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(“Jackson Financial” or “JFI”) along with its subsidiaries (collectively, the “Company,” which also may be referred to as “we,” “our” or “us”), is a financial services company domiciled in the state of Delaware, United States (“U.S.”).
−Removed: Jackson Financial’s principal operating subsidiary, Jackson National Life Insurance Company ("Jackson"), is licensed to sell group and individual annuity products (including immediate, registered index-linked, deferred fixed, fixed index, fixed and variable annuities), and various protection products including, whole life, universal life, variable universal life and term life insurance products in all 50 states and the District of Columbia.
+Added: Jackson Financial’s principal operating subsidiary, Jackson National Life Insurance Company ("Jackson"), is licensed to sell group and individual annuity products (including immediate, registered index-linked, fixed index, fixed and variable annuities), and various protection products including whole life, universal life, variable universal life and term life insurance products in all 50 states and the District of Columbia.
We help Americans secure their financial futures.
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Our market position is supported by our efficient and scalable operating platform and industry-leading distribution network.
−Removed: We believe these core strengths will enable us to grow profitably as an aging U.S.
+Added: We believe these core strengths enable us to grow profitably as an aging U.S.
population transitions into retirement.
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GAAP") market risk benefit liabilities as market conditions change from period to period.
−Removed: Our core dynamic hedging program seeks to offset changes in the economic liability associated with variable annuity guaranteed benefits due to equity market and interest rate movements, while our macro hedging program seeks to provide additional liquidity and statutory capital protection as needed.
+Added: Our core dynamic hedging program seeks to offset impacts of equity market and interest rate movements on the economic liabilities associated with variable annuity guaranteed benefits and with annuities subject to index interest crediting (RILA and FIA), while our macro hedging program seeks to provide additional liquidity and statutory capital protection as needed.
As a result, the changes in the fair value of the derivatives used as part of our overall hedging program are not expected to match the movements in the market risk benefit liabilities resulting in volatility from changes in fair value recorded to net income.
−Removed: Accordingly, we evaluate and manage the performance of our business using Adjusted Operating Earnings, a non-GAAP financial measure, that reduces the impact of market volatility by excluding changes in fair value of freestanding and embedded derivative instruments, market risk benefits and other items.
+Added: Accordingly, we evaluate and manage the performance of our business using Adjusted Operating Earnings, a non-GAAP financial measure, which reduces the impact of market volatility by excluding changes in fair value of freestanding and embedded derivative instruments, market risk benefits and other items.
See “Non-GAAP Financial Measures” below for information regarding our non-GAAP financial measures and reconciliations to the most comparable U.S.
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Retail Annuities, Institutional Products, and Closed Life and Annuity Blocks.
−Removed: We report in Corporate and Other activities and items that are not included in those three segments, including the results of PPM Holdings, Inc., the parent holding company of PPM America Inc.
+Added: We report in Corporate and Other items that are not included in those three segments, including the results of PPM Holdings, Inc., the parent holding company of PPM America Inc.
("PPM") that manages the majority of our general account investment portfolio.
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The table below presents selected financial and operating measures:
−Removed: Three Months Ended June 30, Six Months Ended June 30,
+Added: Three Months Ended September 30, Nine Months Ended September 30,
2025 2024 2025 2024
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• Capital Returned to Common Shareholders:
−Removed: Since January 1, 2025 through June 30, 2025, we have returned $447 million to our common shareholders consisting of $117 million in dividends and $330 million in common share repurchases.
−Removed: Our capital return target for common shareholders for 2025 is $700-$800 million.
−Removed: Share repurchases, net of issuances for our share-based compensation, have reduced our outstanding shares of common stock from 73,380,643 at December 31, 2024 to 69,958,388 at June 30, 2025.
+Added: Since January 1, 2025 through September 30, 2025, we have returned $657 million to our common shareholders consisting of $173 million in dividends and $484 million in common share repurchases.
+Added: Our capital return target for common shareholders for 2025 is $700-$800 million and we expect full year capital return to exceed the top of this range.
+Added: Share repurchases, net of issuances for our share-based compensation, have reduced our outstanding shares of common stock from 73,380,643 at December 31, 2024 to 68,333,010 at September 30, 2025.
See Note 19 of the Notes to Condensed Consolidated Financial Statements for further information on our share repurchases.
• Free Capital Generation and Free Cash Flow:
−Removed: ◦ Our free capital generation during the six months ended June 30, 2025 exceeded $650 million.
+Added: ◦ Our free capital generation during the nine months ended September 30, 2025 exceeded $1 billion, meeting our expectation to exceed $1 billion in 2025, under normal market conditions.
Free capital generation represents Jackson’s aggregate statutory basis after-tax income from operations, realized gains (losses), unrealized gains (losses), and other surplus adjustments, adjusted for the change in estimated company action level required capital ("CAL") for Jackson calibrated to a 425% risk-based capital ("RBC") ratio.
−Removed: We expect free capital generation in 2025 to exceed $1 billion, under normal market conditions.
As explained below under “Liquidity and Capital Resources – Distributions and Dividends,” the payment of dividends or distributions from our capital generation is limited by applicable laws and regulations.
−Removed: ◦ The free cash flow at Jackson Financial (parent company only) was $290 million and $503 million during the three and six months ended June 30, 2025, respectively, compared to $229 million and $249 million during the three and six months ended June 30, 2024, respectively.
+Added: ◦ The free cash flow at Jackson Financial (parent company only) was $216 million and $719 million during the three and nine months ended September 30, 2025, respectively, compared to $278 million and $527 million during the three and nine months ended September 30, 2024, respectively.
Free cash flow is a non-GAAP financial measure calculated as the difference between cash received by Jackson Financial from its subsidiaries less holding company expenses and other, net.
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We believe sales statistics are useful to gaining an understanding of, among other things, the attractiveness of our products, how we can best meet our customers’ needs, evolving industry product trends and the performance of our business from period to period.
−Removed: Three Months Ended June 30, Six Months Ended June 30,
+Added: Three Months Ended September 30, Nine Months Ended September 30,
2025 2024 2025 2024
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Item 2 | Management’s Discussion and Analysis | Key Operating Measures
−Removed: Higher retail annuity sales for the three and six months ended June 30, 2025, were primarily due to increased fixed annuity sales.
−Removed: Sales of our fixed annuities have increased as PPM America has added capabilities to source higher yielding assets supporting our spread based products.
−Removed: In addition, sales of our institutional products were higher for the three and six months ended June 30, 2025, reflecting our opportunistic approach to this business, which depends on both the risk-adjusted return on investment opportunities available and the prevailing cost of funding required by purchasers.
+Added: Higher retail annuity sales for the three and nine months ended September 30, 2025, were primarily due to increased RILA and variable annuity sales.
+Added: Sales of our fixed annuities remain strong as PPM America has added capabilities to source higher yielding assets supporting our spread based products.
+Added: In addition, sales of our institutional products were higher for the three and nine months ended September 30, 2025, reflecting our opportunistic approach to this business, which depends on both the risk-adjusted return on investment opportunities available and the prevailing cost of funding required by purchasers.
Account Value
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We believe account value is a useful metric in providing an understanding of, among other things, the sources of potential fee and spread income generation, potential benefit obligations and risk management priorities.
−Removed: June 30, 2025 December 31, 2024
+Added: September 30, 2025 December 31, 2024
(in millions)
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We believe net flows is a useful metric in providing an understanding of, among other things, sales, ongoing premiums and deposits, the changes in account value from period to period, sources of potential fee and spread income, and policyholder behavior.
−Removed: Three Months Ended June 30, Six Months Ended June 30,
+Added: Three Months Ended September 30, Nine Months Ended September 30,
2025 2024 2025 2024
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Fixed Index Annuity (1)
+Added: 58 44 112 103
Fixed Annuity (1)
+Added: 310 953 804 968
Payout Annuity (1)
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(1) Net of reinsurance.
−Removed: Net flows, net of reinsurance, improved for the three and six months ended June 30, 2025, compared to the three and six months ended June 30, 2024, driven by increased institutional and fixed annuity sales, partially offset by lower variable annuity sales.
+Added: Net flows, net of reinsurance, decreased for the three months ended September 30, 2025, but improved for the nine months ended September 30, 2025, compared to the three and nine months ended September 30, 2024.
+Added: The decrease for the three months ended September 30, 2025 was primarily driven by decreased fixed annuity sales, partially offset by increased RILA sales, compared to the prior year quarter.
+Added: Improved net flows for the nine months ended September 30, 2025 was primarily driven by increased institutional sales.
Elevated variable annuity surrenders and withdrawals were driven by some mature policies from higher sales years coming out of their surrender charge period, along with higher surrenders as guaranteed benefits are less in the money during times of strong equity market performance.
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We believe benefit base is a useful metric for our variable annuity policies in providing an understanding of, among other things, fee income generation, potential optional guarantee benefit obligations and risk management priorities.
−Removed: The following table shows variable annuity account value and benefit base as of June 30, 2025 and December 31, 2024:
−Removed: June 30, 2025 December 31, 2024
+Added: The following table shows variable annuity account value and benefit base as of September 30, 2025 and December 31, 2024:
+Added: September 30, 2025 December 31, 2024
Account Value Benefit Base Account Value Benefit Base
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AUM, or assets under management, includes:
−Removed: (i) investment assets managed by one of our subsidiaries, PPM, including our investment portfolio (but excluding assets held in funds withheld accounts for reinsurance transactions) and third-party assets (including our former parent and its affiliates) and (ii) the separate account investment assets of our Retail Annuities segment managed and administered by another subsidiary, JNAM.
+Added: (i) investment assets managed by one of our subsidiaries, PPM, including our investment portfolio (but excluding assets held in funds withheld accounts for reinsurance transactions) and assets of other institutional clients and (ii) the separate account investment assets of our Retail Annuities segment managed and administered by another Company subsidiary, JNAM.
Total AUM reflects exclusions between segments to avoid double counting.
We believe AUM is a useful metric for understanding, among other things, the sources of our earnings, net investment income and performance of our invested assets, customer directed investments and risk management priorities.
−Removed: June 30, December 31,
+Added: September 30, December 31,
(in millions)
Jackson Invested Assets $ 55,285 $ 46,143
−Removed: Third Party Invested Assets (including CLOs) 32,204 28,278
+Added: Institutional Invested Assets (including CLOs) 34,809 28,278
Total PPM AUM 90,094 74,421
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Total AUM $ 350,322 $ 324,718
+Added: Sales of RILA, fixed and fixed index annuities, and institutional products, along with a focus on growing its institutional client assets, contributed to the increase in PPM AUM.
+Added: The increase in JNAM AUM primarily reflects favorable equity market performance.
Item 2 | Management’s Discussion and Analysis | Macroeconomic, Industry and Regulatory Trends
3 unchanged sentences
Our business and results of operations are affected by macroeconomic factors.
−Removed: The level of interest rates and shape of the yield curve, credit and equity market performance and equity volatility, regulation, tax policy, the level of U.S.
−Removed: employment, inflation and the overall U.S.
−Removed: economic growth rate can affect both our short- and long-term profitability.
−Removed: Monetary and fiscal policy in the U.S., or similar actions in foreign nations, could result in increased volatility in financial markets, including interest rates, currencies and equity markets, and could impact our business in both the short- and medium-term.
+Added: See “Risks to Conditions in Global Financial Markets and the Economy” in Part I, Item 1A.
+Added: Risk Factors of our 2024 Annual Report for more information.
Government actions, including tariffs, sanctions or other barriers to international trade, restructuring of government services, responses to future pandemics, civil unrest, and geographic conflicts, and the effects that these or other government events could have on levels of U.S.
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Our financial performance is impacted by equity market performance.
−Removed: On our variable annuities, the fees we earn that are not associated with guaranteed benefits are mainly based on the account value, which changes with equity market levels.
−Removed: In addition, our hedges could be less effective in periods of large directional movements, or we could experience more frequent or more costly rebalancing in periods of high volatility, which would lead to adverse performance versus our hedge targets and increased hedging costs.
−Removed: Further, we also are exposed to basis risk, which results from our inability to purchase or sell hedge assets whose performance strongly correlates to the performance of the funds into which customers allocate their assets.
+Added: • Variable Annuities Fees:
+Added: Fees we earn that are not associated with guaranteed benefits are mainly based on the account value, which increases as equity market levels increase.
+Added: • Index Interest Crediting on RILA and FIA contracts:
+Added: RILA and FIA products feature a crediting rate formulaically linked to the performance of an external equity index.
+Added: The interest credited to the policy increases as equity market levels increase.
+Added: • Hedge Effectiveness in Face of Volatility:
+Added: Our hedges could be less effective in periods of large directional movements, or we could experience more frequent or more costly rebalancing in periods of high volatility.
+Added: This could lead to adverse performance versus our hedge targets and increased hedging costs.
+Added: • Basis Risk:
+Added: We also are exposed to basis risk, which results from our inability to purchase or sell hedge assets whose performance fully correlates to the performance of the funds into which customers allocate their assets.
We make available to customers funds where we believe we can transact in sufficiently correlated hedge assets, yet we anticipate some variance in the performance of our hedge assets and customer funds.
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GAAP results.
−Removed: With the execution of the Brooke Re transaction in the first quarter of 2024, we are now able to largely moderate the impact of the cash surrender value floor going forward.
−Removed: In the past, our statutory total adjusted capital ("TAC") has been negatively impacted by rising equity markets due to minimum required reserving levels ( i.e.
−Removed: , the cash surrender value floor) when reserve releases are limited and unable to offset equity hedging losses.
−Removed: The risk-based capital, or RBC, ratio increased or decreased depending on the interaction between movements in TAC and movements in statutory required capital (the company action level, or "CAL”).
−Removed: Higher equity markets also increase account values on our RILA and fixed index annuities.
−Removed: This increases the amount of regulatory reserves that our insurance subsidiaries are required to hold, decreasing regulatory surplus, which could adversely affect our insurance subsidiaries' ability to pay dividends.
Item 2 | Management’s Discussion and Analysis | Macroeconomic, Industry and Regulatory Trends
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Our business and financial performance are affected by periods of rising or falling interest rates and periods of interest rate volatility.
−Removed: • Our hedges could be less effective in periods of large directional interest rate movements, or we could experience more frequent or more costly rebalancing in periods of high interest rate volatility, which would lead to adverse performance versus our hedge targets and increased hedging costs.
+Added: • Our hedges could be less effective in periods of large directional interest rate movements, or we could experience more frequent or more costly rebalancing in periods of high interest rate volatility.
+Added: This could lead to adverse performance versus our hedge targets and increased hedging costs.
• Pricing actions we take in response to decreasing interest rates may reduce the attractiveness of crediting rates, guaranteed benefits, and other product features.
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Rising interest rates also impact the hedging results of our variable annuity business as the market values of interest rate hedges decline, thereby driving hedging losses.
−Removed: We would expect lower hedging costs and reduced levels of hedging going forward after such an increase in rates.
Further, we expect near-term hedging losses from rising rates may be more than offset by changes in the fair value of the related guaranteed benefit liabilities, which are reduced with an increase in interest rates.
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This increases the amount of regulatory reserves that our insurance subsidiaries are required to hold, decreasing regulatory surplus, which could adversely affect our insurance subsidiaries' ability to pay dividends.
−Removed: • With the execution of the Brooke Re transaction in the first quarter of 2024, we are now able to largely moderate the impact of the cash surrender value floor going forward.
−Removed: In the past, our statutory TAC may have been negatively impacted by rising interest rates due to minimum required reserving levels ( i.e.
−Removed: , the cash surrender value floor) when reserve releases are limited and unable to offset interest rate hedging losses.
−Removed: The RBC ratio increased or decreased depending on the interaction between movements in TAC and movements in CAL.
Item 2 | Management’s Discussion and Analysis | Macroeconomic, Industry and Regulatory Trends
4 unchanged sentences
While changing credit spreads impact the fair value of our investment portfolio, this revaluation is generally reflected in our accumulated other comprehensive income, or AOCI.
−Removed: The revaluation will impact net income in the case of realized gains or losses from the sale of securities, changes in fair value of trading securities or securities carried at fair value under the fair value election, or potential changes in the allowance for credit loss ("ACL").
+Added: The revaluation will impact net income in the cases of realized gains or losses from the sale of securities, changes in fair value of trading securities or securities carried at fair value under the fair value election, or potential changes in the allowance for credit loss ("ACL").
In addition, if credit conditions deteriorate due to a recession or other negative credit events in capital markets, we could experience an increase in defaults and other-than-temporary-impairments (“OTTI”).
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This in turn decreases the volume of fees we collect based on the account value and increases the value of any guaranteed benefits.
+Added: With the execution of the Brooke Re transaction in the first quarter of 2024, we are now able to largely moderate the impact of the cash surrender value floor going forward.
+Added: In the past, our statutory total adjusted capital ("TAC") has been negatively impacted by rising equity markets or rising interest rates due to minimum required reserving levels ( i.e.
+Added: , the cash surrender value floor) when reserve releases are limited and unable to offset equity or interest rate hedging losses.
+Added: The risk-based capital, or RBC, ratio increased or decreased depending on the interaction between movements in TAC and movements in statutory required capital (the company action level, or "CAL”).
+Added: See “Recent Events of Note” above for more information regarding Brooke Re.
Consumer Behavior
2 unchanged sentences
However, consumer behavior may be impacted by increased economic uncertainty, unemployment rates, declining equity markets, significant changes in interest rates and increased volatility of financial markets.
−Removed: In recent years, we have introduced new products to better address changes in consumer demand and targeted distribution channels that meet changes in consumer preferences.
+Added: In recent years, we have introduced or reintroduced products, such as RILA or fixed annuities, to better address changes in consumer demand and targeted distribution channels that meet changes in consumer preferences.
We expect demographic trends in the U.S.
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The 2024 Fiduciary Advice Rule may also lead to changes to our compensation practices and product offerings and increase litigation risk, which could adversely affect our results of operations and financial condition.
−Removed: Nonetheless, because the distribution of annuities is primarily through intermediaries, most of which have implemented systems and processes to align to existing state and federal fiduciary and/or best interest standards, we believe that we will have more limited exposure to the 2024 Fiduciary Advice Rule.
+Added: Nonetheless, because the distribution of annuities is primarily through intermediaries, most of which have implemented systems and processes to align to existing state and federal fiduciary and/or best interest standards, we believe that we will have limited exposure to the 2024 Fiduciary Advice Rule.
While the rule may not have a material impact on our business, it may impede certain investors’ access to financial advice or annuities that provide guaranteed income streams.
60 unchanged sentences
GAAP measure.
−Removed: Three Months Ended June 30, Six Months Ended June 30,
+Added: Three Months Ended September 30, Nine Months Ended September 30,
2025 2024 2025 2024
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We exclude AOCI attributable to Jackson Financial from Adjusted Book Value Attributable to Common Shareholders because our invested assets are generally invested to closely match the duration of our liabilities, which are longer duration in nature, and therefore we believe period-to-period fair market value fluctuations in AOCI to be inconsistent with this objective.
−Removed: We believe excluding AOCI attributable to Jackson Financial is more useful to investors in analyzing trends in our business.
+Added: We believe excluding AOCI attributable to Jackson Financial is more useful to investors in analyzing trends in our business because it removes those short-term fluctuations.
Changes in AOCI within the funds withheld account related to the Athene Reinsurance Transaction offset the related non-operating earnings from the Athene Reinsurance Transaction resulting in a minimal net impact on Adjusted Book Value of Jackson Financial.
3 unchanged sentences
GAAP measure:
−Removed: Three Months Ended June 30, Six Months Ended June 30,
+Added: Three Months Ended September 30, Nine Months Ended September 30,
2025 2024 2025 2024
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Adjusted Operating ROE Attributable to Common Shareholders on average equity 15.7 % 12.3 % 14.0 % 13.0 %
−Removed: (1) Excludes $(1,390) million and $(1,712) million related to the investments held within the funds withheld account related to the Athene Reinsurance Transaction as of June 30, 2025 and 2024, respectively, which are not attributable to Jackson Financial Inc.
+Added: (1) Excludes $(1,268) million and $(1,336) million related to the investments held within the funds withheld account related to the Athene Reinsurance Transaction as of September 30, 2025 and 2024, respectively, which are not attributable to Jackson Financial Inc.
and are therefore not included as an adjustment to total shareholders’ equity in the reconciliation of Adjusted Book Value Attributable to Common Shareholders to total shareholders’ equity.
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(Parent Company only) net cash provided by (used in) operating activities less preferred stock dividends and capital contributions to PPM or other subsidiaries, plus the return of capital from subsidiaries.
−Removed: Free cash flow should not be used as a substitute for Jackson Financial’s net cash provided by (used in) operating activities in accordance with U.S.
+Added: Free cash flow should not be used as a substitute for Jackson Financial’s net cash provided by (used in) operating activities calculated in accordance with U.S.
However, we believe these adjustments are useful to gaining an understanding of our overall available cash flow at Jackson Financial for return of capital to common shareholders and other corporate initiatives.
−Removed: Three Months Ended June 30, Six Months Ended June 30,
+Added: Three Months Ended September 30, Nine Months Ended September 30,
2025 2024 2025 2024
4 unchanged sentences
Free Cash Flow $ 216 $ 278 $ 719 $ 527
−Removed: (1) Cash distributed to Jackson Financial includes cash dividends and distributions of $325 million and $520 million and interest payments on surplus notes of nil and $45 million to Jackson Financial from its subsidiaries for the three and six months ended June 30, 2025, respectively, and includes cash dividends and distributions of $250 million and $250 million and interest payments on surplus notes of nil and $45 million to JFI from its subsidiaries for the three and six months ended June 30, 2024, respectively.
+Added: (1) Cash distributed to Jackson Financial includes cash dividends and distributions of $205 million and $725 million and interest payments on surplus notes of $45 million and $90 million to Jackson Financial from its subsidiaries for the three and nine months ended September 30, 2025, respectively, and includes cash dividends and distributions of $255 million and $505 million and interest payments on surplus notes of $45 million and $90 million to JFI from its subsidiaries for the three and nine months ended September 30, 2024, respectively.
The following is a reconciliation of Jackson Financial net cash provided by operating activities (Parent Company only), the most comparable U.S.
GAAP measure, to Free Cash Flow:
−Removed: Three Months Ended June 30, Six Months Ended June 30,
+Added: Three Months Ended September 30, Nine Months Ended September 30,
2025 2024 2025 2024
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The information contained in the table below should be read in conjunction with our Condensed Consolidated Financial Statements and the related notes elsewhere in this report:
−Removed: Three Months Ended June 30, Six Months Ended June 30,
+Added: Three Months Ended September 30, Nine Months Ended September 30,
2025 2024 2025 2024
31 unchanged sentences
Item 2 | Management’s Discussion and Analysis | Consolidated Results of Operations
−Removed: Three Months Ended June 30, 2025 compared to Three Months Ended June 30, 2024
+Added: Three Months Ended September 30, 2025 compared to Three Months Ended September 30, 2024
Pretax Income (Loss)
−Removed: Our pretax income (loss) decreased by $129 million to $189 million for the three months ended June 30, 2025, from $318 million for the three months ended June 30, 2024, primarily due to:
−Removed: • $1,631 million decrease in total net gains (losses) on derivatives and investments as shown in the table below and driven by:
−Removed: Three Months Ended June 30,
+Added: Our pretax income (loss) increased by $651 million to $72 million for the three months ended September 30, 2025, from $(579) million for the three months ended September 30, 2024, primarily due to:
+Added: • $1,398 million favorable movements in market risk benefits (gains) losses, largely due to less unfavorable movements in interest rates during the three months ended September 30, 2025, compared to the prior year;
+Added: • $130 million increase in net investment income as a result of higher income on bonds and higher income on limited partnerships, which are recorded on a one quarter lag, partially offset by lower income on funds withheld assets during the three months ended September 30, 2025;
+Added: • $28 million decrease in operating costs and other expenses, net of deferrals, primarily due to lower incentive and deferred compensation expenses during the three months ended September 30, 2025, partially offset by higher asset-based non-deferrable commissions, due to higher account values in the current quarter.
+Added: These movements were partially offset by:
+Added: • $829 million unfavorable change in total net gains (losses) on derivatives and investments as discussed below:
+Added: Three Months Ended September 30,
2025 2024 Variance
7 unchanged sentences
◦ Volumes of freestanding derivatives can vary significantly period over period and movements in those derivatives are subject to interest rate or market movements.
−Removed: The movements in interest rate hedges during the three months ended June 30, 2025 reflected relatively stable interest rates whereas the movements in interest rate hedges during the three months ended June 30, 2024 were primarily driven by an increase in interest rates.
−Removed: The movements in equity hedges during the three months ended June 30, 2025 were primarily driven by larger increases in equity markets compared to smaller increases during the three months ended June 30, 2024;
−Removed: ◦ Embedded derivative movements were unfavorable largely due to equity market increase impacts on our growing RILA block during the three months ended June 30, 2025, compared to the prior year;
−Removed: • $77 million increase in death, other policy benefits, and change in policy reserves, net of (gain) loss from updating future policy benefits cash flow assumptions, primarily due to changes in mortality and higher other policyholder benefits during the three months ended June 30, 2025, compared to the prior year;
−Removed: • $66 million decrease in fee income primarily due to decreases in variable fee income, due to lower average separate account values, and decreases in benefit-based guarantee fee income during the three months ended June 30, 2025, compared to the prior year;
−Removed: • $30 million decrease in net investment income as a result of lower income on limited partnerships, which are recorded on a one quarter lag, and lower income on funds withheld assets, partially offset by higher income on bonds and lower expenses during the three months ended June 30, 2025;
−Removed: • $22 million increase in interest credited on other contract holder funds, net of deferrals and amortization, primarily due to higher average institutional account balances and fixed annuity and RILA new business during the three months ended June 30, 2025, compared to the prior year.
+Added: The movements in interest rate hedges during the three months ended September 30, 2025 reflected relatively stable interest rates whereas the movements in interest rate hedges during the three months ended September 30, 2024 were primarily driven by a decrease in interest rates.
+Added: The movements in equity hedges during the three months ended September 30, 2025 were primarily driven by larger increases in equity markets compared to smaller increases during the three months ended September 30, 2024;
+Added: ◦ Embedded derivative movements were unfavorable largely due to equity market increase impacts on our growing RILA block during the three months ended September 30, 2025, compared to the prior year.
These movements were partially offset by:
−Removed: • $1,687 million favorable movements in market risk benefits (gains) losses, largely due to favorable movements in fund performance during the three months ended June 30, 2025, compared to the prior year.
+Added: ◦ Lower losses recognized on funds withheld reinsurance were driven by the impact of relatively stable interest rates impacting the value of the embedded derivative during the three months ended September 30, 2025, compared to a decrease in interest rates during the three months ended September 30, 2024.
+Added: • $38 million increase in interest credited on other contract holder funds, net of deferrals and amortization, primarily due to higher average institutional account balances during the three months ended September 30, 2025, compared to the prior year;
+Added: • $34 million increase in death, other policy benefits, and change in policy reserves, net of (gain) loss from updating future policy benefits cash flow assumptions, primarily due to changes in mortality and higher other policyholder benefits during the three months ended September 30, 2025, compared to the prior year.
Item 2 | Management’s Discussion and Analysis | Consolidated Results of Operations
−Removed: Income tax expense decreased $32 million to an expense of $4 million for the three months ended June 30, 2025, from an expense of $36 million for the three months ended June 30, 2024.
−Removed: The provision for income tax in the current period led to an effective income tax rate ("ETR") of 2% for the three months ended June 30, 2025, compared to the ETR of 11% for the three months ended June 30, 2024.
−Removed: The change in the ETR during the three months ended June 30, 2025, compared to the three months ended June 30, 2024, was due to the relationship of the taxable income to the consolidated pre-tax income (loss) and the valuation allowance.
−Removed: The ETR differs from the statutory rate of 21% primarily due to the dividends received deduction, utilization of foreign tax credits, and the valuation allowance.
+Added: Income tax expense increased $94 million reflecting a reduction in benefit to $19 million for the three months ended September 30, 2025, from a benefit of $113 million for the three months ended September 30, 2024.
+Added: The provision for income tax in the current period led to an effective income tax rate ("ETR") of (32)% for the three months ended September 30, 2025, compared to the ETR of 19% for the three months ended September 30, 2024.
+Added: The change in the ETR during the three months ended September 30, 2025, compared to the three months ended September 30, 2024 was due to the relationship of the taxable income to the consolidated pre-tax income (loss), valuation allowance, the variance of the impact of tax adjustments related to prior year returns between those recorded in the current quarter compared to those recognized in the third quarter of 2024 and the benefit of IRS refund interest on carryback claims and amended returns.
+Added: The ETR, excluding significant unusual or infrequently occurring items, differs from the statutory rate of 21% primarily due to the dividends received deduction, utilization of foreign tax credits and valuation allowance.
See Note 15 - Income Taxes of the Notes to Consolidated Financial Statements in our 2024 Annual Report and Note 15 - Income Taxes of the Notes to Condensed Consolidated Financial Statements in this report for more information.
−Removed: Six Months Ended June 30, 2025 compared to Six Months Ended June 30, 2024
+Added: Nine Months Ended September 30, 2025 compared to Nine Months Ended September 30, 2024
Pretax Income (Loss)
−Removed: Our pretax income (loss) decreased by $1,049 million to $172 million for the six months ended June 30, 2025, from $1,221 million for the six months ended June 30, 2024, primarily due to:
−Removed: • $3,277 million in unfavorable movements in market risk benefits (gains) losses, net, primarily due to less favorable movements in interest rates and fund performance, as well as unfavorable volatility movements in 2025, compared to the prior year;
+Added: Our pretax income (loss) decreased by $398 million to $244 million for the nine months ended September 30, 2025, from $642 million for the nine months ended September 30, 2024, primarily due to:
+Added: • $1,879 million in unfavorable movements in market risk benefits (gains) losses, net, primarily due to less favorable movements in interest rates and fund performance as well as unfavorable equity volatility movements in 2025, compared to the prior year;
• $135 million increase in death, other policy benefits, and change in policy reserves, net of (gain) loss from updating future policy benefits cash flow assumptions, primarily due to changes in mortality and higher other policyholder benefits;
−Removed: • $78 million decrease in fee income primarily due to decreases in variable fee income, due to lower average separate account values, and decreases in benefit-based guarantee fee income during 2025, compared to the prior year;
+Added: • $85 million decrease in fee income primarily due to decreases in benefit-based guarantee fee income during 2025, and decreases in variable fee income due to market volatility in the second quarter of 2025, which resulted in lower average separate account values during that quarter, compared to the prior year;
• $75 million increase in interest credited on contract holder funds, net of deferrals and amortization, primarily due to higher average institutional account balances in 2025 and fixed annuity and RILA new business, compared to the prior year.
These movements were partially offset by:
−Removed: • $2,417 million improvement in total net gains (losses) on derivatives and investments as shown in the table below and driven by:
−Removed: Six Months Ended June 30,
+Added: • $1,588 million improvement in total net gains (losses) on derivatives and investments as discussed below:
+Added: Nine Months Ended September 30,
2025 2024 Variance
8 unchanged sentences
◦ Volumes of freestanding derivatives can vary significantly period over period and movements in those derivatives are subject to interest rate or market movements.
−Removed: The movements in interest rate hedges during the six months ended June 30, 2025 were primarily driven by a decrease in interest rates as opposed to an increase in interest rates during the prior year.
−Removed: The movements in equity hedges during the six months ended June 30, 2025 were primarily driven by smaller increases in equity markets compared to larger increases in equity markets during the six months ended June 30, 2024;
−Removed: ◦ Higher losses recognized on funds withheld reinsurance were driven by the decrease in interest rates impacting the value of the embedded derivative during 2025, compared to an increase in interest rates in 2024.
−Removed: Income tax expense decreased $132 million to an expense of $5 million for the six months ended June 30, 2025, from an expense of $137 million for the six months ended June 30, 2024.
−Removed: The provision for income tax in the current period led to an ETR of 3% for the six months ended June 30, 2025 compared to the ETR of 11% the six months ended June 30, 2024.
−Removed: The change in the ETR during the six months ended June 30, 2025 compared to the six months ended June 30, 2024 was due to the relationship of the taxable income to the consolidated pre-tax income.
−Removed: Our ETR differs from the statutory rate of 21% primarily due to the dividends received deduction, utilization of foreign tax credits and valuation allowance.
+Added: The movements in interest rate hedges during the nine months ended September 30, 2025 were primarily driven by a greater decrease in interest rates in the current year than during the prior year.
+Added: The movements in equity hedges during the nine months ended September 30, 2025 were primarily driven by smaller increases in equity markets compared to larger increases in equity markets during the nine months ended September 30, 2024;
+Added: ◦ Embedded derivative movements were unfavorable largely due to equity market increase impacts on our growing RILA block, compared to the prior year.
+Added: • $121 million increase in net investment income as a result of higher income on bonds, lower expenses, and higher income on limited partnerships, which are recorded on a one quarter lag, partially offset by lower income on funds withheld assets during the nine months ended September 30, 2025;
+Added: • $33 million decrease in operating costs and other expenses, net of deferrals, primarily due to lower incentive and deferred compensation expenses during the nine months ended September 30, 2025, partially offset by higher other commissions expenses, net of deferrals, driven by higher retail sales, compared to prior year.
+Added: Income tax expense decreased $38 million, as reflected in a benefit of $14 million for the nine months ended September 30, 2025, from an expense of $24 million for the nine months ended September 30, 2024.
+Added: The provision for income tax in the current period led to an effective tax rate (“ETR”) of (6)% for the nine months ended September 30, 2025 compared to an ETR of 4% the nine months ended September 30, 2024.
+Added: The change in the ETR during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024 was due to the relationship of the taxable income to the consolidated pre-tax income (loss), valuation allowance, the variance of the impact of tax adjustments related to prior year returns between those recorded in the current year compared to those recognized in 2024, and the benefit of IRS refund interest on carryback claims and amended returns.
+Added: The ETR, excluding significant unusual or infrequently occurring items, differs from the statutory rate of 21% primarily due to the dividends received deduction, utilization of foreign tax credits and valuation allowance.
See Note 15 - Income Taxes of the Notes to Consolidated Financial Statements in our 2024 Annual Report and Note 15 - Income Taxes of the Notes to Condensed Consolidated Financial Statements in this report for more information.
9 unchanged sentences
During the first quarter of 2025, that monitoring resulted in the reallocation of certain invested assets across reportable segments and Corporate and Other.
−Removed: The results of this reallocation are reflected in the net investment income reported for the second quarter of 2025.
+Added: The results of this reallocation are reflected in reported net investment income starting the second quarter of 2025.
The impact of the reallocation was not material to the prior period financial results and prior period financial figures were not recast to reflect the reallocated basis.
Also, s ee Note 3 - Segment Information of the Notes to Condensed Consolidated Financial Statements for further information regarding the calculation of pretax adjusted operating earnings:
−Removed: Three Months Ended June 30, Six Months Ended June 30,
+Added: Three Months Ended September 30, Nine Months Ended September 30,
2025 2024 2025 2024
31 unchanged sentences
The information contained in the table below should be read in conjunction with our Condensed Consolidated Financial Statements and the related notes appearing elsewhere in this report:
−Removed: Three Months Ended June 30, Six Months Ended June 30,
+Added: Three Months Ended September 30, Nine Months Ended September 30,
2025 2024 2025 2024
21 unchanged sentences
The following table summarizes a roll-forward of activity affecting account value for our Retail Annuities segment for the periods indicated:
−Removed: Three Months Ended June 30, Six Months Ended June 30,
+Added: Three Months Ended September 30, Nine Months Ended September 30,
2025 2024 2025 2024
16 unchanged sentences
Item 2 | Management’s Discussion and Analysis | Segment Results of Operations
−Removed: Three Months Ended June 30, 2025 compared to Three Months Ended June 30, 2024
+Added: Three Months Ended September 30, 2025 compared to Three Months Ended September 30, 2024
Pretax Adjusted Operating Earnings
−Removed: Pretax adjusted operating earnings decreased $48 million to $417 million for the three months ended June 30, 2025, from $465 million for the three months ended June 30, 2024, primarily due to:
−Removed: • $43 million decrease in fee income attributable to lower average separate account values during the three months ended June 30, 2025, compared to the prior year;
−Removed: • $38 million increase in death, other policy benefits, and change in policy reserves, net of (gain) loss from updating future policy benefits cash flow assumptions, primarily attributable to higher other policyholder benefits during the three months ended June 30, 2025.
−Removed: These decreases were partially offset by:
+Added: Pretax adjusted operating earnings increased $36 million to $494 million for the three months ended September 30, 2025, from $458 million for the three months ended September 30, 2024, primarily due to:
+Added: • $16 million increase in fee income attributable to higher average separate account values during the three months ended September 30, 2025, compared to the prior year;
• $29 million increase in spread income due to $50 million higher investment income, partially offset by $21 million higher interest credited on contract holder funds, compared to the prior year.
−Removed: Investment income was driven by higher invested asset balances.
+Added: Investment income was driven by higher debt securities income primarily due to higher invested asset balances.
Increased interest credited on contract holder funds was primarily due to higher fixed annuity and RILA new business.
−Removed: • $11 million decrease in commissions and general expenses, net of deferrals, reflecting lower non-deferrable asset-based commissions expense of $6 million and lower sub-advisor expenses of $6 million, primarily driven by lower account values during the three months ended June 30, 2025.
−Removed: Six Months Ended June 30, 2025 compared to Six Months Ended June 30, 2024
+Added: Nine Months Ended September 30, 2025 compared to Nine Months Ended September 30, 2024
Pretax Adjusted Operating Earnings
−Removed: Pretax adjusted operating earnings decreased $47 million to $837 million for the six months ended June 30, 2025, from $884 million for the six months ended June 30, 2024, primarily due to:
−Removed: • $47 million increase in death, other policy benefits, and change in policy reserves, net of (gain) loss from updating future policy benefits cash flow assumptions, primarily attributable to higher other policyholder benefits during the six months ended June 30, 2025;
−Removed: • $31 million decrease in fee income primarily due to lower average separate account values, compared to the prior year;
−Removed: • $15 million increase in commissions and general expenses, net of deferrals, reflecting higher general and administrative expenses of $19 million during the six months ended June 30, 2025.
−Removed: These decreases were partially offset by:
+Added: Pretax adjusted operating earnings decreased $11 million to $1,331 million for the nine months ended September 30, 2025, from $1,342 million for the nine months ended September 30, 2024, primarily due to:
+Added: • $49 million increase in death, other policy benefits, and change in policy reserves, net of (gain) loss from updating future policy benefits cash flow assumptions, primarily attributable to higher other policyholder benefits during the nine months ended September 30, 2025;
+Added: • $15 million increase in commissions and general expenses, net of deferrals, reflecting higher other commissions expenses, net of deferrals, of $17 million during the nine months ended September 30, 2025, driven by higher retail sales compared to prior year;
+Added: • $15 million decrease in fee income primarily due to market volatility in the second quarter of 2025 which resulted in lower average separate account values during that quarter, compared to the prior year.
+Added: These movements were partially offset by:
• $79 million increase in spread income primarily due to $123 million higher investment income and $44 million higher interest credited on contract holder funds compared to the prior year period.
−Removed: Investment income was driven by higher invested asset balances.
+Added: Investment income was driven by higher debt securities income primarily due to higher invested asset balances.
Increased interest credited on contract holder funds was primarily due to higher fixed annuity and RILA new business.
5 unchanged sentences
The information contained in the table below should be read in conjunction with our Condensed Consolidated Financial Statements and the related notes appearing elsewhere in this report:
−Removed: Three Months Ended June 30, Six Months Ended June 30,
+Added: Three Months Ended September 30, Nine Months Ended September 30,
2025 2024 2025 2024
10 unchanged sentences
The following table summarizes a roll-forward of activity affecting account value for our Institutional Products segment for the periods indicated:
−Removed: Three Months Ended June 30, Six Months Ended June 30,
+Added: Three Months Ended September 30, Nine Months Ended September 30,
2025 2024 2025 2024
9 unchanged sentences
Balance as of end of period $ 10,877 $ 7,929 $ 10,877 $ 7,929
−Removed: (1) Includes net deposit and withdrawal activity for FABCP funding agreements.
−Removed: Three Months Ended June 30, 2025 compared to Three Months Ended June 30, 2024
+Added: (1) Includes net deposit and withdrawal activity for FABCP funding agreements, which are generally short-term in nature.
+Added: See Note 10 - Other Contract Holder Funds in the Notes to Condensed Consolidated Financial Statements elsewhere in this report for information regarding FABCP funding agreements.
+Added: Three Months Ended September 30, 2025 compared to Three Months Ended September 30, 2024
Pretax Adjusted Operating Earnings
−Removed: Pretax adjusted operating earnings decreased $10 million to $19 million for the three months ended June 30, 2025, from $29 million for the three months ended June 30, 2024, reflecting a $9 million decrease in spread income primarily due to a $16 million increase in interest credited on contract holder funds, due to increased account values, partially offset by a $7 million increase in investment income.
+Added: Pretax adjusted operating earnings increased $14 million to $31 million for the three months ended September 30, 2025, from $17 million for the three months ended September 30, 2024, reflecting a $14 million increase in spread income primarily due to a $47 million increase in investment income, due to higher invested asset balances, partially offset by a $33 million increase in interest credited on contract holder funds, due to increased account values.
Item 2 | Management’s Discussion and Analysis | Segment Results of Operations
−Removed: Six Months Ended June 30, 2025 compared to Six Months Ended June 30, 2024
+Added: Nine Months Ended September 30, 2025 compared to Nine Months Ended September 30, 2024
Pretax Adjusted Operating Earnings
−Removed: Pretax adjusted operating earnings decreased $23 million to $37 million for the six months ended June 30, 2025, from $60 million for the six months ended June 30, 2024, reflecting a $22 million decrease in spread income primarily due to a $32 million increase in interest credited on contract holder funds, due to increased account values, partially offset by a $10 million increase in investment income.
+Added: Pretax adjusted operating earnings decreased $9 million to $68 million for the nine months ended September 30, 2025, from $77 million for the nine months ended September 30, 2024, reflecting an $8 million decrease in spread income primarily due to a $65 million increase in interest credited on contract holder funds, due to increased account values, partially offset by a $57 million increase in investment income, due to higher invested asset balances.
Account Value
−Removed: Institutional product account value increased from $7,299 million at June 30, 2024, to $10,354 million at June 30, 2025.
+Added: Institutional product account value increased from $7,929 million at September 30, 2024, to $10,877 million at September 30, 2025.
The increase in account value was primarily driven by an increased amount of FABN funding agreements and FABCP funding agreement in 2025.
+Added: See Note 10 - Other Contract Holder Funds in the Notes to Condensed Consolidated Financial Statements elsewhere in this report for information regarding FABN and FABCP funding agreements.
Closed Life and Annuity Blocks
1 unchanged sentence
The information contained in the table below should be read in conjunction with our Condensed Consolidated Financial Statements and the related notes appearing elsewhere in this report:
−Removed: Three Months Ended June 30, Six Months Ended June 30,
+Added: Three Months Ended September 30, Nine Months Ended September 30,
2025 2024 2025 2024
18 unchanged sentences
Item 2 | Management’s Discussion and Analysis | Segment Results of Operations
−Removed: Three Months Ended June 30, 2025 compared to Three Months Ended June 30, 2024
+Added: Three Months Ended September 30, 2025 compared to Three Months Ended September 30, 2024
Pretax Adjusted Operating Earnings
−Removed: Pretax adjusted operating earnings decreased $13 million to $22 million for the three months ended June 30, 2025, from $35 million for the three months ended June 30, 2024, primarily due to:
−Removed: • $23 million increase in death, other policy benefits, and change in policy reserves, net of (gain) loss from updating future policy benefits cash flow assumptions, primarily due to changes in mortality;
−Removed: • $7 million decrease in premiums resulting from the continued run off of the closed block of life business.
−Removed: These decreases were partially offset by:
−Removed: • $13 million increase in net investment income;
−Removed: • $11 million decrease in interest credited on other contract holder funds, net of deferrals and amortization, resulting from the continued run off of the closed block of life business.
−Removed: Six Months Ended June 30, 2025 compared to Six Months Ended June 30, 2024
+Added: Pretax adjusted operating earnings increased $8 million to $15 million for the three months ended September 30, 2025, from $7 million for the three months ended September 30, 2024, primarily due to:
+Added: • $50 million increase in spread income due to a $34 million increase in net investment income driven by higher income on limited partnerships, which are recorded on a one quarter lag, and a $16 million decrease in interest credited on other contract holder funds, net of deferrals and amortization, resulting from the continued run off of the closed block of life business.
+Added: These movements were partially offset by:
+Added: • $34 million increase in death, other policy benefits, and change in policy reserves, net of (gain) loss from updating future policy benefits cash flow assumptions, primarily due to changes in mortality and higher other policyholder benefits.
+Added: Nine Months Ended September 30, 2025 compared to Nine Months Ended September 30, 2024
Pretax Adjusted Operating Earnings
−Removed: Pretax adjusted operating earnings decreased $4 million to $50 million for the six months ended June 30, 2025, from $54 million for the six months ended June 30, 2024, primarily due to:
+Added: Pretax adjusted operating earnings increased $4 million to $65 million for the nine months ended September 30, 2025, from $61 million for the nine months ended September 30, 2024, primarily due to:
+Added: • $105 million increase in spread income due to a $71 million increase in net investment income driven by higher income on limited partnerships, which are recorded on a one quarter lag, and a $34 million decrease in interest credited on contract holder funds, net of deferrals and amortization, resulting from the continued run off of the closed block of life business.
+Added: These movements were partially offset by:
• $73 million increase in death, other policy benefits, and change in policy reserves, net of (gain) loss from updating future policy benefits cash flow assumptions, primarily due to changes in mortality, partially offset by lower other policyholder benefits;
−Removed: • $8 million decrease in premium resulting from the continued run off of the closed block of life business.
−Removed: These decreases were partially offset by:
−Removed: • $37 million increase in net investment income;
−Removed: • $18 million decrease in interest credited on contract holder funds, net of deferrals and amortization, resulting from the continued run off of the closed block of life business.
+Added: • $16 million decrease in fee income resulting from the continued run off of the closed block of life business.
Item 2 | Management’s Discussion and Analysis | Segment Results of Operations
3 unchanged sentences
The information contained in the table below should be read in conjunction with our Condensed Consolidated Financial Statements and the related notes appearing elsewhere in this report:
−Removed: Three Months Ended June 30, Six Months Ended June 30,
+Added: Three Months Ended September 30, Nine Months Ended September 30,
2025 2024 2025 2024
12 unchanged sentences
Pretax Adjusted Operating Earnings $ (35) $ (71) $ (111) $ (207)
−Removed: Three Months Ended June 30, 2025 compared to Three Months Ended June 30, 2024
+Added: Three Months Ended September 30, 2025 compared to Three Months Ended September 30, 2024
Pretax Adjusted Operating Earnings
−Removed: Pretax adjusted operating earnings improved $4 million to $(52) million for the three months ended June 30, 2025, from $(56) million for the three months ended June 30, 2024, primarily driven by a $10 million increase in other income, and a $9 million increase in net investment income, partially offset by a $13 million increase in general and administrative expenses, due to increased deferred compensation expenses during the three months ended June 30, 2025.
−Removed: Six Months Ended June 30, 2025 compared to Six Months Ended June 30, 2024
+Added: Pretax adjusted operating earnings improved $36 million to $(35) million for the three months ended September 30, 2025, from $(71) million for the three months ended September 30, 2024, primarily driven by a $25 million decrease in general and administrative expenses, due to lower incentive and deferred compensation expenses during the three months ended September 30, 2025, and a $9 million increase in net investment income.
+Added: Nine Months Ended September 30, 2025 compared to Nine Months Ended September 30, 2024
Pretax Adjusted Operating Earnings
−Removed: Pretax adjusted operating earnings improved $60 million to $(76) million for the six months ended June 30, 2025, from $(136) million for the six months ended June 30, 2024, primarily driven by a $25 million increase in other income primarily due to a one-time reinsurance related adjustment in 2024, a $21 million decrease in general and administrative expenses, due to decreased deferred compensation expenses, and a $16 million increase in net investment income.
+Added: Pretax adjusted operating earnings improved $96 million to $(111) million for the nine months ended September 30, 2025, from $(207) million for the nine months ended September 30, 2024, primarily driven by a $46 million decrease in general and administrative expenses, due to lower incentive and deferred compensation expenses, a $28 million increase in other income primarily due to a one-time reinsurance related adjustment in 2024, and a $25 million increase in net investment income.
Item 2 | Management’s Discussion and Analysis | Investments
12 unchanged sentences
We may also use other third-party investment managers for certain niche asset classes.
−Removed: As of June 30, 2025, Apollo managed $12.4 billion of cash and investments and other third-party investment managers managed approximately $304 million of investments.
+Added: As of September 30, 2025, Apollo managed $12.0 billion of cash and investments and other third-party investment managers managed approximately $301 million of investments.
Our Investment Committee has specified a target strategic asset allocation (“SAA”) that is designed to deliver the highest expected return within a defined risk tolerance while meeting other important objectives such as those mentioned in the second preceding paragraph.
10 unchanged sentences
The following table summarizes the carrying values of our investments:
−Removed: June 30, 2025 December 31, 2024
+Added: September 30, 2025 December 31, 2024
Investments excluding Funds Withheld Funds Withheld Total Investments excluding Funds Withheld Funds Withheld Total
9 unchanged sentences
Total investments $ 52,372 $ 15,319 $ 67,691 $ 44,325 $ 16,682 $ 61,007
−Removed: Available-for-sale debt securities increased to $43,814 million at June 30, 2025, from $40,289 million at December 31, 2024.
−Removed: The amortized cost of available-for-sale debt securities increased to $47,515 million as of June 30, 2025, from $44,976 million as of December 31, 2024.
−Removed: Further, net unrealized losses, after adjusting for allowance for credit loss, were $3,689 million as of June 30, 2025, compared to $4,679 million as of December 31, 2024.
+Added: Available-for-sale debt securities increased to $46,087 million at September 30, 2025, from $40,289 million at December 31, 2024.
+Added: The amortized cost of available-for-sale debt securities increased to $49,228 million as of September 30, 2025, from $44,976 million as of December 31, 2024.
+Added: Further, net unrealized losses, after adjusting for allowance for credit loss, were $3,130 million as of September 30, 2025, compared to $4,679 million as of December 31, 2024.
Other Invested Assets
−Removed: Other invested assets increased to $2,896 million at June 30, 2025 from $2,864 million at December 31, 2024 .
+Added: Other invested assets increased to $3,049 million at September 30, 2025 from $2,864 million at December 31, 2024 .
Item 2 | Management’s Discussion and Analysis | Investments
Debt Securities
−Removed: At June 30, 2025 and December 31, 2024, the amortized cost, allowance for credit loss, 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):
−Removed: June 30, 2025 Amortized
+Added: At September 30, 2025 and December 31, 2024, the amortized cost, allowance for credit loss, 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):
+Added: September 30, 2025 Amortized
Cost Allowance for Credit Loss Gross
57 unchanged sentences
The following table summarizes our holdings:
−Removed: June 30, December 31,
+Added: September 30, December 31,
(in millions)
4 unchanged sentences
Mortgage Loans
−Removed: At June 30, 2025, commercial mortgage loans were collateralized by properties located in 34 states, the District of Columbia, and Europe.
+Added: At September 30, 2025, commercial mortgage loans were collateralized by properties located in 34 states, the District of Columbia, and Europe.
Residential mortgage loans were collateralized by properties located in 49 states, the District of Columbia, Mexico, and Europe.
1 unchanged sentence
The table below presents the carrying value, net of allowance for credit loss, of our mortgage loans by property type:
−Removed: June 30, December 31,
+Added: September 30, December 31,
(in millions)
9 unchanged sentences
Total with ACL $ 9,920 $ 9,911
−Removed: (1) At June 30, 2025 and December 31, 2024, a llowance for credit losses included $122 million and $116 million, respectively, for commercial loans and $15 million and $5 million, respectively, for residential loans.
+Added: (1) At September 30, 2025 and December 31, 2024, a llowance for credit losses included $121 million and $116 million, respectively, for commercial loans and $22 million and $5 million, respectively, for residential loans.
The table below presents the carrying value, net of allowance for credit loss, of our mortgage loans by region:
−Removed: June 30, December 31,
+Added: September 30, December 31,
(in millions)
14 unchanged sentences
The following table provides information about the credit quality of our mortgage loans:
−Removed: June 30, December 31,
+Added: September 30, December 31,
(in millions)
11 unchanged sentences
Total mortgage loans $ 9,920 $ 9,911
−Removed: (1) At June 30, 2025 and December 31, 2024, includes $20 million and $24 million, respectively, of loans 30-89 days past due and $16 million and $24 million, respectively, of loans 90 days or greater past due and supported with insurance or other guarantees provided by various governmental programs.
+Added: (1) At September 30, 2025 and December 31, 2024, includes $22 million and $24 million, respectively, of loans 30-89 days past due and $16 million and $24 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 a summary of the allowance for credit losses related to our mortgage loans:
+Added: September 30,
(in millions)
7 unchanged sentences
Delinquency status is determined from the date of the first missed contractual payment.
−Removed: Accrued interest amounting to $1 million and $1 million were written off as of June 30, 2025 and 2024, respectively, relating to loans that were greater than 90 days delinquent or in the process of foreclosure.
+Added: Accrued interest amounting to $2 million and $1 million were written off as of September 30, 2025 and 2024, 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):
−Removed: June 30, 2025 December 31, 2024
+Added: September 30, 2025 December 31, 2024
Recorded investment (1)
3 unchanged sentences
Investment income recognized — 1
−Removed: (1) At June 30, 2025 and December 31, 2024, includes $3 million and $2 million, respectively, of loans in process of foreclosure, all of which are loans supported with insurance or other guarantees provided by various governmental programs.
+Added: (1) At September 30, 2025 and December 31, 2024, includes $4 million and $2 million, respectively, of loans in process of foreclosure, all of which are loans supported with insurance or other guarantees provided by various governmental programs.
Item 2 | Management’s Discussion and Analysis | Investments
Derivative Instruments
−Removed: Note 5 – Derivative Instruments of the Notes to Condensed Consolidated Financial Statements presents the aggregate contractual or notional amounts and the fair values of our freestanding and embedded derivatives instruments as of June 30, 2025 and December 31, 2024.
+Added: Note 5 – Derivative Instruments of the Notes to Condensed Consolidated Financial Statements presents the aggregate contractual or notional amounts and the fair values of our freestanding and embedded derivatives instruments as of September 30, 2025 and December 31, 2024.
Evaluation of Invested Assets
16 unchanged sentences
Our policy and contract liabilities includes separate account liabilities, reserves for future policy benefits and claims payable and other contract holder funds.
−Removed: As of June 30, 2025, 90% of our policy and contract liabilities were in our Retail Annuities segment, 3% were in our Institutional Products segment and 7% were in our Closed Life and Annuity Blocks segment.
+Added: As of September 30, 2025, 90% of our policy and contract liabilities were in our Retail Annuities segment, 3% were in our Institutional Products segment and 7% were in our Closed Life and Annuity Blocks segment.
Item 2 | Management’s Discussion and Analysis | Policy and Contract Liabilities
The table below represents a breakdown of our policy and contract liabilities:
−Removed: June 30, 2025 Separate Accounts Reserves for future policy benefits Other contract holder funds Market Risk Benefits Total
+Added: September 30, 2025 Separate Accounts Reserves for future policy benefits Other contract holder funds Market Risk Benefits Total
(in millions)
27 unchanged sentences
Total $ 229,143 $ 11,072 $ 58,312 $ (5,125) $ 293,402
−Removed: (1) Includes the embedded derivative liabilities in other contract holder funds related to RILA of $4,032 million and $3,065 million at June 30, 2025 and December 31, 2024, respectively.
−Removed: (2) Includes the embedded derivative liabilities related to fixed index annuity in other contract holder funds of $825 million and $877 million at June 30, 2025 and December 31, 2024, respectively.
+Added: (1) Includes the embedded derivative liabilities in other contract holder funds related to RILA of $5,439 million and $3,065 million at September 30, 2025 and December 31, 2024, respectively.
+Added: (2) Includes the embedded derivative liabilities related to fixed index annuity in other contract holder funds of $836 million and $877 million at September 30, 2025 and December 31, 2024, respectively.
Item 2 | Management’s Discussion and Analysis | Policy and Contract Liabilities
−Removed: As of June 30, 2025:
+Added: As of September 30, 2025:
• $239.0 billion or 77% of our policy and contract liabilities were backed by separate account assets.
3 unchanged sentences
• $13.5 billion of our policy and contract liabilities were reinsured by Athene and backed by funds withheld assets.
−Removed: As of June 30, 2025, 93% of fixed annuity, fixed-index annuity, and the fixed accounts of RILA and variable annuity correspond to crediting rates that are at the guaranteed minimum crediting rate.
+Added: As of September 30, 2025, 93% of fixed annuity, fixed-index annuity, and the fixed accounts of RILA and variable annuity correspond to crediting rates that are at the guaranteed minimum crediting rate.
We have the discretion, subject to contractual limitations and minimums, to reset the crediting terms on the majority of our fixed index annuities and fixed annuities.
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Our ability to generate and maintain sufficient liquidity and capital depends on the profitability of the businesses, timing of cash flows on investments and products, general economic conditions and access to the capital markets and alternate sources of liquidity and capital described herein.
−Removed: The discussion below describes our liquidity and capital resources for the six months ended June 30, 2025 .
+Added: The discussion below describes our liquidity and capital resources for the nine months ended September 30, 2025 .
The following table presents a summary of our cash flow activity for the periods set forth below:
−Removed: Six Months Ended June 30,
+Added: Nine Months Ended September 30,
(in millions)
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The primary liquidity concern with respect to these cash flows is the risk of earlier than expected contract holder and policyholder benefit payments.
−Removed: Cash flows provided by (used in) operating activities decreased by $137 million to $2,767 million for the six months ended June 30, 2025, from $2,904 million for the six months ended June 30, 2024.
+Added: Cash flows provided by (used in) operating activities decreased by $131 million to $4,137 million for the nine months ended September 30, 2025, from $4,268 million for the nine months ended September 30, 2024.
This was primarily due to the timing related to the settlement of certain short-term payables.
6 unchanged sentences
The primary liquidity concerns with respect to these cash flows are the risk of default by debtors or market disruptions that might impact the timing of investment related cash flows as well as derivative collateral needs, which could result in material liquidity needs for our insurance subsidiaries.
−Removed: Cash flows provided by (used in) investing activities improved $202 million to $(3,718) million during the six months ended June 30, 2025, from $(3,920) million during the six months ended June 30, 2024.
−Removed: This improvement was primarily driven by lower outflows related to our hedging program for derivative settlements and collateral compared to the prior year, partially offset by increased purchases of debt securities, primarily driven by increased fixed annuity and institutional sales in 2025.
+Added: Cash flows provided by (used in) investing activities decreased $1,491 million to $(5,812) million during the nine months ended September 30, 2025, from $(4,321) million during the nine months ended September 30, 2024.
+Added: This decrease was primarily driven by increased purchases of debt securities, primarily driven by increased institutional and RILA sales in 2025, and decreased sales of debt securities during the nine months ended September 30, 2025, partially offset by lower outflows related to our hedging program for derivative settlements and collateral, compared to the prior year.
Cash flows from Financing Activities
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The primary liquidity concerns with respect to these cash flows are market disruption and the risk of early policyholder withdrawal.
−Removed: Cash flows provided by (used in) financing activities increased $904 million to $968 million during the six months ended June 30, 2025, from $64 million during the six months ended June 30, 2024.
−Removed: This increase was primarily due to h igher deposits from increased fixed annuity and institutional sales during the six months ended June 30, 2025, partially offset by repayments on repurchase agreements and federal home loan bank notes during 2025.
+Added: Cash flows provided by (used in) financing activities increased $2,047 million to $2,470 million during the nine months ended September 30, 2025, from $423 million during the nine months ended September 30, 2024.
+Added: This increase was primarily due to h igher deposits from increased institutional and RILA sales during the nine months ended September 30, 2025, partially offset by repayments on repurchase agreements and federal home loan bank notes during 2025.
Statutory Capital
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The formula is used as an early warning regulatory tool to identify possible inadequately capitalized insurers for purposes of initiating regulatory action, and not to rank insurers generally.
−Removed: As of June 30, 2025, our insurance companies were well in excess of the minimum required capital levels.
+Added: As of September 30, 2025, our insurance companies were well in excess of the minimum required capital levels.
With the execution of the Brooke Re transaction in the first quarter of 2024, we are able to largely moderate the impact of the cash surrender value floor going forward.
7 unchanged sentences
The main uses of liquidity for Jackson Financial are interest payments and debt repayment, holding company operating expenses, payment of dividends and other distributions to shareholders, which may include stock repurchases, and capital contributions, if needed, to our insurance company subsidiaries.
+Added: See “Recent Events of Note” above in this Management’s Discussion and Analysis of Financial Condition and Results of Operations.
Insurance Company Subsidiaries’ Liquidity
8 unchanged sentences
The net collateral position depends on changes in interest rates and equity markets related to the amount of the exposures hedged.
−Removed: As of June 30, 2025, we were in a net collateral payable position of $125 million, compared to $150 million as of December 31, 2024;
+Added: As of September 30, 2025, we were in a net collateral payable position of $92 million, compared to $150 million as of December 31, 2024;
• repayment of principal and interest on debt, and payments of interest on surplus notes.
−Removed: As of June 30, 2025, Jackson’s outstanding surplus notes and bank debt included $48 million of bank loans from the FHLBI, collateralized by mortgage-related securities and mortgage loans, and $250 million of surplus notes maturing in 2027;
+Added: As of September 30, 2025, Jackson’s outstanding surplus notes and bank debt included $47 million of bank loans from the FHLBI, collateralized by mortgage-related securities and mortgage loans, and $250 million of surplus notes maturing in 2027;
• funding of expenses including payment of commissions, operating expenses and taxes.
3 unchanged sentences
Most of the life insurance and annuity products Jackson offers permit the policyholder or contract holder to withdraw or borrow funds or surrender cash values.
−Removed: As of June 30, 2025, 100% of our RILA policy and contract liabilities were subject to surrender charges of at least 5% or at market value in the event of discretionary withdrawal by customers.
−Removed: Further, approximately half of Jackson’s general account reserves are not surrenderable, included surrender charges greater than 5%, or included market value adjustments to discourage early withdrawal of policy and contract funds as of June 30, 2025.
+Added: As of September 30, 2025, 100% of our RILA policy and contract liabilities were subject to surrender charges of at least 5% or at market value in the event of discretionary withdrawal by customers.
+Added: Further, more than half of Jackson’s general account reserves are not surrenderable, included surrender charges greater than 5%, or included market value adjustments to discourage early withdrawal of policy and contract funds as of September 30, 2025.
Item 2 | Management’s Discussion and Analysis | Liquidity and Capital Resources
1 unchanged sentence
Jackson’s principal sources of liquidity to meet unexpected cash outflows associated with sudden and severe increases in surrenders and withdrawals or benefit payments are its portfolio of liquid assets and its net operating cash flows.
−Removed: As of June 30, 2025, the portfolio of cash, short-term investments and privately and publicly traded securities and equities that are unencumbered and unrestricted to sale, amounted to $30.8 billion.
+Added: As of September 30, 2025, the portfolio of cash, short-term investments and privately and publicly traded securities and equities that are unencumbered and unrestricted to sale, amounted to $34.3 billion.
Distributions and Dividends
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See “Risk Factors—Risks relating to Financing and Liquidity - As a holding company, Jackson Financial depends on the ability of its subsidiaries to pay dividends and make other distributions to meet its obligations and liquidity needs, including servicing debt, dividend payments and stock repurchases” in our 2024 Annual Report.
−Removed: During the second quarter of 2025, we paid a cash dividend of $0.50 per depositary share and $0.80 per common share on JFI's preferred and common stock totaling $11 million and $58 million, respectively.
−Removed: On August 1, 2025, our Board of Directors approved a third quarter cash dividend on JFI's common stock of $0.80 per share, payable on September 25, 2025, to common shareholders of record on September 15, 2025.
+Added: During the third quarter of 2025, we paid a cash dividend of $0.50 per depositary share and $0.80 per common share on JFI's preferred and common stock totaling $11 million and $56 million, respectively.
+Added: On October 30, 2025, our Board of Directors approved a fourth quarter cash dividend on JFI's common stock of $0.80 per share, payable on December 18, 2025, to common shareholders of record on December 4, 2025.
The Company also announced the declaration of a cash dividend of $0.50 per depositary share, each representing a 1/1,000th interest in a share of Fixed-Rate Reset Noncumulative Perpetual Preferred Stock, Series A.
−Removed: The dividend will be payable on September 30, 2025, to depositary shareholders of record at the close of business on September 15, 2025.
−Removed: We repurchased a total of 1,920,154 shares and 3,887,063 shares of common stock for an aggregate purchase price of $158 million and $330 million in the three and six months ended June 30, 2025, respectively, which were funded with cash on hand.
−Removed: As of July 25, 2025, the Company had remaining authorization to purchase $279 million of its common shares.
+Added: The dividend will be payable on December 30 2025, to depositary shareholders of record at the close of business on December 4, 2025.
+Added: On September 18, 2025, our Board of Directors authorized an increase of $1 billion in our existing authorization to repurchase shares of our outstanding common stock as part of the Company's share repurchase program.
+Added: We repurchased a total of 1,636,094 shares and 5,523,157 shares of common stock for an aggregate purchase price of $154 million and $484 million in the three and nine months ended September 30, 2025, respectively, which were funded with cash on hand.
+Added: As of October 24, 2025, the Company had remaining authorization to purchase $1.1 billion of its common shares.
See Note 19 - Equity of the Notes to Condensed Consolidated Financial Statements in this report for further information on dividends to shareholders and share repurchases .
11 unchanged sentences
This capacity is then reduced by cumulative dividends and other capital distributions in the preceding 12 months, subject to the availability of earned surplus.
−Removed: As a result of cumulative dividends and other capital distributions occurring in the preceding 12 months as of June 30, 2025 , future dividends from both Jackson and Brooke Life are expected to be classified as extraordinary.
+Added: As a result of cumulative dividends and other capital distributions occurring in the preceding 12 months as of September 30, 2025 , future dividends from both Jackson and Brooke Life are expected to be classified as extraordinary.
There is a process within the Michigan Insurance Code to request extraordinary dividends that the companies have utilized previously.
18 unchanged sentences
See Note 13 – Long-Term Debt of Notes to Condensed Consolidated Financial Statements for information regarding financial maintenance covenants contained in the credit agreement.
−Removed: We were in compliance with these covenants at June 30, 2025.
+Added: We were in compliance with these covenants at September 30, 2025.
Jackson is a party to an Uncommitted Money Market Line Credit Agreement dated April 6, 2023, among Jackson, Jackson Financial, and Société Générale.
7 unchanged sentences
Interest is payable semi-annually on March 15th and September 15th of each year.
−Removed: Interest expense on the notes was $5 million and $10 million for the three and six months ended June 30, 2025, respectively and interest expense on the notes was $5 million and $10 million for the three and six months ended June 30, 2024, respectively.
+Added: Interest expense on the notes was $5 million and $15 million for the three and nine months ended September 30, 2025, respectively and interest expense on the notes was $5 million and $15 million for the three and nine months ended September 30, 2024, respectively.
Under Michigan insurance law, for statutory reporting purposes, the surplus notes are not part of the legal liabilities of Jackson and are considered surplus funds.
1 unchanged sentence
Federal Home Loan Bank
−Removed: Jackson is a member of the regional FHLBI primarily for the purpose of participating in its collateralized loan advance program with funding facilities.
+Added: Jackson is a member of the FHLBI primarily for the purpose of participating in its collateralized loan advance program with funding facilities.
Membership requires us to purchase and hold a minimum amount of FHLBI capital stock, plus additional stock based on outstanding advances.
Advances are in the form of either notes or funding agreements issued to FHLBI.
−Removed: As of June 30, 2025 and December 31, 2024, Jackson held a bank loan with an outstanding balance of $48 million and $52 million, respectively.
+Added: As of September 30, 2025 and December 31, 2024, Jackson held a bank loan with an outstanding balance of $47 million and $52 million, respectively.
Item 2 | Management’s Discussion and Analysis | Liquidity and Capital Resources
18 unchanged sentences
Financial strength ratings are not recommendations to buy, sell or hold securities and may be revised or revoked at any time at the sole discretion of the rating organization.
−Removed: As of July 25, 2025, the financial strength ratings of our principal insurance subsidiaries were as follows :
+Added: As of October 24, 2025, the financial strength ratings of our principal insurance subsidiaries were as follows :
Best Fitch Moody’s S&P
35 unchanged sentences
Off–Balance Sheet Arrangements
−Removed: See Note 13 - Long-term Debt regarding lender commitment under the Company's revolving credit facility and Note 16 - Commitments and Contingencies of the Notes to Condensed Consolidated Financial Statements regarding unfunded investment commitments to limited partnerships and limited liability companies.
+Added: See Note 13 - Long-term Debt regarding lender commitments under the Company's revolving credit facility and Note 16 - Commitments and Contingencies of the Notes to Condensed Consolidated Financial Statements regarding unfunded investment commitments to limited partnerships and limited liability companies.
Item 3 | Quantitative and Qualitative Disclosures about Market Risk
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.