Part I Item 1. Business Brighthouse Financial is a major U.S. provider of annuity and life insurance products, operating through three primary segments and focusing on disciplined risk management to enhance shareholder value - Brighthouse Financial is one of the largest providers of annuity and life insurance products in the U.S., with over 2.3 million contracts and policies in force as of December 31, 2023288 - The company is organized into three segments: Annuities, Life, and Run-off, in addition to a Corporate & Other category for reporting289 - As of December 31, 2023, the company had approximately 1,500 employees17 Assets Under Management (AUM) by Segment (December 31, 2023) | Segment | General Account Investments (in millions) | Separate Account Assets (in millions) | Total AUM (in millions) | | :--- | :--- | :--- | :--- | | Annuities | $68,489 | $80,169 | $148,658 | | Life | $9,966 | $5,921 | $15,887 | | Run-off | $25,397 | $2,181 | $27,578 | | Corporate & Other | $11,604 | $0 | $11,604 | | Total | $115,456 | $88,271 | $203,727 | Segments and Corporate & Other The company's operations are divided into three main segments: Annuities, Life, and Run-off, with Corporate & Other managing unallocated capital and institutional spread margin business - The Annuities segment offers variable, fixed, index-linked, and income annuities, with new sales since 2014 primarily consisting of Shield Annuities and variable annuities with simplified living benefits290 - The Life segment focuses on term life and universal life products with index-linked benefits, prioritizing profitability over sales volume280 - The Run-off segment consists of products no longer actively sold, including Universal Life with Secondary Guarantees (ULSG), structured settlements, and pension risk transfer contracts345 - Corporate & Other contains excess capital, debt-related interest expenses, and activities related to funding agreements for the institutional spread margin business317 Reinsurance Activity The company uses both unaffiliated third-party and affiliated reinsurance to manage risk and capital, ceding mortality risk and variable annuity guarantees - The company cedes risks to third-party reinsurers to limit losses, minimize exposure, and provide capacity for growth, diversifying among primarily highly rated reinsurers345320 Top 5 Unaffiliated Third-Party Reinsurance Recoverables (as of Dec 31, 2023) | Reinsurer | Reinsurance Recoverables (in millions) | Financial Strength Rating (A.M. Best) | | :--- | :--- | :--- | | MetLife, Inc. | $3,427 | A+ | | Munich American Reassurance Company | $496 | A+ | | The Travelers Indemnity Company | $470 | A++ | | RGA Reinsurance Company | $450 | A+ | | Swiss Re Life & Health America Inc. | $394 | A+ | - The affiliated reinsurance subsidiary, Brighthouse Reinsurance Company of Delaware (BRCD), was formed to manage capital and risk exposures, supporting the term life and ULSG businesses through affiliated reinsurance and related financing322 Sales Distribution Brighthouse Financial distributes products through a diverse network of over 400 independent partners, avoiding proprietary sales force costs, with top distributors accounting for significant sales volumes - The company distributes its products through a network of over 400 independent distribution partners, maximizing market penetration without the fixed costs of a proprietary channel350376 - For the year ended December 31, 2023, the top five distributors of annuity products accounted for 45% of total annuity deposits (15%, 10%, 8%, 6%, and 6% respectively)327 - For the year ended December 31, 2023, the top five distributors of life insurance policies produced 87% of total life insurance sales (26%, 21%, 17%, 12%, and 11% respectively)354 Regulation The company's business is highly regulated at state and federal levels, impacting product design, distribution, capital, and operational costs through solvency, conduct, privacy, and AI standards - The business is primarily regulated at the state level, with the NAIC establishing standards for statutory accounting, reserves, and Risk-Based Capital (RBC) requirements to ensure solvency357359 - The company is subject to various 'best interest' and fiduciary standards of conduct from regulators like the SEC (Regulation Best Interest), the DOL (Fiduciary Advice Rule), and state authorities (e.g., NYDFS Regulation 187), which affect product distribution and sales practices433810404 - Increasingly stringent privacy and cybersecurity regulations, such as the NYDFS Cybersecurity Regulation and the SEC's Cybersecurity Final Rule, impose significant compliance obligations for safeguarding customer data and disclosing incidents4 - State regulators are beginning to regulate the use of artificial intelligence (AI) in insurance to prevent discrimination and bias, with Colorado being a leading example5 Human Capital Resources As of December 31, 2023, Brighthouse Financial had approximately 1,500 employees, fostering a culture of collaboration and integrity while focusing on talent attraction, competitive benefits, and DEI initiatives - The company's culture is built on core values of collaboration, adaptability, and passion, with a deep commitment to ethics and integrity411 - Brighthouse Financial employs a multifaceted approach to advance Diversity, Equity, and Inclusion (DEI), including a DEI Council, employee network groups, and annual DEI training for all employees20 - The company offers competitive benefits, including a 401(k) plan with matching contributions, an Employee Stock Purchase Plan, and comprehensive health care options, to attract and retain talent445 Item 1A. Risk Factors The company faces diverse risks, including business-related actuarial assumption inaccuracies, market volatility, investment portfolio exposures, and significant regulatory, legal, and operational challenges Risks Related to Our Business Key business risks include inaccurate actuarial assumptions, market volatility from annuity guarantees, ineffective hedging strategies, potential rating downgrades, and reliance on third-party distributors - Guarantees within certain annuity products, such as GMDBs and GMWBs, can decrease earnings and increase volatility, especially during periods of negative separate account returns or low interest rates26 - The variable annuity exposure risk management strategy, which relies on derivatives, may not be fully effective and could result in significant period-to-period volatility in profitability measures26421 - A downgrade in financial strength or credit ratings could lead to a loss of business, increased policy surrenders, and reduced access to capital markets453 - The company relies on a core number of third-party distributors for the majority of its sales, and the termination or reduction of these relationships could adversely affect results456 Economic Environment and Capital Markets-Related Risks The company's financial results are significantly impacted by capital market and economic conditions, including interest rate, equity, and credit risks, as well as inflation - Adverse capital market conditions can significantly affect the company's ability to meet liquidity needs and access capital35 - Changes in interest rates can reduce the net investment spread, which is a key component of profitability for spread-based products69231 - Equity market declines can reduce revenues from variable annuity products, as fee income is primarily based on the market value of separate account assets46237 - The company is exposed to credit risk from its significant holdings of fixed income securities and mortgage loans, where defaults by issuers or counterparties could adversely affect financial results3839 Regulatory and Legal Risks The highly regulated insurance business faces risks from evolving laws, capital standards, and tax changes, alongside significant exposure to legal disputes and regulatory investigations - Changes in insurance regulations, including standards of conduct and capital requirements, may reduce profitability and limit growth502 - A decrease in the RBC ratio of insurance subsidiaries could trigger increased regulatory scrutiny, rating agency downgrades, and limit the ability to pay dividends503 - The company faces significant risk from legal disputes and regulatory investigations, including class action lawsuits related to sales practices, claims payments, and cost of insurance charges504 Operational Risks The company faces operational risks from cybersecurity failures, reliance on third-party service providers, and potential errors in risk management policies or business models - Failures in cybersecurity systems, whether internal or at third-party vendors, could result in the loss of confidential information, reputational damage, and business disruption472 - The company's reliance on models for business management and risk evaluation exposes it to potential errors in model inputs, data, or calculations, which could lead to incorrect business decisions471 - Failure to protect the confidentiality of customer, employee, or other third-party information could lead to regulatory fines, litigation, and loss of trust473 Item 1C. Cybersecurity The company maintains a robust cybersecurity program aligned with the NIST framework, overseen by the Board and Audit Committee, and has not experienced any material incidents to date - The cybersecurity program is designed to align with the National Institute of Standards and Technology (NIST) framework, covering five categories: identify, protect, detect, respond, and recover53 - The Audit Committee of the Board of Directors is primarily responsible for overseeing cybersecurity risks, meeting quarterly with the CTO and CISO to review the risk profile and management activities479 - The company has not experienced any cybersecurity incidents, directly or indirectly, that have materially impacted its business, financial condition, or results of operations to date537 - The company's cybersecurity processes include managing risks associated with third-party vendors, who undergo security assessments and are monitored for compliance with the company's standards54 Item 3. Legal Proceedings The company is involved in various legal and regulatory matters, with an estimated reasonably possible loss of up to $10 million for certain cases, including class actions and a data security incident - As of December 31, 2023, the company estimates the aggregate range of reasonably possible losses for certain legal matters, where a loss is not probable, to be up to approximately $10 million957 - The company is a defendant in class action lawsuits alleging that cost of insurance charges on universal life policies were based on improper factors960 - A purported class action lawsuit has been filed against the company related to a data security incident at a third-party vendor (PBI Research Services) involving the MOVEit file transfer system927 Part II Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations Management discusses the company's financial performance, reporting a $1.2 billion net loss in 2023 due to market impacts, with adjusted earnings of $969 million, and highlights risk management, critical estimates, investment analysis, and capital resources Consolidated Financial Highlights (Years Ended December 31) | Metric | 2023 (in millions) | 2022 (in millions) | | :--- | :--- | :--- | | Net Income (Loss) Available to Shareholders | $(1,214) | $3,775 | | Adjusted Earnings | $969 | $1,184 | - The 2023 net loss was primarily driven by unfavorable changes in the fair value of variable annuity guaranteed benefit riders due to market factors and losses on sales of fixed maturity securities174 - The company's risk management strategy for its variable annuity business targets maintaining assets at or above the CTE98 level and aims for a combined RBC ratio of 400% to 450% in normal market conditions112687 - At December 31, 2023, the insurance subsidiaries had a combined statutory Total Adjusted Capital (TAC) of approximately $6.3 billion, resulting in a combined RBC ratio of approximately 428%747 Risk Management Strategies The company employs specific risk management strategies for variable annuity and ULSG businesses, using derivatives for hedging and actuarial cash flow testing to protect statutory capital against market risks - The variable annuity exposure risk management program targets total assets at or above the CTE98 level in normal market conditions, with a first loss position of no more than $500 million112525 - The ULSG market risk strategy uses an actuarial approach based on ULSG Cash Flow Testing (CFT) to set asset requirement targets, assuming flat or lower interest rates, which is more conservative than GAAP142421 Interest Rate Hedging Derivatives (Variable Annuity & ULSG) as of Dec 31, 2023 | Instrument Type | Gross Notional Amount (in millions) | Estimated Fair Value - Assets (in millions) | Estimated Fair Value - Liabilities (in millions) | | :--- | :--- | :--- | :--- | | Interest rate swaps | $23,037 | $71 | $50 | | Interest rate options | $33,680 | $47 | $167 | | Interest rate forwards | $16,155 | $32 | $1,877 | | Hybrid options | $270 | $0 | $0 | | Total | $73,142 | $150 | $2,094 | Summary of Critical Accounting Estimates The company's financial statements rely on critical accounting estimates involving significant judgment for future policy benefits, market risk benefits, derivatives, and income taxes - The measurement of Liability for Future Policy Benefits (LFPB) is significantly impacted by assumptions for mortality, policy lapses, and market interest rates, with the general account rate of return being a key assumption for ULSG120148 - The fair value of Market Risk Benefits (MRBs) for variable annuity guarantees is determined using a risk-neutral valuation methodology, incorporating capital market inputs, actuarial assumptions (policyholder behavior, mortality), a nonperformance risk adjustment, and risk margins121201 - The valuation of derivatives, when quoted market values are not available, is based on market-standard models and can be affected by changes in interest rates, credit spreads, volatility, and other inputs152 - Accounting for income taxes requires significant judgment in projecting future taxable income to determine the realizability of deferred tax assets and in establishing liabilities for unrecognized tax benefits155 Results of Operations In 2023, the company reported a net loss of $1.2 billion, primarily due to market impacts on variable annuity liabilities, with adjusted earnings decreasing to $969 million, while Annuities saw increased earnings and Life and Run-off reported losses Reconciliation of Net Income (Loss) to Adjusted Earnings (Year Ended Dec 31, 2023) | Description | Amount (in millions) | | :--- | :--- | | Net income (loss) available to shareholders | $(1,214) | | Add: Provision for income tax expense (benefit) | (367) | | Income (loss) available to shareholders before tax | (1,581) | | Less: Net investment gains (losses) | (246) | | Less: Net derivative gains (losses), excl. investment hedge adjustments | (4,012) | | Less: Change in market risk benefits | 1,507 | | Less: Market value adjustments | (12) | | Pre-tax adjusted earnings | 1,182 | | Less: Provision for income tax expense (benefit) | 213 | | Adjusted earnings | $969 | - The 2023 Annual Actuarial Review (AAR) resulted in a net unfavorable impact of $207 million on pre-tax income, primarily from the Run-off and Life segments133 - The Annuities segment's adjusted earnings increased by $99 million to $1.2 billion in 2023, driven by higher net investment spread from positive net flows and higher yields170194 - The Life segment's adjusted earnings decreased by $131 million to a loss of $53 million in 2023, primarily due to higher net costs associated with insurance-related activities and higher expenses196172 Investments The company manages a diversified investment portfolio, with $81.0 billion in fixed maturity securities (97.0% investment grade) and $22.5 billion in mortgage loans, experiencing increased adjusted net investment income in 2023 Investment Portfolio Yields (Years Ended December 31) | Description | 2023 | 2022 | | :--- | :--- | :--- | | Investment income yield | 4.23% | 3.96% | | Adjusted net investment income | $4,769 million | $4,209 million | | Adjusted net investment income yield | 4.09% | 3.82% | Fixed Maturity Securities by Credit Quality (as of Dec 31, 2023) | NAIC Designation / NRSRO Rating | Estimated Fair Value (in millions) | % of Total | | :--- | :--- | :--- | | 1 (Aaa/Aa/A) | $53,353 | 65.8% | | 2 (Baa) | $25,236 | 31.2% | | Subtotal Investment Grade | $78,589 | 97.0% | | Below Investment Grade | $2,402 | 3.0% | | Total | $80,991 | 100.0% | - The company has direct and indirect exposure to commercial real estate through mortgage loans and structured securities, monitoring the sector but not currently expecting a material adverse effect on its results217 - The mortgage loan portfolio, valued at $22.5 billion, is diversified by property type, with apartments (40.8%) and offices (24.1%) being the largest commercial exposures615622 Liquidity and Capital Resources The company maintains strong liquidity with $3.8 billion in short-term assets and manages capital to achieve a target combined RBC ratio of 400% to 450%, which was approximately 428% at year-end 2023, while continuing its stock repurchase program - The company maintained a short-term liquidity position of $3.8 billion at December 31, 2023, compared to $3.6 billion at year-end 2022683 - The company targets a combined RBC ratio of 400% to 450% in normal market conditions, with the combined RBC ratio of its insurance subsidiaries being approximately 428% as of December 31, 2023687747 - In November 2023, an additional $750 million was authorized for the common stock repurchase program, with $793 million remaining available for repurchases as of December 31, 2023687 Financial Strength Ratings (as of filing date) | Agency | Brighthouse Life Insurance Company | Outlook | | :--- | :--- | :--- | | A.M. Best | A | Stable | | Fitch | A | Stable | | Moody's | A3 | Stable | | S&P | A+ | Stable |
Brighthouse Financial(BHF) - 2023 Q4 - Annual Report