UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _____ to _____ Commission File Number: 001-40274 Jackson Financial Inc. (Exact name of registrant as specified in its charter) (State or other jurisdiction of incorporati ...

23 Statutory – Regional Bank Exposure1 March 31, 2023 Regional Banks with <$250B in Total Assets Key Highlights • No exposure to AT1 securities and only $4.5 million of subordinate, hybrid or preferred securities in the banking sector along with another $17.2 million in non-banking financial services Regional Banks with $250-$700B in Total Assets 144.6 | --- | --- | --- | --- | |-----------------|-------|-------|--------------------------------------------------------| | | | | | | ($ millions) | | • | Limit ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _____ to _____ Commission File Number: 001-40274 Jackson Financial Inc. (Exact name of registrant as specified in its charter) (State or other jurisdiction of incorporat ...

Jackson Financial Inc. (NYSE:JXN) Q4 2022 Earnings Conference Call March 1, 2023 10:00 AM ET Company Participants Liz Werner - Head, IR Laura Prieskorn - CEO, President & Director Marcia Wadsten - EVP & CFO Steve Binioris - Head of ALM and Chief Actuary Scott Romine - President of Jackson National Life Distributors Craig Smith - President and Chief Investment Officer, PPM Conference Call Participants Tom Gallagher - Evercore ISI Alex Scott - Goldman Sachs Ryan Krueger - Stifel Erik Bass - Autonomous Daniel ...

Part I [Item 1. Business](index=8&type=section&id=Item%201.%20Business) Jackson Financial Inc. is a U.S. financial services company focused on retirement savings and income products, primarily annuities, operating through three core segments - Jackson Financial Inc. focuses on U.S. retirement savings and income, primarily through its subsidiary Jackson National Life Insurance Company, founded in **1961**[15](index=15&type=chunk)[16](index=16&type=chunk) - The company completed its demerger from Prudential plc on **September 13, 2021**, becoming an independent U.S. public company[15](index=15&type=chunk) Selected Financial and Operating Measures (Years Ended December 31) | Measure | 2022 | 2021 | | :--- | :--- | :--- | | **Total Sales** | $18,135 million | $19,804 million | | **Assets Under Management (AUM)** | $290,549 million | $359,454 million | | **Net income (loss) attributable to JFI** | $5,697 million | $3,183 million | | **Adjusted Operating Earnings** | $1,443 million | $2,398 million | | **Share repurchase program** | $283 million | $211 million | | **Dividends on common shares** | $199 million | $50 million | | **Return on Equity (ROE)** | 60.7% | 31.5% | | **Adjusted Operating ROE** | 13.2% | 28.6% | | **Total Financial Leverage Ratio** | 18.3% | 22.9% | | **Jackson statutory risk-based capital** | 544% | 580% | [Our Product Offerings by Segment](index=11&type=section&id=Our%20Product%20Offerings%20by%20Segment) The company manages product offerings across three segments: Retail Annuities, Institutional Products, and Closed Life and Annuity Blocks, with Retail Annuities being the largest - The Retail Annuities segment offers variable, fixed index, fixed, and payout annuities, alongside RILAs and defined contribution lifetime income solutions[26](index=26&type=chunk) Retail Annuity Sales and Account Value (2022) | Product Type | 2022 Sales | Account Value (as of Dec 31, 2022) | | :--- | :--- | :--- | | **Variable Annuities** | $13.6 billion | $205.8 billion | | **RILA** | $1.8 billion | N/A | | **Fixed Index Annuities** | $126 million | $415 million (net of reinsurance) | | **Fixed Annuities** | $162 million | $1.2 billion (net of reinsurance) | | **Defined Contribution** | $696 million | N/A | - The Institutional Products segment reported **$2.4 billion** in sales and **$9.0 billion** in account value in 2022, including guaranteed investment contracts and funding agreements[36](index=36&type=chunk) - The Closed Life and Annuity Blocks segment managed over **1.6 million** in-force policies and **$23.4 billion** in total reserves as of December 31, 2022, primarily from acquired products[37](index=37&type=chunk)[38](index=38&type=chunk) [Distribution and Operations](index=13&type=section&id=Distribution%20and%20Operations) Jackson distributes retail annuities through a vast network of partners and advisors, leveraging an efficient in-house policy administration platform - As of December 31, 2022, the retail distribution network included approximately **534** partners with over **132,000** advisors in traditional channels and over **1,070** RIA firms with more than **10,400** advisors in the IPA channel[41](index=41&type=chunk)[42](index=42&type=chunk) - The company's in-house policy administration platform manages about **78%** of its **3.0 million+** life and annuity policies, contributing to operational efficiency and superior customer service[45](index=45&type=chunk) - Product design strategy emphasizes risk management, with **75%** of total variable annuity account value including a GMWB or GMWB for Life benefit as of December 31, 2022, and less than **1%** including a GMIB, which is substantially reinsured[46](index=46&type=chunk) [Risk Management](index=15&type=section&id=Risk%20Management) The company employs a disciplined Enterprise Risk Management Framework with a "three lines model" and dynamic hedging to mitigate financial and non-financial risks - The risk management framework is structured around a "three lines model": Risk Ownership (first line), Risk Oversight and Challenge (second line), and Independent Assurance (third line)[59](index=59&type=chunk) - The hedging program has two main components: a core dynamic program to offset economic liability changes from market movements and a macro program to protect statutory capital in stress scenarios[61](index=61&type=chunk) - Third-party reinsurance is utilized to mitigate longevity and mortality risks, as well as risks on specific product features, such as the legacy block of Guaranteed Minimum Income Benefits (GMIBs)[63](index=63&type=chunk) - Non-financial risks, such as cyberattacks, third-party failures, and fraud, are managed through an internal control environment with regular assessments and oversight from Risk and Internal Audit teams[71](index=71&type=chunk)[72](index=72&type=chunk) [Regulation](index=18&type=section&id=Regulation) Jackson Financial is subject to extensive state and federal regulation, including annuity suitability, risk-based capital requirements, and cybersecurity laws - The company's insurance subsidiaries are primarily regulated by state authorities, including the Michigan Department of Insurance and Financial Services (DIFS) and the New York State Department of Financial Services (NYSDFS)[75](index=75&type=chunk) - The NAIC's revised Annuity Suitability Model Regulation imposes a "best interest" standard of conduct, which is being adopted by various states[82](index=82&type=chunk) - As of December 31, 2022, the company's insurance subsidiaries substantially exceeded the minimum risk-based capital (RBC) requirements set by their respective states of domicile and the NAIC[87](index=87&type=chunk) - The company is subject to significant cybersecurity regulations, including the NYSDFS Cybersecurity Regulation and the California Consumer Privacy Act (CCPA), which impose comprehensive data security and privacy obligations[106](index=106&type=chunk)[109](index=109&type=chunk) [Human Capital Resources](index=27&type=section&id=Human%20Capital%20Resources) As of December 31, 2022, Jackson employed approximately 3,895 associates, emphasizing internal talent development, diversity, and comprehensive benefits - As of December 31, 2022, the company had approximately **3,895** associates, including **2,975** full-time and **920** part-time[131](index=131&type=chunk) - The workforce is approximately **46.9%** women and **18.8%** racially and ethnically diverse, with four women among seven senior management team members[136](index=136&type=chunk) - The company fosters talent development, highlighted by an average tenure of over **20 years** for its senior management team[132](index=132&type=chunk) [Item 1A. Risk Factors](index=33&type=section&id=Item%201A.%20Risk%20Factors) The company faces diverse material risks, including market volatility, financing and liquidity challenges, extensive regulatory burdens, product-specific complexities, and operational vulnerabilities [Risks Related to Conditions in the Global Capital Markets and the Economy](index=34&type=section&id=Risks%20Related%20to%20Conditions%20in%20the%20Global%20Capital%20Markets%20and%20the%20Economy) The company's business is highly sensitive to global capital markets and economic conditions, with equity market declines and interest rate changes posing significant risks - The variable annuity business is highly sensitive to equity market conditions; sustained declines can depress policyholder account balances, reduce fee revenues, and increase the likelihood of claims on guaranteed benefits[160](index=160&type=chunk)[161](index=161&type=chunk) - Changes in interest rates can cause fluctuations in income from and valuation of the fixed income portfolio; sustained low rates increase statutory reserves and hedging costs, while rising rates expose disintermediation risk[164](index=164&type=chunk)[166](index=166&type=chunk) [Risks Related to Financing and Liquidity](index=37&type=section&id=Risks%20Related%20to%20Financing%20and%20Liquidity) As a holding company, Jackson Financial depends on subsidiary dividends, faces debt servicing challenges, requires significant hedging liquidity, and is vulnerable to rating downgrades - Jackson Financial is a holding company dependent on dividends from its insurance subsidiaries to service debt and pay corporate expenses, subject to state regulatory approvals and based on statutory income and surplus[179](index=179&type=chunk)[180](index=180&type=chunk) - A downgrade in the company's financial strength or credit ratings could result in a loss of business, increased policy surrenders, and reduced access to capital and reinsurance[189](index=189&type=chunk)[191](index=191&type=chunk) [Risks Related to Legal, Tax and Regulatory Matters](index=40&type=section&id=Risks%20Related%20to%20Legal%2C%20Tax%20and%20Regulatory%20Matters) The company operates in a heavily regulated industry, facing risks from changing laws, declining RBC ratios, tax law changes, and legal/regulatory investigations - A decline in the risk-based capital (RBC) ratio of insurance subsidiaries could lead to regulatory corrective actions, limit dividend payments, and trigger ratings downgrades[194](index=194&type=chunk)[195](index=195&type=chunk) - Changes in U.S. federal income tax laws that eliminate or reduce the tax-deferral advantages of annuities could adversely affect product sales and profitability[203](index=203&type=chunk)[204](index=204&type=chunk) - A material weakness was identified in internal control over financial reporting related to the risk assessment of a control used to determine the nonperformance risk adjustment for valuing variable annuity guarantee features[218](index=218&type=chunk) [Risks Related to Our Information Technology and Other Operational Matters](index=50&type=section&id=Risks%20Related%20to%20Our%20Information%20Technology%20and%20Other%20Operational%20Matters) The company's operations rely on complex IT systems vulnerable to cyberattacks and failures, posing risks to data integrity, reputation, and financial stability - Business operations depend on complex IT systems that are vulnerable to physical or electronic intrusions, computer viruses, ransomware, and other attacks, which could cause significant interruptions and compromise data integrity[257](index=257&type=chunk)[258](index=258&type=chunk) - Failure to protect the confidentiality of customer or proprietary business information could damage the company's reputation, deter investors, and lead to civil liability and significant expenses[261](index=261&type=chunk)[264](index=264&type=chunk) [Item 2. Properties](index=55&type=section&id=Item%202.%20Properties) The company owns its corporate headquarters in Lansing, Michigan, and regional headquarters in Franklin, Tennessee, while leasing additional office spaces - Jackson owns its corporate headquarters in Lansing, MI, and regional headquarters in Franklin, TN; it also leases offices in several other locations, including Chicago and Washington D.C.[281](index=281&type=chunk) Part II [Item 5. Market for Registrant's Common Equity, Related Shareholder Matters and Issuer Purchases of Equity Securities](index=56&type=section&id=Item%205.%20Market%20for%20Registrant%27s%20Common%20Equity%2C%20Related%20Shareholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) Jackson Financial's common stock trades on the NYSE, and the company actively engages in share repurchases, with an additional $450 million authorized in February 2023 - The company's common stock is listed on the NYSE under the symbol "JXN" and began trading on **September 20, 2021**[285](index=285&type=chunk) Issuer Purchases of Equity Securities (Q4 2022) | Period | Total Shares Purchased (Program) | Average Price Paid Per Share | | :--- | :--- | :--- | | Oct 2022 | 792,105 | $31.58 | | Nov 2022 | 250,000 | $37.67 | | Dec 2022 | 100,000 | $36.32 | | **Total Q4** | **1,142,105** | N/A | - On **February 27, 2023**, the Board of Directors authorized an additional **$450 million** for the share repurchase program[287](index=287&type=chunk) [Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=58&type=section&id=Item%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section analyzes the company's financial condition and operating results, including key events, non-GAAP measures, segment performance, investments, and capital resources [Executive Summary](index=58&type=section&id=Executive%20Summary) Jackson Financial is a U.S. retirement products company, with recent financial impacts from its demerger, a reinsurance transaction, stock repurchases, and new tax legislation - Significant events affecting the company include its demerger from Prudential in **September 2021**, a **2020** reinsurance transaction with Athene for its in-force fixed and fixed-index annuity block, and an ongoing stock repurchase program[294](index=294&type=chunk)[295](index=295&type=chunk)[298](index=298&type=chunk) - The Inflation Reduction Act of **2022** is expected to subject the company to a new corporate alternative minimum tax (AMT) beginning in **2023**[298](index=298&type=chunk) [Non-GAAP Financial Measures](index=60&type=section&id=Non-GAAP%20Financial%20Measures) The company uses non-GAAP measures like Adjusted Operating Earnings and Adjusted Operating ROE to provide a clearer view of underlying performance by excluding volatile or non-recurring items Reconciliation of Net Income to Adjusted Operating Earnings | (in millions) | 2022 | 2021 | | :--- | :--- | :--- | | **Net income attributable to JFI** | **$5,697** | **$3,183** | | Pretax income attributable to JFI | $7,068 | $3,785 | | Total non-operating adjustments | $(5,436) | $(1,004) | | Pretax Adjusted Operating Earnings | $1,632 | $2,781 | | Operating income taxes | $189 | $383 | | **Adjusted Operating Earnings** | **$1,443** | **$2,398** | Reconciliation of Total Shareholders' Equity to Adjusted Book Value | (in millions) | Dec 31, 2022 | Dec 31, 2021 | | :--- | :--- | :--- | | **Total shareholders' equity** | **$8,423** | **$10,394** | | Exclude AOCI attributable to JFI | $3,375 | $(1,457) | | **Adjusted Book Value** | **$11,798** | **$8,937** | Return on Equity (ROE) vs. Adjusted Operating ROE | Measure | 2022 | 2021 | | :--- | :--- | :--- | | **ROE on average equity** | 60.7% | 31.5% | | **Adjusted Operating ROE on average equity** | 13.2% | 28.6% | [Key Operating Measures](index=64&type=section&id=Key%20Operating%20Measures) In 2022, total sales decreased due to lower variable annuity sales, while total Assets Under Management (AUM) declined primarily from negative equity market returns Total Sales by Product (Years Ended December 31) | (in millions) | 2022 | 2021 | | :--- | :--- | :--- | | Total Retail Annuity Sales | $15,737 | $19,329 | | Total Institutional Product Sales | $2,398 | $475 | | **Total Sales** | **$18,135** | **$19,804** | Retail Annuities Account Value (net of reinsurance) | (in millions) | Dec 31, 2022 | Dec 31, 2021 | | :--- | :--- | :--- | | Total Variable Annuity | $205,809 | $257,923 | | RILA | $1,875 | $110 | | Total Fixed & Fixed Index Annuity | $1,634 | $1,390 | | **Total Retail Annuities** | **$209,318** | **$259,423** | Assets Under Management (AUM) | (in millions) | Dec 31, 2022 | Dec 31, 2021 | | :--- | :--- | :--- | | Total PPM AUM | $71,479 | $79,204 | | Total JNAM AUM | $219,070 | $280,250 | | **Total AUM** | **$290,549** | **$359,454** | [Consolidated Results of Operations](index=71&type=section&id=Consolidated%20Results%20of%20Operations) Pretax income significantly increased in 2022, driven by favorable derivative and investment results, despite higher DAC amortization and lower fee and investment income - Pretax income increased by **$3.1 billion** to **$7.1 billion** in 2022, largely due to a **$6.3 billion** favorable variance in net gains (losses) on derivatives and investments[340](index=340&type=chunk) - The improvement in derivative and investment results was driven by lower losses on equity derivatives due to market decreases in 2022 compared to increases in 2021, and more favorable movements in reserves for guaranteed benefits[341](index=341&type=chunk) - Offsetting factors included a **$1.2 billion** increase in DAC amortization, a **$0.7 billion** decrease in net investment income, and a **$0.3 billion** decrease in fee income[341](index=341&type=chunk) [Segment Results of Operations](index=74&type=section&id=Segment%20Results%20of%20Operations) Retail Annuities pretax adjusted operating earnings decreased in 2022 due to lower fee and investment income, while Institutional Products saw an increase, and Closed Life and Annuity Blocks reported a loss Pretax Adjusted Operating Earnings by Segment (Years Ended December 31) | (in millions) | 2022 | 2021 | | :--- | :--- | :--- | | **Retail Annuities** | $1,626 | $2,528 | | **Institutional Products** | $79 | $64 | | **Closed Life and Annuity Blocks** | $(1) | $224 | | **Corporate and Other** | $(72) | $(35) | | **Total Pretax Adjusted Operating Earnings** | **$1,632** | **$2,781** | - The decrease in Retail Annuities earnings was primarily driven by a **$528 million** decrease in fee income due to lower average variable annuity account values and a **$289 million** decrease in net investment income[346](index=346&type=chunk) - The decline in Closed Life and Annuity Blocks earnings was mainly due to a **$244 million** decrease in net investment income from private equity and limited partnership investments[355](index=355&type=chunk) [Investments](index=82&type=section&id=Investments) Total investments decreased in 2022 due to rising interest rates impacting debt securities, though the portfolio remains predominantly investment-grade with increased unrealized losses Investment Portfolio Composition (Carrying Values) | (in billions) | Dec 31, 2022 | Dec 31, 2021 | | :--- | :--- | :--- | | Debt Securities (AFS, FVO, Trading) | $44.8 | $53.4 | | Mortgage loans | $11.5 | $11.5 | | Policy loans | $4.4 | $4.5 | | Other invested assets | $3.6 | $3.2 | | **Total Investments (excl. derivatives)** | **$64.7** | **$72.9** | Debt Securities Credit Quality (% of Total Fair Value) | Investment Rating | Dec 31, 2022 | Dec 31, 2021 | | :--- | :--- | :--- | | **Investment grade (AAA to BBB)** | **92.4%** | **93.5%** | | **Below investment grade** | **7.6%** | **6.5%** | - Gross unrealized losses on debt securities increased from **$612 million** at year-end 2021 to **$6,401 million** at year-end 2022, primarily due to rising U.S. Treasury rates and widening credit spreads[372](index=372&type=chunk) [Liquidity and Capital Resources](index=97&type=section&id=Liquidity%20and%20Capital%20Resources) The company maintains strong liquidity and capital, with a high statutory RBC ratio, managing debt, and relying on subsidiary dividends subject to regulatory limits Summary of Cash Flow Activity (Years Ended December 31) | (in millions) | 2022 | 2021 | | :--- | :--- | :--- | | Net cash from operating activities | $5,206 | $5,682 | | Net cash from investing activities | $(1,374) | $(1,296) | | Net cash from financing activities | $(2,162) | $(3,774) | | **Net increase in cash** | **$1,670** | **$612** | - Jackson's statutory risk-based capital (RBC) ratio was **544%** as of December 31, 2022, a decrease from **580%** at year-end 2021, primarily due to a **$600 million** return of capital and higher capital charges for variable annuities[412](index=412&type=chunk) - In **March 2022**, Jackson remitted a **$600 million** return of capital to its parent, Brooke Life, which subsequently paid a **$510 million** ordinary dividend to Jackson Financial[422](index=422&type=chunk) Financial Strength Ratings (as of Feb 22, 2023) | Agency | Rating | Outlook | | :--- | :--- | :--- | | **A.M. Best** | A | stable | | **Fitch** | A | stable | | **Moody's** | A2 | negative | | **S&P** | A | stable | [Item 7A. Quantitative and Qualitative Disclosures about Market Risk](index=99&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) The company manages primary market risks from interest rate and equity price fluctuations through a comprehensive framework and dynamic hedging program - The company's main market risks stem from interest rate fluctuations and equity price movements, which impact its investment portfolio and annuity liabilities[495](index=495&type=chunk) - A hedging program is used to balance protecting against adverse market conditions, protecting statutory capital, and stabilizing statutory distributable earnings[508](index=508&type=chunk) Market Risk Sensitivity Analysis (as of Dec 31, 2022) | Scenario | Impact on Fixed Rate Debt Securities (Fair Value) | Impact on Annuity Guarantee Liabilities (Carrying Value) | | :--- | :--- | :--- | | **+50 bps Interest Rate Change** | $(906) million | $(1,531) million | | **-50 bps Interest Rate Change** | $946 million | $1,726 million | | **+10% Equity Market Change** | N/A | $(1,793) million | | **-10% Equity Market Change** | N/A | $2,202 million | [Item 8. Financial Statements and Supplementary Data](index=104&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) This section presents the company's audited consolidated financial statements and the independent auditor's report, which includes an adverse opinion on internal control over financial reporting due to a material weakness - The independent auditor, KPMG LLP, issued an unqualified opinion on the consolidated financial statements, stating they present fairly, in all material respects, the financial position of the company[519](index=519&type=chunk) - The auditor issued an adverse opinion on the effectiveness of the company's internal control over financial reporting as of December 31, 2022, due to a material weakness[520](index=520&type=chunk)[537](index=537&type=chunk) - The identified material weakness relates to an ineffective risk assessment of a control used to determine the nonperformance risk adjustment in the discount rate for valuing certain variable annuity guarantee features[539](index=539&type=chunk) [Item 9A. Controls and Procedures](index=206&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management concluded that disclosure controls were ineffective as of December 31, 2022, due to a new material weakness, while a prior weakness has been remediated - Management identified a material weakness in internal control over financial reporting as of December 31, 2022, rendering disclosure controls and procedures ineffective[950](index=950&type=chunk)[954](index=954&type=chunk) - The weakness involves an ineffective risk assessment of a control used to determine the nonperformance risk adjustment in the discount rate for valuing variable annuity guarantee features; remediation is expected by the end of **2023**[955](index=955&type=chunk)[960](index=960&type=chunk) - A previously identified material weakness from **2020**, related to accounting for significant and unusual transactions, was successfully remediated as of December 31, 2022[959](index=959&type=chunk) Part III [Item 10. Directors, Executive Officers and Corporate Governance](index=207&type=section&id=Item%2010.%20Directors%2C%20Executive%20Officers%20and%20Corporate%20Governance) Information regarding directors, executive officers, and corporate governance is incorporated by reference from the company's 2023 Annual Meeting of Shareholders proxy statement - Information for Items 10, 11, 12, 13, and 14 is incorporated by reference from the definitive proxy statement for the **2023** Annual Meeting of Shareholders[963](index=963&type=chunk) Part IV [Item 15. Exhibits, Financial Statement Schedules](index=209&type=section&id=Item%2015.%20Exhibits%2C%20Financial%20Statement%20Schedules) This section provides a comprehensive list of all documents filed as exhibits to the Form 10-K, including governance documents, material contracts, and certifications - This section provides a comprehensive list of all exhibits filed with the Form 10-K, including agreements, indentures, and certifications[968](index=968&type=chunk)

Jackson Financial Inc. (NYSE:JXN) Q3 2022 Earnings Conference Call November 10, 2022 10:00 AM ET Company Participants Liz Werner - Head, IR Laura Prieskorn - CEO, President & Director Marcia Wadsten - EVP & CFO Steve Binioris - Head of ALM and Chief Actuary Conference Call Participants Suneet Kamath - Jefferies Nigel Dally - Morgan Stanley Tom Gallagher - Evercore ISI Erik Bass - Autonomous Alex Scott - Goldman Sachs Ryan Krueger - Stifel Operator Hello, and welcome to the Jackson Financial, Inc. Third Quar ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _____ to _____ Commission File Number: 001-40274 Jackson Financial Inc. (Exact name of registrant as specified in its charter) (State or other jurisdiction of incorp ...

PART I—FINANCIAL INFORMATION [Financial Statements](index=5&type=section&id=Item%201.%20Financial%20Statements) Jackson Financial Inc. reported a net income of $4.99 billion for the six months ended June 30, 2022, driven by net gains on derivatives, with total assets decreasing [Condensed Consolidated Balance Sheets](index=5&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Total assets decreased to $316.2 billion as of June 30, 2022, primarily due to reduced separate account assets, with total equity also slightly decreasing Condensed Consolidated Balance Sheet Highlights (in millions) | Account | June 30, 2022 | December 31, 2021 | | :--- | :--- | :--- | | **Total investments** | $67,127 | $74,227 | | **Total assets** | $316,205 | $375,484 | | **Total liabilities** | $305,895 | $364,410 | | **Total equity** | $10,310 | $11,074 | [Condensed Consolidated Income Statements](index=7&type=section&id=Condensed%20Consolidated%20Income%20Statements) Net income significantly improved to $2.93 billion for Q2 2022 and $4.99 billion for the six months, primarily driven by net gains on derivatives and investments Key Income Statement Data (in millions, except per share data) | Metric | Three Months Ended June 30, 2022 | Three Months Ended June 30, 2021 | Six Months Ended June 30, 2022 | Six Months Ended June 30, 2021 | | :--- | :--- | :--- | :--- | :--- | | Total revenues | $6,519 | $232 | $10,820 | $5,739 | | Net gains (losses) on derivatives and investments | $3,867 | $(2,521) | $5,472 | $185 | | Pretax income (loss) | $3,651 | $(538) | $6,037 | $3,047 | | Net income (loss) | $2,934 | $(484) | $4,990 | $2,516 | | Net income (loss) attributable to JFI | $2,903 | $(540) | $4,928 | $2,392 | | Diluted EPS | $32.56 | $(5.72) | $54.72 | $25.32 | [Condensed Consolidated Statements of Cash Flows](index=13&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Net cash provided by operating activities was $2.10 billion, while investing activities significantly increased cash, leading to an overall $2.64 billion increase in cash Summary of Cash Flows (in millions) | Cash Flow Activity | Six Months Ended June 30, 2022 | Six Months Ended June 30, 2021 | | :--- | :--- | :--- | | Net cash provided by operating activities | $2,096 | $2,148 | | Net cash provided by investing activities | $2,615 | $580 | | Net cash used in financing activities | $(2,076) | $(3,211) | | **Net increase (decrease) in cash** | **$2,635** | **$(483)** | [Notes to Condensed Consolidated Financial Statements](index=16&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) The notes detail business operations, including the Prudential demerger and Athene reinsurance, and highlight the expected $2 billion to $4 billion equity decrease from ASU 2018-12 adoption - The company completed its demerger from Prudential plc on September 13, 2021, becoming an independent entity[33](index=33&type=chunk) - A significant funds withheld coinsurance agreement with Athene, effective June 1, 2020, reinsures a large block of in-force fixed and fixed-index annuity liabilities[38](index=38&type=chunk) - The upcoming adoption of ASU 2018-12 (LDTI) effective January 1, 2023, is expected to decrease total equity by **$2 billion to $4 billion** at the January 1, 2021 transition date[52](index=52&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A)](index=84&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the significant increase in Q2 2022 pretax income, driven by net gains on derivatives, despite a decrease in Adjusted Operating Earnings, while highlighting strong liquidity [Executive Summary](index=87&type=section&id=Executive%20Summary) The company, a market leader in retail annuities, highlights recent events like the Prudential demerger and Athene transactions, noting GAAP volatility and expected LDTI impact on equity - The company has been the **top-selling retail annuity company** in the U.S. for nine of the past ten years, according to LIMRA[272](index=272&type=chunk) - Significant recent corporate events include the demerger from Prudential, a major reinsurance transaction with Athene, elimination of Class B stock, and substantial common stock repurchases[276](index=276&type=chunk) - The company launched its RILA product suite in Q4 2021 and entered the Defined Contribution market[272](index=272&type=chunk) [Non-GAAP Financial Measures](index=89&type=section&id=Non-GAAP%20Financial%20Measures) The company uses non-GAAP measures like Adjusted Operating Earnings and Adjusted Book Value to clarify performance, with Q2 2022 Adjusted Operating Earnings at **$225 million** and Adjusted Operating ROE at **8.4%** Reconciliation of Net Income to Adjusted Operating Earnings (in millions) | Metric | Three Months Ended June 30, 2022 | Three Months Ended June 30, 2021 | | :--- | :--- | :--- | | Net income (loss) attributable to JFI | $2,903 | $(540) | | Total non-operating adjustments (pretax) | $(3,377) | $1,355 | | Pretax Adjusted Operating Earnings | $243 | $761 | | Operating income taxes | $18 | $125 | | **Adjusted Operating Earnings** | **$225** | **$636** | Adjusted Book Value and ROE | Metric | Three Months Ended June 30, 2022 | Three Months Ended June 30, 2021 | | :--- | :--- | :--- | | Total shareholders' equity | $9,563M | $10,391M | | **Adjusted Book Value** | **$11,608M** | **$8,633M** | | ROE | 121.4% | (21.2)% | | **Adjusted Operating ROE** | **8.4%** | **29.2%** | [Key Operating Measures](index=93&type=section&id=Key%20Operating%20Measures) Total sales for Q2 2022 decreased to **$4.3 billion**, with Retail Annuities account value and AUM also declining, though net flows improved due to lower outflows Sales by Product (in millions) | Product | Three Months Ended June 30, 2022 | Three Months Ended June 30, 2021 | | :--- | :--- | :--- | | Variable annuities | $3,633 | $4,821 | | RILA | $490 | $0 | | Total Retail Annuity Sales | $4,142 | $4,859 | | Total Institutional Product Sales | $201 | $0 | | **Total Sales** | **$4,343** | **$4,859** | Account Value Highlights (in millions) | Category | June 30, 2022 | December 31, 2021 | | :--- | :--- | :--- | | Total Variable Annuity Account Value | $206,299 | $257,923 | | Total Retail Annuities Account Value | $208,457 | $259,423 | | **Total AUM** | **$294,652** | **$359,454** | [Consolidated Results of Operations](index=102&type=section&id=Consolidated%20Results%20of%20Operations) Pretax income for Q2 2022 significantly increased to $3.65 billion, primarily driven by a $6.4 billion positive variance in net gains on derivatives and investments - The increase in pretax income was primarily driven by a **$6.4 billion** positive swing in 'Net gains (losses) on derivatives and investments' compared to the prior-year quarter[318](index=318&type=chunk) - The gains on derivatives were driven by significant equity market decreases and interest rate increases in 2022, favorable for the company's hedge positions[319](index=319&type=chunk) - Partially offsetting the gains were higher amortization of deferred acquisition costs (**$1.46 billion** increase) and higher death/policy benefits (**$702 million** increase)[319](index=319&type=chunk) [Segment Results of Operations](index=106&type=section&id=Segment%20Results%20of%20Operations) Retail Annuities segment's pretax adjusted operating earnings decreased to $218 million in Q2 2022, while Institutional Products earnings increased and Closed Life and Annuity Blocks earnings decreased Pretax Adjusted Operating Earnings by Segment (in millions) | Segment | Three Months Ended June 30, 2022 | Three Months Ended June 30, 2021 | | :--- | :--- | :--- | | Retail Annuities | $218 | $683 | | Institutional Products | $19 | $6 | | Closed Life and Annuity Blocks | $6 | $56 | | Corporate and Other | $0 | $16 | | **Total** | **$243** | **$761** | [Liquidity and Capital Resources](index=128&type=section&id=Liquidity%20and%20Capital%20Resources) The company maintains a strong liquidity position with cash and equivalents increasing to $5.3 billion, having paid dividends and repurchased stock in Q2 2022 - The holding company, Jackson Financial Inc., derives its cash primarily from dividends from its insurance subsidiaries[395](index=395&type=chunk) - In Q2 2022, the company paid a cash dividend of **$0.55 per share**, totaling **$50 million**[417](index=417&type=chunk) - The company repurchased **1.87 million shares** for **$66 million** in Q2 2022 and **5.30 million shares** for **$206 million** in the first six months of 2022[418](index=418&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=136&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) No material changes have occurred in the quantitative and qualitative disclosures about market risk since the 2021 Annual Report on Form 10-K - There have been no material changes to the market risk disclosures from the 2021 Annual Report[429](index=429&type=chunk) [Controls and Procedures](index=136&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were not effective as of June 30, 2022, due to a material weakness, with remediation expected by year-end 2022 - The CEO and CFO concluded that disclosure controls and procedures were not effective as of June 30, 2022[431](index=431&type=chunk) - The ineffectiveness is due to a previously identified material weakness related to accounting for complex transactions; remediation efforts are underway and expected to be completed by year-end 2022[432](index=432&type=chunk) PART II—OTHER INFORMATION [Legal Proceedings](index=137&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in ordinary course litigation, which management believes will not materially affect its financial condition - Management does not expect ongoing litigation to have a material adverse effect on the company's financial condition[244](index=244&type=chunk) [Risk Factors](index=137&type=section&id=Item%201A.%20Risk%20Factors) No material changes have occurred in the company's risk factors since the 2021 Annual Report on Form 10-K - No material changes to risk factors have occurred since the 2021 Annual Report[435](index=435&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=137&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) During Q2 2022, the company repurchased 1,870,854 shares of Class A Common Stock, with $183 million remaining for future repurchases Share Repurchase Activity (Q2 2022) | Period | Total Shares Purchased | Average Price Paid Per Share | | :--- | :--- | :--- | | April 2022 | 349,357 | $43.40 | | May 2022 | 1,046,497 | $35.29 | | June 2022 | 475,000 | $28.75 | | **Total Q2 2022** | **1,870,854** | **-** | - As of the end of June 2022, **$183 million** remained authorized for purchase under the share repurchase program[438](index=438&type=chunk)

Jackson Financial, Inc. (NYSE:JXN) Q2 2022 Earnings Conference Call August 10, 2022 10:00 AM ET Company Participants Liz Werner - Head, IR Laura Prieskorn - CEO, President & Director Marcia Wadsten - EVP & CFO Conference Call Participants Suneet Kamath - Jefferies Alexander Scott - Goldman Sachs Erik Bass - Autonomous Research Operator Good morning, and welcome to the Jackson Financial Inc. 2Q 2022 Earnings Call. My name is Lauren, and I’ll be coordinating your call today. [Operator Instructions]. I would n ...

Jackson Financial Inc. First Quarter 2022 Financial Results May 11, 2022 Forward-Looking Statements and Non-GAAP Measures This document may contain certain statements, other than those relating to historical facts, that constitute "forward-looking statements." Forward-looking statements can generally be identified by their use of terms such as "anticipate," "estimate," "believe," "expect," "could," "forecast," "may," "intend," "plan," "predict," "project", "will" or "would" and similar terms and phrases, in ...