← Back to LNC filing summaryOriginal filing text · Part I
Item 2 — Management's Discussion and Analysis
Lincoln National Corp · 10-Q · Q2 FY2026 · Period ended Jun 30, 2026
View complete filing on SEC EDGAR ↗This is the extracted source text from the SEC filing. Formatting may differ from the original document.
Index to Management’s Discussion and Analysis of Financial Condition and Results of Operations
Page
Forward-Looking Statements – Cautionary Language 77
Introduction 78
Executive Summary 78
Summary of Critical Accounting Estimates 79
Results of Consolidated Operations 85
Results of Annuities 87
Results of Life Insurance 92
Results of Group Protection 97
Results of Retirement Plan Services 101
Results of Other Operations 104
Consolidated Investments 107
Liquidity and Capital Resources 123
76
Table of Contents
The following Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) is intended to help the reader understand the financial condition as of June 30, 2026, compared with December 31, 2025, and the results of operations for the three and six months ended June 30, 2026, compared with the corresponding periods in 2025 of Lincoln National Corporation and its consolidated subsidiaries. Unless otherwise stated or the context otherwise requires, “LNC,” “Company,” “we,” “our” or “us” refers to Lincoln National Corporation and its consolidated subsidiaries.
The MD&A is provided as a supplement to, and should be read in conjunction with, the consolidated financial statements and the accompanying notes to the consolidated financial statements presented in “Part I – Item 1. Financial Statements” and our Annual Report on Form 10-K for the year ended December 31, 2025 (“2025 Form 10-K”). For more detailed information on the risks and uncertainties associated with the Company’s business activities, see the risks described in “Part I – Item 1A. Risk Factors” in our 2025 Form 10-K.
FORWARD-LOOKING STATEMENTS – CAUTIONARY LANGUAGE
Certain statements made in this report and in other written or oral statements made by us or on our behalf are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 (“PSLRA”). A forward-looking statement is a statement that is not a historical fact and, without limitation, includes any statement that may predict, forecast, indicate or imply future results, performance or achievements. Forward-looking statements may contain words like: “anticipate,” “believe,” “estimate,” “expect,” “project,” “shall,” “will” and other words or phrases with similar meaning in connection with a discussion of future operating or financial performance. In particular, these include statements relating to future actions, trends in our businesses, prospective services or products, future performance or financial results and the outcome of contingencies, such as legal proceedings. We claim the protection afforded by the safe harbor for forward-looking statements provided by the PSLRA.
Forward-looking statements are subject to risks and uncertainties. Actual results could differ materially from those expressed in or implied by such forward-looking statements due to a variety of factors, including:
•Weak general economic and business conditions that may affect demand for our products, account balances, investment results, guaranteed benefit liabilities, premium levels and claims experience;
•Adverse global capital and credit market conditions that may affect our ability to raise capital, if necessary, and may cause us to realize impairments on investments and certain intangible assets, including goodwill and the valuation allowance against deferred tax assets, which may reduce future earnings and/or affect our financial condition and ability to raise additional capital or refinance existing debt as it matures;
•The inability of our subsidiaries to pay dividends to the holding company in sufficient amounts, which could harm the holding company’s ability to meet its obligations;
•Legislative, regulatory or tax changes, both domestic and foreign, that affect: the cost of, or demand for, our subsidiaries’ products; the required amount of reserves and/or surplus; our ability to conduct business; and our affiliate reinsurance arrangements;
•Changes in tax law or the interpretation of or application of existing tax laws that could impact our tax costs and the products that we sell;
•The impact of regulations adopted by the Securities and Exchange Commission (“SEC”), the Department of Labor or other federal or state regulators or self-regulatory organizations that could adversely affect our distribution model and sales of our products and result in additional disclosure and other requirements related to the sale and delivery of our products;
•The impact of existing and emerging rules and regulations relating to privacy, cybersecurity and artificial intelligence (“AI”) that may lead to increased compliance costs, reputation risk and/or changes in business practices, and challenges with properly managing the use of AI that could result in reputational harm, competitive harm and legal liability;
•Continued scrutiny and evolving expectations and regulations regarding environmental, social and governance matters that may adversely affect our reputation and our investment portfolio;
•Actions taken by reinsurers to raise rates on in-force business;
•Declines in or sustained low interest rates causing a reduction in investment income, the interest margins of our businesses and demand for our products;
•Increasing or sustained higher interest rates that may negatively affect our profitability, value of our investment portfolio and capital position and may cause policyholders to surrender annuity and life insurance policies, thereby causing realized investment losses;
•The initiation of legal or regulatory proceedings against us, and the outcome of any legal or regulatory proceedings, such as: adverse actions related to present or past business practices common in businesses in which we compete; adverse decisions in significant actions including, but not limited to, actions brought by federal and state authorities and class action cases; new decisions that result in changes in law; and unexpected trial court rulings;
•A decline or continued volatility in the equity markets causing a reduction in the sales of our subsidiaries’ products; a reduction of asset-based fees that our subsidiaries charge on various investment and insurance products; and an increase in liabilities related to guaranteed benefits, including riders on certain of our annuity products and secondary guarantees on certain variable universal life insurance products;
•Ineffectiveness of our risk management policies and procedures, including our various hedging strategies;
77
Table of Contents
•A deviation in actual experience regarding future policyholder behavior, mortality, morbidity, interest rates or equity market returns from the assumptions used in pricing our subsidiaries’ products and in establishing related insurance reserves, which may reduce future earnings;
•Changes in accounting principles that may affect our consolidated financial statements;
•Lowering of one or more of our debt ratings issued by nationally recognized statistical rating organizations and the adverse effect such action may have on our ability to raise capital and on our liquidity and financial condition;
•Lowering of one or more of the insurer financial strength ratings of our insurance subsidiaries and the adverse effect such action may have on the premium writings, policy retention and profitability of our insurance subsidiaries and liquidity;
•Significant credit, accounting, fraud, corporate governance or other issues that may adversely affect the value of certain financial assets, as well as counterparties to which we are exposed to credit risk, requiring that we realize losses on financial assets;
•Interruption in or failure of the telecommunication, information technology or other operational systems of the Company or the third parties on whom we rely or failure to safeguard the confidentiality or privacy of sensitive data on such systems, including from cyberattacks or other breaches in security of such systems;
•The effect of acquisitions and divestitures, including the inability to realize the anticipated benefits of acquisitions and dispositions of businesses and potential operating difficulties and unforeseen liabilities relating thereto, as well as the effect of restructurings, product withdrawals and other unusual items;
•The inability to realize or sustain the benefits we expect from, greater than expected investments in, and the potential impact of efforts related to, our strategic initiatives;
•The adequacy and collectability of reinsurance that we have obtained;
•Pandemics, acts of terrorism, war or other man-made and natural catastrophes that may adversely impact liabilities for policyholder claims and adversely affect our businesses and the cost and availability of reinsurance;
•Competitive conditions, including pricing pressures, new product offerings and the emergence of new competitors, that may affect the level of premiums and fees that our subsidiaries can charge for their products;
•The unknown effect on our subsidiaries’ businesses resulting from evolving market preferences and the changing demographics of our client base; and
•The unanticipated loss of key management or wholesalers.
The risks and uncertainties included here are not exhaustive. Other sections of this report and other reports that we file with the SEC include additional factors that could affect our businesses and financial performance, including “Part I – Item 1A. Risk Factors” and “Part II – Item 7A. Quantitative and Qualitative Disclosures About Market Risk” in our 2025 Form 10-K. Moreover, we operate in a rapidly changing and competitive environment. New risk factors emerge from time to time, and it is not possible for management to predict all such risk factors.
Further, it is not possible to assess the effect of all risk factors on our businesses or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. Given these risks and uncertainties, investors should not place undue reliance on forward-looking statements as a prediction of actual results. In addition, we disclaim any obligation to correct or update any forward-looking statements to reflect events or circumstances that occur after the date of this report.
INTRODUCTION
Executive Summary
We are a holding company that operates multiple insurance and retirement businesses through subsidiary companies. We sell a wide range of wealth accumulation, wealth protection, group protection and retirement products and solutions through our four business segments:
•Annuities
•Life Insurance
•Group Protection
•Retirement Plan Services
We also have Other Operations, which includes the financial results for operations that are not directly related to the business segments. See “Part I – Item 1. Business” in our 2025 Form 10-K for a discussion of our business segments and products.
In this report, in addition to providing consolidated net income (loss), we also provide income (loss) from operations because we believe it is a meaningful measure of the profitability of our business segments and Other Operations. Income (loss) from operations is the financial performance measure we use to evaluate and assess the results of our segments and Other Operations. Accordingly, we define and report income (loss) from operations by segment in Note 16. Our management believes that income (loss) from operations explains the results of our ongoing businesses in a manner that allows for a better understanding of the underlying trends in and performance of our current businesses. Certain items are excluded from income (loss) from operations because they are not necessarily indicative of
78
Table of Contents
current operating fundamentals or future performance of the business segments, and, in most instances, decisions regarding these items do not necessarily relate to the operations of the individual segments.
We provide information about our business segments’ and Other Operations’ operating revenue and expense line items, key drivers of changes and historical details underlying the line items below. For factors that could cause actual results to differ materially from those set forth, see “Forward-Looking Statements – Cautionary Language” above and “Part I – Item 1A. Risk Factors” in our 2025 Form 10-K.
On July 30, 2026, we entered into a reinsurance transaction with Talcott Financial Group designed to advance our strategy to shift our liability mix and grow sustainable free cash flow. For more information, see Note 19.
Industry trends and significant operational matters are described in “Part II – Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations – Introduction – Executive Summary” of our 2025 Form 10-K.
Summary of Critical Accounting Estimates
The MD&A included in our 2025 Form 10-K contains a detailed discussion of our critical accounting estimates. The following information updates the “Summary of Critical Accounting Estimates” provided in our 2025 Form 10-K, and therefore, should be read in conjunction with that disclosure.
Investments
Investment Valuation
The following summarizes investments on the Consolidated Balance Sheets carried at fair value by pricing source and fair value hierarchy level (in millions) as of June 30, 2026:
Quoted
Prices
in Active
Markets for Significant Significant
Identical Observable Unobservable
Assets Inputs Inputs Total
(Level 1) (Level 2) (Level 3) Fair Value
Priced by third-party pricing services $ 953 $ 81,413 $ 84 $ 82,450
Priced by independent broker quotations – – 8,385 8,385
Priced by matrices – 17,300 – 17,300
Priced by other methods (1) – – 522 522
Total $ 953 $ 98,713 $ 8,991 $ 108,657
Percent of total 1% 91% 8% 100%
(1) Represents primarily securities for which pricing models were used to compute fair value.
For more information about the valuation of our financial instruments carried at fair value, see “Part II – Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations – Introduction – Summary of Critical Accounting Estimates – Investments – Investment Valuation” in our 2025 Form 10-K and Note 13 herein.
Derivatives
Derivatives are primarily used for hedging purposes. We hedge certain portions of our exposure to interest rate risk, foreign currency exchange risk, equity market risk, basis risk, commodity risk and credit risk by entering into derivative transactions. We also purchase and issue financial instruments that contain embedded derivative instruments. See “Policyholder Account Balances” below for information on embedded derivatives. Assessing the effectiveness of hedging and evaluating the carrying values of the related derivatives often involve a variety of assumptions and estimates.
We carry our derivative instruments at fair value, which we determine through valuation techniques or models that use market data inputs or independent broker quotations. The fair values fluctuate from period to period due to the volatility of the valuation inputs, including but not limited to swap interest rates, interest and equity volatility and equity index levels, foreign currency forward and spot rates, credit
79
Table of Contents
spreads and correlations, some of which are significantly affected by economic conditions. The effect to revenue is reported in realized gain (loss) and such amount along with the associated federal income taxes is excluded from income (loss) from operations of our segments.
For more information on derivatives, see Note 1 in our 2025 Form 10-K and Note 5 herein. For more information on market exposures associated with our derivatives, including sensitivities, see “Part II – Item 7A. Quantitative and Qualitative Disclosures About Market Risk” in our 2025 Form 10-K.
Future Contract Benefits
Future contract benefits represent liability reserves that we have established and carry based on estimates of how much we will need to pay for future benefits and claims.
Liability for Future Policy Benefits
Liability for future policy benefits (“LFPB”) represents the reserve amounts associated with non-participating traditional life insurance contracts and limited payment life-contingent annuity contracts that are calculated to meet the various policy and contract obligations as they mature. Establishing adequate reserves for our obligations to policyholders requires assumptions to be made that are intended to represent an estimation of experience for the period that policy benefits are payable. If actual experience is better than or equal to the assumptions, then reserves should be adequate to provide for future benefits and expenses. If experience is worse than the assumptions, additional reserves may be required. Significant assumptions include mortality rates, morbidity and policyholder behavior (e.g., persistency) and withdrawals. During the third quarter of each year, we conduct our comprehensive review of the actuarial assumptions to best estimate future premium and benefit cash flows (“cash flow assumptions”) and projection models used in estimating these liabilities and update these assumptions as needed (excluding the claims settlement expense assumption that is locked-in at inception) in the calculation of the net premium ratio. We may also update these assumptions in other quarters as we become aware of information that is indicative of the need for such an update. In measuring our LFPB, we establish cohorts, which are groupings of long-duration contracts. On a quarterly basis, we retrospectively update the net premium ratio at the cohort level for actual experience. For all contract cohorts issued after January 1, 2021, interest is accrued on LFPB at the single-A interest rate on the contract cohort inception date. For contract cohorts issued prior to January 1, 2021, interest remains accruing at the original discount rate in effect on the contract cohort inception date due to the modified retrospective transition method. We also remeasure the LFPB using the single-A interest rate as of the end of each reporting period.
Liability for Future Claims
Future contract benefits include reserves for long-term disability and life waiver claims associated with our Group Protection segment. These reserves use actuarial assumptions primarily based on claim termination rates, mortality rates, offsets for other insurance including social security, morbidity, incidence and severity assumptions. Such cash flow assumptions are subject to the comprehensive review process discussed above. We remeasure the liability for future claims using a single-A interest rate as of the end of each reporting period.
Additional Liabilities for Other Insurance Benefits
We previously issued UL-type contracts where we provided a secondary guarantee to the policyholder. The policy can remain in force, even if the base policy account balance is zero, as long as contractual secondary guarantee requirements have been met. These guaranteed benefits require an additional liability that is calculated by estimating the present value of total expected benefit payments over the life of the contract from inception divided by the present value of total expected assessments over the life of the contract (“benefit ratio”). These secondary guarantees are reported within future contract benefits on the Consolidated Balance Sheets. The level and direction of the change in reserves will vary over time based on the emergence of the benefit ratio and the level of assessments associated with the contracts. Cash flow assumptions incorporated in a benefit ratio in measuring these additional liabilities for other insurance benefits include mortality rates, morbidity, policyholder behavior (e.g., persistency) and withdrawals based principally on generally accepted actuarial methods and assumptions. During the third quarter of each year, we conduct our comprehensive review of the cash flow assumptions and projection models used in estimating these liabilities and update these assumptions in the calculation of the benefit ratio. We may also update these assumptions in other quarters as we become aware of information that is indicative of the need for such an update.
For additional information on future contract benefits, see Note 11.
Market Risk Benefits
Market risk benefits (“MRBs”) are contracts or contract features that provide protection to the policyholder from other-than-nominal capital market risk and expose us to other-than-nominal capital market risk upon the occurrence of a specific event or circumstance, such
80
Table of Contents
as death, annuitization or periodic withdrawal. An MRB can be in either an asset or a liability position. Our MRB assets and MRB liabilities are reported at fair value separately on the Consolidated Balance Sheets.
We issue variable and fixed annuity contracts that may include various types of guaranteed living benefit (“GLB”) and guaranteed death benefit (“GDB”) riders that we have accounted for as MRBs. For contracts that contain multiple riders that qualify as MRBs, the MRBs are valued on a combined basis using an integrated model. We have entered into reinsurance agreements to cede certain GLB and GDB riders where the reinsurance agreements themselves are accounted for as MRBs or contain MRBs. We therefore record ceded MRB assets and ceded MRB liabilities associated with these reinsurance agreements. We report ceded MRBs associated with these reinsurance agreements in other assets or other liabilities on the Consolidated Balance Sheets.
Net amount at risk (“NAR”) represents the amount of GLB or GDB in excess of a policyholder’s account balance at the balance sheet date. Underperforming markets increase our exposure to potential benefits with the GLB and GDB riders. A contract with a GDB rider is “in the money” if the policyholder’s account balance falls below the GDB. As of June 30, 2026 and December 31, 2025, 2% and 4%, respectively, of all in-force contracts with a GDB rider were “in the money.” A contract with a GLB rider is “in the money” if the policyholder’s account balance falls below the present value of GLB payments, assuming no full surrenders. As of June 30, 2026 and December 31, 2025, 13% and 14%, respectively, of all in-force contracts with a GLB rider were “in the money.” However, the only way the policyholder can realize the excess of the present value of benefits over the account balance of the contract is through a series of withdrawals or income payments that do not exceed a maximum amount. If, after the series of withdrawals or income payments, the account balance is exhausted, the policyholder will continue to receive a series of annuity payments. The account balance can also fluctuate with market returns on a daily basis resulting in increases or decreases in the excess of the present value of benefits over account balance.
Many policyholders have both a GLB and GDB present on the same policy. The total NAR represents the greater of GLB NAR and GDB NAR for each policy as only one benefit can be exercised in practice. Details underlying the NAR, net of reinsurance, primarily related to our Annuities segment, (in millions) were as follows:
As of June 30, As of December 31,
2026 2025
GLB NAR $ 1,548 $ 1,505
GDB NAR 448 455
Total NAR 1,967 1,927
The change in the fair value of MRB assets and liabilities is reported in market risk benefit gain (loss) on the Consolidated Statements of Comprehensive Income (Loss), except for the portion attributable to the change in non-performance risk, which is recognized in other comprehensive income (loss) (“OCI”). The change in the fair value of ceded MRB assets and liabilities, including the changes in our counterparties’ non-performance risks, is reported in market risk benefit gain (loss) on the Consolidated Statements of Comprehensive Income (Loss).
MRBs are valued based on a stochastic projection of risk-neutral scenarios that incorporate a spread reflecting our non-performance risk. Ceded MRBs are valued based on a stochastic projection of risk-neutral scenarios that incorporate a spread reflecting our counterparties’ non-performance risk. The scenario assumptions, at each valuation date, are those we view to be appropriate for a hypothetical market participant and include assumptions for capital markets, lapse, benefit utilization, mortality, risk margin and administrative expenses. These assumptions are based on a combination of historical data and actuarial judgments. The assumption for our own non-performance risk and our counterparties’ non-performance risk for MRBs and ceded MRBs, respectively, are determined at each valuation date and reflect our risk and our counterparties’ risks of not fulfilling the obligations of the underlying liability. The spread for the non-performance risk is added to the discount rates used in determining the fair value from the net cash flows. We believe these assumptions are consistent with those that would be used by a market participant; however, as the related markets develop, we will continue to reassess our assumptions. During the third quarter of each year, we conduct our comprehensive review of the assumptions used in calculating the fair value of these MRBs and update these assumptions on a prospective basis as needed. We may also update these assumptions in other quarters as we become aware of information that is indicative of the need for such an update. For information on fair value inputs, see Note 13.
81
Table of Contents
For illustrative purposes, the following presents hypothetical effects to MRBs attributable to changes to key assumptions / inputs, assuming all other factors remain constant:
Hypothetical Hypothetical
Effect Effect
Assumption / Input Actual Experience to MRB Liability to Net Income Description of Assumption / Input
Equity market return Increase / (Decrease) (Decrease) / Increase Increase / (Decrease) Equity market return input represents impact based on movements in equity markets.
Interest rate Higher / Lower (Decrease) / Increase Increase / (Decrease) Interest rate input represents impact based on movements in interest rates and impact to fixed-income assets.
Volatility Increase / (Decrease) Increase / (Decrease) (Decrease) / Increase Volatility assumption represents overall volatilities assumed for the underlying variable annuity funds, which include a mixture of equity and fixed-income assets. Volatility assumptions vary by fund due to the benchmarking of different indices.
Mortality Increase / (Decrease) (Decrease) / Increase Increase / (Decrease) Mortality represents the estimated probability of when an individual belonging to a particular group, categorized according to age or some other factor such as gender, will die.
Mortality contracts with only GDB rider Increase / (Decrease) Increase / (Decrease) (Decrease) / Increase Mortality represents the estimated probability of when an individual belonging to a particular group, categorized according to age or some other factor such as gender, will die.
Lapse Higher / Lower (Decrease) / Increase Increase / (Decrease) Lapse assumption represents the estimated probability of a contract surrendering during a year, thereby forgoing any future benefits.
Benefit utilization Higher / Lower Increase / (Decrease) (Decrease) / Increase Benefit utilization assumption of guaranteed withdrawals represents the estimated percentage of policyholders that utilize the guaranteed withdrawal feature.
We use derivative instruments to hedge our exposure to selected risk caused by changes in equity markets and interest rates associated with GLB and GDB riders that are available in our variable annuity products and accounted for as MRBs. Our hedge program focuses on generating sufficient income to fund future claims with a goal of maximizing distributable earnings and explicitly protecting capital. We utilize options and total return swaps on U.S.-based equity indices, and futures on U.S.-based and international equity indices, as well as interest rate futures, interest rate swaps and currency futures. For additional information on our derivatives, see Note 5.
As part of our hedge program, equity market and interest rate conditions are monitored on a daily basis. We rebalance our hedge positions based upon changes in these factors as needed. While we actively manage our hedge positions, these positions may not completely offset changes in the fair value of our GLB and GDB riders caused by movements in these factors due to, among other things, differences in timing between when a market exposure changes and corresponding changes to the hedge positions, extreme swings in the equity markets, interest rates and market-implied volatilities, realized market volatility, policyholder behavior, divergence between the performance of the underlying funds and the hedging indices, divergence between the actual and expected performance of the hedge instruments or our ability to purchase hedging instruments at prices consistent with our desired risk and return trade-off.
The following table presents our after-tax estimates of the potential instantaneous effect to net income (loss) that could result from sudden changes that may occur in equity markets and interest rates (in millions) and excludes the net cost of operating the hedge program. The amounts represent the difference between the change in GLB and GDB riders and the change in the fair value of the underlying hedge instruments. These estimates are based upon the balance as of June 30, 2026, net of reinsurance, and the related hedge instruments in place as of that date.
82
Table of Contents
The effects presented in the table below are not representative of the aggregate impacts that could result if a combination of such changes to equity market returns and interest rates occurred.
In-Force Sensitivities
Equity Market Return -10% +10%
Hypothetical effect to net income $ (825) $ 625
Interest Rates -25 bps +25 bps
Hypothetical effect to net income $ (375) $ 325
The actual effects of the results illustrated in the table above could vary significantly depending on a variety of factors, many of which are out of our control, and consideration should be given to the following:
•The analysis is only valid as of June 30, 2026, due to changing market conditions, policyholder activity, hedge positions and other factors;
•The analysis assumes instantaneous shifts in the capital market factors and no ability to rebalance hedge positions prior to the market changes;
•The analysis assumes constant exchange rates and implied dividend yields;
•Assumptions regarding shifts in the market factors, such as assuming parallel shifts in interest rates, may be overly simplistic and not indicative of actual market behavior in stress scenarios;
•It is very unlikely that one capital market sector (e.g., equity markets) will sustain such a large instantaneous movement without affecting other capital market sectors; and
•The analysis assumes that there is no tracking or basis risk between the funds and/or indices affecting the GLB and GDB riders and the instruments utilized to hedge these exposures.
For additional information on MRBs, see Note 8.
Policyholder Account Balances
Policyholder account balances include the contract value that has accrued to the benefit of the policyholder as of the balance sheet date. This liability includes universal life insurance (“UL”), MoneyGuard®, variable universal life insurance (“VUL”), indexed universal life insurance (“IUL”), and investment-type annuity products (including registered index-linked annuities (“RILA”), individual and group fixed and fixed portion of variable annuities, fixed indexed deferred annuities and non-life contingent payout fixed annuities) where account balances are equal to deposits plus interest credited less withdrawals, surrender charges, asset-based fees and policyholder administration charges (collectively known as “policyholder assessments”), as well as amounts representing the fair value of embedded derivative instruments associated with our fixed indexed annuity and IUL products. During the third quarter of each year, we conduct our comprehensive review of the assumptions and projection models underlying our reserves and embedded derivatives and update assumptions as needed. We may also update these assumptions in other quarters as we become aware of information that is indicative of the need for such an update.
Our indexed annuity and IUL contracts permit the holder to elect a fixed interest rate return or a return where interest credited to the contracts is linked to the performance of the S&P 500® Index or other indices. The value of the variable portion of the policyholder’s account balance varies with the performance of the underlying variable funds chosen by the policyholder. Policyholders may elect to rebalance among the various accounts within the product at renewal dates. At the end of each indexed term, which can be up to six years, we have the opportunity to re-price the indexed component by establishing different participation rates, caps, spreads or specified rates, subject to contractual guarantees. We purchase and sell index options that are highly correlated to the portfolio allocation decisions of our policyholders, such that we are economically hedged with respect to equity returns for the current reset period. The mark-to-market of the options held generally offsets the change in value of the embedded derivative within the contract, both of which are recorded as a component of realized gain (loss) on the Consolidated Statements of Comprehensive Income (Loss). The Derivatives and Hedging and the Fair Value Measurements and Disclosures Topics of the Financial Accounting Standards Board Accounting Standards CodificationTM
require that we calculate fair values of index options we may purchase or sell in the future to hedge policyholder index allocations in future reset periods. These fair values represent an estimate of the cost of the options we will purchase or sell in the future, discounted back to the date of the balance sheet, using current market indicators of volatility and interest rates. Changes in the fair values of these liabilities are included as a component of realized gain (loss) on the Consolidated Statements of Comprehensive Income (Loss). For more information on indexed product derivative results, see Note 17.
For additional information on the liability for policyholder account balances, see Note 10.
83
Table of Contents
Reinsurance Recoverables
Reinsurance recoverables are generally measured and recognized consistent with the assumptions and methodologies used to project the future performance of the underlying direct business as discussed in the “Future Contract Benefits” and “Policyholder Account Balances” sections above. During the third quarter of each year, we conduct our comprehensive review of the assumptions and projection models and update assumptions as needed. In addition, we consider the potential impact of counterparty credit risks related to the reinsurance recoverable by estimating an allowance for credit losses using a probability of loss model approach to estimate expected credit losses for reinsurance recoverables. For additional information on our allowance for credit losses on reinsurance-related assets, see Note 7 in our 2025 Form 10-K.
Annual Assumption Review
During the third quarter of each year, we conduct our comprehensive review of the assumptions and projection models used in estimating MRBs, our reserves and embedded derivatives. For more information on our comprehensive review, see Note 1 in our 2025 Form 10-K.
Income Taxes
Management uses certain assumptions and estimates in determining the income taxes payable or refundable for the current year, the deferred income tax assets and liabilities for items recognized differently in its financial statements from amounts shown on its income tax returns and the federal income tax expense. Determining these amounts requires analysis and interpretation of current tax laws and regulations. Management exercises judgment in evaluating the amount and timing of recognition of the resulting income tax assets and liabilities. These judgments and estimates are re-evaluated on a continual basis as regulatory and business factors change. Legislative changes to the Internal Revenue Code of 1986, as amended, modifications or new regulations, administrative rulings, or court decisions could increase or decrease our effective tax rate.
The application of United States of America generally accepted accounting principles requires us to evaluate the recoverability of our deferred tax assets and establish a valuation allowance, if necessary, to reduce our deferred tax asset to an amount that is more likely than not to be realizable. Judgment and the use of estimates are required in determining whether a valuation allowance is necessary, and if so, the amount of such valuation allowance. In evaluating the need for a valuation allowance, we consider many factors, including: the nature and character of the deferred tax assets and liabilities; taxable income in prior carryback years; future reversals of existing temporary differences; the length of time carryovers can be utilized; and any future prudent and feasible tax planning strategies.
As of June 30, 2026, we had an approximate $1.8 billion deferred tax asset related to net unrealized losses on fixed maturity available-for-sale (“AFS”) securities. In the assessment of the future realizability of this deferred tax asset, management concluded that its tax planning strategies, including holding these securities to recovery, were prudent and feasible as these unrealized losses were caused by factors other than credit loss, and we have the intent and ability to hold these securities to recovery and collect all of the contractual cash flows.
Although realization is not assured, management believes it is more likely than not that the deferred tax assets will be realized.
For risks related to establishing a valuation allowance against our deferred tax assets, see “Part I – Item 1A. Risk Factors – Assumptions and Estimates – We may be required to recognize an impairment of our goodwill or to establish a valuation allowance against our deferred tax assets” in our 2025 Form 10-K.
For additional information on income taxes, see “Part II – Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations – Introduction – Summary of Critical Accounting Estimates – Income Taxes” and Note 22 in our 2025 Form 10-K and Note 18 herein.
84
Table of Contents
RESULTS OF CONSOLIDATED OPERATIONS
Details underlying the consolidated results (in millions) were as follows:
For the Three Months Ended June 30, For the Six Months Ended June 30,
2026 2025 2026 2025
Net Income (Loss)
Income (loss) from operations:
Annuities $ 287 $ 287 $ 562 $ 577
Life Insurance 57 32 98 16
Group Protection 147 173 259 274
Retirement Plan Services 49 37 92 71
Other Operations (90) (91) (201) (186)
Net annuity product features, pre-tax (1) 1,497 405 802 (687)
Net life insurance product features, pre-tax (50) (58) (28) (15)
Credit loss-related adjustments, pre-tax (37) (25) (57) (53)
Investment gains (losses), pre-tax (197) (81) (239) (183)
Changes in the fair value of reinsurance-related
embedded derivatives, trading securities and
certain mortgage loans, pre-tax (2) (85) 14 94 (76)
Gains (losses) on other non-financial
assets, pre-tax – – (6) –
Other items, pre-tax (3)(4)(5)(6)(7) (12) 75 (123) 40
Income tax benefit (expense) related to the
above pre-tax items (234) (69) (93) 199
Net income (loss) $ 1,332 $ 699 $ 1,160 $ (23)
(1) For the three months ended June 30, 2026 and 2025, includes changes in MRBs of $1,450 million and $932 million, respectively; changes in the fair value of the related hedge instruments inclusive of income allocated to support the cost of hedging or future benefits of $(115) million and $(605) million, respectively; and changes in the fair value of the embedded derivative liabilities and the associated index options for our indexed annuity products of $162 million and $78 million, respectively. For the six months ended June 30, 2026 and 2025, includes changes in MRBs of $453 million and $(370) million, respectively; changes in the fair value of the related hedge instruments inclusive of income allocated to support the cost of hedging or future benefits of $62 million and $(337) million, respectively; and changes in the fair value of the embedded derivative liabilities and the associated index options for our indexed annuity products of $287 million and $20 million, respectively.
(2) Includes primarily changes in the fair value of the embedded derivative related to the fourth quarter 2023 reinsurance transaction. The coinsurance with funds withheld investment portfolio includes fixed maturity securities classified as AFS with changes in fair value recorded in OCI. Since the corresponding and offsetting changes in fair value of the embedded derivative related to the coinsurance with funds withheld investment portfolio are recorded in realized gain (loss), volatility can occur within net income (loss). See Note 7 for more information.
(3) Includes certain legal accruals of $(122) million for the six months ended June 30, 2026.
(4) Includes severance expense related to initiatives to realign the workforce of $(11) million and $(2) million for the three months ended June 30, 2026 and 2025, respectively, and $(18) million and $(8) million for the six months ended June 30, 2026 and 2025, respectively.
(5) Includes transaction, integration and other costs related to mergers, acquisitions, divestitures and certain other corporate initiatives of $(18) million primarily related to the Bain Capital transaction for the three months ended June 30, 2025, and $(20) million related to the sale of our wealth management business and $(18) million primarily related to the Bain Capital transaction for the six months ended June 30, 2025.
(6) Includes deferred compensation mark-to-market adjustment of $(1) million and $1 million for the three months ended June 30, 2026 and 2025, respectively, and $17 million and $(8) million for the six months ended June 30, 2026 and 2025, respectively.
(7) Includes gain on early extinguishment of debt of $94 million for the three and six months ended June 30, 2025.
85
Table of Contents
Comparison of the Three Months Ended June 30, 2026 to 2025
Net income increased due primarily to the following:
•Higher gain in net annuity product features driven by the impact of capital markets.
•Improvement in our Life Insurance segment’s income from operations.
The increase in net income was partially offset by the following:
•Higher investment losses driven by higher losses on certain investments associated with the fourth quarter 2023 reinsurance transaction.
•Unfavorable changes in the fair value of reinsurance-related embedded derivatives, trading securities and certain mortgage loans in 2026 compared to favorable changes in 2025 driven by the fair value of the embedded derivative related to the fourth quarter 2023 reinsurance transaction.
•The impact of other items driven by a gain on extinguishment of debt in the second quarter of 2025.
Comparison of the Six Months Ended June 30, 2026 to 2025
Net income increased due primarily to the following:
•Gain in net annuity product features in 2026 compared to loss in 2025 driven by the impact of capital markets.
•Favorable changes in the fair value of reinsurance-related embedded derivatives, trading securities and certain mortgage loans in 2026 compared to unfavorable changes in 2025 driven by the fair value of the embedded derivative related to the fourth quarter 2023 reinsurance transaction.
•Improvement in our Life Insurance segment’s income from operations.
The increase in net income was partially offset by the following:
•The impact of other items driven by certain legal accruals in 2026 and a gain on extinguishment of debt in 2025.
•Higher investment losses driven by higher losses on certain investments associated with the fourth quarter 2023 reinsurance transaction.
Additional Information
For information on the fourth quarter 2023 reinsurance transaction, see Note 7.
86
Table of Contents
RESULTS OF ANNUITIES
Income (Loss) from Operations
Details underlying the results for Annuities (in millions) were as follows:
For the Three Months Ended June 30, For the Six Months Ended June 30,
2026 2025 2026 2025
Operating Revenues
Insurance premiums (1) $ 36 $ 28 $ 54 $ 50
Fee income 623 575 1,231 1,166
Net investment income 547 487 1,072 953
Other revenues (2) 135 124 267 243
Total operating revenues 1,341 1,214 2,624 2,412
Operating Expenses
Benefits and policyholder liability remeasurement (1) 47 32 71 60
Interest credited 513 439 1,008 858
Commissions and other expenses 442 405 872 816
Total operating expenses 1,002 876 1,951 1,734
Income (loss) from operations before taxes 339 338 673 678
Federal income tax expense (benefit) 52 51 111 101
Income (loss) from operations $ 287 $ 287 $ 562 $ 577
(1) Insurance premiums include primarily our income annuities that have a corresponding offset in benefits and policyholder liability remeasurement. Benefits and policyholder liability remeasurement include primarily changes in income annuity reserves driven by insurance premiums.
(2) Consists primarily of revenues attributable to interest income on deposit reinsurance assets and the net settlement related to certain reinsurance transactions, which has a corresponding offset in net investment income and interest credited.
Comparison of the Three Months Ended June 30, 2026 to 2025
Income from operations for this segment remained flat due primarily to higher fee income driven by higher average daily separate account balances, offset by the following:
•Higher commissions and other expenses driven by higher deferred acquisition costs (“DAC”) amortization, higher trail commissions resulting from higher average account balances and higher other costs pertaining to business operations.
•Lower net investment income, net of interest credited, in certain reinsured portfolios and lower investment income due to an allocation refinement, which more than offset impacts from higher average general account balances and improving portfolio yields from the current interest rate environment. The lower net investment income, net of interest credited, in certain reinsured portfolios had a corresponding increase in other revenues.
Comparison of the Six Months Ended June 30, 2026 to 2025
Income from operations for this segment decreased due primarily to the following:
•Higher commissions and other expenses driven by higher DAC amortization, higher trail commissions resulting from higher average account balances and higher other costs pertaining to business operations.
•Lower net investment income, net of interest credited, in certain reinsured portfolios and lower investment income due to an allocation refinement, which more than offset impacts from higher average general account balances and improving portfolio yields from the current interest rate environment. The lower net investment income, net of interest credited, in certain reinsured portfolios had a corresponding increase in other revenues.
•Higher federal income tax expense due to an unfavorable tax credit true-up.
87
Table of Contents
The decrease in income from operations was partially offset by higher fee income driven by higher average daily separate account balances.
Additional Information
New deposits are an important component of net flows and key to our efforts to grow our business. Although deposits do not significantly affect current period income from operations, they can significantly impact future income from operations.
The other component of net flows relates to the retention of new business and account balances. An important measure of retention is the reduction in account balances caused by full surrenders, deaths and other contract benefits. These outflows as a percentage of average gross account balances were 12% for the three and six months ended June 30, 2026, and 11% for the corresponding periods in 2025.
Our fixed annuities and RILA have discretionary fixed and indexed crediting rates that reset on an annual or periodic basis and may be subject to surrender charges. Our ability to retain these annuities will be subject to current competitive conditions at the time crediting rates for these products reset. We expect to manage the effects of spreads on near-term income from operations through portfolio management and, to a lesser extent, crediting rate actions, which assumes no significant changes in net flows or other changes that may cause interest rate spreads to differ from our expectations. For information on interest rate spreads and interest rate risk, see “Part I – Item 1A. Risk Factors – Market Conditions – Changes in interest rates and sustained low interest rates may cause interest rate spreads to decrease, impacting our profitability, and make it more challenging to meet certain statutory requirements,” “Part I – Item 1A. Risk Factors – Market Conditions – Increases in interest rates and sustained higher interest rates may negatively affect our profitability, capital position and the value of our investment portfolio and may also result in increased contract withdrawals and surrenders” and “Part II – Item 7A. Quantitative and Qualitative Disclosures About Market Risk – Interest Rate Risk” in our 2025 Form 10-K. For information on the interest rate environment, see “Part II – Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations – Introduction – Executive Summary – Industry Trends – Interest Rate Environment” in our 2025 Form 10-K.
Fee Income
Details underlying fee income (in millions) were as follows:
For the Three Months Ended June 30, For the Six Months Ended June 30,
2026 2025 2026 2025
Fee Income
Mortality, expense and other assessments (1) $ 608 $ 561 $ 1,201 $ 1,136
Surrender charges 12 12 25 26
DFEL:
Deferrals (3) (4) (7) (8)
Amortization 6 6 12 12
Total fee income $ 623 $ 575 $ 1,231 $ 1,166
(1) Presented net of GLB and GDB hedge allowance.
We charge policyholders mortality and expense assessments on variable annuity accounts to cover insurance and administrative expenses. These assessments are a function of the rates priced into the product and the average daily separate account balances. Average daily separate account balances are driven by net flows and variable fund returns. Charges on GLB riders are assessed based on a contractual rate that is applied either to the account balance or the guaranteed amount. We allocate a portion of these fees to support the cost of hedging GLB and GDB riders. For more information, see Note 16. We may collect surrender charges when our fixed and variable annuity policyholders surrender their contracts during the surrender charge period to protect us from premature withdrawals.
88
Table of Contents
Net Investment Income and Interest Credited
Details underlying net investment income and interest credited (in millions) were as follows:
For the Three Months Ended June 30, For the Six Months Ended June 30,
2026 2025 2026 2025
Net Investment Income
Fixed maturity AFS securities, mortgage loans on real estate
and other, net of investment expenses $ 518 $ 449 $ 1,014 $ 881
Commercial mortgage loan prepayment and bond
make-whole premiums (1) 2 1 3 1
Surplus investments (2) 27 37 55 71
Total net investment income $ 547 $ 487 $ 1,072 $ 953
Interest Credited
Amount provided to policyholders $ 510 $ 436 $ 1,002 $ 852
Interest credited before DSI amortization 510 436 1,002 852
DSI amortization 3 3 6 6
Total interest credited $ 513 $ 439 $ 1,008 $ 858
(1) See “Consolidated Investments – Commercial Mortgage Loan Prepayment and Bond Make-Whole Premiums” below for additional information.
(2) Represents net investment income on the required statutory surplus for this segment and includes the effect of investment income on alternative investments for such assets that are held in the portfolios supporting statutory surplus versus the portfolios supporting product liabilities. See “Consolidated Investments – Alternative Investments” below for more information on alternative investments.
A portion of our investment income earned is credited to the policyholders of our deferred fixed annuities, the fixed portion of our variable annuities and our RILA contracts. We expect to earn a spread between what we earn on the underlying general account investments supporting the fixed annuities, fixed portion of the variable annuities and RILA contracts and what we credit to our policyholders’ accounts. Changes in commercial mortgage loan prepayments and bond make-whole premiums, investment income on alternative investments and surplus investment income can vary significantly from period to period due to a number of factors and, therefore, may contribute to investment income results that are not indicative of the underlying trends.
89
Table of Contents
Account Balances
Details underlying account balances (dollars in millions) were as follows:
As of or For the Three Months Ended June 30, As of or For the Six Months Ended June 30,
2026 2025 2026 2025
Separate Account Balance Information (1)
Separate account deposits $ 1,228 $ 1,273 $ 2,583 $ 2,831
Separate account net flows (3,554) (2,494) (6,801) (4,851)
Separate account balances 126,196 120,045 126,196 120,045
Average daily separate account balances 124,045 114,095 123,236 116,183
Average daily S&P 500® Index (2) 7,271 5,728 7,047 5,813
General Account Balance Information
General account deposits $ 2,292 $ 2,751 $ 4,878 $ 4,992
General account net flows 637 1,332 1,687 2,015
General account balances (3) 56,094 47,748 56,094 47,748
Average general account balances (3) 54,767 45,711 54,004 45,694
(1) Excludes the fixed portion of variable annuities and RILA indexed account balances.
(2) We generally use the S&P 500 Index as a benchmark for the performance of our separate account balances. The account balances of our variable annuity contracts are invested by our policyholders in a variety of investment options including, but not limited to, domestic and international equity securities and fixed income, which do not necessarily align with S&P 500 Index performance.
(3) Net of reinsurance.
For more information on account balances, see Notes 9 and 10.
90
Table of Contents
Commissions and Other Expenses
Details underlying commissions and other expenses (in millions) were as follows:
For the Three Months Ended June 30, For the Six Months Ended June 30,
2026 2025 2026 2025
Commissions and Other Expenses
Commissions:
Deferrable $ 148 $ 127 $ 311 $ 255
Non-deferrable 181 165 357 335
General and administrative expenses 135 126 268 251
Expenses associated with reserve financing and LOC expenses 6 8 11 14
Taxes, licenses and fees 8 8 20 21
Total expenses incurred 478 434 967 876
DAC deferrals (168) (144) (354) (291)
Total expenses incurred, excluding amortization 310 290 613 585
DAC, VOBA and other amortization 132 115 259 231
Total commissions and other expenses $ 442 $ 405 $ 872 $ 816
Commissions and other expenses that result directly from and are essential to the successful acquisition of new or renewal business are deferred to the extent recoverable and are amortized on a constant level basis over the expected term of the related contracts using the groupings and actuarial assumptions consistent with those used for calculating the related policyholder liability balances. Certain types of commissions, such as trail commissions that are based on account balances, are expensed as incurred rather than deferred and amortized.
91
Table of Contents
RESULTS OF LIFE INSURANCE
Income (Loss) from Operations
Details underlying the results for Life Insurance (in millions) were as follows:
For the Three Months Ended June 30, For the Six Months Ended June 30,
2026 2025 2026 2025
Operating Revenues
Insurance premiums (1) $ 258 $ 267 $ 515 $ 550
Fee income 683 688 1,359 1,386
Net investment income 573 606 1,220 1,180
Operating realized gain (loss) – (1) – (3)
Other revenues (2) 58 42 106 75
Total operating revenues 1,572 1,602 3,200 3,188
Operating Expenses
Benefits and policyholder liability remeasurement 894 956 1,869 1,958
Interest credited 293 289 585 576
Commissions and other expenses 321 323 640 652
Total operating expenses 1,508 1,568 3,094 3,186
Income (loss) from operations before taxes 64 34 106 2
Federal income tax expense (benefit) 7 2 8 (14)
Income (loss) from operations $ 57 $ 32 $ 98 $ 16
(1) Includes term insurance premiums, which have a corresponding partial offset in benefits and policyholder liability remeasurement for changes in reserves. The decrease in insurance premiums for the six months ended June 30, 2026, was driven by the expiration of a 10-year assumed reinsurance treaty on March 31, 2025, which has a corresponding offset in benefits and policyholder liability remeasurement.
(2) Consists primarily of revenues attributable to interest income on deposit reinsurance assets and the net settlement related to certain reinsurance transactions, which has a corresponding offset in net investment income and interest credited.
Comparison of the Three Months Ended June 30, 2026 to 2025
Income from operations for this segment increased due primarily to the following:
•Lower benefits and policyholder liability remeasurement driven by a decrease in change in reserves for UL-type contracts with secondary guarantees and more favorable mortality due to lower claims incidence and claims severity, partially offset by aging of the block.
•Lower commissions and other expenses driven by a reduction in expenses associated with reserve financing due to restructuring certain captive reinsurance subsidiaries in the fourth quarter of 2025.
The increase in income from operations for this segment was partially offset by the following:
•Lower net investment income, net of interest credited, driven by lower investment income on alternative investments, partially offset by growth in investments.
•Lower fee income on UL-type contracts with secondary guarantees, partially offset by higher deferred front-end loads (“DFEL”) amortization.
92
Table of Contents
Comparison of the Six Months Ended June 30, 2026 to 2025
Income from operations for this segment increased due primarily to the following:
•Lower benefits and policyholder liability remeasurement driven by a decrease in change in reserves for UL-type contracts with secondary guarantees and more favorable mortality due to lower claims severity, partially offset by aging of the block.
•Higher net investment income, net of interest credited, driven by growth in investments.
•Lower commissions and other expenses driven by a reduction in expenses associated with reserve financing due to restructuring certain captive reinsurance subsidiaries in the fourth quarter of 2025.
The increase in income from operations for this segment was partially offset by lower fee income on UL-type contracts with secondary guarantees, partially offset by higher DFEL amortization.
Additional Information
For information on interest rate spreads and interest rate risk, see “Part I – Item 1A. Risk Factors – Market Conditions – Changes in interest rates and sustained low interest rates may cause interest rate spreads to decrease, impacting our profitability, and make it more challenging to meet certain statutory requirements,” “Part I – Item 1A. Risk Factors – Market Conditions – Increases in interest rates and sustained higher interest rates may negatively affect our profitability, capital position and the value of our investment portfolio and may also result in increased contract withdrawals and surrenders” and “Part II – Item 7A. Quantitative and Qualitative Disclosures About Market Risk – Interest Rate Risk” in our 2025 Form 10-K. For information on the interest rate environment, see “Part II – Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations – Introduction – Executive Summary – Industry Trends – Interest Rate Environment” in our 2025 Form 10-K.
Insurance Premiums
Insurance premiums relate to traditional products and are a function of the rates priced into the product and insurance in force. Insurance in force, in turn, is driven by sales, persistency and mortality claims.
Fee Income
Details underlying fee income, sales, net flows, account balances and in-force face amount (in millions) were as follows:
For the Three Months Ended June 30, For the Six Months Ended June 30,
2026 2025 2026 2025
Fee Income
Cost of insurance assessments $ 511 $ 537 $ 1,023 $ 1,084
Expense assessments 379 353 758 695
Surrender charges 11 11 19 21
DFEL:
Deferrals (312) (294) (626) (573)
Amortization 94 81 185 159
Total fee income $ 683 $ 688 $ 1,359 $ 1,386
93
Table of Contents
For the Three Months Ended June 30, For the Six Months Ended June 30,
2026 2025 2026 2025
Sales by Product
IUL/UL $ 23 $ 28 $ 52 $ 52
MoneyGuard® 32 29 61 58
VUL 35 15 57 30
Term 13 15 29 28
Executive Benefits 113 34 146 50
Total sales $ 216 $ 121 $ 345 $ 218
Net Flows
Deposits $ 1,673 $ 1,281 $ 2,927 $ 2,500
Withdrawals and deaths (540) (648) (1,159) (1,298)
Net flows $ 1,133 $ 633 $ 1,768 $ 1,202
Policyholder Assessments $ 1,331 $ 1,350 $ 2,678 $ 2,699
As of June 30,
2026 2025
Account Balances (1)
General account $ 21,563 $ 21,300
Separate account 31,515 24,987
Total account balances $ 53,078 $ 46,287
In-Force Face Amount
UL and other $ 362,618 $ 360,617
Term insurance 695,497 707,355
Total in-force face amount $ 1,058,115 $ 1,067,972
For the Three Months Ended June 30, For the Six Months Ended June 30,
2026 2025 2026 2025
Average General Account Balances (1) $ 21,491 $ 21,277 $ 21,472 $ 21,315
(1) Net of reinsurance ceded.
Fee income relates only to interest-sensitive products and includes cost of insurance assessments, expense assessments and surrender charges. Both cost of insurance and expense assessments can have deferrals and amortization related to DFEL. Cost of insurance and expense assessments are deducted from our policyholders’ account balances. These amounts are a function of the rates priced into the product and premiums received, face amount in force and account balances.
Sales are not recorded as a component of revenues (other than for traditional products) and do not have a significant effect on current quarter income from operations but are indicators of future profitability. Sales volumes can fluctuate given large case sizes within Executive Benefits.
94
Table of Contents
Sales in the table above and as discussed above were reported as follows:
•UL, IUL and VUL – first-year commissionable premiums plus 5% of excess premiums received;
•MoneyGuard® linked-benefit products – MoneyGuard (UL) and MoneyGuard Market AdvantageSM (VUL), 150% of commissionable premiums;
•Executive Benefits – insurance and corporate-owned UL and VUL, first-year commissionable premiums plus 5% of excess premium received, and single premium bank-owned UL and VUL, 15% of single premium deposits; and
•Term – 100% of annualized first-year premiums.
We monitor the business environment, including but not limited to the regulatory and interest rate environments, and make changes to our product offerings and in-force products as needed, and as permitted under the terms of the policies, to sustain the future profitability of our segment.
Net Investment Income and Interest Credited
Details underlying net investment income and interest credited (in millions) were as follows:
For the Three Months Ended June 30, For the Six Months Ended June 30,
2026 2025 2026 2025
Net Investment Income
Fixed maturity AFS securities, mortgage loans on real estate
and other, net of investment expenses $ 461 $ 457 $ 922 $ 916
Commercial mortgage loan prepayment and bond
make-whole premiums (1) 3 – 5 1
Surplus investments (2) 56 51 114 91
Other investments (3) 53 98 179 172
Total net investment income $ 573 $ 606 $ 1,220 $ 1,180
Interest Credited $ 293 $ 289 $ 585 $ 576
(1) See “Consolidated Investments – Commercial Mortgage Loan Prepayment and Bond Make-Whole Premiums” below for additional information.
(2) Represents net investment income on the required statutory surplus for this segment and includes the effect of investment income on alternative investments for such assets that are held in the portfolios supporting statutory surplus versus the portfolios supporting product liabilities.
(3) Includes primarily net investment income earned on our alternative investments portfolio. See “Consolidated Investments – Alternative Investments” below for more information on alternative investments.
A portion of the investment income earned for this segment is credited to policyholder accounts. Statutory reserves will typically grow at a faster rate than account balances because of reserve requirements. Investments allocated to this segment are based upon the statutory reserve liabilities and are affected by various reserve adjustments, including financing transactions providing relief from reserve requirements. These financing transactions lead to a transfer of investments from this segment to Other Operations. We expect to earn a spread between what we earn on the underlying general account investments and what we credit to our policyholders’ accounts. Investment income partially offsets the earnings effect of the associated growth of our policy reserves. Commercial mortgage loan prepayments and bond make-whole premiums and investment income on alternative investments can vary significantly from period to period due to a number of factors, and, therefore, may contribute to investment income results that are not indicative of the underlying trends.
95
Table of Contents
Benefits and Policyholder Liability Remeasurement
Details underlying benefits and policyholder liability remeasurement (dollars in millions) were as follows:
For the Three Months Ended June 30, For the Six Months Ended June 30,
2026 2025 2026 2025
Benefits and Policyholder Liability Remeasurement
Death claims direct and assumed $ 1,324 $ 1,465 $ 2,932 $ 2,949
Death claims ceded (554) (690) (1,275) (1,300)
Reserves released on death (160) (154) (367) (344)
Net death benefits 610 621 1,290 1,305
Change in secondary guarantee life insurance product
reserves 75 96 158 206
Change in MoneyGuard® reserves 156 160 317 312
Change in traditional product reserves 17 31 25 31
Other benefits (1) 36 48 79 104
Total benefits and policyholder liability remeasurement $ 894 $ 956 $ 1,869 $ 1,958
Death claims per $1,000 of in-force 2.30 2.32 2.43 2.43
(1) Includes primarily long-term care claims and life surrender benefits.
Benefits for this segment include claims incurred during the period in excess of the associated reserves for its interest-sensitive and traditional products. In addition, benefits include the change in secondary guarantee, linked-benefit and term life insurance product reserves. These reserves are affected by changes in expected future trends of assessments and benefits causing remeasurements. Generally, we experience higher mortality in the first quarter of the year due to the seasonality of claims.
Commissions and Other Expenses
Details underlying commissions and other expenses (in millions) were as follows:
For the Three Months Ended June 30, For the Six Months Ended June 30,
2026 2025 2026 2025
Commissions and Other Expenses
Commissions $ 112 $ 111 $ 224 $ 210
General and administrative expenses 134 133 263 263
Expenses associated with reserve financing 17 26 33 51
Taxes, licenses and fees 31 31 68 70
Total expenses incurred 294 301 588 594
DAC and VOBA deferrals (128) (128) (258) (243)
Total expenses recognized before amortization 166 173 330 351
DAC and VOBA amortization 130 125 259 252
Amortization of deferred loss on business sold
through reinsurance 24 24 49 47
Other intangible amortization 1 1 2 2
Total commissions and other expenses $ 321 $ 323 $ 640 $ 652
Commissions and other expenses that result directly from and are essential to the successful acquisition of new or renewal business are deferred to the extent recoverable. For our interest-sensitive and traditional products, DAC and value of business acquired (“VOBA”) are amortized on a constant level basis over the expected term of the related contracts using the groupings and actuarial assumptions consistent with those used for calculating the related policyholder liability balances.
96
Table of Contents
RESULTS OF GROUP PROTECTION
Income (Loss) from Operations
Details underlying the results for Group Protection (in millions) were as follows:
For the Three Months Ended June 30, For the Six Months Ended June 30,
2026 2025 2026 2025
Operating Revenues
Insurance premiums $ 1,420 $ 1,386 $ 2,819 $ 2,757
Net investment income 98 94 194 183
Other revenues (1) 58 58 116 119
Total operating revenues 1,576 1,538 3,129 3,059
Operating Expenses
Benefits and policyholder liability remeasurement 971 913 1,965 1,908
Interest credited 1 1 1 –
Commissions and other expenses 418 405 835 804
Total operating expenses 1,390 1,319 2,801 2,712
Income (loss) from operations before taxes 186 219 328 347
Federal income tax expense (benefit) 39 46 69 73
Income (loss) from operations $ 147 $ 173 $ 259 $ 274
(1) Consists of revenue from third parties for administrative services performed, which has a corresponding partial offset in commissions and other expenses.
For the Three Months Ended June 30, For the Six Months Ended June 30,
2026 2025 2026 2025
Income (Loss) from Operations by Product Line
Life $ 60 $ 41 $ 101 $ 50
Disability 91 135 165 229
Dental (4) (3) (7) (5)
Income (loss) from operations $ 147 $ 173 $ 259 $ 274
Comparison of the Three and Six Months Ended June 30, 2026 to 2025
Income from operations for this segment decreased due primarily to the following:
•Higher benefits and policyholder liability remeasurement driven by higher incidence and less favorable claims experience than expected in our disability business, partially offset by lower incidence in our life business.
•Higher commissions and other expenses due to higher other costs pertaining to business operations.
The decrease in income from operations was partially offset by the following:
•Higher insurance premiums due to growth in business in force.
•Higher net investment income driven by growth in business in force.
Additional Information
For information about the effect of the loss ratio sensitivity on our income (loss) from operations, see “Part II – Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations – Results of Group Protection – Additional Information” in our 2025 Form 10-K.
97
Table of Contents
For information on the effects of current interest rates on our long-term disability claim reserves, see “Item 3. Quantitative and Qualitative Disclosures About Market Risk – Interest Rate Risk – Effect of Interest Rate Sensitivity” in our 2025 Form 10-K. For information on the interest rate environment, see “Part II – Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations – Introduction – Executive Summary” in our 2025 Form 10-K.
Insurance Premiums
Details underlying insurance premiums (in millions) were as follows:
For the Three Months Ended June 30, For the Six Months Ended June 30,
2026 2025 2026 2025
Insurance Premiums by Product Line
Life $ 556 $ 542 $ 1,110 $ 1,084
Disability 816 798 1,612 1,581
Dental 48 46 97 92
Total insurance premiums $ 1,420 $ 1,386 $ 2,819 $ 2,757
Sales by Product Line
Life $ 83 $ 104 $ 180 $ 205
Disability 65 70 110 118
Dental 7 13 15 21
Total sales $ 155 $ 187 $ 305 $ 344
Premiums are a function of the rates priced into the product and our business in force. Business in force, in turn, is driven by sales and persistency experience.
Sales relate to new policyholders and new coverages sold to existing policyholders. We believe that the trend in sales is an important indicator of development of business in force over time. Sales in the table above are the combined annualized premiums for our products. Generally, we have higher sales during the fourth quarter of the year.
98
Table of Contents
Net Investment Income
We use our investment income to offset the earnings effect of the associated build of our reserves, which are a function of our insurance premiums and the yields on our investments. Details underlying net investment income (in millions) were as follows:
For the Three Months Ended June 30, For the Six Months Ended June 30,
2026 2025 2026 2025
Net Investment Income
Fixed maturity AFS securities, mortgage loans on real estate
and other, net of investment expenses $ 77 $ 72 $ 151 $ 143
Commercial mortgage loan prepayment and bond
make-whole premiums (1) 1 – 2 –
Surplus investments (2) 20 22 41 40
Total net investment income $ 98 $ 94 $ 194 $ 183
(1) See “Consolidated Investments – Commercial Mortgage Loan Prepayment and Bond Make-Whole Premiums” below for additional information.
(2) Represents net investment income on the required statutory surplus for this segment and includes the effect of investment income on alternative investments for such assets that are held in the portfolios supporting statutory surplus versus the portfolios supporting product liabilities. See “Consolidated Investments – Alternative Investments” below for more information on alternative investments.
Benefits and Policyholder Liability Remeasurement
Details underlying benefits and policyholder liability remeasurement (in millions) and loss ratios by product line were as follows:
For the Three Months Ended June 30, For the Six Months Ended June 30,
2026 2025 2026 2025
Benefits and Policyholder Liability
Remeasurement by Product Line
Life $ 345 $ 364 $ 714 $ 772
Disability 586 512 1,171 1,062
Dental 40 37 80 74
Total benefits and policyholder liability
remeasurement by product line $ 971 $ 913 $ 1,965 $ 1,908
Loss Ratios by Product Line
Life 62.2 % 67.2 % 64.5 % 71.2 %
Disability 71.9 % 64.2 % 72.6 % 67.1 %
Dental 82.0 % 80.4 % 81.8 % 79.7 %
Total 68.4 % 65.9 % 69.8 % 69.2 %
Generally, we experience higher mortality in the first quarter of the year and higher disability claims in the fourth quarter of the year due to the seasonality of claims. For additional information on our loss ratios, see “Additional Information” above.
99
Table of Contents
Commissions and Other Expenses
Details underlying commissions and other expenses (in millions) were as follows:
For the Three Months Ended June 30, For the Six Months Ended June 30,
2026 2025 2026 2025
Commissions and Other Expenses
Commissions $ 133 $ 139 $ 268 $ 272
General and administrative expenses 238 227 468 449
Taxes, licenses and fees 36 34 75 72
Other 1 2 2 2
Total expenses incurred 408 402 813 795
DAC deferrals (30) (35) (59) (67)
Total expenses recognized before amortization 378 367 754 728
DAC and other intangible amortization 40 38 81 76
Total commissions and other expenses $ 418 $ 405 $ 835 $ 804
Commissions and other expenses that result directly from and are essential to the successful acquisition of new or renewal business are deferred to the extent recoverable and are amortized on a constant level basis over the expected term of the related contracts using the groupings and actuarial assumptions consistent with those used for calculating the related policyholder liability balances. Certain broker commissions that vary with and are related to paid premiums are expensed as incurred rather than deferred and amortized.
100
Table of Contents
RESULTS OF RETIREMENT PLAN SERVICES
Income (Loss) from Operations
Details underlying the results for Retirement Plan Services (in millions) were as follows:
For the Three Months Ended June 30, For the Six Months Ended June 30,
2026 2025 2026 2025
Operating Revenues
Fee income $ 93 $ 80 $ 179 $ 160
Net investment income 260 252 520 503
Other revenues – (1) – (5)
Total operating revenues 353 331 699 658
Operating Expenses
Interest credited 169 174 339 344
Commissions and other expenses 127 115 252 234
Total operating expenses 296 289 591 578
Income (loss) from operations before taxes 57 42 108 80
Federal income tax expense (benefit) 8 5 16 9
Income (loss) from operations $ 49 $ 37 $ 92 $ 71
Comparison of the Three and Six Months Ended June 30, 2026 to 2025
Income from operations for this segment increased due primarily to the following:
•Higher net investment income, net of interest credited, driven by impacts to portfolio yields from the current interest rate environment, a decrease in crediting rates and higher investment income on prepayment and bond make-whole premiums.
•Higher fee income driven by higher average daily separate account and mutual fund balances.
The increase in income from operations was partially offset by higher commissions and other expenses driven by higher other costs pertaining to business operations and higher trail commissions resulting from higher average daily separate account balances.
In addition, for the six months ended June 30, 2026, income from operations increased due to higher other revenues due to an impact in the first quarter of 2025 related to a plan termination during the fourth quarter of 2024.
Additional Information
Net flows in this business fluctuate based on the timing of larger plans being implemented and terminating over the course of the year.
New deposits are an important component of net flows and key to our efforts to grow our business. Although deposits do not significantly affect current period income from operations, they can significantly impact future income from operations. The other component of net flows relates to the retention of the business. An important measure of retention is the reduction in account balances caused by plan sponsor terminations and participant withdrawals. These outflows as a percentage of average account balances were 19% and 17% for the three and six months ended June 30, 2026, respectively, and 15% and 19%, respectively, for the corresponding periods in 2025.
Our net flows are negatively affected by the continued net outflows from our oldest blocks of annuities business (as presented on our Net Flows By Market table below as “Multi-Fund® and other”), which are among our higher margin product lines in this segment, due to the fact that they are mature blocks with low distribution and servicing costs. The proportion of these products to our total account balances was 11% and 12% as of June 30, 2026 and 2025, respectively. Due to this overall shift in business mix toward products with lower returns, new deposit production continues to be necessary to maintain earnings at current levels.
Our fixed annuity business includes products with discretionary and index-based crediting rates that are reset on either a quarterly or semi-annual basis. Our ability to retain quarterly or semi-annual reset annuities will be subject to current competitive conditions at the time crediting rates for these products reset. We expect to manage the effects of spreads on near-term income from operations through portfolio management and, to a lesser extent, crediting rate actions, which assumes no significant changes in net flows into or out of our
101
Table of Contents
fixed accounts or other changes that may cause interest rate spreads to differ from our expectations. For information on interest rate spreads and interest rate risk, see “Part I – Item 1A. Risk Factors – Market Conditions – Changes in interest rates and sustained low interest rates may cause interest rate spreads to decrease, impacting our profitability, and make it more challenging to meet certain statutory requirements,” “Part I – Item 1A. Risk Factors – Market Conditions – Increases in interest rates and sustained higher interest rates may negatively affect our profitability, capital position and the value of our investment portfolio and may also result in increased contract withdrawals and surrenders” and “Part II – Item 7A. Quantitative and Qualitative Disclosures About Market Risk – Interest Rate Risk” in our 2025 Form 10-K. For information on the interest rate environment, see “Part II – Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations – Introduction – Executive Summary – Industry Trends – Interest Rate Environment” in our 2025 Form 10-K.
Fee Income
Details underlying fee income (in millions) were as follows:
For the Three Months Ended June 30, For the Six Months Ended June 30,
2026 2025 2026 2025
Fee Income
Annuity expense assessments $ 58 $ 52 $ 114 $ 105
Mutual fund fees 31 27 60 54
Total expense assessments 89 79 174 159
Surrender charges 4 1 5 1
Total fee income $ 93 $ 80 $ 179 $ 160
Our fee income is primarily composed of expense assessments that we charge to cover insurance, administrative, recordkeeping and other services and mutual fund fees earned for services we provide to our mutual fund programs. Fee income is primarily based on average account balances, including general, separate and mutual fund accounts, which are driven by net flows and the equity markets. Fee income is also driven by non-account balance-related items such as participant counts. We may collect surrender charges when our policyholders surrender their contracts during the surrender charge period to protect us from premature withdrawals.
Net Investment Income and Interest Credited
Details underlying net investment income and interest credited (in millions) were as follows:
For the Three Months Ended June 30, For the Six Months Ended June 30,
2026 2025 2026 2025
Net Investment Income
Fixed maturity AFS securities, mortgage loans on real estate
and other, net of investment expenses $ 237 $ 232 $ 476 $ 463
Commercial mortgage loan prepayment and
bond make-whole premiums (1) 4 – 5 1
Surplus investments (2) 19 20 39 39
Total net investment income $ 260 $ 252 $ 520 $ 503
Interest Credited $ 169 $ 174 $ 339 $ 344
(1) See “Consolidated Investments – Commercial Mortgage Loan Prepayment and Bond Make-Whole Premiums” below for additional information.
(2) Represents net investment income on the required statutory surplus for this segment and includes the effect of investment income on alternative investments for such assets that are held in the portfolios supporting statutory surplus versus the portfolios supporting product liabilities. See “Consolidated Investments – Alternative Investments” below for more information on alternative investments.
A portion of our investment income earned is credited to the policyholders of our fixed annuity products, including the fixed portion of variable annuity contracts. We expect to earn a spread between what we earn on the underlying general account investments supporting
102
Table of Contents
the fixed annuity product line, including the fixed portion of variable annuity contracts, and what we credit to our policyholders’ accounts. Commercial mortgage loan prepayments and bond make-whole premiums, investment income on alternative investments and surplus investment income can vary significantly from period to period due to a number of factors and, therefore, may contribute to investment income results that are not indicative of the underlying trends.
Account Balances
Details underlying account balances (dollars in millions) were as follows:
As of or For the Three Months Ended June 30, As of or For the Six Months Ended June 30,
2026 2025 2026 2025
Separate Account Balance Information (1)
Separate account deposits $ 442 $ 531 $ 1,008 $ 1,148
Separate account net flows (469) (371) (881) (641)
Separate account balances 24,472 22,173 24,472 22,173
Average daily separate account balances 23,914 20,938 23,528 21,255
Average daily S&P 500® Index (2) 7,271 5,728 7,047 5,813
General Account Balance Information
General account deposits $ 901 $ 1,109 $ 1,781 $ 1,921
General account net flows (569) 6 (968) (512)
General account balances 23,419 23,700 23,419 23,700
Average general account balances 23,546 23,552 23,654 23,562
Mutual Fund Account Balance Information
Mutual fund deposits $ 2,393 $ 1,954 $ 5,089 $ 4,640
Mutual fund net flows (1,387) (220) (789) (1,615)
Average mutual fund account balances (3) 80,884 67,244 79,867 67,955
(1) Excludes the fixed portion of variable annuities.
(2) We generally use the S&P 500 Index as a benchmark for the performance of our separate account balances. The account balances of our variable annuity contracts are invested by our policyholders in a variety of investment options including, but not limited to, domestic and international equity securities and fixed income, which do not necessarily align with S&P 500 Index performance.
(3) Mutual funds are not included in the separate accounts reported on the Consolidated Balance Sheets as we do not have any ownership interest in them.
For the Three Months Ended June 30, For the Six Months Ended June 30,
2026 2025 2026 2025
Net Flows By Market
Core Market (1) $ (56) $ 28 $ (258) $ (51)
Mid-Large Market (1,918) (200) (1,515) (1,933)
Multi-Fund® and Other (451) (413) (865) (784)
Total net flows $ (2,425) $ (585) $ (2,638) $ (2,768)
(1) Formerly referred to as “Small Market.”
For more information on account balances, see Notes 9 and 10.
103
Table of Contents
Commissions and Other Expenses
Details underlying commissions and other expenses (in millions) were as follows:
For the Three Months Ended June 30, For the Six Months Ended June 30,
2026 2025 2026 2025
Commissions and Other Expenses
Commissions:
Deferrable $ 1 $ 1 $ 3 $ 3
Non-deferrable 29 27 56 52
General and administrative expenses 91 83 181 168
Taxes, licenses and fees 5 4 12 11
Total expenses incurred 126 115 252 234
DAC deferrals (3) (5) (8) (9)
Total expenses recognized before amortization 123 110 244 225
DAC amortization 4 5 8 9
Total commissions and other expenses $ 127 $ 115 $ 252 $ 234
Commissions and other expenses that result directly from and are essential to the successful acquisition of new or renewal business are deferred to the extent recoverable and are amortized on a constant level basis over the expected term of the related contracts using the groupings and actuarial assumptions consistent with those used for calculating the related policyholder liability balances. Certain types of commissions, such as trail commissions that are based on account balances, are expensed as incurred rather than deferred and amortized. Distribution expenses associated with the sale of mutual fund products are expensed as incurred.
RESULTS OF OTHER OPERATIONS
Income (Loss) from Operations
Details underlying the results for Other Operations (in millions) were as follows:
For the Three Months Ended June 30, For the Six Months Ended June 30,
2026 2025 2026 2025
Operating Revenues
Insurance premiums $ – $ – $ 1 $ 1
Net investment income (1) 63 25 115 69
Other revenues (2) 21 16 26 24
Total operating revenues 84 41 142 94
Operating Expenses
Benefits and policyholder liability remeasurement 9 7 17 11
Interest credited 48 13 90 27
Other expenses 63 56 131 123
Interest and debt expense 82 81 164 161
Total operating expenses 202 157 402 322
Income (loss) from operations before taxes (118) (116) (260) (228)
Federal income tax expense (benefit) (28) (25) (59) (42)
Income (loss) from operations $ (90) $ (91) $ (201) $ (186)
(1) Includes our institutional pension business, which has a corresponding offset in benefits and policyholder liability remeasurement for changes in reserves.
(2) Includes certain third-party advisory fees, which has a partial offset in other expenses.
104
Table of Contents
Comparison of the Three Months Ended June 30, 2026 to 2025
Loss from operations for Other Operations decreased modestly due primarily to the following:
•Higher other revenues due to the effect of market fluctuations on assets held as part of certain compensation plans.
•Higher net investment income, net of interest credited, driven by funding agreement activity.
•More favorable income tax benefits driven by favorable market impacts on tax preferred investment income and higher excess tax benefits associated with stock-based compensation.
The decrease in loss from operations was partially offset by higher other expenses associated with higher costs pertaining to business operations.
Comparison of the Six Months Ended June 30, 2026 to 2025
Loss from operations for Other Operations increased due primarily to the following:
• Lower net investment income, net of interest credited, related to lower portfolio yields and lower allocated investments driven by a decrease in excess capital retained by Other Operations, partially offset by funding agreement activity.
•Higher other expenses associated with higher costs pertaining to business operations.
•Higher interest and debt expense driven by an increase in average outstanding debt.
The increase in loss from operations was partially offset by the following:
•More favorable income tax benefits driven by higher excess benefits associated with stock-based compensation.
•Higher other revenues due to the effect of market fluctuations on assets held as part of certain compensation plans.
Net Investment Income and Interest Credited
We utilize an internal formula to determine the amount of capital that is allocated to our business segments. Investment income on capital in excess of the calculated amounts is reported in Other Operations. If our business segments require increases in statutory reserves, surplus or investments, the amount of excess capital that is retained by Other Operations would decrease and net investment income would be negatively affected.
Write-downs for impairments decrease the recorded value of investments owned by the business segments. These write-downs are not included in the income from operations of our business segments. When impairment occurs, assets are transferred to the business segments’ portfolios and will reduce the future net investment income for Other Operations. Statutory reserve adjustments for our business segments can also cause allocations of investments between the business segments and Other Operations.
For information on funding agreements, see Note 10.
Benefits and Policyholder Liability Remeasurement
Benefits are recognized when incurred for institutional pension products and disability income business. Policyholder liability remeasurement gains (losses) result from updates in cash flow assumptions and actual variance from expected experience used in the net premium ratio or benefit ratio calculation for future policy benefits associated with institutional pension products.
105
Table of Contents
Other Expenses
Details underlying other expenses (in millions) were as follows:
For the Three Months Ended June 30, For the Six Months Ended June 30,
2026 2025 2026 2025
Other Expenses
General and administrative expenses $ 60 $ 57 $ 122 $ 125
Taxes, licenses and fees 2 3 5 5
Other 3 (2) 7 (3)
Total expenses incurred 65 58 134 127
DAC deferrals (2) (2) (3) (4)
Total other expenses $ 63 $ 56 $ 131 $ 123
Interest and Debt Expense
Our current level of interest expense may not be indicative of the future due to, among other things, the timing of the use of cash and the future cost of capital. For additional information on our financing activities, see “Liquidity and Capital Resources – Holding Company Sources and Uses of Liquidity and Capital – Debt” below.
106
Table of Contents
CONSOLIDATED INVESTMENTS
Details underlying consolidated investment balances (in millions) were as follows:
Percentage of
Total Investments
As of June 30, As of December 31, As of June 30, As of December 31,
2026 2025 2026 2025
Investments
Fixed maturity AFS securities $ 95,085 $ 93,448 66.4 % 67.3 %
Trading securities 1,515 1,676 1.1 % 1.2 %
Equity securities 456 636 0.3 % 0.4 %
Mortgage loans on real estate 23,406 22,472 16.3 % 16.2 %
Policy loans 2,596 2,626 1.8 % 1.9 %
Derivative investments 11,382 9,945 7.9 % 7.2 %
Other investments:
Alternative investments 4,215 4,182 2.9 % 3.0 %
Alternative investments – reinsurance-related (1) 1,344 1,438 0.9 % 1.0 %
Company-owned life insurance 1,370 1,190 1.0 % 0.9 %
Other 1,941 1,295 1.4 % 0.9 %
Total investments $ 143,310 $ 138,908 100.0 % 100.0 %
(1) Represents alternative investments that support reinsurance funds withheld and modified coinsurance agreements where the investment results are passed directly to the reinsurers. For more information, see Note 7 in our 2025 Form 10-K.
Investment Objective
Investments are an integral part of our operations. We follow a balanced approach to investing for both current income and prudent risk management, with an emphasis on generating sufficient current income, net of income tax, to meet our obligations to customers, as well as other general liabilities. This balanced approach requires the evaluation of expected return and risk of each asset class utilized, while still meeting our income objectives. This approach is important to our asset-liability management because decisions can be made based upon both the economic and current investment income considerations affecting assets and liabilities. For a discussion of our risk management process, see “Part II – Item 7A. Quantitative and Qualitative Disclosures About Market Risk” in our 2025 Form 10-K.
Investment Portfolio Composition and Diversification
Fundamental to our investment policy is diversification across asset classes. Our investment portfolio, excluding cash and invested cash, is composed of fixed maturity securities, mortgage loans on real estate, real estate (either wholly owned or in joint ventures) and other long-term investments. We purchase investments for our segmented portfolios that have yield, duration and other characteristics that take into account the liabilities of the products being supported.
We have the ability to maintain our investment holdings throughout credit cycles because of our capital position, the long-term nature of our liabilities and the matching of our portfolios of investment assets with the liabilities of our various products.
107
Table of Contents
Fixed Maturity and Equity Securities Portfolios
Fixed maturity securities consist of portfolios classified as AFS and trading. Details underlying our fixed maturity AFS securities by industry classification (in millions) are presented in the tables below. These tables agree in total with the presentation of fixed maturity AFS securities in Note 3; however, the categories below represent a more detailed breakout of the fixed maturity AFS portfolio. Therefore, the investment classifications listed below do not agree to the investment categories provided in Note 3.
As of June 30, 2026
Net %
Amortized Gross Unrealized Fair Fair
Cost (1) Gains Losses Value Value
Fixed Maturity AFS Securities
Industry corporate bonds:
Financial services $ 14,480 $ 111 $ 1,060 $ 13,531 14.2 %
Basic industry 3,078 41 313 2,806 3.0 %
Capital goods 6,140 61 614 5,587 5.9 %
Communications 3,375 48 389 3,034 3.2 %
Consumer cyclical 5,713 40 503 5,250 5.5 %
Consumer non-cyclical 14,934 123 2,093 12,964 13.7 %
Energy 2,946 30 270 2,706 2.9 %
Technology 4,925 15 559 4,381 4.6 %
Transportation 3,485 33 323 3,195 3.4 %
Industrial other 2,607 10 432 2,185 2.3 %
Utilities 12,648 96 1,538 11,206 11.8 %
Government-related entities 1,250 17 211 1,056 1.1 %
Collateralized mortgage and other obligations (“CMOs”):
Agency backed 1,074 2 122 954 1.0 %
Non-agency backed 366 28 4 390 0.4 %
Mortgage pass through securities (“MPTS”):
Agency backed 634 6 31 609 0.7 %
Commercial mortgage-backed securities (“CMBS”):
Non-agency backed 2,999 5 116 2,888 3.0 %
Asset-backed securities (“ABS”):
Collateralized loan obligations (“CLOs”) 9,565 11 121 9,455 9.9 %
Other (2) 9,512 80 149 9,443 9.9 %
Municipals:
Taxable 2,402 12 381 2,033 2.1 %
Tax-exempt 35 1 2 34 0.0 %
Government:
United States 1,001 3 42 962 1.0 %
Foreign 240 14 51 203 0.2 %
Hybrid and redeemable preferred securities 213 8 8 213 0.2 %
Total fixed maturity AFS securities 103,622 795 9,332 95,085 100.0 %
Trading Securities (3) 1,609 36 130 1,515
Equity Securities 444 27 15 456
Total fixed maturity AFS, trading and equity securities $ 105,675 $ 859 $ 9,477 $ 97,056
108
Table of Contents
As of December 31, 2025
Net %
Amortized Gross Unrealized Fair Fair
Cost (1) Gains Losses Value Value
Fixed Maturity AFS Securities
Industry corporate bonds:
Financial services $ 14,577 $ 155 $ 1,019 $ 13,713 14.6 %
Basic industry 3,180 51 324 2,907 3.1 %
Capital goods 6,270 78 596 5,752 6.2 %
Communications 3,328 54 376 3,006 3.2 %
Consumer cyclical 5,765 61 467 5,359 5.7 %
Consumer non-cyclical 14,952 154 2,043 13,063 14.0 %
Energy 2,974 38 266 2,746 2.9 %
Technology 5,064 27 537 4,554 4.9 %
Transportation 3,552 41 315 3,278 3.5 %
Industrial other 2,596 18 412 2,202 2.4 %
Utilities 12,721 132 1,492 11,361 12.2 %
Government-related entities 1,286 25 207 1,104 1.2 %
CMOs:
Agency backed 1,156 4 120 1,040 1.1 %
Non-agency backed 400 29 3 426 0.5 %
MPTS:
Agency backed 675 12 31 656 0.7 %
CMBS:
Non-agency backed 2,586 15 99 2,502 2.7 %
ABS:
CLOs 8,619 6 126 8,499 9.1 %
Other (2) 7,743 131 91 7,783 8.3 %
Municipals:
Taxable 2,479 18 383 2,114 2.3 %
Tax-exempt 35 – 2 33 0.0 %
Government:
United States 892 9 32 869 0.9 %
Foreign 261 16 51 226 0.2 %
Hybrid and redeemable preferred securities 241 21 7 255 0.3 %
Total fixed maturity AFS securities 101,352 1,095 8,999 93,448 100.0 %
Trading Securities (3) 1,756 44 124 1,676
Equity Securities 632 15 11 636
Total fixed maturity AFS, trading and equity securities $ 103,740 $ 1,154 $ 9,134 $ 95,760
(1) Represents amortized cost, net of the allowance for credit losses.
(2) Includes securities collateralized by consumer loans, equipment loans and other asset types.
(3) Certain of our trading securities support our reinsurance funds withheld and modified coinsurance agreements and the investment results are passed directly to the reinsurers. See “Part II – Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations – Consolidated Investments – Fixed Maturity and Equity Securities Portfolios – Trading Securities” in our 2025 Form 10-K for more information.
109
Table of Contents
Fixed Maturity AFS Securities
In accordance with the fixed maturity AFS accounting guidance, we reflect stockholders’ equity as if unrealized gains and losses were actually recognized and consider all related accounting adjustments that would occur upon such a hypothetical recognition of unrealized gains and losses. Such related balance sheet effects include adjustments to future contract benefits, policyholder account balances and deferred income taxes. Adjustments to each of these balances are charged or credited to accumulated other comprehensive income (loss) (“AOCI”). For instance, deferred income tax balances are adjusted because unrealized gains or losses do not affect actual taxes currently paid.
The quality of our fixed maturity AFS securities portfolio, as measured at estimated fair value and by the percentage of fixed maturity AFS securities invested in various ratings categories, relative to the entire fixed maturity AFS security portfolio (in millions) was as follows:
As of June 30, 2026 As of December 31, 2025
Rating Agency Net Net
NAIC Equivalent Amortized Fair % of Amortized Fair % of
Designation (1) Designation (1) Cost Value Total Cost Value Total
Investment Grade Securities
1 AAA / AA / A $ 64,019 $ 58,265 61.2 % $ 61,616 $ 56,349 60.3 %
2 BBB 36,492 33,815 35.5 % 36,551 33,995 36.4 %
Total investment grade securities 100,511 92,080 96.7 % 98,167 90,344 96.7 %
Below Investment Grade Securities
3 BB 1,094 1,013 1.1 % 1,025 955 1.0 %
4 B 1,820 1,790 1.9 % 1,970 1,966 2.1 %
5 CCC and lower 152 150 0.2 % 108 106 0.1 %
6 In or near default 45 52 0.1 % 82 77 0.1 %
Total below investment grade securities 3,111 3,005 3.3 % 3,185 3,104 3.3 %
Total fixed maturity AFS securities $ 103,622 $ 95,085 100.0 % $ 101,352 $ 93,448 100.0 %
Total securities below investment
grade as a percentage of total
fixed maturity AFS securities 3.0 % 3.2 % 3.1 % 3.3 %
(1) Based upon the rating designations determined and provided by the National Association of Insurance Commissioners (“NAIC”) or the major credit rating agencies (Fitch Ratings (“Fitch”), Moody’s Investors Service (“Moody’s”) and S&P Global Ratings (“S&P”)). For securities where the ratings assigned by the major credit rating agencies are not equivalent, the second lowest rating assigned is used. For those securities where ratings by the major credit rating agencies are not available, which does not represent a significant amount of our total fixed maturity AFS securities, we base the ratings disclosed upon internal ratings. The average credit quality of our total fixed maturity AFS securities portfolio was A as of June 30, 2026.
Comparisons between the NAIC designations and rating agency designations are published by the NAIC. The NAIC assigns securities quality designations and uniform valuations, which are used by insurers when preparing their annual statements. The NAIC designations are similar to the rating agency designations of the Nationally Recognized Statistical Rating Organizations for marketable bonds. NAIC designations 1 and 2 include bonds generally considered investment grade (rated Baa3 or higher by Moody’s, or rated BBB- or higher by S&P and Fitch) by such ratings organizations. However, securities designated NAIC 1 and 2 could be deemed below investment grade by the rating agencies as a result of the current risk-based capital (“RBC”) rules for residential mortgage-backed securities (“RMBS”) and CMBS for statutory reporting. NAIC designations 3 through 6 include bonds generally considered below investment grade (rated Ba1 or lower by Moody’s, or rated BB+ or lower by S&P and Fitch).
As of June 30, 2026, and December 31, 2025, 97% of the total fixed maturity AFS securities in an unrealized loss position were investment grade. Our gross unrealized losses recognized in OCI on fixed maturity AFS securities as of June 30, 2026, increased by $333 million since December 31, 2025. For the six months ended June 30, 2026, we recognized $209 million of gross losses on fixed maturity AFS securities, which were primarily related to sales that support our reinsurance funds withheld agreements where the investment results are passed directly to the reinsurers. For the six months ended June 30, 2025, we recognized $149 million of gross
110
Table of Contents
losses on fixed maturity AFS securities, which were primarily related to portfolio rebalancing and sales that support our reinsurance funds withheld agreements where the investment results are passed directly to the reinsurers.
We regularly review our fixed maturity AFS securities for declines in fair value that we determine to be impairment-related, including those attributable to credit risk factors that may require a credit allowance. We do not believe the unrealized loss position as of June 30, 2026, required an impairment recognized in earnings as: (i) we did not intend to sell these fixed maturity AFS securities; (ii) it is not more likely than not that we will be required to sell the fixed maturity AFS securities before recovery of their amortized cost basis; and (iii) the difference in the fair value compared to the amortized cost was due to factors other than credit loss. This conclusion is consistent with our asset-liability management process. Management considered the following as part of the evaluation:
•The current economic environment and market conditions;
•Our business strategy and current business plans;
•The nature and type of security, including expected maturities and exposure to general credit, liquidity, market and interest rate risk;
•Our analysis of data from financial models and other internal and industry sources to evaluate the current effectiveness of our hedging and overall risk management strategies;
•The current and expected timing of contractual maturities of our assets and liabilities, expectations of prepayments on investments and expectations for surrenders and withdrawals of annuity contracts and life insurance policies;
•The capital risk limits approved by management; and
•Our current financial condition and liquidity demands.
We recognized $(32) million and $(57) million of credit loss benefit (expense) on our fixed maturity AFS securities for the three and six months ended June 30, 2026, respectively, and $(19) million and $(47) million, respectively, for the corresponding periods in 2025. In order to determine the amount of credit loss, we calculated the recovery value by performing a discounted cash flow analysis based on the current cash flows and future cash flows we expect to recover. To determine the recoverability, we considered the facts and circumstances surrounding the underlying issuer including, but not limited to, the following:
•Historical and implied volatility of the security;
•The extent to which the fair value has been less than amortized cost;
•Adverse conditions specifically related to the security or to specific conditions in an industry or geographic area;
•Failure, if any, of the issuer of the security to make scheduled payments; and
•Recoveries or additional declines in fair value subsequent to the balance sheet date.
For information on credit loss impairment on fixed maturity AFS securities, see Notes 3 and 17 herein and Note 1 in our 2025 Form 10-K.
As reported on the Consolidated Balance Sheets, we had $153.5 billion of investments and cash and invested cash, which exceeded the liabilities for our future obligations under insurance policies and contracts, net of amounts recoverable from reinsurers and amounts on deposit with reinsurers, which totaled $124.7 billion as of June 30, 2026. If it were necessary to liquidate fixed maturity AFS securities prior to maturity or call to meet cash flow needs, we would first look to those fixed maturity AFS securities that are in an unrealized gain position, which had a fair value of $27.1 billion as of June 30, 2026, rather than selling fixed maturity AFS securities in an unrealized loss position. The amount of cash that we have on hand at any point in time takes into account our liquidity needs in the future, other sources of cash, such as the maturities of investments, interest and dividends we earn on our investments and the ongoing cash flows from new and existing business. For additional information, see “Liquidity and Capital Resources” below.
As of June 30, 2026, and December 31, 2025, the estimated fair value for all private placement securities was $24.0 billion and $23.2 billion, respectively, representing 17% of total investments.
Mortgage-Backed Securities (Included in Fixed Maturity AFS and Trading Securities)
See “Part II – Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations – Consolidated Investments – Mortgage-Backed Securities” in our 2025 Form 10-K for a discussion of our mortgage-backed securities.
111
Table of Contents
The market value of fixed maturity AFS and trading securities backed by subprime loans was $161 million and represented less than 1% of our total investment portfolio as of June 30, 2026. Fixed maturity AFS securities represented $159 million, or 99%, and trading securities represented $2 million, or 1%, of the subprime exposure as of June 30, 2026. The table below summarizes our investments in fixed maturity AFS securities backed by pools of residential mortgages (in millions) as of June 30, 2026:
Agency Non-Agency Total
Net Amortized Cost Fair Value Net Amortized Cost Fair Value Net Amortized Cost Fair Value
Type
RMBS $ 1,709 $ 1,563 $ 365 $ 390 $ 2,074 $ 1,953
ABS home equity – – 157 192 157 192
Total by type (1)(2) $ 1,709 $ 1,563 $ 522 $ 582 $ 2,231 $ 2,145
NAIC Designation
1 $ 1,709 $ 1,563 $ 413 $ 468 $ 2,122 $ 2,031
2 – – 88 87 88 87
3 – – 8 7 8 7
4 – – 9 16 9 16
5 – – 4 4 4 4
6 – – – – – –
Total by NAIC designation (1)(2)(3) $ 1,709 $ 1,563 $ 522 $ 582 $ 2,231 $ 2,145
Total fixed maturity AFS securities backed by pools of
residential mortgages as a percentage of total fixed maturity AFS securities 2.2 % 2.3 %
Total non-agency backed as a percentage of total fixed maturity AFS securities 0.5 % 0.6 %
(1) Does not include the amortized cost of trading securities totaling $110 million that primarily support our reinsurance funds withheld and modified coinsurance agreements because investment results for these agreements are passed directly to the reinsurers. The $110 million in trading securities consisted of $48 million agency and $62 million non-agency.
(2) Does not include the fair value of trading securities totaling $104 million that primarily support our reinsurance funds withheld and modified coinsurance agreements because investment results for these agreements are passed directly to the reinsurers. The $104 million in trading securities consisted of $47 million agency and $57 million non-agency.
(3) Based upon the rating designations determined and provided by the NAIC.
112
Table of Contents
The market value of fixed maturity AFS and trading securities backed by subprime loans was $170 million and represented less than 1% of our total investment portfolio as of December 31, 2025. Fixed maturity AFS securities represented $168 million, or 99%, and trading securities represented $2 million, or 1%, of the subprime exposure as of December 31, 2025. The table below summarizes our investments in fixed maturity AFS securities backed by pools of residential mortgages (in millions) as of December 31, 2025:
Agency Non-Agency Total
Net Amortized Cost Fair Value Net Amortized Cost Fair Value Net Amortized Cost Fair Value
Type
RMBS $ 1,831 $ 1,696 $ 400 $ 426 $ 2,231 $ 2,122
ABS home equity – – 165 202 165 202
Total by type (1)(2) $ 1,831 $ 1,696 $ 565 $ 628 $ 2,396 $ 2,324
NAIC Designation
1 $ 1,831 $ 1,696 $ 453 $ 509 $ 2,284 $ 2,205
2 – – 88 88 88 88
3 – – 6 5 6 5
4 – – 12 19 12 19
5 – – 5 6 5 6
6 – – 1 1 1 1
Total by NAIC designation (1)(2)(3) $ 1,831 $ 1,696 $ 565 $ 628 $ 2,396 $ 2,324
Total fixed maturity AFS securities backed by pools of
residential mortgages as a percentage of total fixed maturity AFS securities 2.4 % 2.5 %
Total non-agency backed as a percentage of total fixed maturity AFS securities 0.6 % 0.7 %
(1) Does not include the amortized cost of trading securities totaling $68 million that primarily support our reinsurance funds withheld and modified coinsurance agreements because investment results for these agreements are passed directly to the reinsurers. The $68 million in trading securities consisted of $30 million agency and $38 million non-agency.
(2) Does not include the fair value of trading securities totaling $62 million that primarily support our reinsurance funds withheld and modified coinsurance agreements because investment results for these agreements are passed directly to the reinsurers. The $62 million in trading securities consisted of $29 million agency and $33 million non-agency.
(3) Based upon the rating designations determined and provided by the NAIC.
None of these investments as of June 30, 2026, and December 31, 2025, included any direct investments in subprime lenders or mortgages. We are not aware of material exposure to subprime loans in our alternative investment portfolio as of June 30, 2026, and December 31, 2025.
113
Table of Contents
The following summarizes our investments in fixed maturity AFS securities backed by pools of commercial mortgages (in millions) as of June 30, 2026:
Multiple Property Single Property Total
Net Amortized Cost Fair Value Net Amortized Cost Fair Value Net Amortized Cost Fair Value
Type
CMBS (1)(2) $ 2,547 $ 2,442 $ 452 $ 446 $ 2,999 $ 2,888
NAIC Designation
1 $ 2,458 $ 2,355 $ 448 $ 442 $ 2,906 $ 2,797
2 89 87 4 4 93 91
3 – – – – – –
4 – – – – – –
5 – – – – – –
6 – – – – – – – –
Total by NAIC designation (1)(2)(3) $ 2,547 $ 2,442 $ 452 $ 446 $ 2,999 $ 2,888
Total fixed maturity AFS securities backed by pools of
commercial mortgages as a percentage of total fixed maturity AFS securities 2.9 % 3.0 %
(1) Does not include the amortized cost of trading securities totaling $131 million that primarily support our reinsurance funds withheld and modified coinsurance agreements because investment results for these agreements are passed directly to the reinsurers. The $131 million in trading securities consisted of $82 million of multiple-property CMBS and $49 million of single-property CMBS.
(2) Does not include the fair value of trading securities totaling $117 million that primarily support our reinsurance funds withheld and modified coinsurance agreements because investment results for these agreements are passed directly to the reinsurers. The $117 million in trading securities consisted of $75 million of multiple-property CMBS and $42 million of single-property CMBS.
(3) Based upon the rating designations determined and provided by the NAIC.
114
Table of Contents
The following summarizes our investments in fixed maturity AFS securities backed by pools of commercial mortgages (in millions) as of December 31, 2025:
Multiple Property Single Property Total
Net Amortized Cost Fair Value Net Amortized Cost Fair Value Net Amortized Cost Fair Value
Type
CMBS (1)(2) $ 2,270 $ 2,189 $ 316 $ 313 $ 2,586 $ 2,502
NAIC Designation
1 $ 2,204 $ 2,124 $ 316 $ 313 $ 2,520 $ 2,437
2 66 65 – – 66 65
3 – – – – – –
4 – – – – – –
5 – – – – – –
6 – – – – – –
Total by NAIC designation (1)(2)(3) $ 2,270 $ 2,189 $ 316 $ 313 $ 2,586 $ 2,502
Total fixed maturity AFS securities backed by pools of
commercial mortgages as a percentage of total fixed maturity AFS securities 2.6 % 2.7 %
(1) Does not include the amortized cost of trading securities totaling $113 million that primarily support our reinsurance funds withheld and modified coinsurance agreements because investment results for these agreements are passed directly to the reinsurers. The $113 million in trading securities consisted of $64 million of multiple-property CMBS and $49 million of single-property CMBS.
(2) Does not include the fair value of trading securities totaling $100 million that primarily support our reinsurance funds withheld and modified coinsurance agreements because investment results for these agreements are passed directly to the reinsurers. The $100 million in trading securities consisted of $58 million of multiple-property CMBS and $42 million of single-property CMBS.
(3) Based upon the rating designations determined and provided by the NAIC.
115
Table of Contents
The following summarizes our investments in ABS within fixed maturity AFS securities (in millions) as of June 30, 2026:
CLOs Other Total
Net Amortized Cost Fair Value Net Amortized Cost Fair Value Net Amortized Cost Fair Value
Type
ABS (1)(2) $ 9,565 $ 9,455 $ 9,512 $ 9,443 $ 19,077 $ 18,898
NAIC Designation
1 $ 7,937 $ 7,827 $ 7,406 $ 7,380 $ 15,343 $ 15,207
2 1,628 1,628 1,999 1,958 3,627 3,586
3 – – 58 55 58 55
4 – – 6 13 6 13
5 – – – – – –
6 – – – 43 37 – 43 37
Total by NAIC designation (1)(2)(3) $ 9,565 $ 9,455 $ 9,512 $ 9,443 $ 19,077 $ 18,898
(1) Does not include the amortized cost of trading securities totaling $143 million that primarily support our reinsurance funds withheld and modified coinsurance agreements because investment results for these agreements are passed directly to the reinsurers. The $143 million in trading securities consisted of $81 million of CLOs and $62 million of Other ABS.
(2) Does not include the fair value of trading securities totaling $140 million that primarily support our reinsurance funds withheld and modified coinsurance agreements because investment results for these agreements are passed directly to the reinsurers. The $140 million in trading securities consisted of $82 million of CLOs and $58 million of Other ABS.
(3) Based upon the rating designations determined and provided by the NAIC.
The following summarizes our investments in ABS within fixed maturity AFS securities (in millions) as of December 31, 2025:
CLOs Other Total
Net Amortized Cost Fair Value Net Amortized Cost Fair Value Net Amortized Cost Fair Value
Type
ABS (1)(2) $ 8,619 $ 8,499 $ 7,743 $ 7,783 $ 16,362 $ 16,282
NAIC Designation
1 $ 7,708 $ 7,589 $ 5,905 $ 5,960 $ 13,613 $ 13,549
2 911 910 1,715 1,700 2,626 2,610
3 – – 36 36 36 36
4 – – 6 14 6 14
5 – – 2 2 2 2
6 – – – 79 71 – 79 71
Total by NAIC designation (1)(2)(3) $ 8,619 $ 8,499 $ 7,743 $ 7,783 $ 16,362 $ 16,282
(1) Does not include the amortized cost of trading securities totaling $274 million that primarily support our reinsurance funds withheld and modified coinsurance agreements because investment results for these agreements are passed directly to the reinsurers. The $274 million in trading securities consisted of $138 million of CLOs and $136 million of Other ABS.
(2) Does not include the fair value of trading securities totaling $271 million that primarily support our reinsurance funds withheld and modified coinsurance agreements because investment results for these agreements are passed directly to the reinsurers. The $271 million in trading securities consisted of $137 million of CLOs and $134 million of Other ABS.
(3) Based upon the rating designations determined and provided by the NAIC.
116
Table of Contents
Composition by Industry Categories of our Unrealized Losses on Fixed Maturity AFS Securities
When considering unrealized gain and loss information, it is important to recognize that the information relates to the position of securities at a particular point in time and may not be indicative of the position of our investment portfolios subsequent to the balance sheet date. Further, because the timing of the recognition of realized investment gains and losses through the selection of which securities are sold is largely at management’s discretion, it is important to consider the information provided below within the context of the overall unrealized gain or loss position of our investment portfolios. These are important considerations that should be included in any evaluation of the potential effect of securities in an unrealized loss position on our future earnings. The composition by industry categories of all fixed maturity AFS securities in an unrealized loss position (in millions) as of June 30, 2026, was as follows:
Net Amortized Cost % Net Amortized Cost Gross Unrealized Losses % Gross Unrealized Losses Fair Value % Fair Value
Healthcare $ 5,889 7.5 % $ 1,185 12.7 % $ 4,704 7.0 %
Electric 6,802 8.8 % 1,050 11.3 % 5,752 8.5 %
Technology 4,146 5.4 % 560 6.0 % 3,586 5.3 %
Food and beverage 3,420 4.4 % 467 5.0 % 2,953 4.4 %
Industrial – other 2,141 2.8 % 439 4.7 % 1,702 2.6 %
Local authorities 2,020 2.6 % 389 4.2 % 1,631 2.4 %
Pharmaceuticals 2,284 3.0 % 283 3.0 % 2,001 2.9 %
Banking 4,627 6.0 % 267 2.9 % 4,360 6.4 %
Diversified manufacturing 2,059 2.7 % 266 2.9 % 1,793 2.6 %
ABS 8,523 11.0 % 257 2.8 % 8,266 12.2 %
Natural gas 1,570 2.0 % 246 2.6 % 1,324 1.9 %
Retail 1,490 1.9 % 239 2.6 % 1,251 1.8 %
Chemicals 1,569 2.0 % 198 2.1 % 1,371 2.0 %
Brokerage asset management 1,469 1.9 % 196 2.1 % 1,273 1.9 %
Life insurance 1,327 1.7 % 190 2.0 % 1,137 1.7 %
Property and casualty 1,274 1.6 % 181 1.9 % 1,093 1.6 %
Aerospace and defense 1,287 1.7 % 176 1.9 % 1,111 1.6 %
Transportation Services 1,804 2.3 % 176 1.9 % 1,628 2.4 %
Utility – other 1,087 1.4 % 172 1.8 % 915 1.3 %
Government sponsored 437 0.6 % 157 1.7 % 280 0.4 %
Railroads 815 1.1 % 144 1.5 % 671 1.0 %
Wirelines 908 1.2 % 131 1.4 % 777 1.1 %
Midstream 1,352 1.7 % 128 1.4 % 1,224 1.8 %
Consumer products 828 1.1 % 121 1.3 % 707 1.0 %
Non-agency CMBS 2,318 3.0 % 115 1.2 % 2,203 3.2 %
Wireless 747 1.0 % 113 1.2 % 634 0.9 %
Integrated 602 0.8 % 111 1.2 % 491 0.7 %
Industries with unrealized losses
less than $100 million 14,527 18.8 % 1,375 14.7 % 13,152 19.4 %
Total by industry $ 77,322 100.0 % $ 9,332 100.0 % $ 67,990 100.0 %
Total by industry as a percentage of
total fixed maturity AFS securities 74.6 % 100.0 % 71.5 %
117
Table of Contents
The composition by industry categories of all fixed maturity AFS securities in an unrealized loss position (in millions) as of December 31, 2025, was as follows:
Net Amortized Cost % Net Amortized Cost Gross Unrealized Losses % Gross Unrealized Losses Fair Value % Fair Value
Healthcare $ 5,546 8.1 % $ 1,151 12.8 % $ 4,395 7.4 %
Electric 6,472 9.4 % 1,018 11.3 % 5,454 9.1 %
Technology 3,643 5.3 % 537 6.0 % 3,106 5.2 %
Food and beverage 3,387 4.9 % 474 5.3 % 2,913 4.9 %
Industrial – other 1,973 2.9 % 420 4.7 % 1,553 2.6 %
Local authorities 2,001 2.9 % 392 4.4 % 1,609 2.7 %
Pharmaceuticals 2,056 3.0 % 273 3.0 % 1,783 3.0 %
Diversified manufacturing 2,027 3.0 % 261 2.9 % 1,766 3.0 %
Banking 3,660 5.3 % 253 2.8 % 3,407 5.7 %
Natural gas 1,466 2.1 % 241 2.7 % 1,225 2.1 %
Retail 1,414 2.1 % 219 2.4 % 1,195 2.0 %
ABS 6,658 9.7 % 214 2.4 % 6,444 10.8 %
Chemicals 1,602 2.3 % 214 2.4 % 1,388 2.3 %
Property and casualty 1,219 1.8 % 183 2.0 % 1,036 1.7 %
Brokerage asset management 1,418 2.1 % 183 2.0 % 1,235 2.1 %
Life insurance 1,207 1.8 % 178 2.0 % 1,029 1.7 %
Transportation services 1,752 2.5 % 169 1.9 % 1,583 2.7 %
Aerospace and defense 1,139 1.7 % 168 1.9 % 971 1.6 %
Utility – other 945 1.4 % 166 1.8 % 779 1.3 %
Government-sponsored 443 0.6 % 150 1.7 % 293 0.5 %
Railroads 808 1.2 % 143 1.6 % 665 1.1 %
Wirelines 844 1.2 % 142 1.5 % 702 1.2 %
Midstream 1,195 1.7 % 128 1.4 % 1,067 1.8 %
Consumer products 754 1.1 % 112 1.2 % 642 1.1 %
Wireless 742 1.1 % 107 1.2 % 635 1.1 %
Integrated 542 0.8 % 105 1.2 % 437 0.7 %
Non-agency CMBS 1,619 2.4 % 98 1.1 % 1,521 2.4 %
Industries with unrealized losses
less than $100 million 12,135 17.6 % 1,300 14.4 % 10,835 18.2 %
Total by industry $ 68,667 100.0 % $ 8,999 100.0 % $ 59,668 100.0 %
Total by industry as a percentage of
total fixed maturity AFS securities 67.8 % 100.0 % 63.9 %
118
Table of Contents
Mortgage Loans on Real Estate
The following tables summarize key information on mortgage loans on real estate (in millions):
As of June 30, 2026
Commercial Residential Total %
Credit Quality Indicator
Current $ 17,596 $ 5,740 $ 23,336 99.0 %
Delinquent (1) 68 81 149 0.6 %
Foreclosure 3 95 98 0.4 %
Total mortgage loans on real estate before allowance 17,667 5,916 23,583 100.0 %
Allowance for credit losses (111) (66) (177)
Total mortgage loans on real estate $ 17,556 $ 5,850 $ 23,406
As of December 31, 2025
Commercial Residential Total %
Credit Quality Indicator
Current $ 17,611 $ 4,864 $ 22,475 99.2 %
Delinquent (1) 29 60 89 0.4 %
Foreclosure – 90 90 0.4 %
Total mortgage loans on real estate before allowance 17,640 5,014 22,654 100.0 %
Allowance for credit losses (113) (69) (182)
Total mortgage loans on real estate $ 17,527 $ 4,945 $ 22,472
(1) Includes certain mortgage loans on real estate that support our modified coinsurance agreements, where the investment results are passed directly to the reinsurers. As of June 30, 2026, and December 31, 2025, the fair value of such commercial mortgage loans on real estate that were in delinquent status was $20 million.
As of June 30, 2026, there were specifically identified impaired commercial and residential mortgage loans with an aggregate carrying value of $48 million and $86 million, respectively, or less than 1% of total mortgage loans on real estate. As of December 31, 2025, there were specifically identified impaired commercial and residential mortgage loans with an aggregate carrying value of $67 million and $85 million, respectively, or less than 1% of total mortgage loans on real estate.
The total outstanding principal and interest on commercial mortgage loans that were two or more payments delinquent, excluding foreclosures, as of June 30, 2026, and December 31, 2025, was $76 million and $40 million, respectively, or less than 1% of total mortgage loans on real estate. The total outstanding principal and interest on residential mortgage loans that were three or more payments delinquent, excluding foreclosures, as of June 30, 2026, and December 31, 2025, was $79 million and $58 million, respectively, or less than 1% of total mortgage loans on real estate.
The carrying value of mortgage loans on real estate by business segment and Other Operations (in millions) was as follows:
As of June 30, 2026 As of December 31, 2025
Segment
Annuities $ 11,216 $ 10,181
Life Insurance 3,306 3,327
Group Protection 1,672 1,650
Retirement Plan Services 5,227 5,332
Other Operations 1,985 1,982
Total mortgage loans on real estate $ 23,406 $ 22,472
119
Table of Contents
The composition of commercial mortgage loans (in millions) by property type, geographic region and state is shown below as of June 30, 2026:
Carrying Value % Carrying Value %
Property Type State
Industrial $ 5,283 30.1 % CA $ 4,739 27.0 %
Apartment 5,102 29.1 % TX 1,950 11.1 %
Office building 3,054 17.3 % FL 941 5.4 %
Retail 2,895 16.5 % PA 872 5.0 %
Other commercial 946 5.4 % NY 848 4.8 %
Mixed use 174 1.0 % AZ 762 4.3 %
Hotel/motel 102 0.6 % WA 669 3.8 %
Total $ 17,556 100.0 % MD 640 3.6 %
Geographic Region GA 632 3.6 %
Pacific 5,723 32.5 % NC 598 3.4 %
South Atlantic 3,731 21.3 % TN 535 3.0 %
Middle Atlantic 2,188 12.5 % UT 505 2.9 %
West South Central 2,088 11.9 % NJ 468 2.7 %
Mountain 1,548 8.8 % VA 371 2.1 %
East North Central 951 5.4 % OR 315 1.8 %
East South Central 631 3.6 % SC 311 1.8 %
West North Central 352 2.0 % WI 280 1.6 %
New England 344 2.0 % All other states 2,120 12.1 %
Total $ 17,556 100.0 % Total $ 17,556 100.0 %
The composition of commercial mortgage loans (in millions) by property type, geographic region and state is shown below as of December 31, 2025:
Carrying Value % Carrying Value %
Property Type State
Apartment $ 5,362 30.6 % CA $ 4,828 27.5 %
Industrial 5,202 29.7 % TX 1,785 10.2 %
Office building 3,017 17.2 % FL 924 5.3 %
Retail 2,828 16.1 % PA 879 5.0 %
Other commercial 853 4.9 % AZ 865 4.9 %
Mixed use 162 0.9 % NY 852 4.9 %
Hotel/motel 103 0.6 % WA 658 3.9 %
Total $ 17,527 100.0 % MD 643 3.7 %
Geographic Region GA 632 3.6 %
Pacific 5,798 33.1 % NC 571 3.3 %
South Atlantic 3,631 20.6 % TN 517 2.9 %
Middle Atlantic 2,152 12.3 % UT 439 2.5 %
West South Central 1,925 11.0 % NJ 421 2.4 %
Mountain 1,591 9.1 % VA 385 2.2 %
East North Central 1,053 6.0 % OH 316 1.8 %
East South Central 615 3.5 % OR 312 1.8 %
West North Central 414 2.4 % IL 301 1.7 %
New England 348 2.0 % All other states 2,199 12.4 %
Total $ 17,527 100.0 % Total $ 17,527 100.0 %
120
Table of Contents
The following table shows the principal amount (in millions) of our commercial and residential mortgage loans by year in which the principal is contractually obligated to be repaid:
As of June 30, 2026
Commercial Residential Total %
Principal Repayment Year
2026 $ 693 $ 439 $ 1,132 4.8 %
2027 1,858 564 2,422 10.3 %
2028 2,210 86 2,296 9.8 %
2029 2,083 69 2,152 9.2 %
2030 1,869 77 1,946 8.3 %
2031 and thereafter 8,991 4,544 13,535 57.6 %
Total $ 17,704 $ 5,779 $ 23,483 100.0 %
See Note 3 for information regarding our loan-to-value and debt-service coverage ratios and our allowance for credit losses.
Alternative Investments
Investment income (loss) on alternative investments by business segment (in millions) was as follows:
For the Three Months Ended June 30, For the Six Months Ended June 30,
2026 2025 2026 2025
Annuities $ 1 $ 3 $ 4 $ 6
Life Insurance 47 94 168 163
Group Protection 2 2 4 3
Retirement Plan Services 2 2 5 4
Total (1) $ 52 $ 101 $ 181 $ 176
(1) Includes net investment income on the alternative investments supporting the required statutory surplus of our insurance businesses, not including alternative investments that support reinsurance funds withheld and modified coinsurance agreements where the investment results are passed directly to the reinsurers.
As of June 30, 2026, and December 31, 2025, alternative investments included investments in 375 and 384 different partnerships, respectively, and the portfolio represented approximately 3% of total investments. These amounts do not include alternative investments that support funds withheld and modified coinsurance reinsurance agreements where the investment results are passed directly to the reinsurers. The partnerships do not represent off-balance sheet financing and generally involve several third-party partners. Some of our partnerships contain capital calls, which require us to contribute capital upon notification by the general partner. These capital calls are contemplated during the initial investment decision and are planned for well in advance of the call date. The capital calls are not material in size and are not material to our liquidity. Alternative investments are accounted for using the equity method of accounting and are included in other investments on the Consolidated Balance Sheets.
121
Table of Contents
Net Investment Income
Details underlying net investment income (in millions) and our investment yield were as follows:
For the Three Months Ended June 30, For the Six Months Ended June 30,
2026 2025 2026 2025
Net Investment Income
Fixed maturity AFS securities $ 1,141 $ 1,069 $ 2,257 $ 2,128
Trading securities 20 25 40 51
Equity securities 5 3 8 5
Mortgage loans on real estate 282 260 554 510
Policy loans 26 25 53 51
Cash and invested cash 76 50 155 109
Commercial mortgage loan prepayment
and bond make-whole premiums (1) 10 5 15 7
Other investments (2) 114 128 246 234
Investment income 1,674 1,565 3,328 3,095
Investment expense (49) (94) (98) (161)
Net investment income $ 1,625 $ 1,471 $ 3,230 $ 2,934
(1) See “Commercial Mortgage Loan Prepayment and Bond Make-Whole Premiums” below for additional information.
(2) Includes primarily investment income on alternative investments. See “Alternative Investments” above for additional information.
For the Three Months Ended June 30, For the Six Months Ended June 30,
2026 2025 2026 2025
Interest Rate Yield
Fixed maturity AFS securities, mortgage loans on
real estate and other, net of investment expenses 4.34 % 4.08 % 4.24 % 4.11 %
Commercial mortgage loan prepayment and
bond make-whole premiums 0.03 % 0.02 % 0.02 % 0.01 %
Other investments 0.33 % 0.39 % 0.35 % 0.35 %
Net investment income yield on invested assets 4.70 % 4.49 % 4.61 % 4.47 %
We earn investment income on our general account investments supporting our liabilities associated with investment-type annuities (including RILA, individual and group fixed and fixed portion of variable annuities, fixed indexed deferred annuities and non-life contingent payout fixed annuities), UL, MoneyGuard®, VUL, IUL and funding agreement products. The profitability of our products is affected by our ability to achieve target spreads, or margins, between the interest income earned on the general account assets and the interest credited to the policyholder account balance. The net investment income and the interest rate yield tables above each include commercial mortgage loan prepayments and bond make-whole premiums, alternative investments and contingent interest and standby real estate equity commitments. These items can vary significantly from period to period due to a number of factors and, therefore, can provide results that are not indicative of the underlying trends.
Commercial Mortgage Loan Prepayment and Bond Make-Whole Premiums
Prepayment and make-whole premiums are collected when borrowers elect to call or prepay their debt prior to the stated maturity. A prepayment or make-whole premium allows investors to attain the same yield as if the borrower made all scheduled interest payments until maturity. These premiums are designed to make investors indifferent to prepayment.
122
Table of Contents
LIQUIDITY AND CAPITAL RESOURCES
Overview
Liquidity
Liquidity refers to our ability to generate adequate amounts of cash from our normal operations to meet cash requirements with a prudent margin of safety. Our ability to generate and maintain sufficient liquidity depends on the profitability of our businesses, general economic conditions and access to the capital markets and other sources of liquidity and capital as described below.
When considering our liquidity, it is important to distinguish between the needs of our insurance subsidiaries and the needs of the holding company, LNC. As a holding company with no operations of its own, LNC is largely dependent upon the dividend capacity of its insurance and other subsidiaries as well as their ability to advance or repay funds to it through inter-company borrowing arrangements, which may be affected by factors influencing the subsidiaries’ capital position, as discussed further below. Based on the sources of liquidity available to us as discussed below, we currently expect to be able to meet the holding company’s ongoing cash needs.
Capital
Capital refers to our long-term financial resources to support the operations of our businesses, to fund long-term growth strategies and to support our operations during adverse conditions. Our ability to generate and maintain sufficient capital depends on the profitability of our businesses, general economic conditions and access to the capital markets and other sources of liquidity and capital as described below.
Disruptions, uncertainty or volatility in the capital and credit markets may materially affect our business operations and results of operations and may adversely affect our subsidiaries’ capital position, which may cause them to retain more capital. This in turn may pressure our subsidiaries’ ability to pay dividends to LNC, which may lead us to take steps to preserve or raise additional capital. We believe we have appropriate capital to operate our business in accordance with our strategy. For more information, see “Subsidiaries’ Capital” below.
For factors that could cause actual results to differ materially from those set forth in this section and that could affect our expectations for liquidity and capital, see “Forward-Looking Statements – Cautionary Language” above and “Part I – Item 1A. Risk Factors” in our 2025 Form 10-K.
Consolidated Sources and Uses of Liquidity and Capital
Our primary sources of liquidity and capital are insurance premiums and fees, investment income, maturities and sales of investments, issuance of debt or other types of securities and policyholder deposits. We also have access to alternative sources of liquidity as discussed below. Our primary uses are to pay obligations under insurance policies and contracts, to fund commissions and other general operating expenses, to purchase investments, to fund policy surrenders and withdrawals, to pay dividends to our common and preferred stockholders, to repurchase our common stock and to repay debt. Our operating activities provided (used) cash of $(420) million and $741 million for the six months ended June 30, 2026 and 2025, respectively. Cash flows from operating activities will fluctuate based on the timing of insurance premiums received and benefit payments to policyholders, as well as other business activities including cash payments on certain derivatives used to hedge exposure to product-related risks.
Holding Company Sources and Uses of Liquidity and Capital
The primary sources of liquidity and capital at the holding company level are dividends, return of capital and interest payments from subsidiaries, augmented by holding company short-term investments, bank lines of credit and the ongoing availability of long-term public financing under an effective shelf registration statement, which allows us to issue, in unlimited amounts, securities, including debt securities, preferred stock, common stock, warrants, stock purchase contracts, stock purchase units and depository shares. These sources support the general corporate needs of the holding company, including its common and preferred stock dividends, common stock repurchases, interest and debt service, funding of callable securities, acquisitions and investment in core businesses.
123
Table of Contents
Details underlying the primary sources of the holding company’s liquidity (in millions) were as follows:
For the Three Months Ended June 30, For the Six Months Ended June 30,
2026 2025 2026 2025
Cash Dividends and Return of Capital from Subsidiaries
The Lincoln National Life Insurance Company $ 310 $ 170 $ 580 $ 400
Total cash dividends and return of capital from subsidiaries $ 310 $ 170 $ 580 $ 400
Interest from Subsidiaries
Interest on inter-company notes $ 33 $ 34 $ 64 $ 69
The table above focuses on significant and recurring cash flow items and excludes the effects of certain financing activities, including the periodic issuance and retirement of debt, issuance of preferred stock or common stock, cash flows related to our inter-company cash management program and certain investing activities, including capital contributions to subsidiaries. These activities are discussed below. Taxes have been eliminated from the analysis due to a tax sharing agreement among our primary subsidiaries resulting in a modest effect on net cash flows at the holding company. Also excluded from this analysis is the modest amount of investment income on short-term investments of the holding company and employee stock exercise activity related to our stock-based incentive compensation plans. See “Part IV – Item 15(a)(2) Financial Statement Schedules – Schedule II – Condensed Financial Information of Registrant” in our 2025 Form 10-K for the holding company cash flow statement. For information regarding limits on the dividends that our insurance subsidiaries may pay without prior approval, see “Part II – Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations – Liquidity and Capital Resources – Holding Company Sources and Uses of Liquidity and Capital – Restrictions on Subsidiaries’ Dividends” in our 2025 Form 10-K.
Subsidiaries’ Capital
Our insurance subsidiaries must maintain certain regulatory capital levels. Under RBC requirements, regulatory compliance is determined by the ratio of a company’s total adjusted capital, as defined by the NAIC, to its company action level of RBC (known as the “RBC ratio”), also as defined by the NAIC. We utilize the RBC ratio as a primary measure of the capital adequacy of our insurance subsidiaries. The RBC ratio is an important factor in the determination of the credit and financial strength ratings of LNC and its subsidiaries, as a reduction in our insurance subsidiaries’ surplus will affect their RBC ratios and dividend-paying capacity. For additional information on RBC ratios, see “Part I – Item 1. Business – Regulatory – Insurance Regulation – Risk-Based Capital” in our 2025 Form 10-K.
Our insurance subsidiaries’ regulatory capital levels are affected by statutory accounting rules, which are subject to change by each applicable insurance regulator. For instance, our term products and UL products containing secondary guarantees subject to the NAIC RBC framework require reserves calculated pursuant to the Valuation of Life Insurance Policies Model Regulation (“XXX”) and Actuarial Guideline XXXVIII (“AG38”), respectively. Our insurance subsidiaries employ strategies to reduce the strain caused by XXX and AG38 by reinsuring the business to reinsurance captives or reinsurance subsidiaries. Our captive reinsurance and reinsurance subsidiaries provide a mechanism for financing a portion of the excess reserve amounts in a more efficient manner and free up capital the insurance subsidiaries can use for any number of purposes, including paying dividends to the holding company. We use long-dated letters of credit (“LOCs”), debt financing, excess of loss structures with third-party reinsurers, as well as other financing strategies to finance certain reserves. For information on the LOCs, see LOCs in Note 13 in our 2025 Form 10-K. Our captive reinsurance and reinsurance subsidiaries have also issued long-term notes of $3.0 billion to finance a portion of the excess reserves associated with our term and UL products with secondary guarantees as of June 30, 2026; of this amount, $2.5 billion involve exposure to variable interest entities. For information on these long-term notes issued by our captive reinsurance and reinsurance subsidiaries, see Note 4 in our 2025 Form 10-K. We have also used the proceeds from senior note issuances of $875 million to execute long-term structured solutions primarily supporting reinsurance of UL products containing secondary guarantees. LOCs and related capital market solutions lower the capital effect of term products and UL products containing secondary guarantees.
124
Table of Contents
Statutory reserves for variable annuity guaranteed benefit riders and guaranteed benefits on VUL policies, as well as certain components of the NAIC RBC calculation that are impacted by such guaranteed benefits, are sensitive to changes in the equity markets and interest rates, and such statutory reserves and our RBC levels are also affected by the level of account balances relative to the level of any guarantees, product design and reinsurance arrangements. As a result, the relationship between reserve changes and equity market performance is non-linear during any given reporting period. Our insurance subsidiaries cede a portion of the variable annuity guaranteed benefit riders to Lincoln National Reinsurance Company (Barbados) Limited (“LNBAR”) through a modified coinsurance agreement. Our variable annuity hedge program mitigates the risk to LNBAR from guaranteed benefit riders and continues to focus on generating sufficient income to fund future claims with a goal of maximizing distributable earnings and explicitly protecting capital. The Lincoln National Life Insurance Company (“LNL”) also uses a partial hedge and a third-party reinsurance agreement to mitigate potential capital volatility from guaranteed benefits on VUL policies. Market conditions greatly influence the ultimate capital required due to its effect on the valuation of reserves and supporting derivatives.
Changes in equity markets may also affect the capital position of our insurance subsidiaries. We may decide to reallocate available capital among our insurance subsidiaries, as well as our captive reinsurance or reinsurance subsidiaries, which would result in different RBC ratios for our insurance subsidiaries. In addition, changes in the equity markets can affect the value of our variable annuity and VUL separate accounts. When the market value of our separate account assets increases, the statutory surplus within our insurance subsidiaries also increases, all else equal. Contrarily, when the market value of our separate account assets decreases, the statutory surplus within our insurance subsidiaries also decreases, all else equal, which will affect RBC ratios, and in the case of our separate account assets becoming less than the related product liabilities, we must allocate additional capital to fund the difference.
For the three and six months ended June 30, 2025, LNC made $805 million in cash capital contributions to subsidiaries, including $800 million to LNL using proceeds from the Bain Capital transaction. For more information on the Bain Capital transaction, see
“Issuance of Common Stock” below and Note 15 herein.
LNC made $5 million in cash capital contributions to subsidiaries for the three and six months ended June 30, 2026.
Debt
Although our subsidiaries currently generate adequate cash flow to meet the needs of our normal operations, periodically LNC may issue debt to maintain ratings and increase liquidity, as well as to fund internal growth, acquisitions and the retirement of its debt. Details underlying our debt activities (in millions) for the six months ended June 30, 2026, were as follows:
Beginning Balance Issuances Maturities, Repayments and Refinancing Change in Fair Value Hedges OtherChanges (1) Ending Balance
Short-Term Debt
Current maturities of long-term debt (2) $ 400 $ – $ – $ – $ – $ 400
Long-Term Debt
Senior notes 4,728 – – 2 2 4,732
Term loans (3) 150 250 (150) – – 250
Subordinated notes 801 500 – – (5) 1,296
Capital securities 187 – – – – 187
Total long-term debt $ 5,866 $ 750 $ (150) $ 2 $ (3) $ 6,465
(1) Includes the non-cash reclassification of long-term debt to current maturities of long-term debt, premium (discount) associated with debt issuances, accretion (amortization) of discounts and premiums, amortization of debt issuance costs and amortization of adjustments from discontinued hedges, as applicable.
(2) As of June 30, 2026, consisted of $400 million principal amount of our 3.625% Senior Notes due December 12, 2026.
(3) On March 30, 2026, we refinanced our $150 million term loan due 2027 into a $250 million term loan due March 30, 2031.
125
Table of Contents
On June 29, 2026, we completed the issuance and sale of $500 million aggregate principal amount of our 6.800% Subordinated Notes due July 15, 2056. We intend to use the net proceeds from the offering for general corporate purposes, which may include the repurchase and/or redemption of shares of our outstanding Series C and/or Series D preferred stock, both of which will be redeemable at their stated value on or after December 1, 2027. For more information about our preferred stock, see Note 18 in our 2025 Form 10-K.
LNC made interest payments to service debt to third parties of $76 million and $156 million for the three and six months ended June 30, 2026, respectively, compared to $77 million and $160 million for the three and six months ended June 30, 2025.
For additional information about our short-term and long-term debt and our credit facility, see Note 12 herein and Note 13 in our 2025 Form 10-K.
Preferred Stock
Details underlying preferred stock dividends paid (in millions) were as follows:
For the Three Months Ended June 30, For the Six Months Ended June 30,
2026 2025 2026 2025
Series C preferred stock dividends $ – $ – $ 23 $ 23
Series D preferred stock dividends 11 11 23 23
Total preferred stock dividends $ 11 $ 11 $ 46 $ 46
For additional information on preferred stock, see Note 15 herein and Note 18 in our 2025 Form 10-K.
Issuance of Common Stock
On June 5, 2025, we closed our stock sale transaction pursuant to the Purchase Agreement with Bain Capital Prairie, LLC, a newly formed subsidiary of Bain Capital, under which we agreed to sell shares representing 9.9% of our outstanding common stock on a post-issuance basis to the Buyer. Under the final terms, we sold approximately 18.8 million shares of our common stock for aggregate consideration of $825 million. For additional information on the Bain Capital transaction, see Note 15.
Return of Capital to Common Stockholders
One of our primary goals is to provide a return to our common stockholders through share price accretion, dividends and stock repurchases. In determining dividends, the Board of Directors takes into consideration items such as current and expected earnings, capital needs, rating agency considerations and requirements for financial flexibility. The amount and timing of share repurchases depends on key capital ratios, rating agency expectations, the generation of dividends from our subsidiaries and an evaluation of the costs and benefits associated with alternative uses of capital. For additional information regarding share repurchases, see “Part II – Item 2(c)” below.
Details underlying return of capital to common stockholders (in millions) were as follows:
For the Three Months Ended June 30, For the Six Months Ended June 30,
2026 2025 2026 2025
Dividends to common stockholders $ 86 $ 77 $ 172 $ 154
Repurchase of common stock – – – –
Total cash returned to common stockholders $ 86 $ 77 $ 172 $ 154
Alternative Sources of Liquidity
Inter-Company Cash Management Program
To meet short-term liquidity needs that arise in the ordinary course of business, we utilize an inter-company cash management program between LNC and participating subsidiaries whereby participating subsidiaries can borrow cash from or lend cash to LNC. Loans under the inter-company cash management program are permitted under applicable insurance laws subject to certain restrictions. For our
126
Table of Contents
Indiana-domiciled insurance subsidiary, the borrowing and lending limit is currently 3% of the insurance company’s admitted assets as of its most recent year end. For our New York-domiciled insurance subsidiary, it may borrow from LNC less than 2% of its admitted assets as of its most recent year end but may not lend any amounts to LNC. As of June 30, 2026, LNC had $148 million of outstanding borrowings from the cash management program related primarily to liquidity management and had no outstanding lending into the cash management program.
Facility Agreement for Senior Notes Issuance
On May 20, 2025, LNC entered into a 30-year facility agreement (the “Trust II Facility Agreement”) with Belrose Funding Trust II, a Delaware statutory trust (“Trust II”), in connection with Trust II’s sale of $1.0 billion of its Pre-Capitalized Trust Securities Redeemable May 15, 2055 (the “2055 P-Caps”) in a private placement pursuant to Rule 144A under the Securities Act of 1933, as amended. Trust II invested the proceeds from the sale of the 2055 P-Caps in a portfolio of principal and interest strips of U.S. Treasury securities (the “Trust II Eligible Assets”). The Trust II Facility Agreement provides LNC the right to issue to Trust II, and to require Trust II to purchase from LNC, on one or more occasions, up to an aggregate principal amount outstanding at any one time of $1.0 billion of LNC’s 6.792% Senior Notes due 2055 (the “6.792% senior notes”) in exchange for a corresponding amount of the Trust II Eligible Assets. LNC may direct Trust II to grant all or a portion of the issuance right to one or more assignees (who are LNC’s consolidated subsidiaries or persons to whom LNC or any such consolidated subsidiary has an obligation or liability) (each, an “Issuance Right Assignee”) who may cause a corresponding portion of the 6.792% senior notes to be issued to Trust II and receive the corresponding Trust II Eligible Assets that would otherwise have been delivered to LNC pursuant to the exercise of the issuance right. The 6.792% senior notes will not be issued unless and until the issuance right is exercised. In return, LNC pays Trust II a semi-annual facility fee at a rate of 1.888% per year (applied to the unexercised portion of the issuance right) and reimburses Trust II for its expenses.
For additional information on the facility agreement for senior notes issuances, see Note 13 in our 2025 Form 10-K.
Federal Home Loan Bank
Our primary insurance subsidiary, LNL, is a member of the Federal Home Loan Bank (“FHLB”) of Indianapolis (“FHLBI”). Membership allows LNL access to the FHLBI’s financial services, including the ability to obtain loans as an alternative source of liquidity, and to issue funding agreements, both of which are collateralized by qualifying mortgage-related assets, agency securities or U.S. Treasury securities. Borrowings under this facility are subject to the FHLBI’s discretion and require the availability of qualifying assets at LNL. As of June 30, 2026, LNL had a Board-approved maximum borrowing capacity of $7.0 billion under the FHLBI facility with no outstanding liquidity borrowings and $1.6 billion of outstanding funding agreements. Liquidity borrowings are reported within payables for collateral on investments and funding agreements are reported within policyholder account balances on the Consolidated Balance Sheets. Lincoln Life & Annuity Company of New York (“LLANY”) is a member of the Federal Home Loan Bank of New York (“FHLBNY”) with a Board-approved maximum borrowing capacity of $750 million. Borrowings under this facility are subject to the FHLBNY’s discretion and require the availability of qualifying assets at LLANY. As of June 30, 2026, LLANY had no outstanding borrowings under this facility. For additional information on borrowings under this facility, see “Payables for Collateral on Investments” in Note 3. For additional information on funding agreements issued to FHLBI, see Note 10.
Repurchase Agreements and Securities Lending Programs
Our insurance and reinsurance subsidiaries had access to $2.6 billion through committed repurchase agreements, of which none was utilized as of June 30, 2026. Our insurance subsidiaries, by virtue of their general account fixed-income investment holdings, can also access liquidity through securities lending programs and uncommitted repurchase agreements. As of June 30, 2026, our insurance subsidiaries had securities pledged under securities lending agreements with a carrying value of $181 million, and none pledged under uncommitted repurchase agreements. For additional information, see “Payables for Collateral on Investments” in Note 3.
Collateral on Derivative Contracts
Our cash flows associated with collateral received from counterparties (when we are in a net collateral payable position) and posted with counterparties (when we are in a net collateral receivable position) change as the market value of the underlying derivative contract changes. The net collateral position depends on changes in interest rates and equity markets related to the amount of the exposures hedged. As of June 30, 2026, we were in a net collateral payable position of $9.0 billion. In the event of adverse changes in fair value of our derivative instruments, we may need to return, post or pledge collateral to counterparties. If we do not have sufficient high quality securities or cash to provide as collateral to counterparties, we have alternative sources of liquidity. In addition to the liquidity from repurchase agreements and FHLB facilities discussed above, we also have a five-year revolving credit facility discussed in Note 12 herein. For additional information, see “Credit Risk” in Note 5.
127
Table of Contents
Ratings
Financial Strength Ratings
See “Part I – Item 1. Business – Financial Strength Ratings” in our 2025 Form 10-K for information on our financial strength ratings.
Credit Ratings
See “Part II – Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations – Liquidity and Capital Resources – Ratings” in our 2025 Form 10-K for information on our credit ratings.
If our current financial strength ratings or credit ratings were downgraded in the future, terms in our derivative agreements and/or certain repurchase agreements may be triggered, which could negatively affect overall liquidity. For the majority of our derivative counterparties, there is a termination event if the long-term credit ratings of LNC drop below BBB-/Baa3 (S&P/Moody’s) or if the financial strength ratings of LNL drop below BBB-/Baa3 (S&P/Moody’s). For certain repurchase agreements, there is a termination event if the long-term credit ratings of LNC drop below BBB-/Baa3 (S&P/Moody’s) or if the financial strength ratings of LNL drop below BBB+/Baa1 (S&P/Moody’s). In addition, contractual selling agreements with intermediaries could be negatively affected, which could have an adverse effect on overall sales of annuities, life insurance and investment products. See “Part I – Item 1A. Risk Factors – Ratings – A downgrade in our financial strength or credit ratings could limit our ability to market products, increase the number or value of policies being surrendered and/or hurt our relationships with creditors” in our 2025 Form 10-K for more information.