,680 1,492

2 unchanged sentences

(1) Includes changes in fair value gains (losses) on trading securities and includes $( 77 ) million, $ 34 million and $( 149 ) million for the years ended December 31, 2024, 2023 and 2022, 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 $( 195 ) million, $( 186 ) million, and $( 10 ) million for the years ended December 31, 2024, 2023 and 2022, respectively,

Investment income is not accrued on securities in default and otherwise where the collection is uncertain.

20 unchanged sentences

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.

These gains (losses) are increased or decreased by changes in the embedded derivative liability related to the Athene Life Re Ltd.

("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 years ended December 31, 2024, 2023 and 2022 was $ 2,921 million, $ 5,529 million and $ 5,376 million, which was approximately 94 %, 97 % and 93 % of book value, respectively.

5 unchanged sentences

If the Company determines it is the primary beneficiary of a VIE, it consolidates the assets and liabilities of the VIE in its Consolidated Financial Statements.

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 as well as 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 and the Private Equity Funds, unfunded capital commitments:

• The Company funds affiliated limited liability companies to facilitate the issuance of collateralized loan obligations ("CLOs").

In April 2022, the Company reinvested in CLO issuances resulting in an increase of consolidated assets and liabilities.

In December 2022, a consolidated VIE issued $ 276 million par, net of the

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.

Creditors of the consolidated VIEs do not have recourse to the general credit of the Company:

Part II | Item 8.

Notes to Consolidated Financial Statements | 4.

Company’s holding of CLOs.

• The Company funds affiliated LLCs to facilitate the issuance of collateralized loan obligations ("CLOs").

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 December 31, 2022 but its inclusion would not materially impact the financial position of the Company as a result of the offsetting changes to assets and liabilities.

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.

The inclusion of these additional issuances would not materially impact the financial position of the Company due to 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.

Private Equity Fund IX was created in 2024 but is not expected to be funded by the Company until 2025.

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.

1 unchanged sentence

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.

• 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 record prior to allowing investment by external parties.

These mutual funds ceased operations during the year ended December 31, 2024.

Asset and liability information for the consolidated VIEs included on the Consolidated Balance Sheets are as follows (in millions):

December 31, 2023 December 31, 2022

Debt securities, at fair value under fair value option $ 2,429 $ 2,037

11 unchanged sentences

Noncontrolling interests $ 218 $ 164

Unconsolidated VIEs

The Company has concluded the following entities are VIEs but does not consolidate them.

Based on analysis of the limited partnerships, limited liability companies 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.

Part II | Item 8.

Notes to Consolidated Financial Statements | 4.

• The Company invests in certain limited partnerships ("LPs") and limited liability companies ("LLCs").

The carrying amounts of the Company’s investments in these LPs and LLCs are recognized in other invested assets on the Consolidated Balance Sheets.

Unfunded capital commitments for these investments are detailed in Note 16 of Notes to 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 $ 2,576 million and $ 3,285 million as of December 31, 2023 and 2022, respectively.

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 carrying amounts of the Company’s investments in certain LPs and LLCs are recognized in other invested assets on the Consolidated Balance Sheets.

Unfunded capital commitments for these investments are detailed in Note 16 of the Notes to Consolidated Financial Statements.

The Company’s exposure to loss was limited to $ 2,637 million and $ 2,576 million as of December 31, 2024 and 2023, respectively, representing the aggregate capital invested and unfunded capital commitments related to the LPs/LLCs at those dates.

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 Consolidated Balance Sheets and were $ 21 million and $ 28 million as of December 31, 2023 and 2022, respectively.

• The Company's investments in certain mutual funds are recognized in equity securities on the Consolidated Balance Sheets and were $ 19 million and $ 21 million as of December 31, 2024 and 2023, respectively.

The Company’s maximum exposure to loss on these mutual funds is limited to the amortized cost for these investments.

20 unchanged sentences

At December 31, 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.

Mortgage Loan Concessions

In response to the generally adverse economic impact of the COVID-19 pandemic, the Company granted concessions to certain of its commercial mortgage loan borrowers, including payment deferrals and other loan modifications.

The Company has elected the option under the Coronavirus Aid, Relief, and Economic Security Act, the Consolidated Appropriations Act of 2021, and the Interagency Statement on Loan Modifications and Reporting for Financial Institutions

Part II | Item 8.

Notes to Consolidated Financial Statements | 4.

Working with Customers Affected by the Coronavirus (Revised) not to account for or report qualifying concessions as troubled debt restructurings and does not classify such loans as past due during the payment deferral period.

Additionally, in accordance with the FASB’s published response to a COVID-19 Pandemic technical inquiry, the Company continues to accrue interest income on such loans that have deferred payment.

For some commercial mortgage loan borrowers (principally in the hotel and retail sectors), the Company granted concessions that were primarily interest and/or principal payment deferrals generally ranging from 6 to 14 months and, to a much lesser extent, maturity date extensions.

Repayment periods are generally within one year but may extend until maturity date.

Deferred commercial mortgage loan interest and principal payments were $ 8 million at December 31, 2023.

The concessions granted had no impact on the Company’s results of operations or financial position as the Company has not granted concessions that would have been disclosed and accounted for as troubled debt restructurings.

Evaluation for Credit Losses on Mortgage Loans

14 unchanged sentences

The following table provides the change in the allowance for credit losses in the Company’s mortgage loan portfolios (in millions):

December 31, 2023 Apartment Hotel Office Retail Warehouse Residential Mortgage Total

December 31, 2024 Apartment Hotel Office Retail Warehouse Other Residential Mortgage Total

Balance at January 1, 2024 $ 28 $ 4 $ 78 $ 27 $ 17 $ 6 $ 5 $ 165

4 unchanged sentences

$ 23 $ 7 $ 44 $ 19 $ 20 $ 3 $ 5 $ 121

Part II | Item 8.

Notes to Consolidated Financial Statements | 4.

December 31, 2022 Apartment Hotel Office Retail Warehouse Residential Mortgage Total

December 31, 2023 Apartment Hotel Office Retail Warehouse Other Residential Mortgage Total

Balance at January 1, 2023 $ 16 $ 20 $ 15 $ 21 $ 16 $ 3 $ 4 $ 95

5 unchanged sentences

(1) Accrued interest receivable totaled $ 41 million and $ 46 million as of December 31, 2024 and 2023, respectively, and was excluded from the determination of credit losses.

(2) Accrued interest amounting to $ 1 million and $ 2 million was written as of December 31, 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.

1 unchanged sentence

Delinquency status is determined from the date of the first missed contractual payment.

Accrued interest amounting to $ 2 million and nil were written off as of December 31, 2023 and 2022, respectively, relating to loans that were greater than 90 days delinquent or in the process of foreclosure.

The following table provides information about our impaired residential mortgage loans (in millions):

Part II | Item 8.

Notes to Consolidated Financial Statements | 4.

The following table provides information about our residential mortgage loans in process of foreclosure (in millions):

Recorded investment (1)

3 unchanged sentences

Investment income recognized 1 1

Part II | Item 8.

Notes to Consolidated Financial Statements | 4.

The following tables provide information about the credit quality and vintage year of mortgage loans (in millions):

(1) At December 31, 2024 and 2023, includes $ 2 million and $ 5 million, respectively, of loans in process of foreclosure, all of which are loans supported with insurance or other guarantees provided by various governmental programs.

The following tables provide information about the credit quality with vintage year and category of mortgage loans (dollars in millions):

December 31, 2024

18 unchanged sentences

Total mortgage loans $ 986 $ 816 $ 916 $ 1,102 $ 749 $ 5,338 $ 4 $ 9,911 100 %

(1) The loan to value ratio is derived from current loan balance divided by the fair value of the property.

The fair value of the underlying commercial properties is updated annually for each mortgage loan.

(2) The debt service coverage ratio is calculated using the most recently reported operating income results from property operations divided by annual debt service.

Part II | Item 8.

Notes to Consolidated Financial Statements | 4.

December 31, 2023

18 unchanged sentences

Total mortgage loans $ 879 $ 1,140 $ 1,453 $ 855 $ 1,408 $ 4,824 $ 4 $ 10,563 100 %

Part II | Item 8.

Notes to Consolidated Financial Statements | 4.

December 31, 2023

In Good Standing (1)

Restructured Greater than 90 Days Delinquent In the Process of Foreclosure Total Carrying Value

(1) The loan to value ratio is derived from current loan balance divided by the fair value of the property.

The fair value of the underlying commercial properties is updated annually for each mortgage loan.

(2) The debt service coverage ratio is calculated using the most recently reported operating income results from property operations divided by annual debt service.

Accruing Loans (1)

December 31, 2024 Current 30-89 Days Past Due (2)

90 Days or Greater Past Due (2)

Non-accrual Loans (1)

Total Loans (1)

Non-accrual Loans with No Allowance (1)

Interest Income on Non-accrual Loans

Apartment $ 2,450 $ — $ — $ — $ 2,450 $ — $ —

3 unchanged sentences

Warehouse 2,134 — — — 2,134 — —

Other 521 — — — 521 — —

Total commercial 8,942 — — — 8,942 — —

2 unchanged sentences

Total $ 9,775 $ 154 $ 24 $ 79 10,032 $ — $ 2

December 31, 2022

In Good Standing (1)

Restructured Greater than 90 Days Delinquent In the Process of Foreclosure Total Carrying Value

Total with ACL $ 9,911

Part II | Item 8.

Notes to Consolidated Financial Statements | 4.

Accruing Loans (1)

December 31, 2023 Current 30-89 Days Past Due (2)

90 Days or Greater Past Due (2)

Non-accrual Loans (1)

Total Loans (1)

Non-accrual Loans with No Allowance (1)

Interest Income on Non-accrual Loans

Apartment $ 2,868 $ — $ — $ — $ 2,868 $ — $ —

3 unchanged sentences

Warehouse 2,033 — — — 2,033 — —

Other 701 — — — 701 — —

Total commercial 9,722 — — — 9,722 — —

2 unchanged sentences

Total $ 10,445 $ 190 $ 27 $ 66 $ 10,728 $ — $ 2

(1) At December 31, 2023 and 2022, includes mezzanine loans of $ 391 million and $ 410 million in the Apartment category, $ 21 million and $ 41 million in the Hotel category, $ 171 million and $ 236 million in the Office category, $ 32 million and $ 43 million in the Retail category, and $ 312 million and $ 140 million in the Warehouse category, respectively.

(2) At December 31, 2023 and 2022, includes $ 22 million and $ 41 million of loans purchased when the loans were greater than 90 days delinquent and $ 5 million and $ 12 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 to borrowers experiencing financial difficulty (in millions, except for percentage information):

Total with ACL $ 10,563

(1) Amortized cost or fair value for loans carried at fair value under the fair value option.

(2) At December 31, 2024 and 2023, includes $ 24 million and $ 29 million, respectively, of loans 30-89 days past due and $ 24 million and $ 27 million, respectively, of loans 90 days or greater past due and supported with insurance or other guarantees provided by various governmental programs.

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

at December 31, 2023 Percent of

Amortized Cost Basis Percent of

December 31, 2024

Commercial mortgage loans $ 24 0.27 %

The following table describes the financial effect of the modifications made to borrowers experiencing financial difficulty:

December 31, 2023

Commercial mortgage loans $ 17 0.17 %

As of December 31, 2024, the above modified loans had no unfunded commitment.

The following table describes the financial effect of the modifications made to the loans noted above:

Term Extension

Financial Effect

December 31, 2024

Commercial mortgage loans Granted extension of term for three -years and rate converted from variable to 4 % fixed.

December 31, 2023

Commercial mortgage loans Granted extension of term for three -years and required partial principal repayment at extension of the loan.

3 unchanged sentences

Current 30-89 Days Past Due 90+ Days Past Due

December 31, 2024

Commercial mortgage loans $ 24 $ — $ —

December 31, 2023

Commercial mortgage loans $ 17 $ — $ —

Part II | Item 8.

Notes to Consolidated Financial Statements | 4.

As of December 31, 2022, there were no commercial mortgage loans involved in troubled debt restructuring.

As of December 31, 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 $ 27 million and $ 19 million, respectively.

3 unchanged sentences

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 December 31, 2023 and 2022, $ 3.5 billion and $ 3.4 billion, respectively, of these loans were carried at fair value, which the Company believes is equal to unpaid principal balances, plus accrued investment income.

At December 31, 2024 and 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 December 31, 2024 and 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.

2 unchanged sentences

FHLBI capital stock is carried at cost and adjusted for any impairment.

At December 31, 2023 and 2022, FHLB capital stock had carrying value of $ 108 million and $ 146 million, respectively.

At December 31, 2024 and 2023, FHLB capital stock had a carrying value of $ 127 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 December 31, 2023 and 2022, real estate totaling $ 226 million and $ 237 million, included foreclosed properties with a book value of $ 6 million and nil , respectively.

At December 31, 2024 and 2023, real estate totaling $ 232 million and $ 226 million, respectively, included foreclosed properties with a book value of $ 14 million and $ 6 million, 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 December 31, 2023 and 2022, investments in LPs had carrying values of $ 2,132 million and $ 3,212 million, respectively.

At December 31, 2024 and 2023, investments in LPs had carrying values of $ 2.5 billion and $ 2.1 billion, respectively.

Securities Lending

7 unchanged sentences

Income and expenses associated with these transactions are reported as net investment income.

Part II | Item 8.

Notes to Consolidated Financial Statements | 4.

Repurchase Agreements

1 unchanged sentence

These agreements are accounted for as financing transactions, with the assets and associated liabilities included in the Consolidated Balance Sheets.

The following table presents information regarding these transactions for the December 31, 2023 and 2022 (in millions, except percentage data):

Highest level of short-term borrowings at any month end $ 1,660 $ 1,012

Average short-term borrowing 970 311

Weighted average interest rate 4.59 % 2.54 %

Outstanding repurchase agreement balance (1)

(1) Collateralized with U.S.

Treasury securities and corporate securities of nil and $ 1,056 million at December 31, 2023 and 2022, respectively, maturing within 30 days, and was included within repurchase agreements and securities lending payable in the Consolidated Balance Sheets.

At December 31, 2024 and 2023, the outstanding repurchase agreement balance was $ 1.5 billion and nil , respectively, having maturities within 30 days, and was included within repurchase agreements and securities lending payable in the Consolidated Balance Sheets.

These repurchase agreements were collateralized with U.S.

Treasury securities and corporate securities of $ 1.5 billion and nil , respectively, at December 31, 2024 and 2023.

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 $ 45 million, $ 8 million and $ 1 million for the years ended December 31, 2023, 2022 and 2021, respectively.

Interest expense totaled $ 69 million, $ 45 million and $ 8 million for the years ended December 31, 2024, 2023 and 2022, respectively, and is included within net investment income.

Part II | Item 8.

Notes to Consolidated Financial Statements | 4.

Collateral Upgrade Transactions

During the first quarter of 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 repurchase agreements.

As a result, there was no cash exchanged at initiation of these agreements.

The paired transactions are reported net within the Consolidated Balance Sheets.

These transactions do not have a stated maturity and require at least 150 -days' notice prior to termination.

At December 31, 2024 and 2023, the fair value of the U.S.

treasuries received was $ 1.5 billion and nil , respectively, collateralized with corporate securities with a fair value of $ 1.6 billion and nil , respectively.

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 $ 71 million, nil , and nil and gross interest expense of $ 79 million, nil , and nil for the years ended December 31, 2024, 2023 and 2022, respectively, are included within net investment income.

Derivative Instruments

The Company utilizes freestanding and embedded derivatives as follows:

Freestanding Derivative Instruments

The Company enters into financial derivative transactions, including swaps, put-swaptions, futures and options to reduce and manage business risks.

These transactions manage the risk of a change in the value, yield, price, cash flows, credit quality or degree of exposure with respect to assets, liabilities or future cash flows that the Company has acquired or incurred.

The Company enters into financial derivative transactions, including swaps, put-swaptions, futures, forwards, and options to reduce and manage business risks.

These transactions manage the risk of a change in the value, yield, price, cash flows, foreign currency, credit quality, or degree of exposure with respect to assets, liabilities or future cash flows that the Company has acquired or incurred.

The Company does not account for freestanding derivatives as either fair value or cash flow hedges as might be permitted if specific hedging documentation requirements were followed.

10 unchanged sentences

The results from changes in value of these embedded derivatives are reported in net gains (losses) on derivatives and investments in the Consolidated Income Statements.

See Note 10 - Other Contract Holder Funds of Notes to Consolidated Financial Statements for additional information on the accounting policies for these embedded derivatives within fixed index and registered index-linked annuities.

Part II | Item 8.

1 unchanged sentence

Derivative Instruments

See Note 10 - Other Contract Holder Funds of the Notes to Consolidated Financial Statements for additional information on the accounting policies for these embedded derivatives within fixed index and registered index-linked annuities.

Embedded Derivatives—Funds Withheld Reinsurance Agreements

6 unchanged sentences

The Athene Embedded Derivative Liability is included in funds withheld payable under reinsurance treaties in the Consolidated Balance Sheets.

See “Athene Reinsurance” in Note 8 of the Notes to the Consolidated Financial Statements for additional information on the Athene Reinsurance Transaction.

See “Athene Reinsurance” in Note 8 - Reinsurance of the Notes to Consolidated Financial Statements for additional information on the Athene Reinsurance Transaction.

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):

5 unchanged sentences

Cross-currency swaps $ 1,725 $ 121 $ 151 $ ( 30 )

Equity index call options — — — —

Equity index futures (2)

4 unchanged sentences

Total return swaps 2,065 39 — 39

Bond forwards 609 — 21 ( 21 )

Total freestanding derivatives 74,073 240 349 ( 109 )

13 unchanged sentences

(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.

The contractual amount for futures, forwards, 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.

11 unchanged sentences

Cross-currency swaps $ 1,665 $ 123 $ 116 $ 7

Equity index call options 17,500 106 — 106

Equity index futures (2)

1 unchanged sentence

Interest rate swaps 6,228 5 132 ( 127 )

Interest rate swaps - cleared (2)

Put-swaptions 23,500 153 905 ( 752 )

Interest rate futures (2)

105,261 — — —

Total return swaps 1,599 1 23 ( 22 )

35 unchanged sentences

Total return swaps ( 302 ) ( 240 ) 5

Bond forwards ( 21 ) — —

Fixed index annuity embedded derivatives ( 38 ) 5 3

7 unchanged sentences

Total net gains (losses) on derivative instruments including derivative instruments related to funds withheld under reinsurance treaties $ ( 6,922 ) $ ( 6,037 ) $ 707

All of 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.

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 December 31, 2024 and 2023, the fair value of the Company’s net non-cleared, over-the-counter derivative assets by counterparty were $ 203 million and $ 117 million, respectively, and held collateral was $ 252 million and $ 841 million, respectively, related to these agreements.

At December 31, 2024 and 2023, the fair value of the Company’s net non-cleared, over-the-counter derivative liabilities by counterparty were $ 267 million and $ 937 million, respectively, and provided collateral was $ 302 million and $ 751 million, respectively, related to these agreements.

If all of the downgrade provisions had been triggered at December 31, 2023 and 2022, in aggregate, the Company would have had to disburse $ 910 million and $ 30 million, respectively, and would have been allowed to claim nil and $ 27 million, respectively.

The Company pledged collateral with a carrying value of $ 2,616 million and $ 1,641 million as of December 31, 2023 and 2022, respectively, for initial margin related to uncleared margin for over-the-counter derivatives and exchange-traded futures.

If all of the downgrade provisions had been triggered at December 31, 2024 and 2023, in aggregate, the Company would have had to disburse $ 49 million and $ 910 million, respectively, and would have been allowed to claim $ 35 million and nil , respectively.

The Company pledged collateral of $ 1,780 million and $ 2,616 million as of December 31, 2024 and 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.

19 unchanged sentences

Financial Assets:

Freestanding derivative

assets $ 390 $ — $ 390 $ 273 $ 108 $ — $ 9

Freestanding derivative assets $ 297 $ — $ 297 $ 95 $ 149 $ 21 $ 32

Financial Liabilities:

Freestanding derivative

liabilities $ 1,210 $ — $ 1,210 $ 273 $ 6 $ 744 $ 187

Freestanding derivative liabilities $ 361 $ — $ 361 $ 95 $ — $ 215 $ 51

Securities loaned 14 — 14 — 14 — —

Repurchase agreements 1,540 — 1,540 — — 1,540 —

Repurchase agreements - Collateral upgrade 1,476 ( 1,476 ) — — — — —

Total financial liabilities $ 3,391 $ ( 1,476 ) $ 1,915 $ 95 $ 14 $ 1,755 $ 51

13 unchanged sentences

Financial Assets:

Freestanding derivative

assets $ 1,270 $ — $ 1,270 $ 385 $ 683 $ 157 $ 45

Freestanding derivative assets $ 390 $ — $ 390 $ 273 $ 108 $ — $ 9

Financial Liabilities:

Freestanding derivative

liabilities $ 2,065 $ — $ 2,065 $ 385 $ — $ 1,638 $ 42

Freestanding derivative liabilities $ 1,210 $ — $ 1,210 $ 273 $ 6 $ 744 $ 187

Securities loaned 19 — 19 — 19 — —

5 unchanged sentences

The actual amount of collateral may be greater than amounts presented in the tables.

The above tables exclude net embedded derivative asset (liability) of $( 2,090 ) million and $( 1,136 ) million as of December 31, 2023 and 2022, respectively, as these derivatives are not subject to master netting arrangements.

The above tables also exclude the funds withheld embedded derivative asset (liability) of $ 2,468 million and $ 3,158 million at December 31, 2023 and 2022.

The above tables exclude net embedded derivative liabilities of $ 3,942 million and $ 2,090 million as of December 31, 2024 and 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 $ 2,314 million and $ 2,468 million at December 31, 2024 and 2023, respectively.

Part II | Item 8.

67 unchanged sentences

FHLB advances (5)

700 700 250 250

Separate account liabilities 229,143 229,143 219,656 219,656

49 unchanged sentences

These investments are classified as Level 3 in the fair value hierarchy.

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 are funds provided to policyholders in return for a claim on the policies' values.

They are repaid upon repayment, death or surrender, and there is only one market price at which the loans could be settled – the then current carrying value.

The loans are limited to, and fully collateralized by, the cash surrender value of the underlying policy.

The nature of policy loans is to have a negligible default risk.

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.

8 unchanged sentences

• 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.

• Level 2 include interest rate swaps, cross currency swaps, forwards, credit default swaps, total return swaps, bond forwards, 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.

2 unchanged sentences

Cash and cash equivalents primarily include money market instruments and bank deposits.

Cash equivalents also includes all highly liquid securities and other investments purchased with an original or remaining maturity of three months or less at the date of purchase.

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.

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 and are both considered Level 3 in the fair value hierarchy.

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.

Part II | Item 8.

1 unchanged sentence

Fair Value Measurements

• The fair value of the funds withheld payable that are 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.

3 unchanged sentences

Variable Annuities

Variable annuity contracts issued by the Company may include various guaranteed minimum death, withdrawal, income and accumulation benefits, which are classified as MRBs and measured at fair value.

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 Consolidated Balance Sheets.

2 unchanged sentences

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 Consolidated Statements of Comprehensive Income (Loss).

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.

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.

1 unchanged sentence

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.

16 unchanged sentences

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.

Volatility assumptions are based on available market data for implied market volatility for durations up to 5 years, grading to a historical volatility level by year 10, 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.

11 unchanged sentences

RILA guaranteed benefit features are classified as MRBs and measured at fair value.

Unlike variable or fixed index annuities, RILA products 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 Notes to Consolidated Financial Statements for more information regarding MRBs.

See Note 12 - Market Risk Benefits of the Notes to Consolidated Financial Statements for more information regarding MRBs.

Fixed Index Annuities

13 unchanged sentences

These debt securities are reflected on the Company’s Consolidated Balance Sheets as debt securities, at fair value under the fair value option.

During the third quarter of 2024, the Company began purchasing certain debt securities for purposes of mitigating components of the Company’s exposure to changes in the value of certain market risk benefits.

The Company elected the fair value option on these debt securities, with changes in fair value reflected in net income, to align with the corresponding changes in the value of the market risk benefits recognized through net income.

These debt securities totaling $ 501 million and nil at December 31, 2024 and 2023, respectively, are presented as debt securities, at fair value under the fair value option in the Consolidated Balance Sheets.

The Company has elected the fair value option for certain funds withheld assets, which are held as collateral for reinsurance, totaling $ 4,054 million and $ 4,054 million at December 31, 2024 and 2023, respectively, as discussed above, and includes mortgage loans as discussed below.

3 unchanged sentences

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):

December 31, December 31,

Fair value $ 449 $ 481

37 unchanged sentences

(1) Excludes $ 2,310 million of limited partnership investments measured at NAV.

(2) Includes net 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 Consolidated Balance Sheets.

(2) Includes the embedded derivative liabilities of $ 3,065 million related to RILA and $ 877 million of fixed index annuities, both included in other contract holder funds on the Consolidated Balance Sheets.

(3) Includes the Athene embedded derivative asset of $ 2,314 million and funds withheld payable under reinsurance treaties at fair value under the fair value option.

25 unchanged sentences

Funds withheld payable under reinsurance treaties (3)

1,158 — — 1,158

Freestanding derivative instruments 1,210 — 1,210 —

3 unchanged sentences

(1) Excludes $ 1,997 million of limited partnership investments measured at NAV.

(2) Includes net embedded derivative liabilities of $ 205 million related to RILA and $ 931 million of fixed index annuities, both included in other contract holder funds on the Consolidated Balance Sheets.

(3) Includes the Athene Embedded Derivative liability of $ 3,158 million and funds withheld payable under reinsurance treaties at fair value under the fair value option.

(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 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.

Part II | Item 8.

7 unchanged sentences

Debt securities:

Other government securities $ 150 $ — $ 150

Public utilities $ 44 $ 44 $ —

15 unchanged sentences

Debt securities:

$ 56 $ — $ 56

Other government securities $ 150 $ — $ 150

Public utilities 41 41 —

Other asset-backed securities

Equity securities

6 unchanged sentences

Funds withheld payable under reinsurance treaties (1)

1,158 1,158 —

Market risk benefit liabilities 4,785 4,785 —

6 unchanged sentences

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):

The table below presents quantitative information on internally priced Level 3 assets and liabilities that use significant unobservable inputs (dollar amounts in millions):

As of December 31, 2024

33 unchanged sentences

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.

(2) Base lapse rates vary by contract-level factors, such as product type, surrender charge schedule and guaranteed 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.

3 unchanged sentences

(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.

Free partial withdrawal rates vary based on the product type, duration, and GMAB election.

Withdrawal rates on contracts with a GMWB vary based on attained age, tax qualification status, GMWB type and GMWB benefit provisions.

16 unchanged sentences

Long-term Equity Volatility (6)

18.50 % - 23.68 %

Market risk benefit assets $ 6,737 Discounted cash flow Mortality (1)

8 unchanged sentences

Long-term Equity Volatility (6)

18.50 % - 23.68 %

Market risk benefit liabilities $ 4,785 Discounted cash flow Mortality (1)

8 unchanged sentences

Long-term Equity Volatility (6)

18.50 % - 23.68 %

(1) Mortality rates vary by attained age, tax qualification status, guaranteed benefit election, and duration.

1 unchanged sentence

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.

(2) Base lapse rates vary by contract-level factors, such as product type, surrender charge schedule and guaranteed 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.

12 unchanged sentences

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 December 31, 2023 and 2022, securities of $ 93 million and $ 9 million, respectively, are fair valued using techniques incorporating unobservable inputs and are classified in Level 3 of the fair value hierarchy.

At December 31, 2024 and 2023, $ 121 million and $ 93 million, respectively, of debt securities, equity securities, and limited partnerships 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.

39 unchanged sentences

Market risk benefit liabilities ( 4,785 ) 1,674 ( 663 ) — — ( 3,774 )

Part II | Item 8.

Notes to Consolidated Financial Statements | 6.

Fair Value Measurements

Total Realized/Unrealized Gains (Losses) Included in

4 unchanged sentences

Debt securities

Other government securities $ — $ — $ ( 9 ) $ — $ 159 $ 150

Public utilities — — — — 41 41

Corporate securities 56 ( 13 ) 8 ( 24 ) 56 83

Other asset-backed securities — 2 15 ( 60 ) 1,018 975

Equity securities 122 ( 35 ) — ( 78 ) ( 1 ) 8

12 unchanged sentences

Debt securities

Other government securities $ — $ ( 156 ) $ — $ — $ ( 156 )

Public utilities 4 ( 45 ) — — ( 41 )

Corporate securities 230 ( 77 ) — — 153

Other asset-backed securities 250 ( 563 ) — — ( 313 )

Equity securities — ( 78 ) — — ( 78 )

Mortgage loans 227 ( 254 ) — — ( 27 )

6 unchanged sentences

Corporate securities $ 17 $ ( 41 ) $ — $ — $ ( 24 )

Other asset-backed securities 68 ( 128 ) — — ( 60 )

Equity securities — ( 78 ) — — ( 78 )

4 unchanged sentences

Funds withheld payable under reinsurance treaties $ — $ — $ ( 281 ) $ 240 $ ( 41 )

In 2024, transfers from Level 3 to Level 2 of the fair value hierarchy were $ 13 million and transfers from Level 2 to Level 3 were $ 102 million.

There were no transfers from Level 3 to NAV or transfers from NAV to Level 3.

In 2023, transfers from Level 3 to Level 2 of the fair value hierarchy were $ 57 million, transfers from Level 2 to Level 3 were $ 1,331 million, transfers from Level 3 to NAV were $ 7 million, and transfers from NAV to Level 3 were $ 18 million.

During the current year, 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.

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 that 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, Level 3 Assets and Liabilities by Price Source table, Level 3 Rollforward table, and Level 3 Purchases, Sales, Issuances and Settlements table reflect this change in classification.

In the 2023 tables, securities totaling totaling $ 1,336 million, were reported as Level 3 and included in “Transfers in and/or (out of) Level 3”.

In 2023, securities totaling $ 1,336 million, were reported as Level 3 and included in “Transfers in and/or (out of) Level 3”.

The change in classification did not change the fair value of these securities and did not impact the Consolidated Balance Sheets or Consolidated Income Statements.

In 2022, transfers from Level 3 to Level 2 of the fair value hierarchy were $ 5 million, transfers from Level 2 to Level 3 were $ 53 million, and transfers from NAV equivalent to Level 3 were $ 9 million.

There were no transfers from Level 3 to NAV.

Part II | Item 8.

7 unchanged sentences

Other government securities $ — $ — $ — $ ( 9 )

Public utilities ( 1 ) 1 — —

Corporate securities ( 3 ) ( 3 ) ( 5 ) 6

29 unchanged sentences

Securities lending payable (3)

Repurchase agreements (3)

1,540 1,540 — 1,540 —

FHLB advances (4)

18 unchanged sentences

Securities lending payable (3)

Repurchase agreements (4)

FHLB advances (4)

250 250 — 250 —

3 unchanged sentences

(2) Included as a component of other contract holder funds on the Consolidated Balance Sheets.

(3) The values of separate account liabilities are set equal to the values of separate account assets.

(3) Included as a component of repurchase agreements and securities lending payable on the Consolidated Balance Sheets.

(4) Included as a component of other liabilities on the Consolidated Balance Sheets.

(5) The values of separate account liabilities are set equal to the values of separate account assets.

Part II | Item 8.

10 unchanged sentences

Due to lack of observable inputs, these investments have been classified as Level 3 within the fair value hierarchy.

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.

As described under “Policy Loans” in Note 4 – Investments of Notes to Consolidated Financial Statements, 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.

12 unchanged sentences

Such prices are derived from market observable inputs and are classified as Level 2.

Part II | Item 8.

Notes to Consolidated Financial Statements | 6.

Fair Value Measurements

Securities Lending Payable

1 unchanged sentence

Due to the short-term nature of the loans, carrying value is a reasonable estimate of fair value and is classified as Level 2.

Part II | Item 8.

Notes to Consolidated Financial Statements | 6.

Fair Value Measurements

FHLB Advances

5 unchanged sentences

Deferred Acquisition Costs

Certain costs that are directly related to the successful acquisition of new or renewal insurance business are capitalized as DAC in the period they are incurred.

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.

30 unchanged sentences

Total balance, end of period $ 11,887 $ 12,302 $ 12,923

(1) See Note 2 - Summary of Significant Accounting Policies of Notes to Consolidated Financial Statements for the transition to LDTI impact to the 2021 beginning of period balance for DAC.

The assumptions used in the amortization of deferred acquisition costs consist of mortality and persistency.

We have undertaken a comprehensive review of the assumptions used in the amortization of deferred acquisition costs, and there was no significant impact from changes to the mortality or persistency assumptions.

The Company, through its subsidiary insurance companies, assumes and cedes reinsurance from and to other insurance companies to limit losses from large exposures.

The assumptions most relevant to calculating the amortization of deferred acquisition costs are mortality and persistency.

We have undertaken a comprehensive review of the assumptions used in the amortization of deferred acquisition costs, and there was no significant impact during the periods presented from changes to the mortality or persistency assumptions.

The Company, through its subsidiary insurance companies, assumes and cedes reinsurance from and to other insurance companies as a means of managing capital and risk 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 under a coinsurance, coinsurance with funds withheld, modified coinsurance, or yearly renewable term basis.

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.

10 unchanged sentences

At December 31, 2024 and 2023, assets held as collateral in the segregated custody account were $ 13.1 billion and $ 16.3 billion, respectively.

Part II | Item 8.

Notes to Consolidated Financial Statements | 8.

Swiss Re Reinsurance

2 unchanged sentences

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.

Part II | Item 8.

Notes to Consolidated Financial Statements | 8.

The Company has also acquired certain blocks of business that are closed to new business and wholly ceded to non-affiliates.

25 unchanged sentences

The Company regularly monitors the financial strength ratings of its reinsurers.

At December 31, 2023 and 2022, the Company had ACL of $ 29 million and $ 15 million, respectively, on its reinsurance recoverables, which are reported net of

At December 31, 2024 and 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 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.

Part II | Item 8.

Notes to Consolidated Financial Statements | 8.

ACL on the Consolidated Balance Sheets.

During 2023, the Company increased its ACL related to a specific reinsurer which was recently ordered into liquidation.

The recognized ACL represents our current best estimate of our remaining loss exposure associated with this reinsurer.

For reinsurance recoverables that are collateralized, and the amount of collateral is expected to be adjusted as necessary as a result of fair value changes in the collateral, the Company determines that the expectation of nonpayment of the carrying value of the reinsurance recoverable is zero.

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.

7 unchanged sentences

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 reinsured MRBs are measured using a non-option valuation approach that 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.

16 unchanged sentences

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.

Part II | Item 8.

Notes to Consolidated Financial Statements | 8.

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).

Part II | Item 8.

Notes to Consolidated Financial Statements | 8.

Funds withheld under reinsurance agreement with Athene

2 unchanged sentences

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 Consolidated Income Statements.

See Note 5 of Notes to Consolidated Financial Statements for more information on the embedded derivative.

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

39 unchanged sentences

(1) Includes $ 1 million, $ 5 million, and $( 10 ) million for the years ended December 31, 2024, 2023 and 2022, respectively, related to the change in fair value for securities carried under the fair value option.

(2) Includes $( 3 ) million, $( 7 ) million, and nil for the years ended December 31, 2023, 2022 and 2021, respectively, related to the change in fair value for mortgage loans carried under the fair value option.

(2) Includes $( 5 ) million, $( 3 ) million, and $( 7 ) million for the years ended December 31, 2024, 2023 and 2022, respectively, related to the change in fair value for mortgage loans carried under the fair value option.

(3) Includes management fees.

41 unchanged sentences

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 Notes to Consolidated Financial Statements.

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 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.

9 unchanged sentences

Reserves for Future Policy Benefits and Claims Payable

See Note 10 - Other Contract Holder Funds of Notes to Consolidated Financial Statements for more information.

See Note 10 - Other Contract Holder Funds of the Notes to Consolidated Financial Statements for more information regarding other contract holder funds.

Other Future Policy Benefits and Claims Payable

14 unchanged sentences

Reserves for future policy benefits and claims payable $ 11,072 $ 11,898

Part II | Item 8.

Notes to Consolidated Financial Statements | 9.

Reserves for Future Policy Benefits and Claims Payable

The following tables present the roll-forward of components of reserves for future policy benefits (in millions):

3 unchanged sentences

Annuities Life Annuity Annuities Life Annuity

Balance, beginning of year $ — $ 1,287 $ — $ — $ 1,464 $ —

Balance, beginning of period $ — $ 1,140 $ — $ — $ 1,287 $ —

Beginning of period cumulative effect of changes in discount rate assumptions — 113 — — 161 —

8 unchanged sentences

End of period cumulative effect of changes in discount rate assumptions — ( 125 ) — — ( 113 ) —

Balance, end of year $ — $ 1,140 $ — $ — $ 1,287 $ —

Balance, end of period $ — $ 847 $ — $ — $ 1,140 $ —

Part II | Item 8.

5 unchanged sentences

Annuities Life Annuity Annuities Life Annuity

Balance, beginning of year $ 1,042 $ 5,448 $ 4,434 $ 1,249 $ 6,913 $ 5,739

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

10 unchanged sentences

End of period cumulative effect of changes in discount rate assumptions ( 100 ) ( 806 ) ( 255 ) ( 99 ) ( 767 ) ( 185 )

Balance, end of year $ 1,090 $ 5,134 $ 4,215 $ 1,042 $ 5,448 $ 4,434

Balance, end of period $ 1,095 $ 4,425 $ 3,837 $ 1,090 $ 5,134 $ 4,215

Reserves for future policy benefits 1,095 3,578 3,837 1,090 3,994 4,215

9 unchanged sentences

Weighted average duration (years) 7.0 7.2 7.0

The significant assumptions used in the future policy benefits calculation consist of mortality, persistency, and discount rate.

We have undertaken a comprehensive review of the significant assumptions used in the future policy benefits calculation during 2023.

Assumptions were unlocked and the impacts of the unlocking on future policy benefits for mortality and persistency were not significant during 2023.

The discount rate assumption methodology was updated for additional liabilities – universal life-type insurance contracts, leading to an increase in the discount rate.

The significant assumptions used in the liability for future policy benefits calculation consist of mortality, persistency, and discount rate.

We undertook a comprehensive review of the significant assumptions used in the liability for future policy benefits calculation during 2024.

Assumptions were unlocked with the most significant impact from an update to a more recent mortality table on the life insurance business and an increase in mortality on the payout annuities.

The same mortality table update was made for the additional liabilities - universal life-type insurance contracts.

The discount rate assumption related to the single-A corporate instrument yield was updated based on current market data.

Discount rates decreased in 2023 compared to 2022, based on the duration of the liability.

This resulted in an increase in the liability.

Discount rates increased in 2024 compared to 2023, based on the duration of the liability.

This resulted in a decrease in the liability.

Refer to the roll-forward above for further details.

37 unchanged sentences

Years Ended December 31,

Balance, beginning of year $ 1,131 $ 1,173

Balance, beginning of period $ 1,153 $ 1,131

Beginning of period cumulative effect of changes in shadow adjustments 17 41

6 unchanged sentences

End of period cumulative effect of changes in shadow adjustments ( 23 ) ( 17 )

Balance, end of year $ 1,153 $ 1,131

Balance, end of period $ 1,184 $ 1,153

The following table presents the weighted average duration of Closed Block Life additional liabilities for annuitization, death and other insurance benefits.

2 unchanged sentences

The significant assumptions used in the additional liability for annuitization, death and other insurance benefits calculation consist of mortality, persistency, investment returns, and crediting rate.

We have undertaken a comprehensive review of the significant assumptions used in the additional liability for annuitization, death and other insurance benefits calculations and updated for a decrease in lapse rates and an update to the methodology in determining the long-term earned-rate.

We have undertaken a comprehensive review of the significant assumptions used in the additional liability for annuitization, death, and other insurance benefit calculations and updated to a more recent mortality table within the calculation.

The following table presents assessments and interest expense of Closed Block Life additional liabilities for annuitization, death and other insurance benefits recognized in the Consolidated Income Statements (in millions):

14 unchanged sentences

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 Consolidated Balance Sheets.

See Note 9 - Reserves for Future Policy Benefits and Claims Payable of the Notes to the Consolidated Financial Statements for more information regarding these additional liabilities.

See Note 9 - Reserves for Future Policy Benefits and Claims Payable of the Notes to 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.

The Company issues a variety of annuity products including variable annuities, registered index linked annuities, fixed index annuities, fixed 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.

8 unchanged sentences

These market risk benefits are a component of the market risk benefits line items in the Consolidated Balance Sheet.

See Note 12 - Market Risk Benefits of Notes to Consolidated Financial Statements for more information regarding market risk benefits.

See Note 12 - Market Risk Benefits of the Notes to 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 program) described below.

The Company has established a $ 27 billion aggregate Global Medium-Term Note ("MTN") program.

Federal Home Loan Bank ("FHLB") program) described below.

Jackson 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.

12 unchanged sentences

The following table presents the liabilities for other contract holder funds (in millions):

Payout Annuity $ 860 $ 837

Variable Annuity $ 7,206 $ 8,396

Fixed Annuity 9,736 11,696

Fixed Indexed Annuities 10,243 11,787

RILA 11,685 5,219

Fixed Index Annuities 8,515 10,243

Fixed Annuity 9,615 9,736

Payout Annuity 844 860

Closed Block Life 10,750 11,039

5 unchanged sentences

Fixed Closed Closed

Payout Variable Fixed Indexed Block Block

Annuity Annuity Annuity Annuities RILA Life Annuity Total

Variable Index Fixed Payout Block Block

Annuity RILA Annuities Annuity Annuity Life Annuity Total

Balance as of January 1, 2024 $ 8,396 $ 5,219 $ 10,243 $ 9,736 $ 860 $ 11,039 $ 1,252 $ 46,745

7 unchanged sentences

Fixed Closed Closed

Payout Variable Fixed Indexed Block Block

Annuity Annuity Annuity Annuities RILA Life Annuity Total

Variable Index Fixed Payout Block Block

Annuity RILA Annuities Annuity Annuity Life Annuity Total

Balance as of January 1, 2023 $ 10,259 $ 1,875 $ 11,787 $ 11,696 $ 837 $ 11,215 $ 1,319 $ 48,988

11 unchanged sentences

Fixed Closed Closed

Payout Variable Fixed Indexed Block Block

Annuity Annuity Annuity Annuities RILA Life Annuity

Variable Index Fixed Payout Block Block

Annuity RILA Annuities Annuity Annuity Life Annuity

December 31, 2024

14 unchanged sentences

(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 Notes to Consolidated Financial Statements.

The net amount at risk associated with market risk benefits are presented within Note 12 - Market Risk Benefits of the Notes to 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 both December 31, 2023 and 2022, excluding reinsurance business, approximately 92 % of the Company’s annuity account values correspond to crediting rates that are at the minimum guaranteed interest rates, respectively.

At December 31, 2024 and 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 December 31, 2024 and 2023, excluding reinsurance business, approximately 82 % and 64 % of the Company’s closed block life account values correspond to crediting rates that are at the minimum guaranteed interest rates, respectively.

14 unchanged sentences

Total $ 7,196 $ 10 $ — $ — $ 7,206

Fixed Annuities

0.00 %- 1.50 %

1 unchanged sentence

1.51 %- 2.50 %

Greater than 2.50 %

$ — $ — $ — $ — —

Greater than 2.50 %

Total $ 95 $ 10 $ 3 $ 4 $ 112

Fixed Indexed Annuities

Fixed Index Annuities

0.00 %- 1.50 %

4 unchanged sentences

Total $ 20 $ 8 $ 96 $ 66 $ 190

0.00 %- 1.50 %

Fixed Annuities

0.00 %- 1.50 %

2 unchanged sentences

Greater than 2.50 %

2,075 41 1 265 2,382

Total $ 2,133 $ 86 $ 30 $ 266 $ 2,515

27 unchanged sentences

Total $ 8,359 $ 12 $ 1 $ 24 $ 8,396

Fixed Annuities

0.00 %- 1.50 %

2 unchanged sentences

Greater than 2.50 %

576 64 351 — 991

Total $ 46 $ 12 $ 4 $ 1 $ 63

Fixed Indexed Annuities

Fixed Index Annuities

0.00 %- 1.50 %

2 unchanged sentences

Greater than 2.50 %

21 — 62 10 93

Total $ 25 $ 9 $ 65 $ 53 $ 152

Fixed Annuities

0.00 %- 1.50 %

2 unchanged sentences

Greater than 2.50 %

721 51 1 271 1,044

Total $ 767 $ 107 $ 72 $ 272 $ 1,218

19 unchanged sentences

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 include benefits that are payable in the event of death (guaranteed minimum death benefits, or "GMDB"), at annuitization (guaranteed minimum income benefits, or "GMIB"), upon the depletion of funds (guaranteed minimum withdrawal benefits, or "GMWB") or at the end of a specified period (guaranteed minimum accumulation benefits, or "GMAB").

These guarantees are classified as market risk benefits.

See Note 12 - Market Risk Benefits of Notes to Consolidated Financial Statements for more information regarding market risk benefits.

See Note 12 - Market Risk Benefits of the Notes to 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.

9 unchanged sentences

Years Ended December 31,

Balance as of beginning of year $ 195,550 $ 248,469

Balance as of beginning of period $ 219,381 $ 195,550

Deposits 9,839 8,545

3 unchanged sentences

Policy charges and other ( 2,791 ) ( 2,748 )

Balance as of end of year, gross $ 219,381 $ 195,550

Balance as of end of period, gross $ 228,851 $ 219,381

Cash surrender value (1)

1 unchanged sentence

(1) Cash surrender value represents the amount of the contract holder’s account balances distributable at the balance sheet date less applicable surrender charges.

Part II | Item 8.

Notes to Consolidated Financial Statements | 11.

Separate Account Assets and Liabilities

The following table presents the reconciliation of the separate account balance in the Consolidated Balance Sheets (in millions):

2 unchanged sentences

Total $ 229,143 $ 219,656

Part II | Item 8.

Notes to Consolidated Financial Statements | 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):

24 unchanged sentences

• Change in non-performance risk — changes in Jackson’s non-performance risk

See Note 6 - Fair Value Measurements of Notes to Consolidated Financial Statements for more information.

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.

See Note 6 - Fair Value Measurements of the Notes to Consolidated Financial Statements for more information regarding fair value measurements.

Part II | Item 8.

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Market Risk Benefits

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 GMIB, are classified as MRBs and measured at fair value.

The Company discontinued offering the GMIB in 2009.

Variable annuity guaranteed benefit features classified as MRBs, which have explicit fees, are measured using the attributed fee method.

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RILA guaranteed benefit features are classified as MRBs and measured at fair value.

Unlike variable or fixed index annuities, RILA products 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.

12 unchanged sentences

Years Ended December 31,

Net MRB balance, beginning of year $ 767 $ 6,281

Beginning of year cumulative effect of changes in non-performance risk 2,185 326

Net MRB balance, beginning of year, before effect of changes in non-performance risk 2,952 6,607

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 ( 3,555 ) ( 733 )

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Effect of changes in assumptions 432 337

Net MRB balance, end of year, before effect of changes in non-performance risk ( 1,028 ) 2,952

End of year cumulative effect of changes in non-performance risk ( 972 ) ( 2,185 )

Net MRB balance, end of year, gross ( 2,000 ) 767

Reinsurance recoverable on market risk benefits at fair value, end of year ( 90 ) ( 183 )

Net MRB balance, end of year, net of reinsurance $ ( 2,090 ) $ 584

Net MRB balance, end of period, before effect of changes in non-performance risk ( 4,862 ) ( 1,028 )

End of period cumulative effect of changes in non-performance risk ( 314 ) ( 972 )

Net MRB balance, end of period, gross ( 5,176 ) ( 2,000 )

Reinsurance recoverable on market risk benefits at fair value, end of period ( 62 ) ( 90 )

Net MRB balance, end of period, net of reinsurance $ ( 5,238 ) $ ( 2,090 )

Weighted average attained age (years) (1)

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(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.

(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 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.

2 unchanged sentences

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 of Notes to Consolidated Financial Statements.

The significant assumptions used in the MRB fair value calculations are discussed in Note 6 - Fair Value Measurements of the Notes to Consolidated Financial Statements.

The use of models and assumptions used to determine fair value of MRBs requires a significant amount of judgement.

As such, we have undertaken a comprehensive review of the significant assumptions used.

During 2023, the following notable changes were made to the inputs to the fair value estimates of the MRB calculations:

• Assumed mortality rates were increased as a result of trends in actual mortality experience, which resulted in a decrease in the MRB reserve.

• Assumed lapse rates were reduced to capture recent trends in actual lapse experience, which resulted in an increase in the MRB reserve.

• Assumed GMWB utilization rates were increased to capture recent trends in actual experience, which resulted in an increase in the MRB reserve.

Assumed GMIB utilization rates were reduced to capture recent trends in actual experience, which resulted in a decrease in the MRB reserve.

• Assumed GMWB withdrawal rates were increased as a result of trends in actual experience, which resulted in an increase in the MRB reserve.

Minor adjustments were made to the free partial withdrawal rates on policies without a GMWB with no material impact on the resulting MRB reserve.

During 2024, the following notable changes were made to the inputs and assumptions used in the fair value estimates of the MRB calculations:

• Increases in interest rates led to higher assumed separate account returns and higher discount rates, which resulted in a decrease to the MRB reserve.

• Increases in equity markets led to higher separate account fund performance and a decrease in future projected benefits, which resulted in a decrease in the MRB reserve.

• Impacts of our annual assumption review resulted in an increase in the MRB reserve.

This reserve increase was primarily related to data enhancements and assumption updates for withdrawal utilization on policies with GMWBs.

• Decreases in equity index volatility led to higher assumed separate account returns, which resulted in a decrease in the MRB reserve.

• The non-performance risk adjustment decreased as a result of decreasing spreads on the short end of the curve, which resulted in an increase in the MRB reserve that was recorded within OCI.

Part II | Item 8.

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Market Risk Benefits

• The non-performance risk adjustment decreased as a result of decreasing credit spreads, which resulted in an increase in the MRB reserve that was recorded within OCI.

• There were no changes made to assumed long-term equity volatility.

• Increases in interest rates led to higher assumed separate account returns and higher discount rates, which resulted in a decrease in the MRB reserve.

During 2023, the following notable changes were made to the inputs and assumptions used in the fair value estimates of the MRB calculations:

• Increases in equity markets led to higher separate account fund performance and a decrease in future projected benefits, which resulted in a decrease in the MRB reserve.

• Decreases in equity index volatility led to higher assumed separate account returns, which resulted in a decrease in the MRB reserve.

During 2022, the following notable changes were made to the inputs to the fair value estimates of the MRB calculations:

• Assumed mortality rates for certain policies were increased as a result of trends in actual mortality experience within those blocks of business, which resulted in an increase in the MRB reserve.

• Assumed lapse rates were reduced to capture recent trends in actual lapse experience and to reflect a strengthening of the risk margin, which resulted in an increase in the MRB reserve.

• An update was made in the GMWB utilization modeling framework to allow for more direct modeling of certain product features and risk margins were strengthened to reflect the credibility associated with the increased granularity of the parameterization, which resulted in a net increase in the MRB reserve.

No adjustments were made to the GMIB utilization rates.

• Assumed GMWB withdrawal rates were increased as a result of trends in actual experience, which resulted in an increase in the MRB reserve.

Minor adjustments were made to the free partial withdrawal rates on policies without a GMWB with no material impact on the resulting MRB reserve.

• The non-performance risk adjustment increased as a result of increasing credit spreads, which resulted in a decrease in the MRB reserve that was recorded within OCI.

• There were no changes made to assumed long-term equity volatility.

• Increases in interest rates led to higher assumed separate account returns and higher discount rates, which resulted in a decrease in the MRB reserve.

• Decreases in equity markets led to lower separate account fund performance and an increase in future projected benefits, which resulted in an increase in the MRB reserve.

• Increases in equity index volatility led to lower assumed separate account returns, which resulted in an increase in the MRB reserve.

Part II | Item 8.

Notes to Consolidated Financial Statements | 13.

Long-Term Debt

• Increases in interest rates led to higher assumed separate account returns and higher discount rates, which resulted in a decrease to the MRB reserve.

• Impacts of our annual assumption review resulted in an increase in the MRB reserve.

This reserve increase was primarily related to assumption updates to lapse rates and GMWB withdrawal utilization.

• The non-performance risk adjustment decreased as a result of decreasing credit spreads, which resulted in an increase in the MRB reserve that was recorded within OCI.

Long-Term Debt

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Senior Notes due 2051 490 490

Senior Notes due 2051 490 488

Surplus notes 250 250

FHLBI bank loans 57 62

Surplus notes due 2027 250 250

FHLBI bank loans due 2034 & 2035 52 57

Total long-term debt $ 2,034 $ 2,037

4 unchanged sentences

On June 8, 2022, the Company issued $ 750 million aggregate principal amount of its 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 senior unsecured amount term loan due February 2023.

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

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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.

Part II | Item 8.

1 unchanged sentence

Long-Term Debt

Commitments under the 2023 Revolving Credit Facility terminate on February 24, 2028.

Surplus Notes

Under Michigan insurance law, for statutory reporting purposes, the surplus notes are not part of the legal liabilities of the Company and are considered surplus funds.

Payments of interest or principal may only be made with the prior approval of the Michigan Director of Insurance and only out of surplus earnings which the director determines to be available for such payments under Michigan insurance law.

Payments of interest or principal may only be made with the prior approval of the Michigan Director of Insurance and only out of surplus earnings that the director determines to be available for such payments under Michigan insurance law.

On March 15, 1997, the Company, through its subsidiary, Jackson, issued 8.2 % surplus notes in the principal amount of $ 250 million due March 15, 2027.

5 unchanged sentences

The outstanding balance on these loans was $ 52 million and $ 57 million at December 31, 2024 and 2023, respectively.

See Note 10 - Other Contract Holder Funds of Notes to Consolidated Financial Statements for the carrying value of total collateralization of our FHLB obligations .

See Note 10 - Other Contract Holder Funds of the Notes to Consolidated Financial Statements for the carrying value of our collateralization of our FHLB obligations .

Line of Credit Agreement

6 unchanged sentences

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 $ 250 million and nil were outstanding at December 31, 2023 and 2022, respectively, and were recorded in other liabilities.

Interest expense on such advances was $ 7 million, nil , and $ 6 million for the years ended December 31, 2023, 2022 and 2021, respectively.

See Note 10 - Other Contract Holder Funds of Notes to Consolidated Financial Statements for the carrying value of total collateralization of our FHLB obligations .

Tax Law Changes

On August 16, 2022, President Biden signed the Inflation Reduction Act of 2022 (“IRA”) into law.

The IRA includes a new Federal corporate alternative minimum tax (“CAMT”), effective in 2023, that is based on 15% of an applicable corporation’s adjusted financial statement income (“AFSI”).

A corporation is subject to the CAMT if its average pre-tax AFSI over three prior years (starting with 2020-2022) is greater than $1 billion (an “applicable corporation”).

Upon becoming an applicable corporation, an entity will remain so for all future years, except under limited circumstances.

The corporation’s CAMT liability is payable to the extent the CAMT liability exceeds regular corporate income tax.

However, any CAMT paid would be indefinitely available as a credit carryover that could reduce future regular corporate income tax in excess of CAMT.

The Company is an applicable corporation starting in 2023.

That determination is based on interpretations and assumptions we have made regarding the CAMT provisions of the IRA, which may change once further regulatory guidance is issued.

As of December 31, 2023, the Company has recorded an estimate of $ 263 million for the

Advances of $ 700 million and $ 250 million were outstanding at December 31, 2024 and 2023, respectively, and were recorded in other liabilities.

Interest expense on such advances was $ 6 million, $ 7 million, and nil for the years ended December 31, 2024, 2023 and 2022, respectively.

See Note 10 - Other Contract Holder Funds of the Notes to Consolidated Financial Statements for the carrying value of our collateralization of our FHLB obligations .

Part II | Item 8.

Notes to Consolidated Financial Statements | 15.

provision of 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.

Department of the Treasury is expected to issue additional regulatory guidance in 2024 that may materially change the estimated provision of the CAMT.

Tax Law Changes

On September 12, 2024, the U.S.

Treasury Department and the Internal Revenue Service released proposed regulations addressing the application of the corporate alternative minimum tax (“CAMT”) that was enacted as part of the Inflation Reduction Act of 2022 (“IRA”).

On December 23, 2024, the U.S.

Treasury Department and the Internal Revenue Service released technical corrections to those proposed regulations.

The proposed regulations reflecting the technical corrections are generally applicable to tax years ending after September 12, 2024 and consistent with many of the provisions provided in prior CAMT guidance.

In 2024, the Company did not elect to early adopt the proposed regulations for the 2023 tax returns and relied on reasonable interpretations of previously published guidance resulting in a reduction of $ 263 million to the estimated CAMT liability and the related CAMT deferred tax asset previously recorded as of December 31, 2023.

The Company recorded nil at December 31, 2024 of estimated CAMT liability and the related CAMT deferred tax asset for the 2024 tax year based on carryover impacts from the 2023 tax return and consideration of the applicability of the proposed regulations.

Treasury Department is expected to issue Final Regulations after the year ended December 31, 2024, which may materially change the estimated provision of the CAMT.

Effective Tax Rate

25 unchanged sentences

(2) Aggregation of insignificant reconciling items that are less than 5% of the computed income tax expense (benefit).

Part II | Item 8.

Notes to Consolidated Financial Statements | 15.

The dividends received deduction (“DRD”) reduces the amount of income subject to tax.

The DRD for the current period was estimated using information from 2023 and estimates of current year investments results.

The actual current year DRD can vary based on factors such as, but not limited to, changes in the amount of dividends received that are eligible for the DRD, changes in the amount of distributions received from fund investments, changes in the account balances of variable life and annuity contracts, and the Company’s taxable income before the DRD.

The actual current year DRD can vary based on factors such as changes in the amount of dividends received that are eligible for the DRD, changes in the amount of distributions received from fund investments, changes in the account balances of variable life and annuity contracts, and the Company’s taxable income before the DRD.

Income Taxes Paid

Income taxes paid (refunded) were $( 8 ) million, $( 21 ) million, and $( 5 ) million in 2024, 2023 and 2022, respectively.

The income taxes refunded in 2021 include $( 314 ) million of taxes and $( 24 ) million of net interest related to the IRS audit that closed during 2021 and $( 73 ) million of refunds from the overpayment of 2020 taxes in 2021.

Part II | Item 8.

Notes to Consolidated Financial Statements | 15.

The income taxes refunded in 2024 include $( 12 ) million of net IRS interest.

Deferred Taxes and Assessment of Valuation Allowance

13 unchanged sentences

Difference between financial reporting and the tax basis of:

Policy reserves and other insurance items $ ( 148 ) $ —

Deferred acquisition costs and sales inducements ( 2,368 ) ( 2,465 )

3 unchanged sentences

Net deferred tax asset $ 480 $ 640

(1) For the year ended December 31, 2022, Tax Credits Carryfoward were reclassed from Other Gross deferred tax asset for comparability to 2023.

Deferred income taxes arise from the recognition of temporary differences between the basis of assets and liabilities determined for financial reporting purposes and the basis determined for income tax purposes.

Such temporary differences are principally related to the effects of recording certain invested assets at market value, the deferral of acquisition costs and sales inducements and the provisions for future policy benefits and expenses.

Such temporary differences are principally related to the effects of recording certain invested assets at market value, the deferral of acquisition costs and sales inducements, the provisions for future policy benefits and expenses, and net operating losses.

Deferred tax assets and liabilities are measured using the tax rates expected to be in effect when such benefits are realized.

2 unchanged sentences

Accordingly, there is an acceleration of taxes incurred currently and a related offset to the taxes being deferred.

Part II | Item 8.

Notes to Consolidated Financial Statements | 15.

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.

7 unchanged sentences

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.

Part II | Item 8.

Notes to Consolidated Financial Statements | 15.

The Company utilized a three-year rolling calculation of actual comprehensive income before taxes adjusted for permanent items to measure the cumulative losses in recent years.

In 2020, the Company entered into a funds withheld coinsurance agreement with Athene.

The cumulative comprehensive income includes items that are not indicative of the Company’s ability to generate future taxable income.

In 2020, the Company entered into a funds withheld coinsurance agreement with Athene, which results in the cumulative comprehensive income including items that are not indicative of the Company’s ability to generate future taxable income.

As such, an adjustment was made to exclude the change in AOCI not attributable to the funds withheld coinsurance agreement with Athene.

7 unchanged sentences

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, our capital loss carryback capacity, along with reversing capital deferred tax liabilities.

As of December 31, 2023, 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 year ended December 31, 2023 and 2022, respectively, the Company recorded a $ 688 million and $ 906 million valuation allowance associated with the unrealized tax capital losses in the Life Insurance Companies' available for sale securities portfolio.

At December 31, 2023 and 2022, respectively, the Company recorded a valuation allowance in the amount of $ 1 million and $ 4 million 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.

For the year ended December 31, 2023, the Company recorded a decrease of $ 221 million to the valuation allowance associated with the unrealized tax losses in the Company’s available for sale securities portfolio and both realized and unrealized losses on capital assets of the Non-life Companies.

The $ 221 million decrease for the twelve months ending December 31, 2023 to the valuation allowance consists of $ 214 million tax benefit recorded to other comprehensive income and $ 7 million tax benefit recorded in the income tax expense.

As of December 31, 2024, based on all available evidence, the Company 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 year ended December 31, 2024, the Company recorded an increase of $ 45 million to the valuation allowance associated with the realized capital losses and the unrealized tax losses in the Company’s available for sale securities portfolio.

The $ 45 million increase for the twelve months ending December 31, 2024 to the valuation allowance consists of $ 51 million tax expense recorded to other comprehensive income and $ 6 million tax benefit recorded in the income tax expense.

At December 31, 2024 and 2023, the Company has recorded a total valuation allowance of $ 734 million and $ 689 million, respectively, primarily associated with the unrealized tax losses in the Life Companies’ available for sale securities portfolio where it is not more likely than not that the full tax benefit of the losses will be realized.

Part II | Item 8.

10 unchanged sentences

State net operating and capital loss carryforwards (3)

Federal capital loss carryforwards (4)

Foreign Tax Credit (5)

2 unchanged sentences

(1) Unlimited carryforward

(2) Begins to expire in 2026 with annual limitation of approximately $ 21 million.

(3) For the year ended December 31, 2023, includes $ 204 million with expiration of 0 - 20 years, and with $ 358 million unlimited carryforward.

(2) Begins to expire in 2026.

Annual limitation is approximately $ 21 million.

(3) For the year ended December 31, 2024, $ 399 million expires in 0 - 20 years and $ 195 million unlimited carryforward.

(4) For the year ended December 31, 2024, $ 14 million expires in 2028 and $ 102 million expires in 2029.

(5) 10 year carryforward and begin to expire in 2032.

(5) $ 263 million relates to CAMT with an unlimited carryforward and $ 6 million is subject to 383 limitations

(6) Subject to 383 limitations

Accounting for Uncertainty in Income Taxes

5 unchanged sentences

The Company did not recognize any material interest and penalty expense in 2024, 2023 or 2022.

For 2023 and 2022, the Company had accrued total interest expense of an immaterial amount for both periods.

For 2024 and 2023, the Company had accrued total interest expense of nil and an immaterial amount, respectively.

For 2024 and 2023, the Company did not accrue any amounts for penalties.

4 unchanged sentences

Tax years from 2019 to 2024 remain open under the statute of limitations.

The 2019 to 2023 Brooke Life consolidated life insurance federal income tax returns are under examination by the Internal Revenue Service.

The 2018 IRS exam of the JFI non-life federal consolidated return closed during 2022 with no material impact to the Company.

1 unchanged sentence

The Company does not anticipate any material changes from any of these audits.

Part II | Item 8.

Notes to Consolidated Financial Statements | 15.

Organization and Tax Sharing Agreements

2 unchanged sentences

federal government and various state and local jurisdictions, as well as certain foreign jurisdictions.

Part II | Item 8.

Notes to Consolidated Financial Statements | 15.

Jackson Financial and its non-life insurance subsidiaries, Jackson Holdings, LLC and PPM, file a consolidated non-life federal income tax return.

Brooke Life files a consolidated life insurance company tax return with Jackson, JNY, and Squire Re II.

Jackson National Life (Bermuda) LTD and VFL International Life Company SPC, LTD are taxed as controlled foreign corporations of Jackson.

Brooke Life files a consolidated life insurance company tax return with Jackson, JNY, Squire Re II and Brooke Re.

Jackson National Life (Bermuda) LTD, which was dissolved in November 2024, and VFL International Life Company SPC, LTD are taxed as controlled foreign corporations of Jackson.

With the exception of several insignificant wholly-owned subsidiaries that are not included in the Brooke Life consolidated tax return, all other subsidiaries of Jackson are limited liability companies with all of their interests owned by Jackson.

3 unchanged sentences

These tax sharing agreements are generally based on a separate return basis with benefits for credits and losses.

Brooke Life, Jackson, JNY, and Squire RE II have entered into written tax sharing agreements.

Brooke Life, Jackson, JNY, Squire RE II, and Brooke Re have entered into written tax sharing agreements.

These tax sharing agreements are generally based on a separate return basis with benefits for credits and losses.

19 unchanged sentences

The Company elected the practical expedient to combine lease and non-lease components for certain real estate leases.

Part II | Item 8.

Notes to Consolidated Financial Statements | 17.

Variable lease expenses may include changes in index-linked lease payments and certain variable operating expenses associated with real estate leases.

2 unchanged sentences

Net lease expense was $ 53 million, $ 43 million, and $ 46 million in 2024, 2023 and 2022, respectively, including expenses associated with software leases.

Part II | Item 8.

Notes to Consolidated Financial Statements | 17.

The following table summarizes the components of operating lease costs and other information related to operating leases recorded within operating costs and other expenses, net of deferrals, (dollars in millions):

14 unchanged sentences

Share-Based Compensation

Prudential Share Plans

Historically, certain associates participated in various share award plans relating to Prudential shares and/or American Depositary Receipts (“ADRs”) that were tradable on the New York Stock Exchange.

Outstanding non-vested Prudential ADRs granted as of December 31, 2020 were 6,241,847 .

In 2021, these plans were replaced through a re-issuance under Jackson Financial Inc.’s 2021 Omnibus Incentive Plan (the “Incentive Plan”) and the remaining outstanding awards were exchanged for awards under the new plan as further described below.

2021 Omnibus Incentive Plan

In April 2021, the Company’s Board of Directors adopted, and the Company’s shareholders approved, the Incentive Plan.

In April 2021, the Company’s Board of Directors adopted, and the Company’s shareholders approved, Jackson Financial Inc.’s 2021 Omnibus Incentive Plan (the “Incentive Plan”).

This Incentive Plan became effective following the completion of the Demerger and replaced the Prudential share plans.

The outstanding unvested awards previously issued under the Prudential Share Plans were exchanged for equivalent awards of shares of JFI’s Class A Common Stock under the Incentive Plan, with a grant date of October 4, 2021.

The outstanding unvested awards previously issued under the Prudential share plans were exchanged for equivalent awards of shares of JFI’s Common Stock under the Incentive Plan, with a grant date of October 4, 2021.

The performance conditions of the awards were modified to be based on U.S.

GAAP based metrics.

The incremental compensation cost resulting from the modifications will be recognized ratably over the remaining requisite service period of each award.

The incremental compensation cost resulting from the modifications is being recognized ratably over the remaining requisite service period of each award.

Part II | Item 8.

10 unchanged sentences

Shares for which payment is in cash, including the shares withheld to cover associate payroll taxes, as well as shares that expire, terminate, or are canceled or forfeited, may be awarded or granted again under the Incentive Plan.

The Company reflects the cash settled awards of the above plan as a liability classified plan and, therefore, reports the accrued compensation expense and the value of the cash settled awards within other liabilities.

At December 31, 2023 and 2022, the Company had $ 85 million and $ 79 million accrued for future payments under this plan, respectively.

The Company reflects the cash settled awards under the Incentive Plan as a liability classified plan and, therefore, reports the accrued compensation expense and the value of the cash settled awards within other liabilities.

At December 31, 2024 and 2023, the Company had $ 139 million and $ 85 million accrued for future payments under the Incentive Plan, respectively.

Restricted Share Units ("RSUs")

1 unchanged sentence

The majority of associate RSUs are expected to vest in three equal installments on the first through third anniversaries of the grant date over a 3-year service period, subject to forfeiture and transfer restrictions, and are payable in cash or shares at the Company’s discretion.

The associate awards granted in 2021 have a shortened, 30-month vesting period.

The associate awards granted in 2021 had a shortened, 30-month vesting period.

In addition, 1 - and 2-year awards were issued in connection with the Company’s Demerger.

25 unchanged sentences

JFI grants PSUs to certain associates.

PSU vesting is contingent on meeting a specified service requirement and the level of achievement of performance conditions.

The PSU awards entitle recipients to receive, upon vesting, a number of units that ranges from 0 % to 200 % of the number of PSUs awarded, depending on the level of achievement of the specified performance conditions.

For PSUs granted in 2023, the awards also include a vesting modifier based on the Company's performance relative to a defined peer group.

The awards are generally expected to vest after a period of three years , subject to forfeiture and transfer restrictions, and are payable in cash or shares at the Company’s discretion.

However, the awards granted in 2021 have a shortened, 30-month vesting period.

PSU awards entitle recipients to receive, upon vesting, a number of units that ranges from 0 % to 200 % of the number of PSUs awarded, depending on the level of achievement of specified performance conditions.

For PSUs granted in 2024 and 2023, the awards also include a vesting modifier based on the Company's performance relative to a defined peer group.

The awards generally are expected to vest after a period of three years , subject to forfeiture and transfer restrictions, and are payable in cash or shares at the Company’s discretion;

and, for senior vice presidents and above, the awards are distributed only in shares.

The awards granted in 2021 had a shortened, 30-month vesting period.

Award recipients have immediate dividend rights and voting rights upon issuance of underlying shares when the share units vest.

The dividends on unvested PSUs are awarded in additional units equal to the value of the dividends and are subject to the same vesting and distribution conditions as the underlying PSUs.

The modified PSU awards retained their vesting and performance conditions, modified to be based on U.S.

GAAP based metrics, rather than IFRS.

Outstanding non-vested PSUs granted were as follows:

23 unchanged sentences

For most of the equity-classified RSUs and PSUs, the fair value is based on the price of JFI’s common stock on the grant date.

For PSU equity awards granted in 2023, the Company measures fair value using a Monte Carlo simulation that considers the Company’s projected total shareholder return (“TSR”) relative to a defined group of peers as well as other inputs to estimate the grant date fair value of awards.

For PSU equity awards granted in 2024 and 2023, the Company measures fair value using a Monte Carlo simulation that considers the Company’s projected total shareholder return (“TSR”) relative to a defined group of peers as well as other inputs to estimate the grant date fair value of awards.

For liability-classified RSUs and most liability-classified PSUs, the fair value is based on the price of JFI’s common stock as of the reporting date.

13 unchanged sentences

As of June 30, 2023, the former parent had no remaining equity interest in the Company and therefore its affiliated entities are no longer designated as related parties.

The Company recognized $ 18 million, $ 33 million, and $ 28 million of revenue during the years ended December 31, 2023, 2022 and 2021, associated with these investment services.

This revenue is included in fee income in the accompanying Consolidated Income Statements.

The Company recognized $ 18 million and $ 33 million of revenue during the years ended December 31, 2023 and 2022, associated with these investment services.

This revenue was included in fee income in the accompanying Consolidated Income Statements.

Statutory Accounting and Regulatory Matters

4 unchanged sentences

Jackson had statutory net income (loss) of $ 278 million, $( 122 ) million, and $ 3,688 million, in 2024, 2023 and 2022, respectively.

Furthermore, at December 31, 2023 and 2022, Brooke Life’s statutory capital and surplus was $ 4.7 billion and $ 6.0 billion, respectively, which includes its investment in Jackson of $ 4.7 billion and $ 6.0 billion, in 2023 and 2022, respectively.

Furthermore, at December 31, 2024 and 2023, Brooke Life’s statutory capital and surplus was $ 5.1 billion and $ 4.7 billion, respectively, which includes its total investments in Jackson and Brooke Re of $ 5.1 billion and $ 4.7 billion, in 2024 and 2023, respectively.

Brooke Life’s statutory net income (loss) was $ 713 million, $ 385 million, and $( 109 ) million in 2024, 2023, and 2022, respectively.

Brooke Life’s statutory net income included a dividend payment of $ 450 million from Jackson in 2023.

Brooke Life did not receive dividend payments from Jackson in 2022.

Brooke Life paid dividends of $ 360 million and $ 510 million to its parent in 2023 and 2022, respectively.

Brooke Life’s statutory net income included a dividend payment of $ 830 million and $ 450 million from Jackson in 2024 and 2023, respectively.

The Company’s consolidated assets are primarily those of its life insurance subsidiary, Jackson.

Under the Michigan Insurance Code of 1956, Jackson must notify the Michigan Director of Insurance prior to payment of any dividend.

Ordinary dividends on capital stock may only be distributed out of earned surplus, excluding any unrealized capital gains and the effect of permitted practices (referred to as adjusted earned surplus).

Ordinary dividends are also limited to the greater of 10% of statutory surplus as of the preceding year end, excluding any increase arising from the application of permitted practices, or the statutory net income, excluding any net realized investment gains, for the twelve-month period ended on the preceding December 31.

Ordinary dividends on capital stock are subject to a capacity calculation and may only be distributed out of earned surplus.

Ordinary dividend capacity is limited to the greater of 10% of statutory surplus as of the preceding year end, excluding any increase arising from the application of permitted practices, or the statutory net income, excluding any net realized investment gains, for the twelve-month period ended on the preceding December 31, the result of which is reduced by cumulative dividends and other capital distributions occurring in the preceding twelve-month period.

Earned surplus is reported unassigned surplus on the preceding December 31 reduced by any unrealized capital gains and effect of increase from the application of permitted practices, if any.

The Michigan Director of Insurance may approve payment of dividends in excess of these amounts, which would be deemed an extraordinary dividend.

The maximum amount that would qualify as an ordinary dividend for Jackson, which would consequently be free from restriction and available for payment of dividends to Brooke Life in 2024, is estimated to be $ 464 million, subject to the availability of adjusted earned surplus as of the dividend date.

At December 31, 2023, Jackson had no adjusted earned surplus available for ordinary dividends.

Furthermore, at December 31, 2023, Brooke Life had adjusted earned surplus of $ 329 million.

The maximum amount that would qualify as an ordinary dividend for Brooke Life, which would consequently be free from restriction and available for payment of dividends to Brooke Life’s parent in 2024, is estimated to be $ 371 million, subject to the availability of adjusted earned surplus as of the dividend date.

As a result of cumulative dividends and other capital distributions occurring in the preceding 12 months as of December 31, 2024, future dividends from both Jackson and Brooke Life are expected to be classified as extraordinary.

The Company’s insurance subsidiaries have received approval in the past for payments of extraordinary dividends.

Part II | Item 8.

1 unchanged sentence

Statutory Accounting and Regulatory Matters

On February 24, 2023, Jackson received approval from the Michigan Director of Insurance for a $ 600 million distribution to Jackson’s parent company, Brooke Life.

The distribution occurred in the first quarter of 2023.

Brooke Life subsequently upstreamed this distribution to its ultimate parent, Jackson Financial, except for $ 90 million of the distribution to be used for debt servicing of its surplus note payable.

Under Michigan insurance law, Value of Business Acquired ("VOBA") is reported as an admitted asset if certain criteria are met.

Jackson's statutory basis VOBA was fully amortized in 2022.

In connection with the formation of Brooke Re, Jackson remitted a $ 1,920 million return of capital to its parent company, Brooke Life, in the first quarter of 2024.

Brooke Life subsequently made a $ 1,870 million capital contribution to its subsidiary, Brooke Re.

Brooke Re then recorded a $ 1.2 billion ceding commission to Jackson.

In subsequent quarters of 2024, Jackson paid cumulative extraordinary dividends of $ 830 million to Brooke Life.

In the first quarter of 2023, Jackson paid an ordinary dividend of $ 450 million and a return of capital of $ 150 million to Brooke Life.

Brooke Life paid cumulative returns of capital of $ 785 million in 2024 and an ordinary dividend of $ 360 million and a return of capital of $ 150 million in the first quarter of 2023 which were up streamed to its ultimate parent, Jackson Financial.

The NAIC has developed certain risk-based capital (“RBC”) requirements for life insurance companies.

Under those requirements, compliance is determined by a ratio of a company’s total adjusted capital (“TAC”), calculated in a manner prescribed by the NAIC to its authorized control level RBC, calculated in a manner prescribed by the NAIC.

Under those requirements, compliance is determined by a ratio of a company’s total adjusted capital (“TAC”), to its authorized control level RBC, each calculated in a manner prescribed by the NAIC.

Companies below specific trigger points or ratios are classified within certain levels, each of which requires specified corrective action.

5 unchanged sentences

Benefit Plans

The Company has a defined contribution retirement plan covering substantially all associates and certain affiliates.

Effective January 1, 2020, associates are immediately eligible to participate in the Company’s matching contribution.

To be eligible to participate in the Company’s profit-sharing contribution, an associate must have attained the age of 21, completed at least 1,000 hours of service in a 12-month period and passed their 12-month employment anniversary.

Jackson has a defined contribution retirement plan covering substantially all associates and certain affiliates.

Associates are immediately eligible to participate in Jackson’s matching contribution.

To be eligible to participate in Jackson’s profit-sharing contribution, an associate must have attained the age of 21, completed at least 1,000 hours of service in a 12-month period and passed their 12-month employment anniversary.

In addition, the associate must be employed on the applicable January 1 or July 1 entry date.

The Company’s annual profit-sharing contributions, as declared by Jackson’s Board of Directors, are based on a percentage of eligible compensation paid to participating associates during the year.

In addition, the Company matches a participant’s elective contribution, up to 6 percent of eligible compensation, to the plan during the year.

The Company’s expense related to this plan was $ 34 million, $ 31 million, and $ 32 million in 2023, 2022 and 2021, respectively.

The Company maintains non-qualified voluntary deferred compensation plans for certain associates and independent agents.

Jackson’s annual profit-sharing contributions, as declared by Jackson’s Board of Directors, are based on a percentage of eligible compensation paid to participating associates during the year.

In addition, Jackson matches a participant’s elective contributions, up to 6 percent of eligible compensation, to the plan during the year.

The expense related to this plan was $ 37 million, $ 34 million, and $ 31 million in 2024, 2023 and 2022, respectively.

Jackson maintains non-qualified voluntary deferred compensation plans for certain associates and independent agents.

At December 31, 2024 and 2023, the total aggregate liability for such plans was $ 479 million and $ 474 million, respectively, and was reported in other liabilities.

The Company’s expense (income) related to these plans, including a match of elective deferrals for the agents’ deferred compensation plan and the change in value of participant elective deferrals, was $ 58 million, $( 47 ) million, and $ 54 million in 2023, 2022 and 2021, respectively.

The expense (income) related to these plans, including a match of elective deferrals for the agents’ deferred compensation plan and the change in value of participant elective deferrals, was $ 48 million, $ 58 million, and $( 47 ) million in 2024, 2023 and 2022, respectively.

Operating Costs and Other Expenses

13 unchanged sentences

Comprehensive income (loss) includes all changes in shareholders’ equity (except those arising from transactions with owners/shareholders) and includes net income, net unrealized gains or losses on available-for-sale securities, the impact of changes in the non-performance risk used in the remeasurement of market risk benefits, and the impact of changes in the discount rate used in the remeasurement of our reserves for future policy benefits and claims payable.

The following table represents changes in the balance of AOCI, net of income tax, related to unrealized investment gains (losses) (in millions):

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):

Years Ended December 31,

2 unchanged sentences

$ ( 2,808 ) $ ( 3,378 ) $ 1,360

Change in accounting principle, net of tax — — ( 385 )

Other comprehensive income (loss):

Change in unrealized gains (losses) of investments ( 337 ) 1,337 ( 8,296 )

33 unchanged sentences

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 (for the avoidance of doubt, there is no preceding dividend period for the initial 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.

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.

3 unchanged sentences

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:

The following table presents the declaration date, record date, payment date and dividends paid per preferred share of, and per depositary share representing the Series A Preferred Stock:

Dividends Paid

1 unchanged sentence

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

09/30/2024 August 1, 2024 September 5, 2024 September 30, 2024 $ 500 $ 0.50

12/31/2024 November 1, 2024 December 5, 2024 December 30, 2024 $ 500 $ 0.50

Quarter Ended

06/30/2023 May 8, 2023 June 1, 2023 June 30, 2023 $ 594.44 $ 0.59444

1 unchanged sentence

12/31/2023 November 6, 2023 November 30, 2023 January 2, 2024 $ 500.00 $ 0.50000

At December 31, 2024 and 2023, the Company was authorized to issue up to 1 billion shares of common stock with a par value of $ 0.01 per share.

Part II | Item 8.

Notes to Consolidated Financial Statements | 24.

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 the Third Amended and Restated Certificate of Incorporation, which amended and restated the Second Amended and Restated Certificate of Incorporation to eliminate the Class B Common Stock.

At December 31, 2023 and 2022, the Company was authorized to issue up to 1 billion shares of common stock (formerly known as the Class A Common Stock at December 31, 2021).

Share Repurchase Program

On November 8, 2021, our Board of Directors authorized a share repurchase program of our Class A Common Stock of $ 300 million.

On February 28, 2022, our Board of Directors authorized an increase of $ 300 million in our existing authorization to repurchase shares of our outstanding Class A Common Stock as part of the Company's 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 February 27, 2023 and August 1, 2024, our Board of Directors authorized increases of $ 450 million and $ 750 million, respectively, in our existing authorization to repurchase shares of our outstanding common stock as part of the Company's share repurchase program.

As of February 18, 2025, the Company had remaining authorization to purchase $ 568 million of its common shares.

The Company expects to repurchase 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 parent company, other potential uses for such funds, market conditions, the Company's capital position, legal requirements and other factors.

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 as to the amount of any repurchases made pursuant to such programs.

The Inflation Reduction Act of 2022 creates a 1% excise tax on net stock buybacks of publicly-traded U.S.

corporations.

Starting in 2023, such excise tax generally applies if a company repurchases in excess of $1 million of its stock in any given calendar year.

The impact of this provision depends on the extent to which net share repurchases are made.

Any excise tax incurred on corporate stock repurchases will generally be recognized as part of the cost basis of the treasury stock acquired and not reported as income tax expense.

Through December 31, 2023, we have not incurred any excise tax as stock issuances (including preferred stock) were greater than stock repurchases.

The following table represents share repurchase activities as part of this share repurchase program:

There can be no assurance that we will continue share repurchases or approve any further increase to our current, or approve any new, stock repurchase program, or any assurance to the amount of any repurchases that may be made pursuant to such programs.

Through December 31, 2024, we have incurred $ 4 million of excise tax in connection with share repurchases that exceeded 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 our share repurchase program:

Period Number of Shares Repurchased Total Payments

11 unchanged sentences

2025 (January 1 - February 18) 740,388 $ 68 $ 92.13

Part II | Item 8.

Notes to Consolidated Financial Statements | 24.

The following table represents changes in the balance of common stock outstanding:

The following table presents changes in the number of shares of common stock outstanding:

Common Stock Treasury Stock Total Common Stock Outstanding

7 unchanged sentences

(1) Represents net shares issued from treasury stock pursuant to the Company’s share-based compensation programs.

Dividends to Common 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, and 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.

Part II | Item 8.

Notes to Consolidated Financial Statements | 24.

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.

4 unchanged sentences

06/30/2024 May 2, 2024 June 6, 2024 June 20, 2024 $ 0.70

09/30/2024 August 1, 2024 September 5, 2024 September 19, 2024 $ 0.70

12/31/2024 November 1, 2024 December 5, 2024 December 19, 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

09/30/2023 August 7, 2023 August 31, 2023 September 14, 2023 $ 0.62

5 unchanged sentences

12/31/2022 November 7, 2022 December 1, 2022 December 15, 2022 $ 0.55

Quarter Ended

12/31/2021 November 8, 2021 November 19, 2021 December 9, 2021 $ 0.50

Dividend equivalents are generally accrued on restricted share units and performance share units outstanding as of the record date.

3 unchanged sentences

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 Notes to Consolidated Financial Statements for further information regarding our share-based awards.

The Company grants share-based awards subject to vesting provisions of the 2021 Omnibus Incentive Plan, which can have a dilutive effect.

See Note 18 - Share-Based Compensation of the Notes to Consolidated Financial Statements for further description of our share-based awards.

Part II | Item 8.

1 unchanged sentence

Earnings Per Share

The following table sets forth the calculation of earnings per common share (in millions):

The following table sets forth the calculation of earnings per common share:

Years Ended December 31,

15 unchanged sentences

Dividends Declared to Shareholders

On February 20, 2024, our Board of Directors approved a first quarter cash dividend on JFI's common stock, $ 0.70 per share, payable on March 21, 2024, to shareholders of record on March 12, 2024.

On February 17, 2025, our Board of Directors approved a first quarter cash dividend on JFI's common stock, $ 0.80 per common share, payable on March 20, 2025, to shareholders of record on March 11, 2025.

The Company also declared a cash dividend of $ 0.50 per depositary share (the "Depositary Shares"), 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 April 1, 2024, to Depositary Shares shareholders of record at the close of business on March 12, 2024.

Brooke Life Reinsurance Company (“Brooke Re”)

During the first quarter of 2024, Jackson entered into a reinsurance transaction with Brooke Re and all economics of the transaction are 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 transaction 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 will utilize a modified GAAP approach primarily related to market risk benefits, with the intent to increase alignment between assets and liabilities in response to changes in economic factors.

The 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.

The dividend will be payable on March 31, 2025, to depositary shares shareholders of record at the close of business on March 11, 2025.

Jackson Financial Inc.

24 unchanged sentences

(In millions, except share data)

Debt securities, available-for-sale $ — $ 450

Investment in subsidiaries $ 8,756 $ 9,277

10 unchanged sentences

Senior Notes due 2051 - unaffiliated (1) (2)

Deferred income taxes, net — 1

Intercompany payables — 19

Other liabilities 11 88

2 unchanged sentences

24,000 shares authorized;

shares issued:

2023 - 22,000 ;

22,000 shares issued and outstanding at December 31, 2024 and December 31, 2023;

liquidation preference $ 25,000 per share (See Note 24 to Consolidated Financial Statements)

42 unchanged sentences

Subsidiary equity earnings ( 953 ) ( 575 ) ( 5,680 )

Interest expense 84 76 15

Amortization of discount and premium on investments — ( 23 ) ( 5 )

12 unchanged sentences

Debt issuance costs — — ( 7 )

Capital distribution from subsidiary 785 150 —

Capital contribution to subsidiary ( 25 ) ( 15 ) —

Dividends on common stock ( 211 ) ( 201 ) ( 186 )

Dividends on preferred stock ( 44 ) ( 35 ) —

Capital contribution from subsidiary 150 — —

Capital distribution to subsidiary ( 15 ) — ( 1,550 )

Share based compensation — — 123

Purchase of treasury stock ( 442 ) ( 306 ) ( 321 )

15 unchanged sentences

Retail Annuities $ 11,786 $ 1,408 $ 37,865

Closed Life and Annuity Blocks 110 10,472 12,459

Institutional Products — — 8,384

Closed Life and Annuity Blocks 101 9,664 12,063

Corporate and Other — — —

2 unchanged sentences

Retail Annuities $ 12,192 $ 1,426 $ 34,454

Closed Life and Annuity Blocks 119 10,906 12,717

Institutional Products — — 8,406

Closed Life and Annuity Blocks 110 10,472 12,459

Corporate and Other — — —

2 unchanged sentences

Retail Annuities $ 12,740 $ 1,412 $ 36,454

Closed Life and Annuity Blocks 130 13,481 13,148

Institutional Products — — 9,019

Closed Life and Annuity Blocks 119 10,906 12,717

Corporate and Other 64 — —

9 unchanged sentences

Retail Annuities $ 52 $ 725 $ 362 $ 559 $ 2,457

Closed Life and Annuity Blocks 136 689 437 10 163

Institutional Products — 438 338 — 4

Closed Life and Annuity Blocks 103 659 410 8 150

Corporate and Other — ( 2 ) — — 214

5 unchanged sentences

Retail Annuities $ 21 $ 436 $ 374 $ 551 $ 2,178

Closed Life and Annuity Blocks 134 706 412 11 130

Institutional Products — 408 334 — 5

Closed Life and Annuity Blocks 136 644 437 10 163

Corporate and Other — 58 — — 203

5 unchanged sentences

Retail Annuities $ 10 $ 410 $ 253 $ 557 $ 2,174

Closed Life and Annuity Blocks 145 950 419 13 179

Institutional Products — 285 201 — 5

Closed Life and Annuity Blocks 134 737 412 11 130

Corporate and Other — 79 — — 123

62 unchanged sentences

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

What changed 10-K

Item 8. Financial Statements and Supplementary Data