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What changed in Jackson Financial Inc.'s 10-K — 2024 vs 2025

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Paragraph-level year-over-year comparison of Jackson Financial Inc.'s 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+502 added−656 removedSource: 10-K (2026-02-24) vs 10-K (2025-02-26)

Top changes in Jackson Financial Inc.'s 2025 10-K

502 paragraphs added · 656 removed · 395 edited across 8 sections

Item 1. Business

Business — how the company describes what it does

130 edited+18 added−199 removed81 unchanged
Biggest changeAnderson is a Certified Public Accountant. Carrie L. Chelko 51 Executive Vice President and General Counsel of Jackson Financial Inc., a position held since September 2021. As Executive Vice President and General Counsel, Ms. Chelko oversees Legal, Compliance, Corporate Communications and Responsibility, Shared Services & Operations (Legal), and Government Relations. From September 13, 2021 until August 2022, Ms.
Biggest changeAs Executive Vice President and General Counsel, Ms. Chelko oversees Legal, Compliance, Enterprise Marketing and Communications, Shared Services & Operations (Legal), and Government Relations. From September 13, 2021 to August 2022, Ms. Chelko also served as Corporate Secretary of Jackson Financial Inc. From August 30, 2021 to September 13, 2021, Ms. Chelko was Executive Vice President of Jackson Financial Inc.
We offer significant career opportunities, competitive merit-based compensation, world-class facilities, and the ability to work for a purpose-driven organization. Our Company's four corporate values — Empower, Respect, Execute and Create — guide our associate practices and decisions.
We offer significant career opportunities, competitive merit-based compensation, world-class facilities, and the ability to work for a purpose-driven organization. Our Company's four corporate values — Respect, Empower, Create, and Execute — guide our associate practices and decisions.
These efforts cultivate a supportive and well-balanced corporate culture and help define the future of our success. Our "Living Life Well" program helps ensure that Jackson associates are provided supportive health, safety and financial wellness resources both at work and at home. These efforts cultivate a supportive and well-balanced corporate culture and help define the future of our success.
These efforts cultivate a supportive and well-balanced corporate culture and help define the future of our success. Our "Living Life Well" program helps ensure that Jackson associates are provided supportive health, safety and financial wellness resources both at work and at home. These efforts cultivate a supportive and well-balanced corporate culture and help define our future success.
The ability of our insurance subsidiaries to pay dividends and make other distributions to JFI depends on the impact such distributions may have on their financial strength ratings, their ability to meet applicable regulatory standards, and their ability to receive regulatory approvals to make such remittances to JFI. See “Item 1.
The ability of our insurance subsidiaries to pay dividends and make other distributions to JFI depends on the impact such distributions may have on their financial strength ratings, their ability to meet applicable regulatory standards, and their ability to receive regulatory approvals to make such remittances. See “Item 1.
See Note 2 of the Notes to Consolidated Financial Statements for a description of recently adopted and pending changes in accounting principles . Our operating insurance companies are also subject to statutory accounting practices prescribed or permitted by their states of domicile, whose accounting practices are driven by the NAIC.
See Note 2 of the Notes to Consolidated Financial Statements for a description of recently adopted and pending changes in accounting principles . Our operating insurance companies are also subject to Statutory Accounting Principles prescribed or permitted by their states of domicile, whose accounting practices are driven by the NAIC.
In addition to rules discussed elsewhere, the SEC has adopted rules that include (i) new monthly and annual reporting requirements for certain U.S. registered funds; (ii) enhanced reporting regimes for investment advisers; (iii) implementing liquidity risk management programs for exchange-traded funds (“ETFs”) and open-end funds, other than money market funds; (iv) reforms relating to money market funds that require institutional and prime money market funds to use a floating net asset value ("NAV"), and permit money market funds to impose liquidity fees and redemption gates; (v) significant amendments to rules regarding advertisements by investment advisers; and (vi) significant changes to the regulations applicable to the use of derivatives by U.S. registered funds.
In addition to rules discussed elsewhere, the SEC has adopted rules that include (i) new monthly and annual reporting requirements for certain U.S. registered funds; (ii) enhanced reporting regimes for investment advisers; (iii) implementing liquidity risk management programs for exchange-traded funds and open-end funds, other than money market funds; (iv) reforms relating to money market funds that require institutional and prime money market funds to use a floating net asset value ("NAV"), and permit money market funds to impose liquidity fees and redemption gates; (v) significant amendments to rules regarding advertisements by investment advisers; and (vi) significant changes to the regulations applicable to the use of derivatives by U.S. registered funds.
Under stressed or stagnant capital market conditions and with the aging of existing insurance liabilities, without offsets from new business, the amount of additional statutory reserves that an insurance subsidiary is required to hold could materially increase. Any of these would decrease the total adjusted capital available for use in calculating an RBC ratio.
Under stressed or stagnant capital market conditions and with the aging of existing insurance liabilities, without offsets from new business, the amount of additional statutory reserves that an insurance subsidiary is required to hold could materially increase. Any of these events would decrease the total adjusted capital available for use in calculating an RBC ratio.
Our strategic approach to workforce enablement focuses on ways to attract and retain highly talented people and cultivates an environment where our associates are encouraged to bring our best selves to work every day. We recognize our associates’ backgrounds and unique experiences through our voluntary, associate-led Business Resource Associate Groups (“BRAGs”).
Our strategic approach to workforce enablement focuses on ways to attract and retain highly talented people and cultivates an environment where our associates are encouraged to bring their best selves to work every day. We recognize our associates’ backgrounds and unique experiences through our voluntary, associate-led Business Resource Associate Groups (“BRAGs”).
Business | Regulation Restrictions on Paying Dividends As a holding company with no significant business operations of our own, we depend on dividends from our subsidiaries to meet our obligations. State insurance statutes also typically place restrictions and limitations on the amount of dividends or other distributions payable by insurance company subsidiaries to their parent companies.
Restrictions on Paying Dividends As a holding company with no significant business operations of our own, we depend on dividends from our subsidiaries to meet our obligations. State insurance statutes also typically place restrictions and limitations on the amount of dividends or other distributions payable by insurance company subsidiaries to their parent companies.
Anderson served as the Vice President, Controller of Jackson National Life Insurance Company, a wholly-owned indirect subsidiary of Jackson Financial Inc. Prior to joining Jackson, from February 2017 through September 2021, Mr. Anderson served as Senior Vice President, Life Controller, Life & Retirement Controller at American International Group Inc.'s (AIG) Life and Retirement business (now Corebridge Financial). Mr.
Anderson served as Vice President, Controller of Jackson National Life Insurance Company, a wholly-owned, indirect subsidiary of Jackson Financial Inc. Prior to joining Jackson, from February 2017 through September 2021, Mr. Anderson served as Senior Vice President, Life Controller, Life & Retirement Controller at American International Group Inc.'s (AIG) Life and Retirement business (now Corebridge Financial). Mr.
U.S. federal income tax law imposes requirements relating to annuity and insurance product design, administration and investments that are conditions for beneficial tax treatment of such products under the Internal Revenue Code of 1986, as amended (the “Code”). State and federal securities and insurance laws also impose requirements relating to annuity and insurance product design, offering, distribution, and administration.
U.S. federal income tax law imposes requirements relating to annuity and insurance product design, administration and investments that are conditions for beneficial tax treatment of such products under the Internal Revenue Code of 1986, as amended. State and federal securities and insurance laws also impose requirements relating to annuity and insurance product design, offering, distribution, and administration.
Failure to maintain an understanding of the changing market, what products our competitors are selling, and what channels have opportunity for growth can contribute to the loss of key distribution partners resulting in the Company’s inability to meet or exceed planned sales goals and is detrimental to our overall distribution strategy.
Failure to maintain an understanding of the changing market, what products our competitors are selling, and what channels have opportunity for growth can contribute to the loss of key distribution partners resulting in our inability to meet or exceed planned sales goals and is detrimental to our overall distribution strategy.
See Note 10 of the Notes to Consolidated Financial Statements for a description of those funding agreements and related collateral requirements. Additionally, we use agreements with the FHLBI to meet near-term liquidity needs, augmenting our repurchase agreement capacity from other counterparties.
See Note 10 of the Notes to Consolidated Financial Statements for a description of those funding agreements and related collateral requirements. Additionally, we use agreements with the FHLBI to meet near-term liquidity needs, augmenting our securities repurchase agreement capacity from other counterparties.
Risk Factors Our use of financial derivative transactions to hedge risks associated with our operations exposes us to counterparty credit risk that could lead to a financial loss. We enter into derivative contracts with investment banks, creating an obligation for our counterparties to deliver on financial obligations to Jackson.
Our use of financial derivative transactions to hedge risks associated with our operations exposes us to counterparty credit risk that could lead to a financial loss. We enter into derivative contracts with investment banks, creating an obligation for our counterparties to deliver on financial obligations to Jackson.
Our failure to design or maintain products that provide competitive benefits and features or that do not conform to distributor requirements could result in short- or long-term loss of sales, loss of distributor selling agreements, and reputational risk that would adversely impact Jackson’s growth and profitability.
Our failure to design or maintain products that provide competitive benefits and features or that do not conform to distributor requirements could result in short- or long-term loss of sales, loss of distributor motivation and selling agreements, and reputational risk that would adversely impact Jackson’s growth and profitability.
JFI and its subsidiaries have significant liquidity needs to support daily cash flows, including operating expenses, interest payments, derivative-based margin requirements and policyholder withdrawals. Jackson is exposed to liquidity risk primarily through its day-to-day business operations.
JFI and its subsidiaries have significant liquidity needs to support daily cash flows, including operating expenses, interest payments, derivative-based margin requirements and policyholder benefits and withdrawals. Jackson is exposed to liquidity risk primarily through its day-to-day business operations.
Business | Corporate Responsibility Strong Governance and Business Practices We are committed to governance policies and practices that serve the interest of the Company and its stakeholders, starting with only independent directors on all Board committees.
Business | Corporate Responsibility Strong Governance and Business Practices We are committed to governance policies and practices that serve the interest of the Company and its stakeholders, starting with only independent directors serving on all Board committees.
Financial strength ratings, which various rating agencies publish as measures of an insurance company’s ability to meet obligations to its customers, are important to maintaining stakeholder confidence and our ability to distribute products.
Financial strength ratings, which various rating agencies publish as measures of an insurance company’s ability to meet obligations to its customers, are important to maintaining stakeholder confidence and our ability to distribute and sell products.
Our investment management business’ revenues and results of operations depend on the market value and the composition of our assets under management, which could fluctuate significantly based on various factors, including many factors outside of our control.
Risk Factors Our investment management business’ revenues and results of operations depend on the market value and the composition of our assets under management, which could fluctuate significantly based on various factors, including many factors outside of our control.
Our investment advisory subsidiaries’ written investment management agreements with their clients are terminable without penalty at any time or upon relatively short notice by either party.
Our investment advisory subsidiaries’ investment management agreements with their clients are terminable without penalty at any time or upon relatively short notice by either party.
Jackson encourages community engagement by providing associates with paid time off for volunteering, nonprofit board training and placement, and matching gifts programs for associate charitable contributions and volunteer hours. Jackson’s philanthropic strategy aligns with its business purpose to build the foundation for financial freedom for all. 21 Part I | Item 1.
Jackson encourages community engagement by providing associates with paid time off for volunteering, nonprofit board training and placement, and matching gifts programs for associate charitable contributions and volunteer hours. Jackson’s philanthropic strategy aligns with its business purpose to build the foundation for financial freedom for all. 22 Part I | Item 1.
These efforts help our associates build a more confident future for themselves, as well as for the long-term success of our Company and for our shareholders. 23 Part I | Item 1. Business | Intellectual Property Intellectual Property We rely on a combination of copyright, trademark, service mark, and internet domain laws to establish and protect our intellectual property rights.
These efforts help our associates build a more confident future for themselves, as well as for the long-term success of our Company and for our shareholders. 24 Part I | Item 1. Business | Intellectual Property Intellectual Property We rely on a combination of copyright, trademark, service mark, and internet domain laws to establish and protect our intellectual property rights.
From time to time, proposed tax law changes could, for example, eliminate all or a portion of the income tax advantages described above for annuities and life insurance. If legislation were enacted to reduce or eliminate the tax deferral for annuities, such a change would have an adverse effect on our ability to sell our annuities.
Proposed tax law changes could, for example, eliminate all or a portion of the income tax advantages described above for annuities and life insurance. If legislation were enacted to reduce or eliminate the tax deferral for annuities, such a change would have an adverse effect on our ability to sell our annuities.
To the extent that an insurance subsidiary’s RBC ratio is deemed to be insufficient, we may seek to take actions either to increase the insurance subsidiary’s capitalization or reduce the capitalization requirements. If we were unable to accomplish those actions, the rating agencies could view this as a reason for a ratings downgrade.
To the extent that an insurance subsidiary’s RBC ratio is deemed to be insufficient, we may seek to take actions either to increase the insurance subsidiary’s capitalization or to reduce the capitalization requirements. If we were unable to accomplish those actions, the rating agencies could view that circumstance as a reason for a ratings downgrade.
We also work with partners who help us strengthen our talent pool and recruit high quality candidates. Through these efforts, we are developing stronger leaders who support a culture of innovative thought and fair and equal consideration. 22 Part I | Item 1.
We also work with partners who help us strengthen our talent pool and recruit high quality candidates. Through these efforts, we are developing stronger leaders who support a culture of innovative thought and fair and equal consideration. 23 Part I | Item 1.
Business | Regulation The business of our investment adviser subsidiaries will be impacted by SEC regulatory initiatives with respect to the investment management business.
The business of our investment adviser subsidiaries will be impacted by SEC regulatory initiatives with respect to the investment management business.
General account asset ratings downgrades, defaults, or impairments Credit rating downgrades of the issuers of debt instruments held in our general account would require us to hold more capital in support of these investments and reduce our statutory risk-based capital ratio (“RBC”), which is a key measure considered when regulators evaluate an insurance company’s ability to make dividend distributions.
Asset ratings downgrades, defaults, or impairments Credit rating downgrades of the issuers of debt instruments held in our general account would require us to hold more capital in support of these investments and reduce our statutory risk-based capital ratio (“RBC”), which is a key measure considered when regulators evaluate, among other things, an insurance company’s ability to make dividend distributions.
We are subject to liquidity risks associated with sourcing a large concentration of our funding from the Federal Home Loan Bank of Indianapolis (“FHLBI”). We use institutional funding agreements originating from FHLBI, which from time to time serve as a significant source of our liquidity.
Risk Factors We are subject to liquidity risks associated with sourcing a large concentration of our funding from the Federal Home Loan Bank of Indianapolis (“FHLBI”). We use institutional funding agreements originating from FHLBI, which from time to time serve as a significant source of our liquidity.
Factors including the availability and cost of credit, economic policy and other U.S. government actions, Federal Reserve actions, prolonged periods of high interest rates, supply chain issues, pandemics and related government responses, geopolitical conflicts ( e.g. , the Ukraine-Russia and Israel-Palestine conflicts), and international trade disputes may contribute to increased volatility in global financial markets.
Factors including the availability and cost of credit, economic policy and other U.S. government actions, Federal Reserve actions, prolonged periods of high interest rates and/or high inflation, supply chain issues, pandemics and related government responses, geopolitical conflicts ( e.g. , the Ukraine-Russia and Israel-Palestine conflicts), international trade disputes, and government shutdowns may contribute to increased volatility in global financial markets.
The use of inaccurate models, errors in data collection and analysis, or misuse of model results, could result in poor business and strategic decision-making that could have an adverse financial, regulatory, operational or reputational impact on the Company.
The use of inaccurate models, errors in data collection and analysis, or misuse of model results, could result in poor business and strategic decision-making that could have an adverse financial, regulatory, operational or reputational impact on our business.
Available Information We make available free of charge, through our website, investors.jackson.com, our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, our proxy and information statements, and any amendments to those reports or statements as soon as reasonably practicable after these materials are electronically filed with, or furnished to, the U.S.
Available Information We make available free of charge, through our website, i nvestors.jackson.com , our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, our proxy and information statements, and any amendments to those reports or statements as soon as reasonably practicable after these materials are electronically filed with, or furnished to, the U.S.
Dividends in excess of prescribed limits and transactions above a specified size between an insurer and its affiliates require the approval of the insurance regulator in the insurer’s state of domicile. For example, under the Michigan Insurance Code, DIFS must approve insurance companies' requests to pay a dividend or distribution out of earned surplus.
Dividends in excess of prescribed limits and transactions above a specified size between an insurer and its affiliates require the approval of the insurance regulator in the insurer’s state of domicile. For example, under the Michigan Insurance Code of 1956, as amended, DIFS must approve insurance companies' requests to pay a dividend or distribution out of earned surplus.
Risks Related to Product Design, Assumptions, and Models The design and pricing of our products can impact our competitiveness in the marketplace, negatively affect our earnings and capitalization, and increase the volatility of our financial results.
Risk Factors Risks Related to Product Design, Assumptions, and Models The design and pricing of our products can impact our competitiveness in the marketplace, negatively affect our earnings and capitalization, and increase the volatility of our financial results.
In any particular year, total adjusted capital amounts and RBC ratios could change due to a variety of factors, including: • the amount of statutory earnings generated by the insurance subsidiary, • the amount of additional capital that an insurer must hold to support business growth, • equity, interest rate, and credit market conditions, • the value and credit ratings of certain fixed income and equity securities in an insurance subsidiary's investment portfolio, or • changes to the RBC formulas and the interpretation of the NAIC’s instructions with respect to RBC calculation methodologies. 34 Part I | Item 1A.
In any particular year, total adjusted capital amounts and RBC ratios could change due to a variety of factors, including: • the amount of statutory earnings generated by the insurance subsidiary, • the amount of additional capital that an insurer must hold to support business growth, • equity, interest rate, and credit market conditions, • the value and credit ratings of certain fixed income and equity securities in an insurance subsidiary's investment portfolio, or • changes to the RBC formulas and the interpretation of the NAIC’s instructions with respect to RBC calculation methodologies.
Sustainability We are committed to doing our part to help create a more sustainable future for us all. To that end, we take thoughtful steps to consume energy more efficiently. In its third year, the on-site solar farm at our home office in Lansing, MI continues to generate renewable energy, thereby reducing our need for external power generation.
Sustainability We are committed to doing our part to help create a more sustainable future for us all. To that end, we take thoughtful steps to consume energy more efficiently. In its fourth year, the on-site solar farm at our home office in Lansing, Michigan continues to generate renewable energy, thereby reducing our need for external power generation.
The Investment Advisers Act of 1940, as amended (the “Investment Advisers Act”), also requires approval or consent of investment advisory agreements by clients in the event of an assignment of the agreement.
The Investment Advisers Act of 1940, as amended (the “IA Act”), also requires approval or consent of investment advisory agreements by clients in the event of an assignment of the agreement.
Dividends and other distributions from Jackson Financial’s subsidiaries, including payments on internal debt, are Jackson Financial’s principal sources of capital that fund payment of principal and interest on its outstanding indebtedness, corporate operating expenses, shareholder dividends, stock repurchases and other obligations.
Dividends and other distributions from Jackson Financial’s subsidiaries, including payments on internal debt, are Jackson Financial’s principal sources of cash that fund payment of principal and interest on its outstanding indebtedness, corporate operating expenses, shareholder dividends, common stock repurchases and other obligations.
The inability of our subsidiaries to pay dividends or provide other distributions could have a material adverse effect on our financial condition and cash flows and restrict our ability to pay dividends to our shareholders or repurchase stock.
The inability of its subsidiaries to pay dividends or provide other distributions could have a material adverse effect on its financial condition and cash flows and restrict its ability to pay dividends to its shareholders or repurchase common stock.
The NAIC established model regulations that provide minimum capitalization requirements for insurance companies based on risk-based capital formulas. Each of our U.S. insurance subsidiaries is subject to RBC standards or other minimum regulatory capital and surplus requirements imposed under the laws of its respective jurisdiction of domicile.
NAIC model regulations provide minimum capitalization requirements for insurance companies based on RBC formulas. Each of our U.S. insurance subsidiaries is subject to RBC standards or other minimum regulatory capital and surplus requirements under the laws of its respective jurisdiction of domicile.
An increase in bank, wirehouse and broker-dealer consolidation activity could increase competition for access to distributors, result in greater distribution expenses and impair our ability to market products through these channels. Any of these changes in distribution could materially and adversely impact our business, financial condition, and results of operations.
An increase in bank, wirehouse and broker-dealer consolidation activity could increase competition for access to distributors, result in greater distribution expenses and impair our ability to market products through these channels. Any of these changes in distribution could materially and adversely impact our business.
Additionally, as our over-the-counter bilateral hedging transactions become subject to initial margin requirements, we would need assets of sufficient quality to satisfy those requirements. Without sufficient liquidity, we could be required to curtail or limit our operations and our hedging program, which could have a material adverse effect on our business, financial condition, results of operations and cash flows.
Additionally, as our over-the-counter bilateral hedging transactions become subject to initial margin requirements, we would need assets of sufficient quality to satisfy those requirements. Without sufficient liquidity, we could be required to curtail or limit our operations and our hedging program, which could have a material adverse effect on our business.
Risk Factors Also, as required by the Investment Company Act of 1940, as amended (the “Investment Company Act”), each investment advisory agreement with a RIC automatically terminates upon its assignment, although new investment advisory agreements may be approved by the RIC’s Board of Trustees and shareholders.
Also, as required by the Investment Company Act of 1940, as amended (the “IC Act”), each investment advisory agreement with a RIC automatically terminates upon its assignment, although new investment advisory agreements may be approved by the RIC’s Board of Trustees and shareholders.
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. Jackson Financial is the holding company for all our operations and is a separate legal entity from its subsidiaries.
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. Jackson Financial is a legal entity separate from its subsidiaries that conduct all of its operations.
Risk Factors Disruptions or volatility in financial market conditions could limit our ability to buy or sell investments and derivative instruments or negatively impact our liquidity. We rely on liquidity in the financial markets for the trading of fixed income or equity investments and derivatives to acquire, rebalance or liquidate investment positions.
Disruptions or volatility in financial market conditions could limit our ability to buy or sell investments and derivative instruments or negatively impact our liquidity. We rely on access to efficiently functioning financial markets for the trading of fixed income or equity investments and derivatives to acquire, rebalance or liquidate investment positions.
Further, we may need to take additional impairments or provide for additional allowances in the future, which could cause a material adverse effect on our business, financial well-being and financial performance. See Note 4 of the Notes to Consolidated Financial Statements for further information.
Further, we may need to take additional impairments or provide for additional allowances in the future, which could cause a material adverse effect on our business, financial well-being and financial performance. See Note 4 of the Notes to Consolidated Financial Statements for further information. 33 Part I | Item 1A.
These factors could impact businesses and consumer confidence and cause economic uncertainty, with a consequent slowdown in economic activity potentially impacting global financial markets.
These factors could impact businesses and consumer confidence and cause economic uncertainty, with a consequent slowdown in economic activity potentially impacting global financial markets, investment returns, and liquidity.
Risk Factors In addition, rating agencies may implement changes to their own internal models, which differ from the RBC capital model, that have the effect of increasing or decreasing the amount of capital our insurance subsidiaries should hold relative to the rating agencies’ expectations.
In addition, rating agencies may implement changes to their own internal ratings evaluation models, which differ from the NAIC's RBC capital model, that have the effect of increasing or decreasing the amount of capital our insurance subsidiaries should hold relative to the rating agencies’ expectations.
A decline in the RBC ratio of one or more of our insurance subsidiaries, whether or not it results in a failure to meet applicable RBC requirements, could limit our insurance subsidiaries’ ability to make dividends or distributions to us, could result in a loss of customers or new business, or could influence ratings agencies to downgrade financial strength ratings, each of which could cause a material adverse effect on our business, financial condition, results of operations and cash flows.
Risk Factors A decline in the RBC ratio of one or more of our insurance subsidiaries, whether or not it results in a failure to meet applicable RBC requirements, could limit our insurance subsidiaries’ ability to make dividends or distributions to us, could result in a loss of customers or new business, or could influence ratings agencies to downgrade financial strength ratings, each of which could cause a material adverse effect on our business.
A decrease in the risk-based capital ("RBC") ratio (as a result of a reduction in statutory capital and surplus or increase in RBC requirements) of our insurance subsidiaries could result in increased scrutiny by insurance regulators and rating agencies, which could lead to corrective measures and ratings downgrades that would adversely affect our business, financial condition, results of operations and cash flows.
A decrease in the risk-based capital ("RBC") ratio (as a result of a reduction in statutory capital and surplus or increase in RBC requirements) of our insurance subsidiaries could result in increased scrutiny by insurance regulators and rating agencies, which could lead to corrective measures and ratings downgrades that would adversely affect our business.
Moreover, if the treatment of annuities were changed prospectively, and the tax-favored status of existing contracts was grandfathered, holders of existing contracts would be less likely to surrender or rollover their contracts. These tax law changes, if implemented, could have a material adverse effect on our business, financial condition, results of operations and cash flows.
Moreover, if the treatment of annuities were changed prospectively, and the tax-favored status of existing contracts was grandfathered, holders of existing contracts would be less likely to surrender or rollover their contracts. These tax law changes, if implemented, could have a material adverse effect on our business.
The CAMT, including the potential impacts of pending regulatory guidance, and any potential future increase in the U.S. corporate income tax rate could have a material adverse effect on our results of operations and cash flows. Our investment advisory agreements with clients are subject to termination or non-renewal on short notice.
The CAMT, including the potential impacts of pending regulatory guidance, and any potential future increase in the U.S. corporate income tax rate could have a material adverse effect on our results of operations and cash flows. 36 Part I | Item 1A. Risk Factors Our investment advisory agreements with clients are subject to termination or non-renewal on short notice.
Risk Factors We rely on complex models to predict behavior, identify potential risks and estimate financial performance, which models may be ineffective due to incomplete or inaccurate assumptions or errors in data collection, analysis or interpretation that could result in materially inaccurate risk assessments and output. We use complex models to predict customer behavior, identify risks and establish reserves.
We rely on complex models to predict behavior, identify potential risks and estimate financial performance, and these models may be ineffective due to incomplete or inaccurate assumptions or errors in data collection, analysis or interpretation that could result in materially inaccurate model output. We use complex models to predict customer behavior, identify risks and establish reserves.
Broker-Dealer Regulation JNLD is registered as a broker-dealer with the SEC and is registered as a broker-dealer in all applicable states. JNLD is also a member of, and subject to regulation by, FINRA, a self-regulatory organization subject to SEC oversight. The SEC and FINRA also regulate the sales practices of broker-dealers.
Broker-Dealer Regulation Jackson National Life Distributors LLC ("JNLD") is registered as a broker-dealer with the SEC and is registered as a broker-dealer in all applicable states. JNLD is also a member of, and subject to regulation by, FINRA, a self-regulatory organization subject to SEC oversight. The SEC and FINRA also regulate the sales practices of broker-dealers.
It is not possible to precisely predict persistency (policyholder choosing to keep their policy) or mortality, and actual results may differ significantly from assumptions. Should actual experience deviate from our assumptions for persistency and mortality rates, this difference may have an adverse effect on our business, financial condition, results of operations and cash flows.
It is not possible to precisely predict persistency (policyholder choosing to keep their policy) or mortality, and actual results may differ significantly from assumptions. Should actual experience deviate from our assumptions for persistency and mortality rates, this difference may have an adverse effect on our business.
Risks Related to Ratings, Liquidity and Capital Management An actual or potential downgrade in our financial strength or issuer credit ratings could result in a loss of business and cause a material adverse effect on our business, financial condition, results of operations and cash flows.
Risks Related to Ratings, Liquidity and Capital Management An actual or potential downgrade in our financial strength or issuer credit ratings could result in a loss of business and cause a material adverse effect on our business.
Changes to comply with new and potential laws or regulations that impose fiduciary or best interest standards in connection with the sale of our products could materially increase our costs, decrease our sales and result in a material adverse impact on our business, financial condition, results of operations and cash flows.
Changes to comply with new and potential laws or regulations that impose fiduciary or best interest standards in connection with the sale of our products could materially increase our costs, decrease our sales and result in a material adverse impact on our business.
Similarly, if policyholders with guaranteed benefits utilize them differently than our assumptions, the Company's reserves may be inadequate to cover its liabilities, resulting in losses affecting income and capital. 31 Part I | Item 1A.
Similarly, if policyholders with guaranteed benefits utilize them differently than our assumptions, the Company's reserves may be inadequate to cover its liabilities, resulting in losses affecting income and capital.
Failing to meet these cash obligations could result in negative reactions from rating agencies, investors and analysts, shareholders, customers and distributors, which could, in turn, lead to a decline in credit and financial strength ratings, share price and investor and policyholder confidence.
Failing to meet these cash obligations could result in negative reactions from rating agencies, investors and analysts, shareholders, customers and distributors, which could, in turn, lead to a decline in credit and financial strength ratings, share price and investor, distributor, and policyholder confidence. 31 Part I | Item 1A.
We make capital deployment decisions on an ongoing basis, which include growing organically through sales of our products, growing inorganically through acquisitions, returning capital to shareholders, and increasing capital strength. Failure to make decisions about deploying or retaining capital efficiently could result in decreased shareholder value and confidence.
We make capital deployment decisions on an ongoing basis, which include growing organically through sales and diversification of our products, growing inorganically through acquisitions, returning capital to shareholders, and increasing capital strength. Failure to make decisions about deploying or retaining capital efficiently or effectively could result in decreased shareholder value and confidence. 32 Part I | Item 1A.
Name Age Positions and Offices Held and Principal Occupation Craig A. Anderson 58 Senior Vice President and Controller of Jackson Financial Inc., a position held since June 3, 2024. As Senior Vice President and Controller, Mr. Anderson oversees Financial Operations, Financial Reporting, and Investment Accounting. From September 2021 until June 2, 2024, Mr.
Name Age Positions and Offices Held and Principal Occupation Craig A. Anderson 59 Senior Vice President and Controller of Jackson Financial Inc., a position held since June 2024. As Senior Vice President and Controller, Mr. Anderson oversees Financial Operations, Financial Reporting, and Investment Accounting. From September 2021 to June 2024, Mr.
Consequently, the Board of Trustees of each RIC may not approve the investment management agreement each year or may condition its approval on revised terms that are materially adverse to us. 35 Part I | Item 1A.
Consequently, the Board of Trustees of each RIC may not approve the investment management agreement each year or may condition its approval on revised terms that are materially adverse to us.
We had approximately 3,970 associates as of December 31, 2024, comprised of approximately 3,060 full-time associates and approximately 910 part-time associates, including our Strategic Support Program associates (a flexible, cost-efficient, part-time workforce that provides just-in-time scale). Each of our associates play an important role in delivering on our brand promise of clarity for a more confident future.
We had approximately 3,890 associates as of December 31, 2025, comprised of approximately 3,090 full-time associates and approximately 800 part-time associates, including our Strategic Support Program associates (a flexible, cost-efficient, part-time workforce that provides just-in-time scale). Each of our associates play an important role in delivering on our brand promise of clarity for a more confident future.
Investment Adviser Regulation Jackson National Asset Management LLC ("JNAM") is registered with the SEC as an investment adviser pursuant to the Investment Advisers Act. The investment companies (mutual funds) for which JNAM serves as an investment adviser are subject to SEC registration and regulation pursuant to the Securities Act, and the Investment Company Act of 1940.
Investment Adviser Regulation Jackson National Asset Management LLC ("JNAM") is registered with the SEC as an investment adviser pursuant to the IA Act. The investment companies (mutual funds) for which JNAM serves as an investment adviser are subject to SEC registration and regulation pursuant to the Securities Act, and the IC Act.
Neither the content of Jackson’s website, jackson.com, nor the content of our executives’ social media channels is incorporated by reference into this Report or in any other report or document filed with the SEC, and any references to Jackson’s website are intended to be inactive textual references only. 24 Part I | Item 1.
None of the content of Jackson’s website, jackson.com , the content of our social media channels or the content of our executives’ social media channels is incorporated by reference into this Form 10-K or in any other report or document filed with the SEC, and any references to Jackson’s website are intended to be inactive textual references only. 25 Part I | Item 1.
Equity market movements could lead to losses related to: (i) when the market declines, guaranteed benefits offered in our products, lower fee-based income, and losses from equity-related investments; (ii) when the market increases, equity-linked interest credits offered in our products; and (iii) when the market is volatile, our hedging being less effective than we expect.
Risk Factors Equity market movements could lead to financial loss related to: (i) when the market declines, higher payments on guaranteed benefits offered in our products, lower fee-based income, and losses from equity-related investments; (ii) when the market increases, higher costs on equity-linked interest credits offered in our products; and (iii) when the market is volatile, our hedging being less effective than we expect.
If legal proceedings were to occur, they could adversely impact our business, financial well-being and financial performance. 32 Part I | Item 1A. Risk Factors We could experience difficulties in distributing our products through third-party distribution partners, which are a primary source of our sales.
If legal proceedings were to occur, they could adversely impact our business, financial well-being and financial performance. We could experience difficulties in distributing our products through third-party distribution partners, which are a primary source of our sales.
Consolidation of distributors or other industry changes could also increase the likelihood that distributors will try to renegotiate the terms of any existing selling agreements to terms less favorable to us. Competition could adversely affect our market share and financial results.
Consolidation of distributors or other industry changes could also increase the likelihood that distributors will try to renegotiate the terms of any existing selling agreements to terms less favorable to us. 34 Part I | Item 1A. Risk Factors Competition could adversely affect our market share and financial results.
The state insurance regulators, however, may find that “control” exists in circumstances in which a person owns or controls less than 10% of voting securities.
The state insurance regulators, however, may find that “control” exists in circumstances in which a person owns or controls less than 10% of voting securities. 20 Part I | Item 1.
JFI's Board seeks directors with a broad range of professional experience, skills, and perspectives who support our commitment to broad range of thought and experience. Jackson also has a risk management framework embedded across the Company, supporting the effectiveness of risk management and the control environment including independent Board oversight of corporate responsibility risks.
JFI's Board seeks directors with a broad range of professional attributes, skills, and experience who support our commitment to our corporate values and long-term value creation. Jackson also has a risk management framework embedded across the Company, supporting the effectiveness of risk management and the control environment including independent Board oversight of corporate responsibility risks.
If we do not design our products in accordance with applicable law, those products may not achieve the intended objectives and could adversely impact our business, financial condition, and results of operations.
If we do not design our products in accordance with applicable law, those products may not achieve the intended objectives and could adversely impact our business.
Business | Information about our Executive Officers Information about our Executive Officers Below are the executive officers of Jackson Financial Inc. as of February 26, 2025 1 . Each executive officer serves until his or her successor has been elected or appointed and qualified, or until his or her earlier death, resignation or removal.
Business | Information about our Executive Officers Information about our Executive Officers Below are the executive officers of Jackson Financial Inc. as of February 25, 2026 1, 2 . Each executive officer serves until his or her successor has been elected or appointed or until his or her earlier death, resignation or removal.
These laws and regulations may discourage potential acquisition proposals and may delay, deter or prevent a change of control involving us, including through unsolicited transactions that some of our shareholders might consider desirable. 19 Part I | Item 1.
Business | Regulation These laws and regulations may discourage potential acquisition proposals and may delay, deter or prevent a change of control involving us, including through unsolicited transactions that some of our shareholders might consider desirable.
Business | Regulation The California Consumer Privacy Act of 2018 (the “CCPA”) grants all California residents the right to know what information a business has collected from them and the sourcing and sharing of that information, as well as a right to have a business delete their personal information (with some exceptions).
Item 1. Business | Regulation • California. The California Consumer Privacy Act of 2018 (the “CCPA”) grants all California residents the right to know what information a business has collected from them and the sourcing and sharing of that information, as well as additional consumer rights, such as deletion of their personal information collected (with some exceptions).
It remains difficult to predict the specific final guidance or the definition of adjusted financial statement income.
It remains difficult to predict the specific final guidance or the definition of adjusted financial statement income that is subject to the tax.
An “assignment” for purposes of both the Investment Company Act and the Investment Advisers Act includes a sale of a controlling block of the voting stock of the investment adviser or its parent company, or a change in control of the investment adviser.
An “assignment,” for purposes of both the IC Act and the IA Act, includes a sale of a controlling block of the voting stock of the investment adviser or its parent company, or a change in control of the investment adviser.
Risk Factors Our derivative-based hedging program is used to mitigate financial loss related to the equity market risk associated with guaranteed benefits and equity-linked interest credits. The hedging program could be less effective in mitigating risk during periods of high market volatility, which could have a negative impact on our financial performance.
Our derivative-based hedging program is used to mitigate financial loss related to the interest rate risk associated with guaranteed benefits and registered index-linked annuity account values. The hedging program could be less effective in mitigating risk during periods of high interest rate volatility, which could have a negative impact on our financial performance.
Any changes in the method of calculating reserves for our products under statutory accounting practices could result in increases in, and volatility of, reserve and capital requirements. For example, the NAIC is currently working to revise the economic scenarios that are inputs to the calculation of statutory reserves and required capital for many insurance products.
Any changes in the method of calculating reserves for our products under Statutory Accounting Principles could result in increases in, and volatility of, reserve and capital requirements. For example, the NAIC has implemented new economic scenarios that are inputs to the calculation of statutory reserves and required capital for many insurance products.
Risks Related to Conditions in Global Financial Markets and the Economy General conditions in the global financial markets and the economy could have a material adverse effect on our business, financial condition, liquidity, results of operations and cash flows. Volatility in global financial markets and general economic downturns could have a material adverse impact on us.
Risks Related to Conditions in Global Financial Markets and the Economy General conditions in the global financial markets and the economy could have a material adverse effect on our business. Volatility in global financial markets and general economic downturns could have a material adverse impact on us.
The value and composition of our assets under management could be adversely affected by several factors including market factors, client preferences, product trends, investment performance, and fee changes, any of which, alone or in the aggregate, could adversely impact our business revenues and results of operations. Our former parent, Prudential plc and its affiliates are significant clients of PPM.
The value and composition of our assets under management could be adversely affected by several factors including market factors, client preferences, product trends, investment performance, and fee changes, any of which, alone or in the aggregate, could adversely impact our business revenues and results of operations.
Risks Related to the Distribution of Our Products Our failure to describe accurately the features and options of our annuities, failure to administer those features and options consistent with their descriptions or mishandling of customer complaints could adversely impact our business, financial condition, results of operations and cash flows.
Risk Factors Risks Related to the Distribution of Our Products Our failure to describe accurately the features and options of our annuities, failure to administer those features and options consistent with their descriptions or mishandling of customer complaints could adversely impact our business.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeA failure to identify and address these global climate issues and related impacts could cause a material adverse effect on the achievement of our business objectives. The market price of our common stock could be volatile and could decline. Stock markets are subject to volatility unrelated to the operating performance of particular companies.
Biggest changeWe cannot predict the long-term impacts on us from climate change or related regulation. A failure to identify and address these global climate issues and related impacts could cause a material adverse effect on the achievement of our business objectives. 39 Part I | Item 1A. Risk Factors We face risks arising from acquisitions or other complex strategic transactions.
Further, strategic transactions could require us to increase our leverage or, if we issue shares to fund an acquisition, would dilute holdings of existing shareholders. These risks could prevent us from realizing the expected benefits from acquisitions and could result in the impairment of goodwill and other intangible assets recognized at the time of acquisition.
Further, strategic transactions could require us to increase our leverage or, if we issue shares to fund an acquisition, to dilute holdings of existing shareholders. These risks could prevent us from realizing the expected benefits from acquisitions and could result in the impairment of goodwill and other intangible assets recognized at the time of acquisition.
Item 1B. Unresolved Staff Comments None. Item 1C. Cybersecurity Cybersecurity Risk Management and Strategy We have an enterprise-wide risk management framework for identifying, assessing, managing, monitoring, and reporting our material risks, including cybersecurity risks.
Unresolved Staff Comments None. Item 1C. Cybersecurity Cybersecurity Risk Management and Strategy We have an enterprise-wide risk management framework for identifying, assessing, managing, monitoring, and reporting our material risks, including cybersecurity risks.
Our risk identification and risk and control self-assessment ("RCSA") process assesses the potential likelihood and impact of, among other things, cybersecurity risks to the Company, and the control environment in place to mitigate identified risks. See Item 1A. Risk Factors – “ Risks Related to Information Technology, Security and Data” for a description of the cybersecurity risks we face.
Our risk identification and risk and control self-assessment process assesses the potential likelihood and impact of, among other things, cybersecurity risks to the Company, and the control environment in place to mitigate identified risks. See Item 1A. Risk Factors – “ Risks Related to Information Technology, Security, Artificial Intelligence, and Data” for a description of the cybersecurity risks we face.
If a court were to find the choice of forum provision contained in our certificate of incorporation to be inapplicable to, or unenforceable in respect of, one or more specified types of actions and proceedings, we could incur additional costs associated with resolving such action in other jurisdictions, which could materially and adversely affect our business, financial condition, results of operations and cash flows.
If a court were to find the choice of forum provision contained in our certificate of incorporation to be inapplicable to, or unenforceable in respect of, one or more specified types of actions and proceedings, we could incur additional costs associated with resolving such action in other jurisdictions, which could materially and adversely affect our business. Item 1B.
We face risks arising from acquisitions or other complex strategic transactions. We have made acquisitions and other strategic transactions in the past and may pursue further acquisitions or other strategic transactions, including reinsurance, dispositions, and joint ventures, in the future.
We have made acquisitions and other strategic transactions in the past and may pursue further acquisitions or other strategic transactions, including reinsurance, dispositions, and joint ventures, in the future.
Risk Factors We could face direct or indirect effects of, or responses to, climate change. Climate change regulation may affect the prospects of companies and other entities whose securities we hold, the value of those securities, or our willingness to continue to hold those securities.
Climate change regulation may affect the prospects of companies and other entities whose securities we hold, the value of those securities, or our willingness to continue to hold those securities. Climate change may also influence investor sentiment with respect to the Company and investments in our portfolio, including real estate investments.
Removed
Item 1A. Risk Factors Our inability to recruit, motivate and retain key associates and experienced and productive associates could cause a material adverse effect on our business, financial condition, and results of operations. Our business depends on our ability to attract, motivate, and retain highly skilled, and often highly specialized, technical, investment, actuarial, managerial, and executive personnel.
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Item 1A. Risk Factors Legal and regulatory investigations and actions are increasingly common in our industry and could result in a material adverse effect on our business.
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Intense competition exists for key associates with demonstrated abilities, and we may be unable to retain or hire such associates. Our success also depends on the continued service of our key senior management team, including executive officers and senior managers.
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We face risks of litigation and regulatory investigations and actions in the ordinary course of operating our business, including the risk of class action lawsuits, arbitration claims, government subpoenas, regulatory investigations, examinations, actions, and other claims.
Removed
The unexpected loss of services of one or more of our key associates could have a material adverse effect on our operations due to their skills, knowledge of our business, their years of industry experience and the potential difficulty in promptly finding qualified replacement associates.
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Given the inherent unpredictability of litigation, the unfavorable resolution of one or more pending litigation matters, or future litigation or actions, inquiries, investigations or examinations, could have a material adverse effect on our business.
Removed
Our succession plans may not operate effectively, and our compensation plans may not be effective in helping us retain our key associates, the loss of one or more of whom could cause a material adverse effect on our business, financial condition, and results of operations.
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Even if we ultimately prevail in any litigation, arbitration, or any action or investigation by governmental authorities or regulators, we could suffer significant reputational harm, which could have a material adverse effect on our business, financial well-being and financial performance. See Note 16 of the Notes to Consolidated Financial Statements for further information.
Removed
Adverse outcomes from the operational risks of our material outsourcing partners, could disrupt our business, and have a negative impact on our business, financial condition, results of operations and cash flows.
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Risks Related to Information Technology, Security, Artificial Intelligence, and Data Our information technology systems could fail, which could cause a material adverse effect on our business. Our business operations depend on the ability to process efficiently and effectively large numbers of analytical models and transactions for numerous and diverse products.
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We rely on the performance and operations of a number of third-party relationships providing services including back-office support, information technology infrastructure, customer facing operations and services, product distribution and services (including through digital channels), and investment operations.
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We employ a large number of complex and interconnected information technology and finance systems, models, and user developed applications in our processes to support our business operations. We also have arrangements in place with third-party suppliers and other service providers with whom we share and receive information.
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Failure to adequately oversee our third-party partners, or the failure of a partner (or of its information technology and operational systems and processes) could result in significant disruption to business operations impacting customers, and could have adverse reputational, regulatory and legal implications, thereby causing a material adverse effect on our business, financial well-being and financial performance.
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We could experience significant impacts to our business operations if our technology lacks sufficient system capacity, scalability, stability, or if they underperform, or if our data or technology systems suffer an outage impacting availability, due to a disaster or cyberattack.
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We may not meet investors’ or regulators’ corporate responsibility expectations; and our customers, prospective investors or shareholders, or those considering such a relationship with us, may negatively evaluate our business or other practices according to a variety of corporate responsibility expectations.
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Our systems change management controls may not work as designed, which could result in an unintended change being introduced into an active production environment and cause unexpected effects on functionality. We could experience limited availability of one or more systems or devices, or our ability to recover data might be hindered by the impact of a ransomware attack.
Removed
Some of our regulators have proposed corporate responsibility rules or announced that they intend to review our practices against corporate responsibility standards; others may yet do so. Our investors or other stakeholders may evaluate our practices by corporate responsibility criteria that are continually evolving and not always clear.
Added
Any or all of the foregoing could cause material disruption to our normal business operations. Our information technology systems, and those of our third-party vendors and service providers, are vulnerable to physical or electronic intrusions, computer viruses, ransomware or other attacks potentially exposing confidential customer or associate data or proprietary business information.
Removed
These standards and expectations may also reflect contrasting or conflicting values or agendas. Our decisions or priorities must necessarily and simultaneously consider our business goals and interests. We define our own corporate purpose, in part, by the sustainability of our practices and our impact on all our stakeholders.
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We are exposed to continuously evolving risks of attempts to disrupt the availability, confidentiality and integrity of our information technology systems, which could result in disruption to key operations or loss of the availability, confidentiality or integrity of customer, associate, or other data.
Removed
Our practices may not change in the way or at the rate stakeholders expect. As a result, our efforts to conduct our business in accordance with expectations may involve compromises, at least in the short run. We may fail to meet our corporate responsibility commitments.
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Artificial intelligence (“AI”) developments and availability have increased the scale, sophistication, and unpredictability of those attempts, and the nature and costs of efforts to thwart them.
Removed
Our policies and processes to evaluate and manage corporate responsibility expectations in coordination with other business priorities may not be completely effective or satisfy investors, regulators, or other stakeholders. We may face adverse regulatory, investor, or other stakeholder scrutiny resulting in business, reputational, or legal challenges. 39 Part I | Item 1A.
Added
We have been, and likely will continue to be, subject to potential damage from computer viruses, attempts to access confidential information, including customer data, and cybersecurity attacks such as “denial of service” attacks, phishing, sophisticated and automated attacks, and other disruptive software campaigns.
Removed
Climate change may also influence investor sentiment with respect to the Company and investments in our portfolio, including real estate investments. We cannot predict the long-term impacts on us from climate change or related regulation.
Added
Our security measures, including information security policies, standards, administrative, technical, and physical controls, associate training and other preventative actions may not fully protect us from such events, especially if critical vendors are compromised.
Removed
These broad market fluctuations could adversely affect the trading price of our common stock.
Added
Customer, associate or representative data, or strictly confidential or proprietary non-public business information could be disclosed to unauthorized parties due to associate error, a cyberattack (e.g., hacking, phishing, malware, etc.), or through a third-party relationship, resulting in financial losses, regulatory penalties, customer attrition, and reputational damage.
Removed
In addition, the market price of our common stock could fluctuate significantly due to, among other factors, our results of operations and any capital markets activities, investors’ perceptions of us relative to other companies in the insurance industry and other industries, and actions on the part of regulators or rating agencies.
Added
Increased cybersecurity threats and computer crime also pose a risk of litigation, regulatory investigations, and other penalties. Data privacy is subject to frequently changing rules and regulations regarding the handling of personal data.
Added
Any breach in the security of our information technology systems could result in the disclosure or misuse of confidential or proprietary business information, including sensitive customer, supplier, or associate data maintained in the ordinary course of our business.
Added
Any such event, or any failure to comply with these data privacy requirements or other laws in this area, could cause damage to our reputation, customer attrition, loss of revenue, and could result in legal liability or penalties.
Added
In addition, we could incur large expenditures to investigate, remediate, and recover networks or information systems and protect against similar future events. 38 Part I | Item 1A. Risk Factors We retain confidential information in our information systems and in cloud-based systems (including customer transactional data and personal data about our distribution partners, customers, and our own associates).
Added
We rely on commercial technologies and third parties to maintain the security of those systems, yet even strong internal safeguards cannot offset exposure if critical third parties’ systems are compromised.
Added
Anyone who circumvents our security measures and penetrates our information systems, or the cloud-based systems we use, has and could access, view, misappropriate, alter or delete any information in the systems, including customer data and proprietary business information. It is possible that an associate, contractor, or representative could, intentionally or unintentionally, disclose or misappropriate personal data or other confidential information.
Added
Our associates, distribution partners and other third-party partners use portable computers or mobile devices that could contain similar information to that in our information systems, and these devices have been and could be lost, stolen or damaged.
Added
Any compromise of our information technology systems or of the third-party partners' systems that results in the unauthorized access or disclosure of personal data or proprietary business information could damage our reputation in the marketplace, deter customers from purchasing our products, subject us to civil and criminal liability and require us to incur significant technical, legal and other expenses, any of which could cause a material adverse effect on our business.
Added
Jackson is exposed to the risk of incomplete, inaccurate, or misinterpreted data being utilized for reporting or decision-making purposes. Our business depends on the performance of complex information technology systems and the effective management and use of quality and reliable data.
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This data could become incomplete, inaccurate, or misinterpreted due to inadequate or failed internal and external processes, systems or deliberate human actions, inactions, or error, resulting in misinterpretation of the data or inability to make strategic or timely decisions, which could cause a material adverse effect on our business.
Added
The use of artificial intelligence may result in errors in analysis and decision-making that could cause adverse effects on our business. Artificial intelligence (“AI”) is a rapidly evolving technology that potentially offers opportunities for businesses to gain efficiencies, pursue growth, or improve customer, employee or other stakeholder experiences.
Added
We are selectively exploring the use of AI where it can provide meaningful benefit to our business and have established processes to review and help detect AI newly introduced in existing technology platforms and services; however, the risk remains that there could be embedded AI features that remain undisclosed or undetected.
Added
The use of AI could result in unintended consequences such as biased, discriminatory or otherwise unfair decision-making, misrepresent data leading to negative impacts on decision-making, or AI-amplified cyberattacks. Should any such consequences materialize, they could result in a material adverse effect on our business, regulatory fines and an impact on our reputation.
Added
In addition, new and currently unforeseeable regulatory issues could also arise due to the developing and uncertain regulatory environment around AI. General Risk Factors We could face direct or indirect effects of, or responses to, climate change.

Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeThe committee also reviews activity reports on the status of our cybersecurity program, including material policy changes, breaches, and remediation actions. At least annually, and more often as needed, the committee meets with our Chief Information Security Officer (“CISO”) in a dedicated session to review and discuss in-depth cybersecurity risks facing the Company.
Biggest changeThe Finance and Risk Committee regularly reviews top risks identified by management, the Company’s Risk Appetite, and financial and non-financial risks, including information security and cybersecurity. The committee also reviews activity reports on the status of our cybersecurity program, including material policy changes, breaches, and remediation actions.
Management’s Role in Assessing and Managing Material Risks from Cybersecurity Threats: Our CISO is a member of the senior leadership team and oversees our Information Security and Privacy Team. The CISO provides regular updates to the Board on cybersecurity threats facing the organization, including developments in our ongoing information security and privacy programs.
Management’s Role in Assessing and Managing Material Risks from Cybersecurity Threats: Our CISO is a member of the senior leadership team and oversees our Information Security and Privacy Team. The CISO provides updates to the Board on cybersecurity threats facing the organization, including developments in our ongoing information security and privacy programs.
As noted, the CISO meets in dedicated sessions with the Finance and Risk Committee to review and discuss in-depth cybersecurity risks facing the Company.
The CISO also meets in dedicated sessions with the Finance and Risk Committee to review and discuss in-depth cybersecurity risks facing the Company.
JFI’s Board of Directors receives periodic reports from its Finance and Risk Committee regarding the committee’s actions in respect of cybersecurity and related regulatory developments and receives from our CISO regular updates about cybersecurity threats and our cybersecurity and privacy programs.
Our chief risk officer provides a risk report quarterly to the committee that includes reporting on cybersecurity as a non-financial/operational risk. JFI’s Board of Directors receives periodic reports from its Finance and Risk Committee regarding the committee’s actions in respect of cybersecurity and related regulatory developments.
The Finance and Risk Committee of the JFI Board assists the Board with oversight of the Company’s risk framework and its effectiveness. The Finance and Risk Committee regularly reviews top risks identified by management, the Company’s Risk Appetite, and financial and non-financial risks, including information security and cybersecurity.
Our Chief Information Security Officer (“CISO”) regularly updates our Board on cybersecurity threats, risks, policy updates, incidents, and remediation actions. The Finance and Risk Committee of the JFI Board assists the Board with oversight of the Company’s risk framework and its effectiveness.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeWe also have leases for the following offices: • District of Columbia under a lease that expires in 2029; • Chicago, Illinois under a lease that in expires in 2029; • Schaumburg, Illinois under a lease that expires in 2025; • East Lansing, Michigan under a lease that expires in 2029; and • Lansing, Michigan under a lease that expires in 2028.
Biggest changeWe also have leases for the following offices: • District of Columbia under a lease that expires in 2029; • Chicago, Illinois under a lease that expires in 2038; • East Lansing, Michigan under a lease that expires in 2029; and • Lansing, Michigan under a lease that expires in 2028.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeThe information contained in the table below should be read in conjunction with our Consolidated Financial Statements and the related notes appearing elsewhere in this report: Years Ended December 31, 2024 2023 2022 (in millions) Closed Life and Annuity Blocks: Operating Revenues Fee income $ 443 $ 457 $ 474 Premiums 103 136 134 Net investment income 659 644 737 Other income 31 25 35 Total Operating Revenues 1,236 1,262 1,380 Operating Benefits and Expenses Death, other policy benefits and change in policy reserves 573 641 734 (Gain) loss from updating future policy benefits cash flow assumptions, net 104 106 (24) Interest credited on other contract holder funds, net of deferrals and amortization 410 437 412 Other commission expenses 37 29 37 General and administrative expenses 106 115 97 Deferral of acquisition costs 7 19 (4) Amortization of deferred acquisition costs 8 10 11 Total Operating Benefits and Expenses 1,245 1,357 1,263 Pretax Adjusted Operating Earnings $ (9) $ (95) $ 117 65 Part II | Item 7.
Biggest changeThe information contained in the table below should be read in conjunction with our Consolidated Financial Statements and the related notes appearing elsewhere in this Form 10-K: Years Ended December 31, 2025 2024 2023 (in millions) Closed Life and Annuity Blocks: Operating Revenues Fee income $ 422 $ 443 $ 457 Premiums 91 103 136 Net investment income 724 659 644 Other income 23 31 25 Total Operating Revenues 1,260 1,236 1,262 Operating Benefits and Expenses Death, other policy benefits and change in policy reserves, net of deferrals 610 573 641 (Gain) loss from updating future policy benefits cash flow assumptions, net 64 104 106 Interest credited on other contract holder funds, net of deferrals and amortization 363 410 437 Other commission expenses 33 37 29 General and administrative expenses 112 106 115 Deferral of acquisition costs — 7 19 Amortization of deferred acquisition costs 8 8 10 Total Operating Benefits and Expenses 1,190 1,245 1,357 Pretax Adjusted Operating Earnings $ 70 $ (9) $ (95) Year Ended December 31, 2025 compared to Year Ended December 31, 2024 Pretax Adjusted Operating Earnings Pretax adjusted operating earnings increased $79 million to $70 million for the year ended December 31, 2025 from $(9) million for the year ended December 31, 2024 primarily due to: • $112 million increase in spread income due to a $65 million increase in net investment income, and a $47 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 business; and • $3 million decrease 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 the impact of actuarial assumption updates and lower other policyholder benefits, mostly offset by changes in mortality.
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.
While changing credit spreads impact the fair value of our investment portfolio, this revaluation is generally reflected in our accumulated other comprehensive income, or accumulated other comprehensive income ("AOCI").
See “Non-GAAP Financial Measures” below for information regarding our non-GAAP financial measures and reconciliations to the most comparable U.S. GAAP measures. 46 Part II | Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations | Executive Summary We manage our business through three segments: Retail Annuities, Institutional Products, and Closed Life and Annuity Blocks.
See “Non-GAAP Financial Measures” below for information regarding our non-GAAP financial measures and reconciliations to the most comparable U.S. GAAP measures. 46 Part II | Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations | Executive Summary We manage our business through three reportable segments: Retail Annuities, Institutional Products, and Closed Life and Annuity Blocks.
Evaluation of Available-For-Sale Debt Securities See Item 8. Financial Statements and Supplementary Data -- Note 4 - Investments of the Notes to Consolidated Financial Statements for information about how we evaluate our available-for-sale debt securities for credit loss. Equity Securities Equity securities consist of investments in common and preferred stock holdings and mutual fund investments.
Evaluation of Available-For-Sale Debt Securities for Credit Loss See Item 8. Financial Statements and Supplementary Data -- Note 4 - Investments of the Notes to Consolidated Financial Statements for information about how we evaluate our available-for-sale debt securities for credit loss. Equity Securities Equity securities consist of investments in common and preferred stock and mutual fund investments.
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. ("PPM"), that manages the majority of our general account investment portfolio. See Item 8.
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. See Item 8.
Market for Registrant’s Common Equity, Related Shareholder Matters and Issuer Purchases of Equity Securities Common Stock Performance Graph The graph and table, below, compare the total return on our common stock with the total return on the S&P Global Ratings (“S&P”) 500, S&P 500 Insurance, S&P 500 Financials, and S&P Insurance Index Select Industry Total Return indices, respectively, between September 20, 2021 (the date that our common stock commenced regular way trading on the NYSE) through December 31, 2024.
Market for Registrant’s Common Equity, Related Shareholder Matters and Issuer Purchases of Equity Securities Common Stock Performance Graph The graph and table, below, compare the total return on our common stock with the total return on the S&P Global Ratings (“S&P”) 500, S&P 500 Insurance, S&P 500 Financials, and S&P Insurance Index Select Industry Total Return indices, respectively, between September 20, 2021 (the date that our common stock commenced regular way trading on the NYSE) through December 31, 2025.
In the short- to medium-term, the potential for increased volatility could pressure sales and reduce demand for our products as consumers consider purchasing alternative products to meet their objectives.
In the short- to medium-term, increased volatility could pressure sales and reduce demand for our products as consumers consider purchasing alternative products to meet their objectives.
You should read this Annual Report on Form 10-K for the fiscal year ended December 31, 2024 (the "Form 10-K") in its entirety for a more detailed description of events, trends, uncertainties, risks and critical accounting estimates affecting us. Discussion related to the Company's comparison of 2023 results to 2022 results of operations has been omitted in this Form 10-K.
You should read this Annual Report on Form 10-K for the fiscal year ended December 31, 2025 (the "Form 10-K") in its entirety for a more detailed description of events, trends, uncertainties, risks and critical accounting estimates affecting us. Discussion related to the Company's comparison of 2024 results to 2023 results of operations has been omitted in this Form 10-K.
Financial Statements and Supplementary Data — Note 5 – Derivative Instruments of the Notes to Consolidated Financial Statements, which presents the aggregate contractual or notional amounts and the fair values of our freestanding and embedded derivatives instruments as of December 31, 2024 and 2023. Evaluation of Invested Assets We perform regular evaluations of our invested assets.
Financial Statements and Supplementary Data — Note 5 – Derivative Instruments of the Notes to Consolidated Financial Statements, which presents the aggregate contractual or notional amounts and the fair values of our freestanding and embedded derivatives instruments as of December 31, 2025 and 2024. Evaluation of Invested Assets We perform regular evaluations of our invested assets.
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.
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.
The 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 (“market risk benefits”), both in-force on the transaction effective date and written in the future ( i.e. , on a “flow” basis) as well as related future fees, claims and other benefits, and maintenance expenses in exchange for a ceding commission for the in-force business.
The 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 (“market risk benefits”), both in-force on the transaction effective date and written in the future ( i.e. , on a “flow” basis) as well as related future fees, claims and other benefits, and maintenance expenses in exchange for a $1.2 billion ceding commission for the in-force business.
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. This variance may result in our hedge assets outperforming or underperforming the customer assets they are intended to match.
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 relative to customer funds. This variance may result in our hedge assets outperforming or underperforming the customer assets they are intended to match.
Management’s Discussion and Analysis of Financial Condition and Results of Operations | Key Operating Measures Benefit Base Benefit base refers to a notional amount that represents the value of a customer’s guaranteed benefit and, therefore, may be a different value from the invested assets in a customer’s account value.
Management’s Discussion and Analysis of Financial Condition and Results of Operations | Key Operating Measures Benefit Base Benefit base refers to a notional amount representing the value of a customer’s guaranteed benefit and, therefore, may be a different value from the invested assets in that customer’s account value.
The revaluation will impact net income for realized gains or losses from the sale of securities, the change 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").
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").
Management’s Discussion and Analysis of Financial Condition and Results of Operations | Non-GAAP Financial Measures 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: Years Ended December 31, 2024 2023 (in millions) Jackson Financial, Inc.
Management’s Discussion and Analysis of Financial Condition and Results of Operations | Non-GAAP Financial Measures The following is a reconciliation of Jackson Financial net cash provided by (used in) operating activities (Parent Company only), the most comparable U.S. GAAP measure, to Free Cash Flow: Years Ended December 31, 2025 2024 (in millions) Jackson Financial, Inc.
If earnings on our investment portfolio decline, those GMICRs may result in net investment spread compression that negatively impacts earnings. Many of our annuities have GMICRs that reset at contractually specified times after issue, subject to a contractually specified minimum GMICR. In a rising interest rate environment, these GMICRs can increase over time.
If earnings on our investment portfolio decline, those GMICRs may result in net investment spread compression that negatively impacts earnings. Many of our annuities have GMICRs that reset at contractually specified times after issue, subject to a contractually specified MICR. In a rising interest rate environment, these GMICRs can increase over time.
For interim reporting periods, the Company uses an estimated annual effective tax rate (“ETR”) in computing its tax provision including consideration of discrete items. 56 Part II | Item 7.
For interim reporting periods, the Company uses an estimated annual effective tax rate (“ETR”) in computing its tax provision including consideration of discrete items. 58 Part II | Item 7.
Treasury securities, while lower yielding than other alternatives, provide a higher level of liquidity and play a role in managing our interest rate exposure. 67 Part II | Item 7.
Treasury securities, while lower yielding than other alternatives, provide a higher level of liquidity and play a role in managing our interest rate exposure. 70 Part II | Item 7.
Our financial performance can be adversely affected by market volatility and equity market declines if fees assessed on the account value of our annuities fluctuate, hedging costs increase, or revenues decline due to reduced sales and increased outflows. Equity Market Environment Our financial performance is impacted by equity market performance.
Our financial performance can be adversely affected by market volatility and equity market declines if fees assessed on the account value of our annuities fluctuate, hedging costs increase, or revenues decline due to reduced sales and increased outflows.
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 prior paragraph.
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.
However, we believe the adjustments to equity and earnings are useful to gaining an understanding of our overall results of operations. 57 Part II | Item 7.
However, we believe the adjustments to equity and earnings are useful to gaining an understanding of our overall results of operations. 59 Part II | Item 7.
Government actions, including responses to future pandemics, civil unrest, tariffs, sanctions or other barriers to international trade, and the effects that these or other government events could have on levels of U.S. economic activity, could also impact our business through any of their individual impacts on consumers’ behavior or on financial markets.
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. economic activity, could also impact our business through any of their individual impacts on consumers’ behavior or on financial markets.
Residential mortgage loans were collateralized by properties located in 49 states, the District of Columbia, Mexico, and Europe. 70 Part II | Item 7.
Residential mortgage loans were collateralized by properties located in 49 states, the District of Columbia, Mexico, and Europe. 73 Part II | Item 7.
In addition, sales of our institutional products were higher for the year ended December 31, 2024, 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. 49 Part II | Item 7.
In addition, sales of our institutional products were higher for the year ended December 31, 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. 50 Part II | Item 7.
The Company's comparison of 2023 results to 2022 results is included in the Company's Annual Report on Form 10-K for the year ended December 31, 2023, as filed with the SEC on February 28, 2024, (the "2023 Annual Report"), under Part II, Item 7, Management's Discussion and Analysis of Financial Condition and Results of Operations. Jackson Financial Inc.
The Company's comparison of 2024 results to 2023 results is included in the Company's Annual Report on Form 10-K for the year ended December 31, 2024, as filed with the SEC on February 26, 2025, (the "2024 Annual Report"), under Part II, Item 7, Management's Discussion and Analysis of Financial Condition and Results of Operations. Jackson Financial Inc.
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., the cash surrender value floor) when reserve releases are limited and unable to offset equity hedging losses.
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. , the cash surrender value floor) when reserve releases are limited and unable to offset equity or interest rate hedging losses.
Management’s Discussion and Analysis of Financial Condition and Results of Operations | Key Operating Measures Account Value Account value ("AV") generally equals the account value of our variable annuities, RILA, fixed index annuities, fixed annuities, interest sensitive life, and institutional products.
Management’s Discussion and Analysis of Financial Condition and Results of Operations | Key Operating Measures Account Value Account value ("AV") generally refers to the account value of our variable annuities, RILA, fixed annuities, fixed index annuities, interest sensitive life, and institutional products.
Jackson Financial’s primary 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, primarily whole life, universal life, variable universal life and term life insurance products in all 50 states and the District of Columbia.
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, primarily whole life, universal life, variable universal life and term life insurance products, in all 50 states and the District of Columbia.
Management’s Discussion and Analysis of Financial Condition and Results of Operations | Investments Debt Securities At December 31, 2024 and December 31, 2023, 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): December 31, 2024 Amortized Cost Allowance for Credit Loss Gross Unrealized Gains Gross Unrealized Losses Fair Value U.S. government securities $ 4,120 $ — $ 1 $ 962 $ 3,159 Other government securities 1,345 — 1 252 1,094 Corporate securities Utilities 5,716 — 29 589 5,156 Energy 3,119 — 16 291 2,844 Banking 2,612 — 19 137 2,494 Healthcare 3,428 — 10 393 3,045 Finance/Insurance 5,069 8 29 418 4,672 Technology/Telecom 2,313 — 5 220 2,098 Consumer goods 2,414 — 13 327 2,100 Industrial 1,733 — 10 114 1,629 Capital goods 1,922 — 8 137 1,793 Real estate 1,634 — 6 132 1,508 Media 1,005 — 3 121 887 Transportation 1,522 — 4 178 1,348 Retail 1,357 — 4 147 1,214 Other (1) 2,453 — 10 117 2,346 Total Corporate Securities 36,297 8 166 3,321 33,134 Residential mortgage-backed 374 6 14 44 338 Commercial mortgage-backed 1,674 — 3 100 1,577 Other asset-backed securities 4,243 25 11 196 4,033 Total Debt Securities $ 48,053 $ 39 $ 196 $ 4,875 $ 43,335 (1) No single remaining industry exceeds 3% of the portfolio. 69 Part II | Item 7.
Management’s Discussion and Analysis of Financial Condition and Results of Operations | Investments December 31, 2024 Amortized Cost Allowance for Credit Loss Gross Unrealized Gains Gross Unrealized Losses Fair Value U.S. government securities $ 4,120 $ — $ 1 $ 962 $ 3,159 Other government securities 1,345 — 1 252 1,094 Corporate securities Utilities 5,716 — 29 589 5,156 Energy 3,119 — 16 291 2,844 Banking 2,612 — 19 137 2,494 Healthcare 3,428 — 10 393 3,045 Finance/Insurance 5,069 8 29 418 4,672 Technology/Telecom 2,313 — 5 220 2,098 Consumer goods 2,414 — 13 327 2,100 Industrial 1,733 — 10 114 1,629 Capital goods 1,922 — 8 137 1,793 Real estate 1,634 — 6 132 1,508 Media 1,005 — 3 121 887 Transportation 1,522 — 4 178 1,348 Retail 1,357 — 4 147 1,214 Other (1) 2,453 — 10 117 2,346 Total Corporate Securities 36,297 8 166 3,321 33,134 Residential mortgage-backed 374 6 14 44 338 Commercial mortgage-backed 1,674 — 3 100 1,577 Other asset-backed securities 4,243 25 11 196 4,033 Total Debt Securities $ 48,053 $ 39 $ 196 $ 4,875 $ 43,335 (1) No single remaining industry exceeds 3% of the portfolio.
Our policy and contract liabilities includes separate account liabilities, reserves for future policy benefits and claims payable and other contract holder funds.
Our policy and contract liabilities include separate account liabilities, reserves for future policy benefits and claims payable and other contract holder funds.
Brooke Re is a Michigan captive insurer regulated by the Michigan Department of Insurance and Financial Services and created in the first quarter of 2024 for the express purpose of serving as the counterparty to the reinsurance transaction with Jackson described above.
Brooke Re is a Michigan captive insurer regulated by the Michigan Department of Insurance and Financial Services and created for the express purpose of serving as the counterparty to the reinsurance transaction with Jackson described above.
Accrued interest amounting to $1 million and $2 million were written off as of December 31, 2024 and 2023, respectively, relating to loans that were greater than 90 days delinquent or in the process of foreclosure.
Accrued interest amounting to $3 million and $1 million were written off as of December 31, 2025 and 2024, respectively, relating to loans that were greater than 90 days delinquent or in the process of foreclosure.
Item 6. [Reserved] 45 Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations Overview The following executive summary of Management’s Discussion and Analysis of Financial Condition and Results of Operation highlights selected information and may not contain all the information that is important to current or potential investors in our securities.
Management’s Discussion and Analysis of Financial Condition and Results of Operations Overview The following executive summary of Management’s Discussion and Analysis of Financial Condition and Results of Operation highlights selected information and may not contain all the information that is important to current or potential investors in our securities.
GAAP financial measures, provides a better understanding of our results of operations, financial condition and the underlying performance drivers of our business. These non-GAAP financial measures should be considered supplementary to our results of operations and financial condition that are presented in accordance with U.S. GAAP and should not be viewed as a substitute for the U.S. GAAP financial measures.
GAAP financial measures, provides a better understanding of our results of operations, financial condition and the underlying performance drivers of our business. These non-GAAP financial measures should be considered supplementary to our results of operations and financial condition that are presented in accordance with U.S. GAAP.
The following table provides information about our impaired residential mortgage loans (in millions): December 31, 2024 2023 Recorded investment (1) $ 29 $ 24 Unpaid principal balance 33 27 Related loan allowance 1 1 Average recorded investment 30 19 Investment income recognized 1 1 (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. 72 Part II | Item 7.
The following table provides information about our impaired residential mortgage loans (in millions): December 31, 2025 2024 Recorded investment (1) $ 38 $ 29 Unpaid principal balance 45 33 Related loan allowance 1 1 Average recorded investment 29 30 Investment income recognized 1 1 (1) At December 31, 2025 and 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. 75 Part II | Item 7.
(1) 1,925 1,196 1,272 Adjusted Book Value Attributable to Common Shareholders $ 11,156 $ 10,833 $ 9,918 ROE Attributable to Common Shareholders 9.4 % 10.3 % 69.7 % Adjusted Operating ROE Attributable to Common Shareholders on average equity 12.9 % 10.6 % 16.2 % (1) Excludes $(1,597) million, $(1,612) million and $(2,106) million related to the investments held within the funds withheld account related to the Athene Reinsurance Transaction as of December 31, 2024, 2023 and 2022, 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.
(1) 1,201 1,925 1,196 Adjusted Book Value Attributable to Common Shareholders $ 10,621 $ 11,156 $ 10,833 ROE Attributable to Common Shareholders (0.2) % 9.4 % 10.3 % Adjusted Operating ROE Attributable to Common Shareholders on average equity 14.7 % 12.9 % 10.6 % (1) Excludes $(1,269) million, $(1,597) million and $(1,612) million related to the investments held within the funds withheld account related to the Athene Reinsurance Transaction as of December 31, 2025, 2024 and 2023, 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.
The information contained in the table below should be read in conjunction with our Consolidated Financial Statements and the related notes appearing elsewhere in this report: Years Ended December 31, 2024 2023 2022 (in millions) Institutional Products: Operating Revenues Net investment income $ 438 $ 408 $ 285 Total Operating Revenues 438 408 285 Operating Benefits and Expenses Interest credited on other contract holder funds, net of deferrals and amortization 338 334 201 General and administrative expenses 4 5 5 Total Operating Benefits and Expenses 342 339 206 Pretax Adjusted Operating Earnings $ 96 $ 69 $ 79 64 Part II | Item 7.
The information contained in the table below should be read in conjunction with our Consolidated Financial Statements and the related notes appearing elsewhere in this Form 10-K: Years Ended December 31, 2025 2024 2023 (in millions) Institutional Products: Operating Revenues Net investment income $ 535 $ 438 $ 408 Total Operating Revenues 535 438 408 Operating Benefits and Expenses Interest credited on other contract holder funds, net of deferrals and amortization 438 338 334 General and administrative expenses 5 4 5 Total Operating Benefits and Expenses 443 342 339 Pretax Adjusted Operating Earnings $ 92 $ 96 $ 69 66 Part II | Item 7.
GAAP measure: Years Ended December 31, 2024 2023 2022 (in millions) Net income (loss) attributable to Jackson Financial Inc common shareholders $ 902 $ 899 $ 6,186 Add: dividends on preferred stock 44 35 — Add: income tax expense (benefit) 46 4 1,505 Pretax income (loss) attributable to Jackson Financial Inc 992 938 7,691 Non-operating adjustments (income) loss: Guaranteed benefits and hedging results: Fees attributable to guarantee benefit reserves (3,122) (3,125) (3,077) 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 Actuarial assumption updates and model enhancements 419 406 486 Net realized investment (gains) losses 11 554 359 Net realized investment (gains) losses on funds withheld assets 1,052 1,801 (2,186) Net investment income on funds withheld assets (1,024) (1,174) (1,254) Other items (28) 39 22 Total non-operating adjustments 686 227 (6,048) Pretax adjusted operating earnings 1,678 1,165 1,643 Less: operating income tax expense (benefit) 191 57 189 Adjusted operating earnings before dividends on preferred stock 1,487 1,108 1,454 Less: dividends on preferred stock 44 35 — Adjusted operating earnings $ 1,443 $ 1,073 $ 1,454 Adjusted Book Value Attributable to Common Shareholders and Adjusted Operating ROE Attributable to Common Shareholders We use Adjusted Operating Return on Equity ("ROE") Attributable to Common Shareholders to manage our business and evaluate our financial performance that: (i) excludes items that vary from period to period due to accounting treatment under U.S.
GAAP measure: Years Ended December 31, 2025 2024 2023 (in millions) Net income (loss) attributable to Jackson Financial Inc common shareholders $ (17) $ 902 $ 899 Add: dividends on preferred stock 44 44 35 Add: income tax expense (benefit) (186) 46 4 Pretax income (loss) attributable to Jackson Financial Inc (159) 992 938 Non-operating adjustments (income) loss: Guaranteed benefits and hedging results: Fees attributable to guarantee benefit reserves (3,060) (3,122) (3,125) Net (gains) losses on hedging instruments 1,213 5,856 4,651 Market risk benefits (gains) losses, net 222 (4,243) (4,295) Net reserve and embedded derivative movements 2,286 1,224 779 Total net hedging results 661 (285) (1,990) Amortization of DAC associated with non-operating items at date of transition to LDTI 503 541 591 Actuarial assumption updates and model enhancements 360 419 406 Net realized investment (gains) losses 44 11 554 Net realized investment (gains) losses on funds withheld assets 1,304 1,052 1,801 Net investment income on funds withheld assets (855) (1,024) (1,174) Other items 24 (28) 39 Total non-operating adjustments 2,041 686 227 Pretax adjusted operating earnings 1,882 1,678 1,165 Less: operating income tax expense (benefit) 224 191 57 Adjusted operating earnings before dividends on preferred stock 1,658 1,487 1,108 Less: dividends on preferred stock 44 44 35 Adjusted operating earnings $ 1,614 $ 1,443 $ 1,073 Adjusted Book Value Attributable to Common Shareholders and Adjusted Operating ROE Attributable to Common Shareholders We use Adjusted Operating Return on Equity ("ROE") Attributable to Common Shareholders to manage our business and evaluate our financial performance that: (i) excludes items that vary from period to period due to accounting treatment under U.S.
GAAP measure: Years Ended December 31, 2024 2023 2022 (in millions, except percentages) Net income (loss) attributable to Jackson Financial Inc. common shareholders $ 902 $ 899 $ 6,186 Adjusted Operating Earnings 1,443 1,073 1,454 Total shareholders' equity $ 9,764 $ 10,170 $ 8,646 Less: Preferred stock 533 533 — Total common shareholders' equity 9,231 9,637 8,646 Adjustments to total common shareholders’ equity: Exclude AOCI attributable to Jackson Financial Inc.
GAAP measure: Years Ended December 31, 2025 2024 2023 (in millions, except percentages) Net income (loss) attributable to Jackson Financial Inc. common shareholders $ (17) $ 902 $ 899 Adjusted Operating Earnings 1,614 1,443 1,073 Total shareholders' equity $ 9,953 $ 9,764 $ 10,170 Less: Preferred stock 533 533 533 Total common shareholders' equity 9,420 9,231 9,637 Adjustments to total common shareholders’ equity: Exclude AOCI attributable to Jackson Financial Inc.
The following table reflects the impacts from our annual assumption review to Pretax Income (Loss) for the periods presented: Years Ended December 31, 2024 2023 2022 (in millions) Assumption Review Impact: Net gains (losses) on derivatives and investments $ 15 $ (8) $ (1) Total assumption review impact on Total Revenues 15 (8) (1) Death, other policy benefits and change in policy reserves, net of deferrals $ (4) $ 21 $ 8 (Gain) loss from updating future policy benefits cash flow assumptions, net 30 41 (46) Market risk benefits (gains) losses, net 434 398 485 Amortization of deferred acquisition costs — (2) — Total assumption review impact on Total Benefits and Expenses 460 458 447 Total assumption review impact on Pretax Income (Loss) $ (445) $ (466) $ (448) The following table reflects the impacts from our annual assumption review to segment Pretax Adjusted Operating Earnings for the periods presented: 48 Part II | Item 7.
The following table reflects the impacts from our annual assumption review to Pretax Income (Loss) for the periods presented: Years Ended December 31, 2025 2024 2023 (in millions) Assumption Review Impact: Net gains (losses) on derivatives and investments $ 23 $ 15 $ (8) Total assumption review impact on Total Revenues 23 15 (8) Death, other policy benefits and change in policy reserves, net of deferrals $ (28) $ (4) $ 21 (Gain) loss from updating future policy benefits cash flow assumptions, net 9 30 41 Market risk benefits (gains) losses, net 383 434 398 Amortization of deferred acquisition costs 1 — (2) Total assumption review impact on Total Benefits and Expenses 365 460 458 Total assumption review impact on Pretax Income (Loss) $ (342) $ (445) $ (466) 49 Part II | Item 7.
Executive Summary We help Americans grow and protect their retirement savings and income to enable them to pursue financial freedom for life. We believe that we are uniquely positioned in our markets because of our differentiated products, well-known brand and disciplined risk management. Our market position is supported by our efficient and scalable operating platform and industry-leading distribution network.
Executive Summary We help Americans in the U.S. grow and protect their retirement savings and income to secure their financial future. We believe that we are uniquely positioned in our markets because of our differentiated products, well-known brand and disciplined risk management. Our market position is supported by our efficient and scalable operating platform and industry-leading distribution network.
As of February 18, 2025, the Company had remaining authorization to purchase $568 million of its common shares. For more information on common stock repurchases and our existing share repurchase authorization, see Item 8. Financial Statements and Supplementary Data - Note 24 - Equity of the Notes to Consolidated Financial Statements included elsewhere in this Form 10-K.
As of February 18, 2026, the Company had remaining authorization to purchase $903 million of its common shares. For more information on common stock repurchases, see Item 8. Financial Statements and Supplementary Data - Note 23 - Equity of the Notes to Consolidated Financial Statements included elsewhere in this Form 10-K.
Assets Under Management AUM, or assets under management, includes: (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.
Assets Under Management AUM, or assets under management, includes: (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.
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 Company Action Level required capital (CAL) for Jackson calibrated to a 425% RBC ratio. We expect free capital generation in 2025 to exceed $1 billion, 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 Company Action Level required capital (CAL) for Jackson calibrated to a 425% RBC ratio.
Financial Statements and Supplementary Data — Note 8 - Reinsurance of the Notes to Consolidated Financial Statements for further details . We may also use other third-party investment managers for certain niche asset classes. As of December 31, 2024, Apollo managed $13.4 billion of cash and investments and other third-party investment managers managed approximately $278 million of investments.
Financial Statements and Supplementary Data — Note 8 - Reinsurance of the Notes to Consolidated Financial Statements for further details . We use other third-party investment managers for certain niche asset classes. As of December 31, 2025, Apollo managed $11.6 billion of cash and investments and other third-party investment managers managed approximately $312 million of investments.
Account Value Retail annuities account value, net of reinsurance, increased $16.2 billion between periods primarily due to positive variable annuity separate account returns driven by favorable market performance in 2024, as well as positive RILA and fixed annuity net flows over the period.
Account Value Retail annuities account value, net of reinsurance, increased $16.9 billion over the prior year primarily due to positive variable annuity separate account returns driven by favorable market performance in 2025, as well as positive RILA and fixed index annuity net flows over the period.
Management’s Discussion and Analysis of Financial Condition and Results of Operations | Investments The following table provides information about the credit quality of our mortgage loans: December 31, 2024 2023 (in millions) Commercial mortgage loans Loan to value ratios: Less than 70% $ 7,304 $ 8,604 70% - 80% 1,074 711 80% - 100% 338 196 Greater than 100% 110 51 Total 8,826 9,562 Residential mortgage loans Performing 987 911 Nonperforming (1) 98 90 Total 1,085 1,001 Total mortgage loans $ 9,911 $ 10,563 (1) 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.
Management’s Discussion and Analysis of Financial Condition and Results of Operations | Investments The following table provides information about the credit quality of our mortgage loans: December 31, 2025 2024 (in millions) Commercial mortgage loans Loan to value ratios: Less than 70% $ 7,276 $ 7,304 70% - 80% 1,287 1,074 80% - 100% 246 338 Greater than 100% 148 110 Total 8,957 8,826 Residential mortgage loans Performing 1,190 987 Nonperforming (1) 64 98 Total 1,254 1,085 Total mortgage loans $ 10,211 $ 9,911 (1) At December 31, 2025 and 2024, includes $19 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.
Management’s Discussion and Analysis of Financial Condition and Results of Operations | Executive Summary Years Ended December 31, 2024 2023 2022 (in millions) Assumption Review Impact on Pretax Adjusted Operating Earnings by Segment: Retail Annuities $ 42 $ — $ (9) Closed Life and Annuity Blocks (68) (60) 47 Total assumption review impact on Pretax Adjusted Operating Earnings $ (26) $ (60) $ 38 Key Operating Measures We use a number of operating measures, discussed below, which management believes provide useful information about our businesses and the operational factors underlying our financial performance.
Management’s Discussion and Analysis of Financial Condition and Results of Operations | Executive Summary The following table reflects the impacts from our annual assumption review to segment Pretax Adjusted Operating Earnings for the periods presented: Years Ended December 31, 2025 2024 2023 (in millions) Assumption Review Impact on Pretax Adjusted Operating Earnings by Segment: Retail Annuities $ 16 $ 42 $ — Closed Life and Annuity Blocks 2 (68) (60) Total assumption review impact on Pretax Adjusted Operating Earnings $ 18 $ (26) $ (60) Key Operating Measures We use a number of operating measures, discussed below, which management believes provide useful information about our businesses and the operational factors underlying our financial performance.
Share repurchases, net of issuances for our share-based compensation, have reduced our outstanding shares of common stock from 78,660,221 at December 31, 2023 to 73,380,643 at December 31, 2024. See Item 8.
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 66,825,632 at December 31, 2025. See Item 8.
Closed Life and Annuity Blocks The following table sets forth, for the periods presented, certain data underlying the pretax adjusted operating earnings results for our Closed Life and Annuity Blocks segment.
Management’s Discussion and Analysis of Financial Condition and Results of Operations | Segment Results of Operations Closed Life and Annuity Blocks The following table sets forth, for the periods presented, certain data underlying the pretax adjusted operating earnings results for our Closed Life and Annuity Blocks segment.
As of February 18, 2025, the approximate number of shareholders of record at the close of business on that date was 1,100 and the approximate number of beneficial owners was 84,600. Equity Compensation Plans Our table of equity compensation plans is incorporated from Item 12.
As of February 18, 2026, the approximate number of shareholders of record at the close of business on that date was 880, and the approximate number of beneficial owners was 98,500. Equity Compensation Plans Our table of equity compensation plans is incorporated from Item 12.
The Company’s mortgage loans that are current and in good standing are accruing interest. Interest is not accrued on loans greater than 90 days delinquent or in process of foreclosure, when deemed uncollectible. Delinquency status is determined from the date of the first missed contractual payment.
Interest is not accrued on loans greater than 90 days delinquent or in process of foreclosure, when deemed uncollectible. Delinquency status is determined from the date of the first missed contractual payment.
Net Realized Investment Gains and Losses: Comprised of: (i) realized investment gains and losses associated with the periodic sales or disposals of securities, excluding those held within our trading portfolio, and (ii) impairments of securities, after adjustment for the non-credit component of the impairment charges. 5.
Net Realized Investment Gains and Losses: Comprised of: (i) realized investment gains and losses associated with the periodic sales or disposals of securities, excluding those held within our trading portfolio; (ii) impairments of securities, after adjustment for the non-credit component of the impairment charges; and (iii) foreign currency gain or loss on foreign denominated funding agreements and associated cross-currency swaps. 5.
GAAP measure. • Brooke Life Reinsurance Company (“Brooke Re”): During the first quarter of 2024, Jackson entered into a 100% coinsurance with funds withheld reinsurance transaction with Brooke Re with all economics of the transaction 47 Part II | Item 7.
GAAP measure. • Brooke Life Reinsurance Company (“Brooke Re”): During the first quarter of 2024, Jackson entered into a 100% coinsurance with funds withheld reinsurance transaction with Brooke Re with all economics of the transaction effective as of January 1, 2024.
The following table summarizes our holdings: December 31, 2024 2023 (in millions) Common Stock $ 18 $ 17 Preferred Stock 151 175 Mutual Funds 28 202 Total $ 197 $ 394 Mortgage Loans At December 31, 2024, commercial mortgage loans were collateralized by properties located in 36 states, the District of Columbia, and Europe.
The following table summarizes our holdings: December 31, 2025 2024 (in millions) Common Stock $ 7 $ 18 Preferred Stock 135 151 Mutual Funds 30 28 Total $ 172 $ 197 Mortgage Loans At December 31, 2025, commercial mortgage loans were collateralized by properties located in 34 states, the District of Columbia, and Europe.
The information contained in the table below should be read in conjunction with our Consolidated Financial Statements and the related notes elsewhere in this report: Years Ended December 31, 2024 2023 2022 (in millions) Revenues Fee income $ 8,083 $ 7,680 $ 7,722 Premiums 146 147 132 Net investment income: Net investment income excluding funds withheld assets 1,838 1,680 1,492 Net investment income on funds withheld assets 1,024 1,174 1,254 Total net investment income 2,862 2,854 2,746 Net gains (losses) on derivatives and investments: Net gains (losses) on derivatives and investments (6,812) (5,864) (3,023) Net gains (losses) on funds withheld reinsurance treaties (1,052) (1,801) 2,186 Total net gains (losses) on derivatives and investments (7,864) (7,665) (837) Other income 44 67 85 Total revenues 3,271 3,083 9,848 Benefits and Expenses Death, other policy benefits and change in policy reserves, net of deferrals 868 965 1,062 (Gain) loss from updating future policy benefits cash flow assumptions, net 46 102 (34) Market risk benefits (gains) losses, net (3,809) (3,897) (3,536) Interest credited on other contract holder funds, net of deferrals and amortization 1,110 1,145 866 Interest expense 101 109 98 Operating costs and other expenses, net of deferrals 2,825 2,549 2,432 Amortization of deferred acquisition costs 1,108 1,152 1,226 Total benefits and expenses 2,249 2,125 2,114 Pretax income (loss) 1,022 958 7,734 Income tax expense (benefit) 46 4 1,505 Net income (loss) 976 954 6,229 Less: Net income (loss) attributable to noncontrolling interests 30 20 43 Net income (loss) attributable to Jackson Financial Inc. 946 934 6,186 Less: Dividends on preferred stock 44 35 — Net income (loss) attributable to Jackson Financial Inc. common shareholders $ 902 $ 899 $ 6,186 60 Part II | Item 7.
The information contained in the table below should be read in conjunction with our Consolidated Financial Statements and the related notes elsewhere in this Form 10-K: Years Ended December 31, 2025 2024 2023 (in millions) Revenues Fee income $ 7,983 $ 8,083 $ 7,680 Premiums 149 146 147 Net investment income: Net investment income excluding funds withheld assets 2,296 1,838 1,680 Net investment income on funds withheld assets 855 1,024 1,174 Total net investment income 3,151 2,862 2,854 Net gains (losses) on derivatives and investments: Net gains (losses) on derivatives and investments (3,357) (6,812) (5,864) Net gains (losses) on funds withheld reinsurance treaties (1,304) (1,052) (1,801) Total net gains (losses) on derivatives and investments (4,661) (7,864) (7,665) Other income 61 44 67 Total revenues 6,683 3,271 3,083 Benefits and Expenses Death, other policy benefits and change in policy reserves, net of deferrals 927 868 965 (Gain) loss from updating future policy benefits cash flow assumptions, net 44 46 102 Market risk benefits (gains) losses, net 605 (3,809) (3,897) Interest credited on other contract holder funds, net of deferrals and amortization 1,221 1,110 1,145 Interest expense 100 101 109 Operating costs and other expenses, net of deferrals 2,797 2,825 2,549 Amortization of deferred acquisition costs 1,103 1,108 1,152 Total benefits and expenses 6,797 2,249 2,125 Pretax income (loss) (114) 1,022 958 Income tax expense (benefit) (186) 46 4 Net income (loss) 72 976 954 Less: Net income (loss) attributable to noncontrolling interests 45 30 20 Net income (loss) attributable to Jackson Financial Inc. 27 946 934 Less: Dividends on preferred stock 44 44 35 Net income (loss) attributable to Jackson Financial Inc. common shareholders $ (17) $ 902 $ 899 62 Part II | Item 7.
As of December 31, 2024, 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. 73 Part II |
As of December 31, 2025, 90% of our policy and contract liabilities were in our Retail Annuities segment, 4% were in our Institutional Products segment and 6% were in our Closed Life and Annuity Blocks segment. 76 Part II |
The information contained in the table below should be read in conjunction with our Consolidated Financial Statements and the related notes appearing elsewhere in this report: Years Ended December 31, 2024 2023 2022 (in millions) Retail Annuities: Operating Revenues Fee income $ 4,460 $ 4,036 $ 4,108 Premiums 52 21 10 Net investment income 725 436 410 Other income 32 37 42 Total Operating Revenues 5,269 4,530 4,570 Operating Benefits and Expenses Death, other policy benefits and change in policy reserves 67 43 61 (Gain) loss from updating future policy benefits cash flow assumptions, net (54) (4) (4) Interest credited on other contract holder funds, net of deferrals and amortization 362 374 253 Interest expense 23 24 22 Asset-based commission expenses 1,137 1,022 1,010 Other commission expenses 891 691 809 Sub-advisor expenses 334 318 337 General and administrative expenses 788 677 642 Deferral of acquisition costs (693) (530) (624) Amortization of deferred acquisition costs 559 551 557 Total Operating Benefits and Expenses 3,414 3,166 3,063 Pretax Adjusted Operating Earnings $ 1,855 $ 1,364 $ 1,507 The following table summarizes a roll-forward of activity affecting account value for our Retail Annuities segment for the periods indicated: Years Ended December 31, 2024 2023 2022 (in millions) Retail Annuities Account Value: Balance as of beginning of period $ 235,465 $ 209,967 $ 260,135 Premiums and deposits 17,994 13,015 15,961 Surrenders, withdrawals, and benefits (29,738) (19,353) (16,430) Net flows (11,744) (6,338) (469) Investment performance 29,532 33,807 (47,149) Change in value of equity option 985 509 (41) Interest credited 362 372 244 Policy charges and other (2,935) (2,852) (2,753) Balance as of end of period, net of ceded reinsurance 251,665 235,465 209,967 Ceded reinsurance 15,051 18,370 22,037 Balance as of end of period, gross of reinsurance $ 266,716 $ 253,835 $ 232,004 63 Part II | Item 7.
The information contained in the table below should be read in conjunction with our Consolidated Financial Statements and the related notes appearing elsewhere in this Form 10-K: Years Ended December 31, 2025 2024 2023 (in millions) Retail Annuities: Operating Revenues Fee income $ 4,448 $ 4,460 $ 4,036 Premiums 67 52 21 Net investment income 935 725 436 Other income 28 32 37 Total Operating Revenues 5,478 5,269 4,530 Operating Benefits and Expenses Death, other policy benefits and change in policy reserves, net of deferrals 111 67 43 (Gain) loss from updating future policy benefits cash flow assumptions, net (20) (54) (4) Interest credited on other contract holder funds, net of deferrals and amortization 420 362 374 Interest expense 22 23 24 Asset-based commission expenses 1,153 1,137 1,022 Other commission expenses 1,111 891 691 Sub-advisor expenses 316 334 318 General and administrative expenses 786 788 677 Deferral of acquisition costs (876) (693) (530) Amortization of deferred acquisition costs 592 559 551 Total Operating Benefits and Expenses 3,615 3,414 3,166 Pretax Adjusted Operating Earnings $ 1,863 $ 1,855 $ 1,364 The following table summarizes a roll-forward of activity affecting account value for our Retail Annuities segment for the periods indicated: Years Ended December 31, 2025 2024 2023 (in millions) Retail Annuities Account Value: Balance as of beginning of period $ 251,665 $ 235,465 $ 209,967 Premiums and deposits (1) 19,849 17,994 13,015 Surrenders, withdrawals, and benefits (1) (30,688) (29,738) (19,353) Net flows (10,839) (11,744) (6,338) Investment performance 28,278 29,532 33,807 Change in value of equity option 2,035 985 509 Interest credited 420 362 372 Policy charges and other (2,976) (2,935) (2,852) Balance as of end of period, net of ceded reinsurance 268,583 251,665 235,465 Ceded reinsurance 12,750 15,051 18,370 Balance as of end of period, gross of reinsurance $ 281,333 $ 266,716 $ 253,835 (1) Excludes certain internal exchanges. 65 Part II | Item 7.
Years Ended December 31, 2024 2023 (in millions) Dividends and distributions to parent (1) $ 875 $ 600 Jackson Financial expenses and other, net (108) (102) Free Cash Flow $ 767 $ 498 (1) Cash distributed to Jackson Financial includes cash dividends and distributions of $785 million and interest payments on surplus notes of $90 million to Jackson Financial from its subsidiaries for the year-ended December 31, 2024 and includes cash dividends and distributions of $510 million and interest payments on surplus notes of $90 million to JFI from its subsidiaries for the year-ended December 31, 2023. 58 Part II | Item 7.
Years Ended December 31, 2025 2024 (in millions) Dividends and distributions to parent (1) $ 1,115 $ 875 Capital contributed to Hickory Re (150) — Jackson Financial expenses and other, net (127) (108) Free Cash Flow $ 838 $ 767 (1) Cash distributed to Jackson Financial includes cash dividends and distributions of $1,025 million and interest payments on surplus notes of $90 million to Jackson Financial from its subsidiaries for the year-ended December 31, 2025 and includes cash dividends and distributions of $785 million and interest payments on surplus notes of $90 million to JFI from its subsidiaries for the year-ended December 31, 2024. 60 Part II | Item 7.
The amortized cost of debt securities, available-for-sale, increased to $44,976 million at December 31, 2024 from $44,843 million as of December 31, 2023. Further, net unrealized losses, after adjusting for allowance for credit loss, were $4,679 million as of December 31, 2024, compared to $4,401 million as of December 31, 2023.
The amortized cost of debt securities, available-for-sale, increased to $50,491 million at December 31, 2025 from $45,007 million as of December 31, 2024. Further, net unrealized losses, after adjusting for allowance for credit loss, were $3,159 million as of December 31, 2025, compared to $4,679 million as of December 31, 2024.
Management’s Discussion and Analysis of Financial Condition and Results of Operations | Investments The table below presents the carrying value, net of allowance of credit loss, of our mortgage loans by property type: December 31, 2024 2023 (in millions) Commercial: Apartment $ 2,450 $ 2,868 Hotel 835 772 Office 1,317 1,457 Retail 1,685 1,891 Warehouse 2,134 2,033 Other 521 701 Total Commercial 8,942 9,722 Residential 1,090 1,006 Total 10,032 10,728 ACL (1) (121) (165) Total with ACL $ 9,911 $ 10,563 (1) At December 31, 2024 and 2023 a llowance for credit losses included $116 million and $160 million, respectively, for commercial loans and $5 million and $5 million, respectively, for residential loans.
Management’s Discussion and Analysis of Financial Condition and Results of Operations | Investments The table below presents the carrying value, net of allowance for credit loss, of our mortgage loans by property type: December 31, 2025 2024 (in millions) Commercial: Apartment $ 2,866 $ 2,450 Hotel 789 835 Office 1,171 1,317 Retail 1,664 1,685 Warehouse 2,217 2,134 Other 367 521 Total Commercial 9,074 8,942 Residential 1,270 1,090 Total 10,344 10,032 ACL (1) (133) (121) Total with ACL $ 10,211 $ 9,911 (1) At December 31, 2025 and 2024 a llowance for credit losses included $117 million and $116 million, respectively, for commercial loans and $16 million and $5 million, respectively, for residential loans.
We believe excluding AOCI attributable to Jackson Financial is more useful to investors in analyzing trends in our business. 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.
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.
The information contained in the table below should be read in conjunction with our Consolidated Financial Statements and the related notes appearing elsewhere in this report: Years Ended December 31, 2024 2023 2022 (in millions) Corporate and Other: Operating Revenues Fee income $ 49 $ 52 $ 52 Net investment income (2) 58 79 Other income (19) 5 8 Total Operating Revenues 28 115 139 Operating Benefits and Expenses Interest expense 78 85 76 Sub-advisor expenses (8) (7) (8) General and administrative expenses 222 210 131 Total Operating Benefits and Expenses 292 288 199 Pretax Adjusted Operating Earnings $ (264) $ (173) $ (60) Year Ended December 31, 2024 compared to Year Ended December 31, 2023 Pretax Adjusted Operating Earnings Pretax adjusted operating earnings decreased $91 million to $(264) million for the year ended December 31, 2024 from $(173) million for the year ended December 31, 2023 primarily due to a $60 million decrease in net investment income, and a $24 million decrease in other income primarily due to a one-time reinsurance related adjustment. 66 Part II | Item 7.
The information contained in the table below should be read in conjunction with our Consolidated Financial Statements and the related notes appearing elsewhere in this Form 10-K: Years Ended December 31, 2025 2024 2023 (in millions) Corporate and Other: Operating Revenues Fee income $ 44 $ 49 $ 52 Net investment income 38 (2) 58 Other income 10 (19) 5 Total Operating Revenues 92 28 115 Operating Benefits and Expenses Interest expense 78 78 85 Sub-advisor expenses (7) (8) (7) General and administrative expenses 164 222 210 Total Operating Benefits and Expenses 235 292 288 Pretax Adjusted Operating Earnings $ (143) $ (264) $ (173) Year Ended December 31, 2025 compared to Year Ended December 31, 2024 Pretax Adjusted Operating Earnings Pretax adjusted operating earnings increased $121 million to $(143) million for the year ended December 31, 2025 from $(264) million for the year ended December 31, 2024 primarily driven by a $58 million decrease in general and administrative expenses, due to lower incentive and deferred compensation expenses, a $29 million increase in other income primarily due to a one-time reinsurance related adjustment in 2024, and a $40 million increase in net investment income. 69 Part II | Item 7.
Net cash provided by operating activities (Parent Company Only) $ 51 $ 398 Adjustments from net cash provided by operating activities to free cash flow: Capital distributions from subsidiaries 785 150 Capital contributed to PPM (25) (15) Dividends on preferred stock (44) (35) Total adjustments 716 100 Free cash flow $ 767 $ 498 Free Cash Flow Comprised of: Capital distributions from subsidiaries $ 785 $ 150 Dividends from subsidiaries — 360 Interest on surplus note from subsidiary 90 90 Cash distributed to Jackson Financial 875 600 Parent company expenses (124) (118) Net investment income and other income 24 28 Other, net (8) (12) Jackson Financial expenses and other, net (108) (102) Free cash flow $ 767 $ 498 59 Part II | Item 7.
Net cash provided by operating activities (Parent Company Only) $ 12 $ 51 Adjustments from net cash provided by operating activities to free cash flow: Capital distributions from subsidiaries 1,025 785 Capital contributed to subsidiaries (155) (25) Dividends on preferred stock (44) (44) Total adjustments 826 716 Free cash flow $ 838 $ 767 Free Cash Flow Comprised of: Capital distributions from subsidiaries $ 1,025 $ 785 Interest on surplus note from subsidiary 90 90 Cash distributed to Jackson Financial 1,115 875 Capital contributed to Hickory Re (150) — Parent company expenses (119) (124) Net investment income and other income 28 24 Other, net (36) (8) Jackson Financial expenses and other, net (127) (108) Free cash flow $ 838 $ 767 61 Part II | Item 7.
Other Invested Assets Other invested assets increased to $2,864 million at December 31, 2024 from $2,466 million at December 31, 2023. 68 Part II | Item 7.
Other Invested Assets Other invested assets increased to $3,185 million at December 31, 2025 from $2,864 million at December 31, 2024. 71 Part II | Item 7.
The following table provides a summary of the allowance for credit losses related to our mortgage loans: December 31, 2024 2023 (in millions) Balance at beginning of period $ 165 $ 95 Charge offs, net of recoveries (1) (3) (66) Provision (release) (1) (41) 136 Balance at end of period $ 121 $ 165 (1) At December 31, 2024 and 2023, the $(44) million net decrease and $70 million net increase in allowance for credit losses is due to the change in expected credit losses, primarily in the office sector.
The following table provides a summary of the allowance for credit losses related to our mortgage loans: December 31, 2025 2024 (in millions) Balance at beginning of period $ 121 $ 165 Charge offs, net of recoveries (1) (14) (3) Reductions for mortgages disposed (2) — Provision (release) (1) 28 (41) Balance at end of period $ 133 $ 121 (1) At December 31, 2025, the $12 million net increase in allowance for credit losses is due to the change in expected credit losses, primarily in the residential mortgage sector.
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.
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.
Financial Statements and Supplementary Data — Note 3 - Segment Information of the Notes to Consolidated Financial Statements for further information regarding the calculation of pretax adjusted operating earnings : Years Ended December 31, 2024 2023 2022 (in millions) Pretax Adjusted Operating Earnings by Segment: Retail Annuities $ 1,855 $ 1,364 $ 1,507 Institutional Products 96 69 79 Closed Life and Annuity Blocks (9) (95) 117 Corporate and Other (264) (173) (60) Pretax Adjusted Operating Earnings 1,678 1,165 1,643 Pre-tax reconciling items from adjusted operating income to net income (loss) attributable to Jackson Financial Inc.: Guaranteed benefits and hedging results: Fees attributable to guarantee benefit reserves 3,122 3,125 3,077 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) Actuarial assumption updates and model enhancements (419) (406) (486) Net realized investment gains (losses) (11) (554) (359) Net realized investment gains (losses) on funds withheld assets (1,052) (1,801) 2,186 Net investment income on funds withheld assets 1,024 1,174 1,254 Other items 28 (39) (22) Total pre-tax reconciling items (686) (227) 6,048 Pretax income (loss) attributable to Jackson Financial Inc. 992 938 7,691 Income tax expense (benefit) 46 4 1,505 Net income (loss) attributable to Jackson Financial Inc. 946 934 6,186 Less: Dividends on preferred stock 44 35 — Net income (loss) attributable to Jackson Financial Inc. common shareholders $ 902 $ 899 $ 6,186 62 Part II | Item 7.
Financial Statements and Supplementary Data — Note 3 - Segment Information of the Notes to Consolidated Financial Statements for further information regarding the calculation of pretax adjusted operating earnings : Years Ended December 31, 2025 2024 2023 (in millions) Pretax Adjusted Operating Earnings by Segment: Retail Annuities $ 1,863 $ 1,855 $ 1,364 Institutional Products 92 96 69 Closed Life and Annuity Blocks 70 (9) (95) Corporate and Other (143) (264) (173) Pretax Adjusted Operating Earnings 1,882 1,678 1,165 Pre-tax reconciling items from adjusted operating income to net income (loss) attributable to Jackson Financial Inc.: Guaranteed benefits and hedging results: Fees attributable to guarantee benefit reserves 3,060 3,122 3,125 Net gains (losses) on hedging instruments (1,213) (5,856) (4,651) Market risk benefits gains (losses), net (222) 4,243 4,295 Net reserve and embedded derivative movements (2,286) (1,224) (779) Total net hedging results (661) 285 1,990 Amortization of DAC associated with non-operating items at date of transition to LDTI (503) (541) (591) Actuarial assumption updates and model enhancements (360) (419) (406) Net realized investment gains (losses) (44) (11) (554) Net realized investment gains (losses) on funds withheld assets (1,304) (1,052) (1,801) Net investment income on funds withheld assets 855 1,024 1,174 Other items (24) 28 (39) Total pre-tax reconciling items (2,041) (686) (227) Pretax income (loss) attributable to Jackson Financial Inc.
Management’s Discussion and Analysis of Financial Condition and Results of Operations | Macroeconomic, Industry and Regulatory Trends Demographics We expect demographic trends in the U.S. population, in particular the increase in the number of retirement age individuals, to generate significant demand for our products.
Demographics We expect demographic trends in the U.S. population, in particular the increase in the number of retirement age individuals, to generate significant demand for our products.
While PPM has access to a broad universe of potential investments, we believe grounding the investment program with a customized public corporate index that can be easily tracked and monitored helps guide PPM in meeting the risk and return expectations and assists with performance evaluation.
While PPM has access to a broad universe of potential investments, we believe grounding the investment program with a customized public corporate index that can be easily tracked and monitored helps guide PPM in meeting the risk and return expectations and assists with performance evaluation Recognizing the trade-offs between the level of risk, required capital, liquidity and investment return, the largest allocation within our investment portfolio is to investment grade fixed income securities.
The table below presents the carrying value, net of allowance for credit loss, of our mortgage loans by region: December 31, 2024 2023 (in millions) United States: East North Central 1,015 1,024 East South Central 347 502 Middle Atlantic 1,408 1,481 Mountain 474 531 New England 275 287 Pacific 2,260 2,500 South Atlantic 2,131 2,147 West North Central 617 593 West South Central 1,035 992 Total United States 9,562 10,057 Foreign 349 506 Total 9,911 10,563 71 Part II | Item 7.
The table below presents the carrying value, net of allowance for credit loss, of our mortgage loans by region: December 31, 2025 2024 (in millions) United States: East North Central 1,075 1,015 East South Central 289 347 Middle Atlantic 1,250 1,408 Mountain 764 474 New England 211 275 Pacific 2,235 2,260 South Atlantic 2,165 2,131 West North Central 720 617 West South Central 1,292 1,035 Total United States 10,001 9,562 Foreign 210 349 Total 10,211 9,911 74 Part II | Item 7.
New federal and state regulations could impact our business model, including regulatory reserve and capital requirements. Our ability to respond to changes in regulation and other legislative activity is critical to our long-term financial performance.
Our insurance company subsidiaries are regulated primarily at the state level, with some policies and products also subject to federal regulation. New federal and state regulations could impact our business model, including regulatory reserve and capital requirements. Our ability to respond to changes in regulation and other legislative activity is critical to our long-term financial performance.
Management’s Discussion and Analysis of Financial Condition and Results of Operations | Segment Results of Operations Year Ended December 31, 2024 compared to Year Ended December 31, 2023 Pretax Adjusted Operating Earnings Pretax a djusted operating earnings increased $491 million to $1,855 million for the year ended December 31, 2024 from $1,364 million for the year ended December 31, 2023 primarily due to: • $424 million increase in fee income primarily due to higher average separate account values compared to prior year; • $301 million increase in spread income primarily due to $289 million higher net investment income and $12 million lower interest credited on contract holder funds.
Management’s Discussion and Analysis of Financial Condition and Results of Operations | Segment Results of Operations Year Ended December 31, 2025 compared to Year Ended December 31, 2024 Pretax Adjusted Operating Earnings Pretax a djusted operating earnings increased $8 million to $1,863 million for the year ended December 31, 2025 from $1,855 million for the year ended December 31, 2024 primarily due to: • $152 million increase in spread income primarily due to $210 million higher net investment income, partially offset by $58 million higher interest credited on contract holder funds.
Pretax Adjusted Operating Earnings by Segment The following table summarizes pretax adjusted operating earnings (non-GAAP) from the Company's business segment operations and also provides a reconciliation of the segment measure to net income on a consolidated U.S. GAAP basis. Also, see Item 8.
Pretax Adjusted Operating Earnings by Segment The following table summarizes pretax adjusted operating earnings (non-GAAP) from the Company's business segment operations and also provides a reconciliation of the segment measure to net income on a consolidated U.S. GAAP basis. As part of the Company’s asset liability management program, management monitors the allocation of invested assets supporting the Company’s contractual liabilities.
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”).
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”). See “Recent Events of Note” above for more information regarding Brooke Re.
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.
This could lead to adverse performance versus our hedge targets and increased hedging costs. • Basis Risk: We 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.
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”). OTTI in our underlying investments would reduce our insurance company subsidiaries' regulatory capital.
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”). 55 Part II | Item 7.
The graph and table show the total return on a hypothetical $100 investment in (i) our shares of common stock on September 20, 2021, including the reinvestment of all dividends and (ii) each index on September 20, 2021. 9/20/2021 12/31/2021 12/31/2022 12/31/2023 03/31/2024 06/30/2024 09/30/2024 12/31/2024 Jackson Financial Inc. $ 100.00 $ 162.50 $ 141.65 $ 226.00 $ 296.05 $ 335.60 $ 415.69 $ 398.78 S&P 500 Index 100.00 109.37 88.11 109.46 120.58 125.31 132.24 134.97 S&P 500 Insurance Index 100.00 107.51 116.26 124.78 145.02 141.00 159.87 155.81 S&P 500 Financial Index 100.00 106.77 93.58 102.88 115.20 112.39 123.87 132.13 S&P Insurance Index Select Industry Total Return (1) 100.00 109.16 113.34 127.55 147.80 142.12 162.24 162.63 (1) The Company elected in 2024 to change the industry peer group index to the S&P Insurance Index Select Industry Total Return Index (the "Industry Total Return Index") from the S&P Insurance Select Industry Index.
The graph and table show the total return on a hypothetical $100 investment in (i) our shares of common stock on September 20, 2021, including the reinvestment of all dividends and (ii) each index on September 20, 2021. 9/20/2021 12/31/2021 12/31/2022 12/31/2023 12/31/2024 03/31/2025 06/30/2025 09/30/2025 12/31/2025 Jackson Financial Inc. $ 100.00 $ 162.50 $ 141.65 $ 226.00 $ 398.78 $ 388.26 $ 415.45 $ 477.57 $ 506.17 S&P 500 Index 100.00 109.37 88.11 109.46 134.97 128.78 142.39 153.48 157.09 S&P 500 Insurance Index 100.00 107.51 116.26 124.78 155.81 173.26 164.22 162.25 159.38 S&P 500 Financial Index 100.00 106.77 93.58 102.88 132.13 136.24 143.22 147.31 149.73 S&P Insurance Index Select Industry Total Return 100.00 109.16 113.34 127.55 162.63 175.24 173.50 172.96 176.34 Item 6. [Reserved] 45 Item 7.
The provision for income tax in the current period led to an effective tax rate ("ETR") of 5% for the year ended December 31, 2024, compared to an ETR of 1% for the year ended December 31, 2023.
Management’s Discussion and Analysis of Financial Condition and Results of Operations | Consolidated Results of Operations The provision for income tax in the current period led to an effective tax rate ("ETR") of 117% for the year ended December 31, 2025, compared to an ETR of 5% for the year ended December 31, 2024.
(“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. Jackson Financial, domiciled in the state of Delaware, United States (“U.S.”), previously was a subsidiary of Prudential plc (“Prudential”), London, England and was the holding company for Prudential’s U.S. operations.
(“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. Jackson Financial, domiciled in the state of Delaware, United States (“U.S.”), became an independent public company on September 13, 2021.

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Item 6. [Reserved]

Selected Financial Data — reserved (removed by SEC in 2021)

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Biggest changeManagement's Discussion and Analysis of Financial Condition and Results of Operations 46 Executive Summary 46 Key Operating Measures 49 Macroeconomic, Industry and Regulatory Trends 53 Non-GAAP Financial Measures 55 Consolidated Results of Operations 60 Segment Results of Operations 62 Investments 67 Policy and Contract Liabilities 73 Liquidity and Capital Resources 76 Impact of Recent Accounting Pronouncements 83 Critical Accounting Estimates 83 Item 7A.
Biggest changeManagement's Discussion and Analysis of Financial Condition and Results of Operations 46 Executive Summary 46 Key Operating Measures 50 Macroeconomic, Industry and Regulatory Trends 54 Non-GAAP Financial Measures 57 Consolidated Results of Operations 62 Segment Results of Operations 64 Investments 70 Policy and Contract Liabilities 76 Liquidity and Capital Resources 79 Impact of Recent Accounting Pronouncements 85 Critical Accounting Estimates 86 Item 7A.
Quantitative and Qualitative Disclosures about Market Risk 91 Item 8. Financial Statements and Supplementary Data 98 Reference to Financial Statements and Schedules 98
Quantitative and Qualitative Disclosures about Market Risk 94 Item 8. Financial Statements and Supplementary Data 101 Reference to Financial Statements and Schedules 101

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

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Biggest changeManagement’s Discussion and Analysis of Financial Condition and Results of Operations | Policy and Contract Liabilities The table below represents a breakdown of our policy and contract liabilities: December 31, 2024 Separate Accounts Reserves for future policy benefits Other contract holder funds Market Risk Benefits Total (in millions) Variable Annuities $ 228,851 $ — $ 7,206 $ (5,176) $ 230,881 RILA 1 — — 11,685 6 11,691 Fixed Index Annuities 2 — — 8,515 37 8,552 Fixed Annuities — — 9,615 1 9,616 Payout Annuities — 1,095 844 — 1,939 Other Annuities 208 — — — 208 Total Retail Annuities 229,059 1,095 37,865 (5,132) 262,887 Total Institutional Products — — 8,384 — 8,384 Total Closed Life and Annuity Blocks 84 8,599 11,899 7 20,589 Total Policy and Contract Liabilities 229,143 9,694 58,148 (5,125) 291,860 Claims payable and other — 1,378 164 — 1,542 Total $ 229,143 $ 11,072 $ 58,312 $ (5,125) $ 293,402 December 31, 2023 Separate Accounts Reserves for future policy benefits Other contract holder funds Market Risk Benefits Total (in millions) Variable Annuities $ 219,381 $ — $ 8,396 $ (2,000) $ 225,777 RILA 1 — — 5,219 3 5,222 Fixed Index Annuities 2 — — 10,243 37 10,280 Fixed Annuities — — 9,736 1 9,737 Payout Annuities — 1,090 860 — 1,950 Other Annuities 198 — — — 198 Total Retail Annuities 219,579 1,090 34,454 (1,959) 253,164 Total Institutional Products — — 8,406 — 8,406 Total Closed Life and Annuity Blocks 77 9,362 12,291 7 21,737 Total Policy and Contract Liabilities 219,656 10,452 55,151 (1,952) 283,307 Claims payable and other — 1,446 168 — 1,614 Total $ 219,656 $ 11,898 $ 55,319 $ (1,952) $ 284,921 (1) Includes the embedded derivative liabilities in other contract holder funds re lated to RILA of $3,065 million and $1,224 mill ion at December 31, 2024 and 2023, respectively.
Biggest changeManagement’s Discussion and Analysis of Financial Condition and Results of Operations | Policy and Contract Liabilities The table below represents a breakdown of our policy and contract liabilities: December 31, 2025 Separate Accounts Reserves for future policy benefits Other contract holder funds Market Risk Benefits Total (in millions) Variable Annuities $ 236,406 $ — $ 6,351 $ (4,265) $ 238,492 RILA 1 — — 20,282 17 20,299 Fixed Annuities — — 9,494 2 9,496 Fixed Index Annuities 2 — — 7,946 127 8,073 Payout Annuities — 1,169 854 — 2,023 Other Annuities — — — — — Total Retail Annuities 236,406 1,169 44,927 (4,119) 278,383 Total Institutional Products — — 11,021 — 11,021 Total Closed Life and Annuity Blocks 90 8,422 11,551 6 20,069 Total Policy and Contract Liabilities 236,496 9,591 67,499 (4,113) 309,473 Claims payable and other — 1,305 164 — 1,469 Total $ 236,496 $ 10,896 $ 67,663 $ (4,113) $ 310,942 December 31, 2024 Separate Accounts Reserves for future policy benefits Other contract holder funds Market Risk Benefits Total (in millions) Variable Annuities $ 228,851 $ — $ 7,206 $ (5,176) $ 230,881 RILA 1 — — 11,685 6 11,691 Fixed Annuities — — 9,615 1 9,616 Fixed Index Annuities 2 — — 8,515 37 8,552 Payout Annuities — 1,095 844 — 1,939 Other Annuities 208 — — — 208 Total Retail Annuities 229,059 1,095 37,865 (5,132) 262,887 Total Institutional Products — — 8,384 — 8,384 Total Closed Life and Annuity Blocks 84 8,599 11,899 7 20,589 Total Policy and Contract Liabilities 229,143 9,694 58,148 (5,125) 291,860 Claims payable and other — 1,378 164 — 1,542 Total $ 229,143 $ 11,072 $ 58,312 $ (5,125) $ 293,402 (1) Includes the embedded derivative liabilities in other contract holder funds re lated to RILA of $6,043 million and $3,065 million at December 31, 2025 and 2024, respectively.
Decreases in equity markets increase the likelihood that a customer’s account value will be insufficient to cover the benefit paid to the beneficiary at the time of a claim following the customer’s death.
Decreases in equity markets increase the likelihood that a customer’s account value will be insufficient to cover the benefit paid to the beneficiary at the time of a claim following the customer’s death.
In Michigan, the Director of the Michigan Department of Insurance and Financial Services (the Michigan Director of Insurance) may limit, or not permit, the payment of dividends from either Jackson or Brooke Life, Jackson's direct parent company, if it determines that the surplus of either of these subsidiaries is not reasonable in relation to their outstanding liabilities and is not adequate to meet their financial needs, as required by the Michigan Insurance Code of 1956.
In Michigan, the Director of the Michigan Department of Insurance and Financial Services (the Michigan Director of Insurance) may limit, or not permit, the payment of dividends from either Jackson or Brooke Life, Jackson's direct parent company, if it determines that the surplus of either of these subsidiaries is not reasonable in relation to their outstanding liabilities and is not adequate to meet their financial needs, as required by the Michigan Insurance Code of 1956, as amended (the "Michigan Insurance Code").
Federal Home Loan Bank Jackson is a member of the regional 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.
Federal Home Loan Bank 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.
Therefore, if equity markets increase over the short-term but return to lower levels in the longer-term, those step-up provisions could increase the benefit base relative to the account value, resulting in additional benefit payments paid by us compared to a scenario where equity markets had remained flat over time.
Therefore, if equity markets increase over the short-term but return to lower levels in the longer-term, those step-up provisions could increase the benefit base relative to the account value, resulting in additional benefit payments paid by us compared to a scenario where equity markets remained flat over time.
Other factors that are not directly related to interest rates can also give rise to an increase in liquidity requirements including, changes in ratings from rating agencies, general policyholder concerns relating to the life insurance industry ( e.g. , the unexpected default of a large, unrelated life insurer) and competition from other products, including non-insurance products such as mutual funds, certificates of deposit and newly developed investment products.
Other factors not directly related to interest rates can also give rise to an increase in liquidity requirements including, changes in ratings from rating agencies, general policyholder concerns relating to the life insurance industry (e.g., the unexpected default of a large, unrelated life insurer) and competition from other products, including non-insurance products such as mutual funds, certificates of deposit and newly developed investment products.
Due to our current portfolio structure and holdings, foreign currency movements are not material to the Company. This analysis estimates the potential changes in estimated fair value based on a hypothetical 50 basis point parallel shift (increase or decrease) in risk-free interest rates and a 10% change (increase or decrease) in equity market prices.
Due to our current portfolio structure and holdings, foreign currency movements are not material to the Company. This analysis estimates the potential changes in estimated fair value based on a hypothetical 100 basis point parallel shift (increase or decrease) in risk-free interest rates and a 10% change (increase or decrease) in equity market prices.
We modeled the impact of changes in market rates and prices on the estimated fair values of our market sensitive assets and liabilities as follows: • the net present values of our interest rate sensitive exposures resulting from a parallel 50 basis point shift (increase or decrease) in interest rates; and • the estimated fair value of our equity positions due to a 10% change (increase or decrease) in equity market prices.
We modeled the impact of changes in market rates and prices on the estimated fair values of our market sensitive assets and liabilities as follows: • the net present values of our interest rate sensitive exposures resulting from a parallel 100 basis point shift (increase or decrease) in interest rates; and • the estimated fair value of our equity positions due to a 10% change (increase or decrease) in equity market prices.
Accordingly, the reinsured MRB is recorded at fair value using internally developed models consistent with those used to value our direct MRBs. See Item 8. Financial Statements and Supplementary Data — Note 8 - Reinsurance of the Notes to Consolidated Financial Statements for additional information on these accounting policies.
The reinsurance MRB is recorded at fair value using internally developed models consistent with those used to value our direct MRBs. See Item 8. Financial Statements and Supplementary Data — Note 8 - Reinsurance of the Notes to Consolidated Financial Statements for additional information on these accounting policies.
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. As of February 18, 2025, the financial strength ratings of our principal insurance subsidiaries were as follows: Company A.M.
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. As of February 18, 2026, the financial strength ratings of our principal insurance subsidiaries were as follows: Company A.M.
Therefore, there can be no assurance that we will pay any cash dividends to holders of our stock or approve any further increase in the existing, or any new, common stock repurchase program, or any assurance as to the amount of any such cash dividends or stock repurchases. 77 Part II | Item 7.
Therefore, there can be no assurance that we will pay any cash dividends to holders of our stock or approve any further increase in the existing, or any new, common stock repurchase program, or any assurance as to the amount of any such cash dividends or stock repurchases. 81 Part II | Item 7.
In addition, life and annuity claims liabilities in course of settlement are included in other future policy benefits and claims payable. See Item 8. Financial Statements and Supplementary Data — Note 9- Reserve for Future Policy Benefits and Claims Payable of the Notes to Consolidated Financial Statements for additional information on these accounting policies.
In addition, life and annuity claims liabilities in course of settlement are included in reserves for future policy benefits and claims payable. See Item 8. Financial Statements and Supplementary Data — Note 9 - Reserve for Future Policy Benefits and Claims Payable of the Notes to Consolidated Financial Statements for additional information on these accounting policies.
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. 74 Part II | Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations | Policy and Contract Liabilities See Item 8.
We have the discretion, subject to contractual limitations and minimums, to reset the crediting terms on the majority of our fixed annuities and fixed index annuities. 77 Part II | Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations | Policy and Contract Liabilities See Item 8.
The fees attributable to guaranteed benefits are generally calculated based on the benefit base, so the scenario in which equity markets increase and then later decrease will also result in relatively higher fee income. 91 Part II | Item 7A.
The fees attributable to guaranteed benefits are generally calculated based on the benefit base, so the scenario in which equity markets increase and then later decrease will also result in relatively higher fee income. 94 Part II | Item 7A.
GAAP net income volatility. 93 Part II | Item 7A. Quantitative and Qualitative Disclosures about Market Risk Depending on market conditions and our capital position, we may favor the use of one type of hedging instrument over another.
GAAP net income volatility. 96 Part II | Item 7A. Quantitative and Qualitative Disclosures about Market Risk Depending on market conditions and our capital position, we may favor the use of one type of hedging instrument over another.
As the coinsurance agreement transfers the economics of the investments in the segregated funds withheld account to Athene, they will receive an investment return equivalent to owning the underlying assets. At inception of the coinsurance agreement, the Athene Embedded Derivative was valued at zero.
As the coinsurance agreement transfers the performance of the investments in the segregated funds withheld account to Athene, they will receive an investment return equivalent to owning the underlying assets. At inception of the coinsurance agreement, the Athene Embedded Derivative was valued at zero.
Financial Statements and Supplementary Data -- Note 12 - Market Risk Benefits of the Notes to Consolidated Financial Statements for further information regarding the notable assumption updates included in the MRB calculation. 75 Part II | Item 7.
Financial Statements and Supplementary Data -- Note 12 - Market Risk Benefits of the Notes to Consolidated Financial Statements for further information regarding the notable assumption updates included in the MRB calculation. 78 Part II | Item 7.
The states in which our insurance subsidiaries are domiciled impose certain restrictions on our insurance subsidiaries’ ability to pay dividends to their parent companies. See “Distributions from our Insurance Company Subsidiaries” below for a discussion of those restrictions .
The states in which our insurance subsidiaries are domiciled impose certain restrictions on our insurance subsidiaries’ ability to pay dividends to their parent companies. See “Distributions and Dividends - Insurance Company Subsidiaries” below for a discussion of those restrictions .
Other Future Policy Benefits and Claims Payable In conjunction with a prior acquisition, we recorded a fair value adjustment related to certain annuity and interest-sensitive life blocks of business to reflect the cost of the interest guarantees within the in-force liabilities, based on the difference between the guaranteed interest rate and an assumed new money guaranteed interest rate.
Other Future Policy Benefits and Claims Payable In conjunction with a prior acquisition, we recorded a fair value adjustment related to certain annuity and interest-sensitive life blocks of business to reflect the cost of the interest guarantees within the in-force liabilities, based on the difference between the guaranteed interest rate and at purchase assumed new money guaranteed interest rate.
The sensitivity analysis reflects changes in fair value resulting from changes in interest rates or equity market levels and does not reflect changes in the economic value of assets or liabilities. 94 Part II | Item 7A.
The sensitivity analysis reflects changes in fair value resulting from changes in interest rates or equity market levels and does not reflect changes in the economic value of assets or liabilities. 97 Part II | Item 7A.
Any declaration of cash dividends or stock repurchases are 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 other contractual restrictions with respect to paying cash dividends or repurchasing stock, 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.
Distributions and Dividends • Holding Company Any declaration of cash dividends or stock repurchases by JFI are 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 other contractual restrictions with respect to paying cash dividends or repurchasing stock, 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.
We typically update our actuarial assumptions annually as discussed above, unless a material change is observed in an interim period that we feel is indicative of a long-term trend. The underlying assumptions may have a material impact on the measurement of the embedded derivative, including equity market movements.
We typically update our actuarial assumptions annually as discussed above, unless a material change is observed in an interim period that we feel is indicative of a long-term trend. The underlying assumptions may have a material impact on the measurement of the embedded derivative, including equity market movements. See Item 8.
In the past, our statutory TAC (total adjusted capital) may have been negatively impacted by minimum required reserving levels ( i.e. , cash surrender value floor) when reserve releases were limited and unable to offset losses from our hedging program. Jackson had an RBC ratio of 572%, 624% and 544% as of December 31, 2024, 2023 and 2022, respectively.
In the past, our statutory TAC (total adjusted capital) may have been negatively impacted by minimum required reserving levels ( i.e. , cash surrender value floor) when reserve releases were limited and unable to offset losses from our hedging program. Jackson had an RBC ratio of 567%, 572% and 624% as of December 31, 2025, 2024 and 2023, respectively.
GAAP, which primarily consist of $9.5 billion and $10.1 billion of mortgage loans as of December 31, 2024 and 2023, respectively; • the analysis excludes the effect of market or interest rate impacts on assets and liabilities related to our funds withheld reinsurance treaties; • the analysis excludes real estate holdings; • the analysis excludes the impact of changes in income taxes; and • the analysis assumes that the composition of assets and liabilities remains unchanged upon measurement and excludes the impacts of management actions.
GAAP, which primarily consist of $9.9 billion and $9.5 billion of mortgage loans as of December 31, 2025 and 2024, respectively; • the analysis excludes the effect of market or interest rate impacts on assets and liabilities related to our funds withheld reinsurance treaties; • the analysis excludes real estate holdings; • the analysis excludes the impact of changes in income taxes; and • the analysis assumes that the composition of assets and liabilities remains unchanged upon measurement and excludes the impacts of management actions.
Such restrictions, or any future restrictions adopted by the states in which our insurance subsidiaries are domiciled, could have the effect, under certain circumstances, of significantly reducing dividends or other amounts payable by our subsidiaries without affirmative approval of state regulatory authorities. See Item 1A.
Such restrictions, or any future restrictions adopted by the states in which our insurance subsidiaries are domiciled, could have the effect, under certain circumstances, of significantly reducing dividends or other amounts payable by our subsidiaries without affirmative approval of state regulatory authorities.
As a result, the risk associated with such payouts is dependent on both the equity market performance and the time of the claim. • As of December 31, 2024, 75% of total variable annuity account value included either a GMWB for Life or GMWB selection. These benefits guarantee minimum payments based on a fixed annual percentage of the benefit base.
As a result, the risk associated with such payouts is dependent on both the equity market performance and the time of the claim. • As of December 31, 2025, 74% of total variable annuity account value included either a GMWB for Life or GMWB selection. These benefits guarantee minimum payments based on a fixed annual percentage of the benefit base.
Among the criteria for securities to be included on a watch list are: credit deterioration that has led to a significant decline in fair value of the security; a significant covenant related to the security has been breached; or an issuer has filed or indicated a possibility of filing for bankruptcy, has missed or announced it intends to miss a scheduled interest or principal payment, or has experienced a specific material adverse change that could impair its creditworthiness. 87 Part II | Item 7.
Among the criteria for securities to be included on a watch list are: credit deterioration that has led to a significant decline in fair value of the security; a significant covenant related to the security has been breached; or an issuer has filed or indicated a possibility of filing for bankruptcy, has missed or announced it intends to miss a scheduled interest or principal payment, or has experienced a specific material adverse change that could impair its creditworthiness.
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. As of December 31, 2024, all 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.
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. As of December 31, 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.
Business–Our Product Offerings by Segments–Retail Annuities–Variable Annuities in this report. 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.
Business–Our Product Offerings by Segments–Retail Annuities–Variable Annuities in this Form 10-K. 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.
Embedded Derivatives - Funds Withheld Reinsurance Agreements The Company has recorded an embedded derivative liability related to the Athene coinsurance agreement (the “Athene Embedded Derivative”) in accordance with ASC 815-15 as Jackson’s obligation under the coinsurance agreement is based on the total return of investments in a segregated funds withheld account rather than Jackson’s own creditworthiness.
Embedded Derivatives - Funds Withheld Reinsurance Agreements The Company has recorded an embedded derivative liability related to the Athene coinsurance agreement (the “Athene Embedded Derivative”) in accordance with ASC 815-15 as Jackson’s obligation under the coinsurance agreement is based on the total return of investments in a segregated funds withheld account.
In performing the analysis summarized below, we used market rates and balance sheet positions as of December 31, 2024 and 2023, respectively.
In performing the analysis summarized below, we used market rates and balance sheet positions as of December 31, 2025 and 2024, respectively.
Quantitative and Qualitative Disclosures about Market Risk The market risk information is limited by the assumptions and parameters established in creating the related sensitivity analysis, including: • interest-rate sensitive liabilities do not include $66.2 billion and $65.9 billion of policy and contract liabilities as of December 31, 2024 and 2023, respectively, which are accounted for on a book value basis under U.S.
Quantitative and Qualitative Disclosures about Market Risk The market risk information is limited by the assumptions and parameters established in creating the related sensitivity analysis, including: • interest-rate sensitive liabilities do not include $72.3 billion and $66.2 billion of policy and contract liabilities as of December 31, 2025 and 2024, respectively, which are accounted for on a book value basis under U.S.
Accrued interest receivables are presented separate from the amortized cost of debt securities and mortgage loans. An allowance for credit losses is not estimated on an accrued interest receivable. Rather, receivable balances that are deemed uncollectible are written off with a corresponding reduction to net investment income. 88 Part II | Item 7.
Accrued interest receivables are presented separate from the amortized cost of debt securities and mortgage loans. An allowance for credit losses is not estimated on an accrued interest receivable. Rather, receivable balances that are deemed uncollectible are written off with a corresponding reduction to net investment income.
The discussion below describes our liquidity and capital resources for the years ended December 31, 2024, 2023 and 2022.
The discussion below describes our liquidity and capital resources for the years ended December 31, 2025, 2024 and 2023.
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 December 31, 2024.
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 December 31, 2025 .
Consolidation of Variable Interest Entities (“VIEs”) The Company invests in a number of asset types that it has determined are VIEs, such as equity positions in collateralized loan obligations (“CLOs”), limited partnerships (“LPs”), limited liability companies (“LLCs”), and mutual funds that are assessed to determine whether they meet the criteria as a VIE.
Consolidation of Variable Interest Entities (“VIEs”) The Company invests in a number of asset types that may be VIEs, such as equity positions in collateralized loan obligations (“CLOs”), limited partnerships (“LPs”), limited liability companies (“LLCs”), and mutual funds. These entities are assessed to determine whether they meet the criteria as a VIE.
Subsequent to the effective date of the coinsurance agreement, the Athene Embedded Derivative is measured at fair value with changes reported in Net gains (losses) on derivatives and investments in the Consolidated Income Statement. The Athene Embedded Derivative Liability is included in Funds withheld payable under reinsurance treaties in the Consolidated Balance Sheet. 89 Part II | Item 7.
Subsequent to the effective date of the coinsurance agreement, the Athene Embedded Derivative is measured at fair value with changes reported in Net gains (losses) on derivatives and investments in the Consolidated Income Statement. The Athene Embedded Derivative Liability is included in Funds withheld payable under reinsurance treaties on the Consolidated Balance Sheet. See Item 8.
The Company also announced the declaration of a cash dividend of $0.50 per depositary share, each representing a 1/1,000th interest in a share of Fixed-Rate Reset Noncumulative Perpetual Preferred Stock, Series A. The dividend will be payable on March 31, 2025, to depositary shareholders of record at the close of business on March 11, 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. The dividend will be payable on March 30, 2026, to depositary shareholders of record at the close of business on March 16, 2026.
Increases or decreases in the value of the referenced equity securities will increase or decrease the associated core contract charges and investment management fees. • As of December 31, 2024, 77% of our total variable annuity account value included a return of premium death benefit and 11% of our total variable annuity account value included an enhanced GMDB selection.
Increases or decreases in the value of the referenced equity securities will increase or decrease the associated core contract charges and investment management fees. • As of December 31, 2025, 76% of our total variable annuity account value included a return of premium death benefit and 10% of our total variable annuity account value included an enhanced GMDB selection.
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 we have acquired or incurred.
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 we have acquired or incurred. 91 Part II | Item 7.
The fees attributable to these guaranteed benefits are calculated based on the benefit base, so the scenario in which equity markets increase and then later decrease will also result in relatively higher fee income. 92 Part II | Item 7A.
The fees attributable to these guaranteed benefits are calculated based on the benefit base, so the scenario in which equity markets increase and then later decrease will also result in relatively higher fee income.
A stable outlook is assigned when ratings are not likely to be changed. Outlooks should not be confused with expected stability of the issuer’s financial or economic performance. A stable outlook does not preclude a rating agency from changing a rating at any time without notice. 82 Part II | Item 7.
A stable outlook is assigned when ratings are not likely to be changed. Outlooks should not be confused with expected stability of the issuer’s financial or economic performance. A stable outlook does not preclude a rating agency from changing a rating at any time without notice. A.M.
Cash Flows The following table presents a summary of our cash flow activity for the periods set forth below: Years Ended December 31, 2024 2023 2022 (in millions) Net cash provided by (used in) operating activities $ 5,793 $ 5,310 $ 5,206 Net cash provided by (used in) investing activities (7,090) (592) (1,374) Net cash provided by (used in) financing activities 2,373 (6,328) (2,162) Net increase (decrease) in cash, cash equivalents, and restricted cash 1,076 (1,610) 1,670 Cash, cash equivalents, and restricted cash at beginning of period 2,691 4,301 2,631 Total cash, cash equivalents, and restricted cash at end of period $ 3,767 $ 2,691 $ 4,301 Cash flows from Operating Activities The principal operating cash inflows from our insurance activities come from insurance premiums, fees charged on our products and net investment income.
Cash Flows The following table presents a summary of our cash flow activity for the periods set forth below: Years Ended December 31, 2025 2024 2023 (in millions) Net cash provided by (used in) operating activities $ 5,758 $ 5,793 $ 5,310 Net cash provided by (used in) investing activities (7,756) (7,090) (592) Net cash provided by (used in) financing activities 3,935 2,373 (6,328) Net increase (decrease) in cash, cash equivalents, and restricted cash 1,937 1,076 (1,610) Cash, cash equivalents, and restricted cash at beginning of period 3,767 2,691 4,301 Total cash, cash equivalents, and restricted cash at end of period $ 5,704 $ 3,767 $ 2,691 Cash flows from Operating Activities The principal operating cash inflows from our insurance activities come from insurance premiums, fees charged on our products and net investment income.
As of December 31, 2024, 94% 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.
As of December 31, 2025, 92% 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.
Separate account liabilities are fully funded by cash flows from the customer’s corresponding separate account assets and are set equal to the fair value of such invested assets. • $47.4 billion of our policy and contract liabilities were backed by our investment portfolio. • $15.3 billion of our policy and contract liabilities were reinsured by Athene and backed by funds withheld assets.
Separate account liabilities are fully funded by cash flows from the customer’s corresponding separate account assets and are set equal to the fair value of such invested assets. • $60.0 billion of our policy and contract liabilities were backed by our investment portfolio. • $13.0 billion of our policy and contract liabilities were reinsured by Athene and backed by funds withheld assets.
The policyholder account value is the imputed value of the underlying guaranteed host contract. The fair value of the embedded derivative for the FIA and RILA products is determined using an option-budget method with capital market inputs of market index returns and discount rates as well as actuarial assumptions including lapse, mortality and withdrawal rates.
The fair value of the embedded derivative for the FIA and RILA products is determined using an option-budget method with capital market inputs of market index returns and discount rates as well as actuarial assumptions including lapse, mortality and withdrawal rates.
These laws and regulations require, among other things, our insurance company subsidiaries to maintain minimum solvency requirements and limit the amount of dividends these subsidiaries can pay. 78 Part II | Item 7.
These laws and regulations require, among other things, our insurance company subsidiaries to maintain minimum solvency requirements and limit the amount of dividends these subsidiaries can pay.
As of December 31, 2024, the portfolio of cash, short-term investments and privately and publicly traded securities and equities that are unencumbered and unrestricted to sale, amounted to $26.4 billion.
As of December 31, 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 $36.8 billion.
This assessment may also involve assumptions regarding underlying collateral such as prepayment rates, default and recovery rates, and third-party servicing capabilities.
This assessment may also involve assumptions regarding underlying collateral such as prepayment rates, default and recovery rates, and third-party servicing capabilities. 90 Part II | Item 7.
The determination of the estimated fair value of freestanding derivatives, when quoted market values are not available, is based on market standard valuation methodologies and inputs that management believes are consistent with what other market participants would use when pricing such instruments.
Freestanding derivatives priced using third party pricing services incorporate inputs that are predominantly observable in the market. The determination of the estimated fair value of freestanding derivatives, when quoted market values are not available, is based on market standard valuation methodologies and inputs that management believes are consistent with what other market participants would use when pricing such instruments.
In addition to the review procedures described above, investments in asset-backed securities where market prices are depressed are subject to a review of their future estimated cash flows, including expected and stress case scenarios, to identify potential shortfalls in contractual payments.
Management’s Discussion and Analysis of Financial Condition and Results of Operations | Critical Accounting Estimates In addition to the review procedures described above, investments in asset-backed securities where market prices are depressed are subject to a review of their future estimated cash flows, including expected and stress case scenarios, to identify potential shortfalls in contractual payments.
Advances are in the form of either notes or funding agreements issued to FHLBI. As of December 31, 2024 and 2023, Jackson held a bank loan with an outstanding balance of $52 million and $57 million, respectively. 81 Part II | Item 7.
Advances are in the form of either notes or funding agreements issued to FHLBI. As of December 31, 2025 and 2024, Jackson held a bank loan with an outstanding balance of $47 million and $52 million, respectively.
Cash flows provided by (used in) operating activities increased $483 million to $5,793 million during the year ended December 31, 2024 from $5,310 million during the year ended December 31, 2023. This increase was primarily due to the timing of settlements of receivables and payables.
Cash flows provided by (used in) operating activities decreased $35 million to $5,758 million during the year ended December 31, 2025 from $5,793 million during the year ended December 31, 2024. This was primarily due to the timing of settlements of receivables and payables.
When equity markets increase, this exposure and the related fair value declines. 96 Part II |
When equity markets increase, this exposure and the related fair value decline. 99 Part II |
Management proposes how best to mitigate or address such risks, including equity market and interest rate risks. Equity Market Risk : We manage equity market risk by both holding sufficient capital and by using derivative-based hedges as described above in our hedging program.
If market risks exceed predetermined tolerances, management is required to inform the Board's Finance and Risk Committee. Management proposes how best to mitigate or address such risks, including equity market and interest rate risks. Equity Market Risk : We manage equity market risk by both holding sufficient capital and by using derivative-based hedges as described above in our hedging program.
This adjustment is recorded in reserves for future policy benefits and claims payable. This component of the acquired reserves is reassessed at the end of each period, taking into account changes in the in-force block. Any resulting change in the reserve is recorded as a change in policy reserve through the Consolidated Income Statements.
This adjustment is recorded in reserves for future policy benefits and claims payable. This liability adjustment is remeasured each reporting period, taking into account changes in the in-force block. Any resulting change in the reserve is recorded as a change in policy reserve in the Consolidated Income Statements.
The table below provides additional detail regarding the potential change in estimated fair value of our equity investment portfolio in addition to our variable annuity, fixed index and RILA market risk benefits and embedded derivatives due to a 10% increase and decrease in equity market prices by type of asset or liability (in millions): December 31, 2024 December 31, 2023 Fair Impact of Impact of Fair Impact of Impact of Value 10% -10% Value 10% -10% Change Change Change Change Equity Securities and Limited Partnerships $ 1,814 $ (181) $ 181 $ 1,665 $ (167) $ 167 December 31, 2024 December 31, 2023 Fair Impact of Impact of Fair Impact of Impact of Value 10% -10% Value 10% -10% Change Change Change Change Fixed index and RILA embedded derivatives $ 3,174 $ 4 $ (10) $ 1,275 $ 2 $ (5) Market risk benefits (4,939) (1,722) 2,187 (1,136) (2,048) 2,587 The fair value of our market risk benefits reflect our contract holders’ exposure to equity market declines.
The table below provides additional detail regarding the potential change in estimated fair value of our equity investment portfolio in addition to our variable annuity, fixed index and RILA market risk benefits and embedded derivatives, net of reinsurance, due to a 10% increase and decrease in equity market prices by type of asset or liability (in millions): December 31, 2025 December 31, 2024 Fair Impact of Impact of Fair Impact of Impact of Value +10% -10% Value +10% -10% Change Change Change Change Equity Securities and Limited Partnerships $ 2,228 $ 223 $ (223) $ 1,814 $ 181 $ (181) December 31, 2025 December 31, 2024 Fair Impact of Impact of Fair Impact of Impact of Value +10% -10% Value +10% -10% Change Change Change Change Fixed index and RILA embedded derivatives $ 6,216 $ 1,321 $ (1,594) $ 3,174 $ 4 $ (10) Market risk benefit - net (asset) liability (4,238) (1,574) 2,008 (4,939) (1,722) 2,187 The fair value of our market risk benefits reflect our contract holders’ exposure to equity market declines.
The table below provides detail regarding the potential change in estimated fair value of our debt securities in addition to our variable annuity, fixed index and RILA market risk benefits and embedded derivatives due to a 50 basis point parallel increase and decrease in the yield curve by type of asset or liability (in millions): December 31, 2024 December 31, 2023 Fair Impact of Impact of Fair Impact of Impact of Value +50 bps -50 bps Value +50 bps -50 bps Change Change Change Change Debt Securities (1) Floating Rate $ 3,925 $ (4) $ 4 $ 3,019 $ (2) $ 2 Fixed Rate 30,236 (857) 924 27,982 (814) 862 (1) Includes debt securities that are classified as available-for-sale or trading and includes securities at fair value under the fair value option.
The table below provides detail regarding the potential change in estimated fair value of our debt securities in addition to our variable annuity, fixed index and RILA market risk benefits and embedded derivatives, net of reinsurance, due to a 100 basis point parallel increase and decrease in the yield curve by type of asset or liability (in millions): December 31, 2025 December 31, 2024 Fair Impact of Impact of Fair Impact of Impact of Value +100bps -100 bps Value +100bps -100 bps Change Change Change Change Debt Securities (1) Floating Rate $ 4,864 $ (20) $ 20 $ 3,925 $ (8) $ 8 Fixed Rate 37,974 (2,043) 2,244 30,236 (1,679) 1,890 (1) Includes debt securities that are classified as available-for-sale or trading and includes securities at fair value under the fair value option.
On August 1, 2024, our Board of Directors authorized an increase of $750 million in our existing authorization to repurchase shares of our outstanding common stock as part of the Company's share repurchase program.
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.
Liabilities arising from insurance and reinsurance activities include the payment of policyholder benefits when due, cash payments in connection with policy surrenders and withdrawals and policy loans.
Liabilities arising from insurance and reinsurance activities include the payment of policyholder benefits when due, cash payments in connection with policy surrenders and withdrawals and policy loans; • purchases of new investments; • management of derivative-related margin requirements.
The liquidity sources for our insurance company subsidiaries include their cash, short-term investments, sales of publicly traded bonds, insurance premiums, fees charged on their products, sales of annuities and institutional products, investment income, commercial repurchase agreements and utilization of a short-term borrowing facility with the FHLBI.
Insurance Company Subsidiaries’ Liquidity The liquidity sources for our insurance company subsidiaries include their cash, short-term investments, sales of publicly-traded bonds, insurance premiums, fees charged on their products, sales of annuities and institutional products, investment income, commercial repurchase agreements and utilization of borrowing facilities, including a short-term borrowing facility with the Federal Home Loan Bank of Indianapolis ("FHLBI"). 80 Part II | Item 7.
The decrease in Jackson’s RBC ratio as of December 31, 2024 as compared to December 31, 2023 was primarily due to an increase in dividends paid in 2024, an increase in asset risk driven by RILA separate account growth and increased collateral, and increased business risk, partially offset by reductions in interest rate and market risk.
The decrease in Jackson’s RBC ratio as of December 31, 2025 as compared to December 31, 2024 was primarily due to an increase in asset risk driven by RILA separate account growth and increased business risk, partially offset by decreased collateral and capital generation.
(2) Includes the embedded derivative liabilities related to fixed index annuity in other contract holder fu nds of $877 million and $866 mill ion at December 31, 2024 and 2023, respectively. As of December 31, 2024: • $229.1 billion or 79% of our policy and contract liabilities were backed by separate account assets.
(2) Includes the embedded derivative liabilities related to fixed index annuity in other contract holder funds of $863 million and $877 mill ion at December 31, 2025 and 2024, respectively. As of December 31, 2025: • $236.5 billion or 76% of our policy and contract liabilities were backed by separate account assets.
Leases. Impact of Recent Accounting Pronouncements For a complete discussion of new accounting pronouncements affecting us, s ee Item 8. Financial Statements and Supplementary Data — Note 2 - Summary of Significant Accounting Policies of the Notes to Consolidated Financial Statements . Critical Accounting Estimates The preparation of financial statements in conformity with U.S.
Leases. Impact of Recent Accounting Pronouncements For a complete discussion of new accounting pronouncements affecting us, s ee Item 8. Financial Statements and Supplementary Data — Note 2 - Summary of Significant Accounting Policies of the Notes to Consolidated Financial Statements . 85 Part II | Item 7.
On February 17, 2025, our Board of Directors approved a cash dividend for the first quarter on JFI's common stock of $0.80 per share, payable on March 20, 2025, to common shareholders of record on March 11, 2025.
On February 16, 2026, our Board of Directors approved a cash dividend for the first quarter on JFI's common stock of $0.90 per share, payable on March 26, 2026, to common shareholders of record on March 16, 2026.
Management’s Discussion and Analysis of Financial Condition and Results of Operations | Liquidity and Capital Resources Insurance Company Subsidiaries’ Liquidity The liquidity requirements for our insurance company subsidiaries primarily relate to the liabilities associated with their insurance and reinsurance activities, operating expenses and income taxes.
Management’s Discussion and Analysis of Financial Condition and Results of Operations | Liquidity and Capital Resources The liquidity requirements for our insurance company subsidiaries include: • liabilities associated with their insurance and reinsurance activities.
Management’s Discussion and Analysis of Financial Condition and Results of Operations | Liquidity and Capital Resources Subject to these limitations, our insurance company subsidiaries are permitted to pay ordinary dividends based on calculations specified under insurance laws of the relevant state of domicile, subject to prior notification to the appropriate regulatory agency.
Subject to these limitations, our insurance company subsidiaries are permitted to pay ordinary dividends based on calculations specified under insurance laws of the relevant state of domicile, subject to prior notification to the appropriate regulatory agency.
Management’s Discussion and Analysis of Financial Condition and Results of Operations | Critical Accounting Estimates In performing these reviews, we consider the relevant facts and circumstances relating to each investment and exercise considerable judgment in determining whether an impairment is needed for a particular security.
In performing these reviews, we consider the relevant facts and circumstances relating to each investment and exercise considerable judgment in determining whether an impairment is needed for a particular security.
Quantitative and Qualitative Disclosures about Market Risk Risk Management Our actuarial, asset-liability management and finance functions have responsibility for managing our market risk exposures. Our risk function provides risk oversight and challenge, and our Internal Audit team provides independent assurance.
Quantitative and Qualitative Disclosures about Market Risk Risk Management Our actuarial, asset-liability management and finance functions have responsibility for managing our market risk exposures. Our risk function provides risk oversight and challenge, and our Internal Audit team provides independent assurance. Our enterprise risk management framework contemplates a wide range of market risks and focuses on exposures and risk limits.
There can be no assurance that any particular rating will continue for any given period of time or that it will not be changed or withdrawn entirely if, in their judgment, circumstances so warrant.
Best, S&P, Moody’s and Fitch review their ratings of insurance companies from time to time. There can be no assurance that any particular rating will continue for any given period of time or that it will not be changed or withdrawn entirely if, in their judgment, circumstances so warrant.
We repurchased a total of 5,778,990 shares of common stock for an aggregate purchase price of $415 million for the year ended December 31, 2024, which were funded with cash on hand. As of February 18, 2025, the Company had remaining authorization to purchase $568 million of its common shares. See Item 8.
We repurchased a total of 7,030,535 shares of common stock for an aggregate purchase price of $634 million for the year ended December 31, 2025, which were funded with cash on hand. As of February 18, 2026, the Company had remaining authorization to purchase $903 million of its common shares.
These transactions are evergreened and require at least 150-days' notice prior to termination. See “Collateral Upgrade Transactions” under Note 4 – Investments of Notes to Consolidated Financial Services in Part II, Item 8. Financial Statements and Supplementary Data in this Form 10-K for additional information.
See “Collateral Upgrade Transactions” under Note 4 – Investments of Notes to Consolidated Financial Statements in Part II, Item 8. Financial Statements and Supplementary Data in this Form 10-K for additional information.
Cash flows provided by (used in) investing activities decreased $6,498 million to $(7,090) million during the year ended December 31, 2024 from $(592) million during the year ended December 31, 2023.
Cash flows provided by (used in) investing activities changed by $666 million to $(7,756) million during the year ended December 31, 2025 from $(7,090) million during the year ended December 31, 2024.
Cash flows provided by (used in) financing activities increased $8,701 million to $2,373 million during the year ended December 31, 2024 from $(6,328) million for the year ended December 31, 2023.
Cash flows provided by (used in) financing activities increased $1,562 million to $3,935 million during the year ended December 31, 2025 from $2,373 million for the year ended December 31, 2024.
Management’s Discussion and Analysis of Financial Condition and Results of Operations | Critical Accounting Estimates Derivatives Freestanding Derivative Instruments We enter into financial derivative transactions, including swaps, put-swaptions, futures, forwards, and options to reduce and manage business risks.
Derivatives Freestanding Derivative Instruments We enter into financial derivative transactions, including swaps, put-swaptions, futures, forwards, and options to reduce and manage business risks.
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. Our principal sources of liquidity and our anticipated capital position are described in the following paragraphs.
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. See “Recent Events of Note” above in this Management’s Discussion and Analysis of Financial Condition and Results of Operations.
The primary reserves for these policies are the contract holder account balances reported within the other contract holder funds line of the Consolidated Balance Sheets. 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.
Where these contracts provide additional benefits beyond the account balance or base insurance coverage that are not market risk benefits or embedded derivatives, liabilities in addition to the policyholder’s account value are recognized. These additional liabilities for annuitization, death and other insurance benefits are reported within reserves for future policy benefits and claims payable.
The following discussion is not intended to represent a comprehensive list of the estimates and judgments that we apply or our accounting policies. For a detailed discussion of the application of these and other accounting policies, see Item 8. Financial Statements and Supplementary Data — Note 2- Summary of Significant Accounting Policies of the Notes to Consolidated Financial Statements.
For a detailed discussion of the application of these and other accounting policies, see Item 8. Financial Statements and Supplementary Data — Note 2 - Summary of Significant Accounting Policies of the Notes to Consolidated Financial Statements.
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.
As of December 31, 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 now able to largely moderate the impact of the cash surrender value floor going forward.
Updates to assumptions are applied on a retrospective basis, and each reporting period the reserve for future policy benefits is updated to reflect actual experience to date. 83 Part II | Item 7.
Updates to assumptions are applied on a retrospective basis, and each reporting period the reserve for future policy benefits is updated to reflect actual experience to date. The Company establishes cohorts, which are product groupings used to measure reserves for future policy benefits.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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Biggest changeQuantitative and Qualitative Disclosures about Market Risk The table below provides details regarding the potential change in estimated fair value of our derivative instruments due to a 50 basis point parallel increase and decrease in the yield curve by type of derivative instrument, as well as the potential change in estimated fair value of our derivative instruments due to a 10% increase and decrease in equity prices (dollars in millions): Interest Rate Sensitivity Notional Weighted Impact of Fair Impact of Amount Average Term +50 bps Value -50 bps (Years) Change Change December 31, 2024 Swaps $ 7,703 4.70 $ (65) $ (204) $ 66 Bond Forwards 609 0.87 (51) (21) 59 Interest Rate Futures 20,592 0.25 (1,363) — 1,500 Total $ (1,479) $ (225) $ 1,625 December 31, 2023 Swaps $ 7,893 5.68 $ (93) $ (120) $ 96 Swaptions 23,500 0.36 (612) (752) 885 Interest Rate Futures 33,926 0.25 (1,011) — 1,138 Total $ (1,716) $ (872) $ 2,119 Equity Sensitivity Notional Weighted Impact of Fair Impact of Amount Average Term +10% Value -10% (Years) Change Change December 31, 2024 Put Options $ 10,000 0.22 $ (68) $ 77 $ 286 Equity Futures 33,104 1.29 (583) — 583 Total Return Swaps 2,065 3.48 (203) 39 203 Total $ (854) $ 116 $ 1,072 December 31, 2023 Put Options $ 26,000 0.07 $ (55) $ 59 $ 1,226 Equity Futures 24,739 1.81 (1,452) — 1,452 Total Return Swaps 1,599 4.50 (162) (22) 162 Total $ (1,669) $ 37 $ 2,840 97
Biggest changeQuantitative and Qualitative Disclosures about Market Risk The table below provides details regarding the potential change in estimated fair value of our derivative instruments due to a 100 basis point parallel increase and decrease in the yield curve by type of derivative instrument, as well as the potential change in estimated fair value of our derivative instruments due to a 10% increase and decrease in equity prices (dollars in millions): Interest Rate Sensitivity Notional Weighted Impact of Fair Impact of Amount Average Term +100 bps Value -100 bps (Years) Change Change December 31, 2025 Swaps $ 3,864 4.88 $ 107 $ 19 $ (118) Interest Rate Futures 21,874 0.25 (1,414) — 1,700 Bond Forwards 8,143 0.85 (1,249) 83 1,489 Total $ (2,556) $ 102 $ 3,071 December 31, 2024 Swaps $ 7,703 4.70 $ (128) $ (204) $ 133 Interest Rate Futures 20,592 0.25 (2,603) — 3,154 Bond Forwards 609 0.87 (99) (21) 123 Total $ (2,830) $ (225) $ 3,410 Equity Sensitivity Notional Weighted Impact of Fair Impact of Amount Average Term +10% Value -10% (Years) Change Change December 31, 2025 Put Options $ 16,500 0.24 $ (95) $ 114 $ 395 Equity Futures 43,905 0.84 551 — (551) Total Return Swaps 3,544 1.93 (322) (21) 337 Total $ 134 $ 93 $ 181 December 31, 2024 Put Options $ 10,000 0.22 $ (68) $ 77 $ 286 Equity Futures 33,104 1.29 (583) — 583 Total Return Swaps 2,065 3.48 (203) 39 203 Total $ (854) $ 116 $ 1,072 100

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