Genworth Financial, Inc. (NYSE:GNW) Q1 2022 Earnings Conference Call May 4, 2022 9:00 AM ET Company Participants Sarah Crews - Director of Investor Relations Tom McInerney - President & Chief Executive Officer Dan Sheehan - Chief Financial Officer & Chief Investment Officer Conference Call Participants Ryan Gilbert - BTIG Operator Good morning, ladies and gentlemen, and welcome to Genworth Financials First Quarter 2022 Earnings Conference Call. My name is Kevin, and I will be your coordinator today. At this ...

Genworth Financial, Inc. (NYSE:GNW) Q4 2021 Earnings Conference Call February 2, 2022 9:00 AM ET Company Participants Tom McInerney - President & Chief Executive Officer Dan Sheehan - Chief Financial Officer & Chief Investment Officer Conference Call Participants Ryan Krueger - KBW Joshua Esterov - CreditSights Ryan Gilbert - BTIG Operator Good morning, ladies and gentlemen, and welcome to Genworth Financial's Fourth Quarter 2021 Earnings Conference Call. My name is Jennifer, and I will be your coordinator ...

Genworth Financial, Inc. (NYSE:GNW) Q3 2021 Earnings Conference Call November 3, 2021 9:00 AM ET Company Participants Tim Owens - VP of IR Tom McInerney - President and CEO Dan Sheehan - CFO and Chief Investment Officer Conference Call Participants Ryan Krueger - KBW Ryan Gilbert - BTIG Joshua Esterov - CreditSights Geoffrey Dunn - Dowling & Partners Operator Good morning, ladies and gentlemen, and welcome to Genworth Financial's Third Quarter 2021 Earnings Conference Call. My name is Katie, and I will be y ...

[PART I—FINANCIAL INFORMATION](index=3&type=section&id=PART%20I%E2%80%94FINANCIAL%20INFORMATION) This section presents the company's financial statements, management's analysis of financial performance, market risks, and internal controls [Item 1. Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) The company's financial statements show decreased assets, improved net income, and reduced operating cash flow for the nine months ended September 30, 2021 Condensed Consolidated Balance Sheets Consolidated Balance Sheet Summary (in millions) | Account | Sep 30, 2021 | Dec 31, 2020 | | :--- | :--- | :--- | | **Total Assets** | **$99,875** | **$105,747** | | Total Investments | $72,718 | $74,701 | | Assets related to discontinued operations | $— | $2,817 | | **Total Liabilities** | **$83,823** | **$89,927** | | Long-term borrowings | $2,412 | $3,403 | | Liabilities related to discontinued operations | $36 | $2,370 | | **Total Equity** | **$16,052** | **$15,820** | Condensed Consolidated Statements of Income Consolidated Income Statement Summary (in millions, except per share data) | Metric | Three Months Ended Sep 30, 2021 | Three Months Ended Sep 30, 2020 | Nine Months Ended Sep 30, 2021 | Nine Months Ended Sep 30, 2020 | | :--- | :--- | :--- | :--- | :--- | | **Total Revenues** | $2,070 | $2,318 | $6,096 | $6,130 | | **Income from continuing operations** | $306 | $402 | $725 | $397 | | **Net Income (Loss)** | $318 | $436 | $753 | $(54) | | **Net Income (Loss) available to common stockholders** | $314 | $418 | $741 | $(89) | | **Diluted EPS from continuing operations** | $0.59 | $0.79 | $1.40 | $0.78 | | **Diluted Net EPS** | $0.61 | $0.82 | $1.44 | $(0.17) | Condensed Consolidated Statements of Comprehensive Income Consolidated Comprehensive Income Summary (in millions) | Metric | Three Months Ended Sep 30, 2021 | Three Months Ended Sep 30, 2020 | Nine Months Ended Sep 30, 2021 | Nine Months Ended Sep 30, 2020 | | :--- | :--- | :--- | :--- | :--- | | **Net Income (Loss)** | $318 | $436 | $753 | $(54) | | **Total Other Comprehensive Income (Loss)** | $(9) | $(293) | $(453) | $711 | | **Total Comprehensive Income** | $309 | $143 | $300 | $657 | Condensed Consolidated Statements of Changes in Equity Changes in Total Equity (in millions) | Metric | Nine Months Ended Sep 30, 2021 | | :--- | :--- | | **Balance as of Dec 31, 2020** | **$15,820** | | Initial sale of subsidiary shares to noncontrolling interests | $576 | | Sale of business that included noncontrolling interests | $(657) | | Net income | $753 | | Other comprehensive loss, net of taxes | $(453) | | Stock-based compensation and other | $13 | | **Balance as of Sep 30, 2021** | **$16,052** | Condensed Consolidated Statements of Cash Flows Consolidated Cash Flow Summary (in millions) | Cash Flow Activity | Nine Months Ended Sep 30, 2021 | Nine Months Ended Sep 30, 2020 | | :--- | :--- | :--- | | **Net cash from operating activities** | **$290** | **$1,452** | | **Net cash from (used by) investing activities** | **$469** | **$(1,279)** | | **Net cash used by financing activities** | **$(1,478)** | **$(734)** | | Net change in cash, cash equivalents and restricted cash | $(719) | $(561) | | Cash, cash equivalents and restricted cash at end of period | $1,937 | $2,780 | Notes to Condensed Consolidated Financial Statements - The company operates through three segments: Enact (U.S. Mortgage Insurance), U.S. Life Insurance (long-term care, life insurance, fixed annuities), and Runoff (non-strategic products)[25](index=25&type=chunk) - The company completed the sale of its ownership in Genworth Mortgage Insurance Australia Limited in March 2021, which is now reported as discontinued operations[27](index=27&type=chunk) - Management believes current liquidity is sufficient to meet financial obligations for one year from the financial statement issuance date, citing proceeds from the Genworth Australia sale and the Enact Holdings IPO[31](index=31&type=chunk) - New accounting guidance for long-duration insurance contracts, effective January 1, 2023, is expected to have a significant impact on the consolidated financial statements and significantly reduce equity at transition[38](index=38&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=80&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses strategic plans to improve liquidity and financial strength through debt reduction and segment performance, notably in Enact and U.S. Life Insurance Strategic Update and Executive Summary - The company is executing a strategic plan to raise liquidity, address debt maturities, and strengthen its financial position, with key actions including the minority IPO of Enact Holdings and the sale of Genworth Australia[277](index=277&type=chunk) - A primary goal is to reduce debt at Genworth Holdings to approximately **$1 billion** over time, with **$1.7 billion** of long-term debt as of September 30, 2021, and no maturities until August 2023[278](index=278&type=chunk) - Stabilizing the U.S. life insurance business remains a long-term goal, primarily through a multi-year long-term care insurance in-force rate action plan, achieving approximately **$16.3 billion** in net present value of approved rate increases since 2012[279](index=279&type=chunk) Financial Results Summary (in millions) | Metric | Q3 2021 | Q3 2020 | Nine Months 2021 | Nine Months 2020 | | :--- | :--- | :--- | :--- | :--- | | Net Income available to common stockholders | $314 | $418 | $741 | $(89) | | Adjusted Operating Income available to common stockholders | $239 | $125 | $601 | $122 | Segment Analysis: Enact - As of September 30, 2021, the Enact segment's PMIERs sufficiency ratio was **181%**, with **$2,287 million** in available assets above the required amount[286](index=286&type=chunk) Enact Segment Adjusted Operating Income (in millions) | Period | Q3 2021 | Q3 2020 | Nine Months 2021 | Nine Months 2020 | | :--- | :--- | :--- | :--- | :--- | | Adjusted Operating Income | $134 | $141 | $395 | $286 | Enact Segment Key Metrics (in billions) | Metric | Sep 30, 2021 | Sep 30, 2020 | | :--- | :--- | :--- | | Primary insurance in-force | $222.5 | $203.1 | | Total risk in-force | $56.0 | $51.5 | Segment Analysis: U.S. Life Insurance - The U.S. Life Insurance business is impacted by a pattern of projected profits followed by projected losses in its long-term care insurance block, with **$1,120 million** accrued as of September 30, 2021[289](index=289&type=chunk) - The company received approvals for approximately **$323 million** of incremental annual premiums from its long-term care insurance in-force rate action plan during the first nine months of 2021[289](index=289&type=chunk) U.S. Life Insurance Segment Adjusted Operating Income (Loss) (in millions) | Business Line | Q3 2021 | Q3 2020 | Nine Months 2021 | Nine Months 2020 | | :--- | :--- | :--- | :--- | :--- | | Long-term care insurance | $133 | $59 | $326 | $108 | | Life insurance | $(68) | $(69) | $(171) | $(227) | | Fixed annuities | $28 | $24 | $71 | $58 | | **Total U.S. Life Insurance** | **$93** | **$14** | **$226** | **$(61)** | Segment Analysis: Runoff Runoff Segment Adjusted Operating Income (in millions) | Period | Q3 2021 | Q3 2020 | Nine Months 2021 | Nine Months 2020 | | :--- | :--- | :--- | :--- | :--- | | Adjusted Operating Income | $11 | $19 | $38 | $30 | - The decrease in Q3 2021 adjusted operating income was predominantly due to higher mortality in corporate-owned life insurance products and unfavorable equity market performance[489](index=489&type=chunk) Segment Analysis: Corporate and Other Activities Corporate and Other Adjusted Operating Income (Loss) (in millions) | Period | Q3 2021 | Q3 2020 | Nine Months 2021 | Nine Months 2020 | | :--- | :--- | :--- | :--- | :--- | | Adjusted Operating Income (Loss) | $1 | $(49) | $(58) | $(133) | - The improvement in Q3 2021 was primarily related to lower interest expense and a tax benefit of **$21 million** from a reduction in uncertain tax positions[508](index=508&type=chunk) Investments and Derivative Instruments - As of September 30, 2021, the fixed maturity securities portfolio was **95%** investment grade and comprised **82%** of total invested assets and cash[522](index=522&type=chunk) Net Investment Income (in millions) | Period | Q3 2021 | Q3 2020 | Nine Months 2021 | Nine Months 2020 | | :--- | :--- | :--- | :--- | :--- | | Net Investment Income | $859 | $820 | $2,504 | $2,381 | Net Investment Gains (Losses) (in millions) | Period | Q3 2021 | Q3 2020 | Nine Months 2021 | Nine Months 2020 | | :--- | :--- | :--- | :--- | :--- | | Net Investment Gains (Losses) | $88 | $351 | $191 | $345 | Liquidity and Capital Resources - Genworth Holdings had **$635 million** of unrestricted cash, cash equivalents, and liquid assets as of September 30, 2021[576](index=576&type=chunk) - In 2021, Genworth Holdings redeemed its **7.625%** senior notes due September 2021 and its **7.20%** senior notes due February 2021[575](index=575&type=chunk) - The Board of Directors has suspended stockholder dividends and stock repurchases indefinitely[565](index=565&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=158&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company reports no material changes in its market risks, including interest rate, foreign currency, and equity price risks, since December 31, 2020 - There were no material changes in the company's market risks since December 31, 2020[603](index=603&type=chunk) [Controls and Procedures](index=158&type=section&id=Item%204.%20Controls%20and%20Procedures) Management, including the CEO and CFO, concluded that disclosure controls and procedures were effective, with no material changes to internal control over financial reporting during the quarter - The Chief Executive Officer and Chief Financial Officer concluded that the company's disclosure controls and procedures were effective as of September 30, 2021[604](index=604&type=chunk) - There were no changes in internal control over financial reporting during the third quarter of 2021 that have materially affected, or are reasonably likely to materially affect, internal controls[605](index=605&type=chunk) [PART II—OTHER INFORMATION](index=159&type=section&id=PART%20II%E2%80%94OTHER%20INFORMATION) This section covers legal proceedings, risk factors, and exhibits filed with the report [Legal Proceedings](index=159&type=section&id=Item%201.%20Legal%20Proceedings) This section refers to Note 11 in the financial statements for details on material pending litigation and regulatory matters - For a description of material pending litigation and regulatory matters, refer to Note 11 in the unaudited condensed consolidated financial statements[606](index=606&type=chunk) [Risk Factors](index=159&type=section&id=Item%201A.%20Risk%20Factors) The company reports no material changes to the risk factors previously disclosed in its 2020 Annual Report on Form 10-K as of September 30, 2021 - There have been no material changes to the risk factors set forth in the company's 2020 Annual Report on Form 10-K as of September 30, 2021[607](index=607&type=chunk) [Exhibits](index=160&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with the Form 10-Q, including CEO and CFO certifications and XBRL interactive data files - The exhibits filed with this report include certifications from the CEO (Thomas J. McInerney) and CFO (Daniel J. Sheehan IV), as well as XBRL data files[608](index=608&type=chunk)[609](index=609&type=chunk)

Genworth Financial, Inc. (NYSE:GNW) Q2 2021 Results Conference Call August 4, 2021 9:00 AM ET Company Participants Tim Owens - Vice President of Investor Relations Thomas McInerney - President and Chief Executive Officer Daniel Sheehan - Chief Financial Officer and Chief Investment Officer Rohit Gupta - Chief Executive Officer, Enact Conference Call Participants Don Espey - Shah Capital Management, Inc Operator Good morning, ladies and gentlemen, and welcome to Genworth Financial's Second Quarter 2021 Earni ...

[Part I: Financial Information](index=3&type=section&id=PART%20I%E2%80%94FINANCIAL%20INFORMATION) This section provides the unaudited condensed consolidated financial statements, management's discussion and analysis, and disclosures on market risk and internal controls [Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) This section presents the unaudited condensed consolidated financial statements for Genworth Financial, Inc. as of June 30, 2021, and for the three and six months ended June 30, 2021 and 2020, along with detailed notes [Condensed Consolidated Balance Sheets](index=3&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Total assets decreased to **$100.65 billion** from **$105.75 billion**, and total liabilities decreased to **$85.49 billion** from **$89.93 billion**, primarily due to the sale of the Australian mortgage insurance business Condensed Consolidated Balance Sheet Highlights (in millions) | Account | June 30, 2021 | December 31, 2020 | | :--- | :--- | :--- | | **Total Assets** | **$100,650** | **$105,747** | | Total Investments | $73,018 | $74,701 | | Assets related to discontinued operations | $— | $2,817 | | **Total Liabilities** | **$85,486** | **$89,927** | | Long-term borrowings | $2,924 | $3,403 | | Liabilities related to discontinued operations | $346 | $2,370 | | **Total Equity** | **$15,164** | **$15,820** | [Condensed Consolidated Statements of Income](index=4&type=section&id=Condensed%20Consolidated%20Statements%20of%20Income) The company reported net income of **$240 million** in Q2 2021 and **$427 million** for H1 2021, a significant turnaround from prior-year losses driven by improved continuing operations and reduced discontinued operations losses Consolidated Income Statement Summary (in millions, except per share data) | Metric | Q2 2021 | Q2 2020 | H1 2021 | H1 2020 | | :--- | :--- | :--- | :--- | :--- | | **Total Revenues** | **$2,041** | **$2,003** | **$4,026** | **$3,812** | | Income (loss) from continuing operations | $245 | $55 | $419 | $(5) | | Income (loss) from discontinued operations | $(5) | $(473) | $16 | $(485) | | **Net income (loss)** | **$240** | **$(418)** | **$435** | **$(490)** | | Net income (loss) available to stockholders | $240 | $(441) | $427 | $(507) | | **Diluted EPS** | **$0.47** | **$(0.86)** | **$0.83** | **$(1.00)** | [Condensed Consolidated Statements of Cash Flows](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Net cash from operating activities decreased to **$229 million** in H1 2021 from **$1.3 billion** in H1 2020, while investing activities generated **$541 million**, primarily from the Australian business sale Cash Flow Summary for the Six Months Ended June 30 (in millions) | Cash Flow Activity | 2021 | 2020 | | :--- | :--- | :--- | | Net cash from operating activities | $229 | $1,299 | | Net cash from (used by) investing activities | $541 | $(887) | | Net cash used by financing activities | $(1,213) | $(1,144) | | **Net change in cash** | **$(442)** | **$(744)** | [Notes to Condensed Consolidated Financial Statements](index=9&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) The notes provide detailed disclosures on business segments, the sale of the Australian mortgage insurance business, accounting policies, investment portfolio, derivatives, liabilities, debt, segment performance, legal contingencies, and discontinued operations - The company operates through three segments: Enact (U.S. Mortgage Insurance), U.S. Life Insurance (long-term care, life, fixed annuities), and Runoff (non-strategic products)[28](index=28&type=chunk) - On March 3, 2021, the company completed the sale of its **52% interest** in Genworth Mortgage Insurance Australia Limited, which is now reported as a discontinued operation[30](index=30&type=chunk) - The company believes its current liquidity is sufficient to meet obligations for one year, supported by **$823 million** in unrestricted cash and liquid assets at the holding company level as of June 30, 2021, and proceeds from the Genworth Australia sale[33](index=33&type=chunk)[35](index=35&type=chunk) [Management's Discussion and Analysis (MD&A)](index=74&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses strategic priorities, financial results, and operational performance, focusing on liquidity, the potential Enact segment sale, and stabilizing U.S. life insurance through rate actions - Strategic priorities include raising liquidity to address future debt maturities, strengthening the financial position, and creating shareholder value, with a key component being the potential partial sale of Enact Holdings[291](index=291&type=chunk)[292](index=292&type=chunk) - The company continues its multi-year long-term care insurance in-force rate action plan, having achieved an estimated **$15.5 billion** in net present value of approved rate increases since 2012[294](index=294&type=chunk) - Net income available to common stockholders was **$240 million** in Q2 2021, a significant improvement from a net loss of **$441 million** in Q2 2020, with adjusted operating income at **$194 million** compared to a **$23 million** loss in the prior-year quarter[296](index=296&type=chunk) [Consolidated Results of Operations](index=82&type=section&id=Consolidated%20Results%20of%20Operations) Total revenues increased slightly to **$2.04 billion** in Q2 2021, while total benefits and expenses decreased significantly to **$1.72 billion**, leading to a substantial increase in income from continuing operations Consolidated Results of Operations - Q2 2021 vs Q2 2020 (in millions) | Line Item | Q2 2021 | Q2 2020 | Change | % Change | | :--- | :--- | :--- | :--- | :--- | | Total revenues | $2,041 | $2,003 | $38 | 2% | | Benefits and other changes in policy reserves | $1,161 | $1,447 | $(286) | (20)% | | Total benefits and expenses | $1,721 | $1,925 | $(204) | (11)% | | Income from continuing operations | $245 | $55 | $190 | >200% | - The decrease in benefits was largely driven by the Enact segment, where reserves decreased by **$198 million** due to lower new delinquencies and the absence of prior-year unfavorable reserve adjustments related to COVID-19[323](index=323&type=chunk) [Enact Segment Analysis](index=92&type=section&id=Enact%20segment) The Enact segment reported adjusted operating income of **$135 million** in Q2 2021, a strong recovery from a **$3 million** loss, driven by a significantly lower loss ratio of **12%** and a strong PMIERs sufficiency ratio of **165%** Enact Segment Financial Highlights - Q2 (in millions) | Metric | 2021 | 2020 | | :--- | :--- | :--- | | Adjusted operating income (loss) | $135 | $(3) | | Premiums | $243 | $243 | | Benefits and other changes in policy reserves | $30 | $228 | - The loss ratio improved dramatically to **12%** in Q2 2021 from **94%** in Q2 2020, primarily due to lower new delinquencies and the absence of prior-year unfavorable reserve adjustments related to COVID-19[375](index=375&type=chunk)[413](index=413&type=chunk) - As of June 30, 2021, the Enact segment's PMIERs sufficiency ratio was **165%**, with available assets of **$4.9 billion** against required assets of **$3.0 billion**, representing a **$1.9 billion surplus**[301](index=301&type=chunk)[384](index=384&type=chunk) [U.S. Life Insurance Segment Analysis](index=107&type=section&id=U.S.%20Life%20Insurance%20segment) The U.S. Life Insurance segment generated adjusted operating income of **$71 million** in Q2 2021, primarily driven by the long-term care business's **$98 million** income due to in-force rate actions and favorable claim development U.S. Life Insurance Adjusted Operating Income (Loss) by Business - Q2 (in millions) | Business | 2021 | 2020 | | :--- | :--- | :--- | | Long-term care insurance | $98 | $48 | | Life insurance | $(40) | $(81) | | Fixed annuities | $13 | $28 | | **Total U.S. Life Insurance** | **$71** | **$(5)** | - The LTC business's improved performance was driven by higher reduced benefits from in-force rate actions, including a legal settlement, and favorable development on IBNR claims[465](index=465&type=chunk) - The company continues to manage the impact of COVID-19, which has led to elevated but fluctuating mortality, with a cumulative claims reserve of **$143 million** for expected lower future claim termination rates remaining as of June 30, 2021[431](index=431&type=chunk)[432](index=432&type=chunk) [Runoff Segment Analysis](index=121&type=section&id=Runoff%20segment) The Runoff segment reported adjusted operating income of **$15 million** in Q2 2021, a decrease from **$24 million** in Q2 2020, primarily due to lower net investment income and less favorable equity market performance Runoff Segment Financial Highlights - Q2 (in millions) | Metric | 2021 | 2020 | | :--- | :--- | :--- | | Adjusted operating income | $15 | $24 | | Total revenues | $88 | $90 | | Income from continuing operations | $22 | $28 | - The decrease in adjusted operating income was predominantly due to lower investment income and less favorable equity market performance in the current year[500](index=500&type=chunk) [Investments and Derivative Instruments](index=127&type=section&id=Investments%20and%20Derivative%20Instruments) Total cash and invested assets were **$75.2 billion** as of June 30, 2021, with **78%** in investment-grade fixed maturity securities, and net investment income increased to **$844 million** in Q2 2021 Investment Portfolio Composition as of June 30, 2021 (in millions) | Asset Class | Carrying Value | % of Total | | :--- | :--- | :--- | | Fixed maturity securities, available-for-sale | $61,649 | 82% | | Commercial mortgage loans, net | $6,879 | 9% | | Other invested assets | $2,260 | 3% | | Cash, cash equivalents and restricted cash | $2,214 | 3% | | Other (Equity & Policy Loans) | $2,230 | 3% | | **Total** | **$75,232** | **100%** | - The company is managing the transition away from LIBOR, having formed a working group to evaluate exposure and already terminated some LIBOR-based swaps in favor of alternative rate swaps[535](index=535&type=chunk)[536](index=536&type=chunk) [Liquidity and Capital Resources](index=136&type=section&id=Liquidity%20and%20Capital%20Resources) Genworth Holdings held **$742 million** in cash, actively managed its debt, and utilized **$370 million** net proceeds from the Genworth Australia sale to prepay the AXA promissory note - Genworth Holdings held **$742 million** in cash, cash equivalents, and restricted cash as of June 30, 2021[580](index=580&type=chunk) - In July 2021, the company fully redeemed its **7.625% senior notes** due September 2021 with a cash payment of approximately **$532 million**[583](index=583&type=chunk)[589](index=589&type=chunk) - The sale of Genworth Australia generated **$370 million** in net proceeds, of which **$247 million** was used to prepay the AXA promissory note, with the remaining note balance estimated at **$344 million** due in September 2022[582](index=582&type=chunk)[592](index=592&type=chunk) - GMICO received regulatory approval for a **$200 million dividend** to be distributed to the holding company at year-end 2021, an important step in restarting capital returns from Enact[577](index=577&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=149&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company reports no material changes in its market risks, including interest rates, foreign currency exchange rates, and equity prices, since December 31, 2020 - There were no material changes in the company's market risks since December 31, 2020[620](index=620&type=chunk) [Controls and Procedures](index=149&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of June 30, 2021, with no material changes to internal control over financial reporting during the quarter - Management, including the CEO and CFO, concluded that the company's disclosure controls and procedures were effective as of June 30, 2021[621](index=621&type=chunk) - There were no material changes to the internal control over financial reporting during the second quarter of 2021[622](index=622&type=chunk) [Part II: Other Information](index=150&type=section&id=PART%20II%E2%80%94OTHER%20INFORMATION) This section covers legal proceedings, risk factors, and a list of exhibits filed with the quarterly report [Legal Proceedings](index=150&type=section&id=Item%201.%20Legal%20Proceedings) The company refers to Note 11 of the financial statements for details on material pending litigation and regulatory matters, including shareholder derivative suits and class action lawsuits - For details on material pending litigation and regulatory matters, the company directs readers to Note 11 in the financial statements[623](index=623&type=chunk) [Risk Factors](index=150&type=section&id=Item%201A.%20Risk%20Factors) The company states there have been no material changes to the risk factors previously disclosed in its 2020 Annual Report on Form 10-K as of June 30, 2021 - There have been no material changes to the risk factors set forth in the company's 2020 Annual Report on Form 10-K[624](index=624&type=chunk) [Exhibits](index=151&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the quarterly report, including amended bylaws, incentive plans, a separation agreement, and required CEO/CFO certifications - Exhibits filed include the 2021 Omnibus Incentive Plan, a separation agreement with a former executive, and CEO/CFO certifications[625](index=625&type=chunk)