Corebridge Financial Inc

Corebridge | Second Quarter 2024 Form 10-Q 1

Cautionary Statement Regarding Forward-Looking Information

This Quarterly Report on Form 10-Q (“Quarterly Report”) may include statements, which, to the extent they are not statements of historical or present fact, constitute “forward looking statements” within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by the use of terms such as “believes,” “expects,” “may,” “will,” “shall,” “should,” “would,” “could,” “seeks,” “aims,” “projects,” “is optimistic,” “intends,” “targets,” “plans,” “estimates,” “anticipates” or other comparable terms. Forward-looking statements include, without limitation, all matters that are not historical facts. They appear in a number of places throughout this Quarterly Report and include, without limitation, statements regarding our intentions, beliefs, assumptions or current plans and expectations concerning, among other things, financial position and future financial condition; results of operations; expected operating and non-operating relationships; ability to meet debt service obligations and financing plans; product sales; distribution channels; retention of business; investment yields and spreads; investment portfolio and ability to manage asset-liability cash flows; financial goals and targets; prospects; growth strategies or expectations; laws and regulations; customer retention; the outcome (by judgment or settlement) and costs of legal, administrative or regulatory proceedings, investigations or inspections, including, without limitation, collective, representative or class action litigation; the impact of our separation from AIG; geopolitical events, including the ongoing armed conflicts between Ukraine and Russia and in the Middle East; and the impact of prevailing capital markets and economic conditions.

Forward-looking statements are subject to known and unknown risks and uncertainties, many of which may be beyond our control. We caution you that forward-looking statements are not guarantees of future performance or outcomes and that actual performance and outcomes, including, without limitation, our actual results of operations, financial condition, liquidity and cash flows, and the development of the markets in which we operate, may differ materially from those made in or suggested by the forward-looking statements contained in this Quarterly Report. In addition, even if our results of operations, financial condition, liquidity and cash flows, and the development of the markets in which we operate, are consistent with the forward-looking statements contained in this Quarterly Report, those results or developments may not be indicative of results or developments in subsequent periods. A number of important factors, including, without limitation, the risks and uncertainties discussed in “Risk Factors”and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2023 (the “2023 Form 10-K”) could cause actual results and outcomes to differ materially from those reflected in the forward-looking statements. Factors that could cause actual results and outcomes to differ from those reflected in forward-looking statements include, without limitation:

•changes in interest rates and changes to credit spreads;

•the deterioration of economic conditions, an economic slowdown or recession, changes in market conditions, weakening in capital markets, volatility in equity markets, inflationary pressures, pressures on the commercial real estate market, and geopolitical tensions, including the ongoing armed conflicts between Ukraine and Russia and in the Middle East;

•the unpredictability of the amount and timing of insurance liability claims;

•unavailable, uneconomical or inadequate reinsurance or recaptures of reinsured liabilities;

•uncertainty and unpredictability related to our reinsurance agreements with Fortitude Reinsurance Company Ltd. (“Fortitude Re”) and its performance of its obligations under these agreements;

•our limited ability to access funds from our subsidiaries;

•our ability to incur indebtedness, our potential inability to refinance all or a portion of our indebtedness or our ability to obtain additional financing on favorable terms or at all;

•our inability to generate cash to meet our needs due to the illiquidity of some of our investments;

•the inaccuracy of the methodologies, estimations and assumptions underlying our valuation of investments and derivatives;

•a downgrade in our Insurer Financial Strength (“IFS”) ratings or credit ratings;

•exposure to credit risk due to non-performance or defaults by our counterparties or our use of derivative instruments to hedge market risks associated with our liabilities;

•our ability to adequately assess risks and estimate losses related to the pricing of our products;

•the failure of third parties that we rely upon to provide and adequately perform certain business, operations, investment advisory, functional support and administrative services on our behalf;

•the impact of risks associated with our arrangement with Blackstone ISG-I Advisors LLC (“Blackstone IM”), BlackRock Financial Management, Inc. (“BlackRock”) or any other asset manager we retain, including their historical performance not being indicative of the future results of our investment portfolio and the exclusivity of certain arrangements with Blackstone IM;

•the impact of risks associated with the closing of the Nippon Transaction (as defined in Note 1);

•our inability to maintain the availability of critical technology systems and the confidentiality of our data, including challenges associated with a variety of privacy and information security laws;

Corebridge | Second Quarter 2024 Form 10-Q 2

•the ineffectiveness of our risk management policies and procedures;

•significant legal, governmental or regulatory proceedings;

•the intense competition we face in each of our business lines and the technological changes, including the use of artificial intelligence (“AI”), that may present new and intensified challenges to our business;

•catastrophes, including those associated with climate change and pandemics;

•business or asset acquisitions and dispositions that may expose us to certain risks;

•our ability to protect our intellectual property;

•our ability to operate efficiently and compete effectively in a heavily regulated industry in light of new domestic or international laws and regulations or new interpretations of current laws and regulations;

•impact on sales of our products and taxation of our operations due to changes in U.S. federal income or other tax laws or the interpretation of tax laws;

•the ineffectiveness of our productivity improvement initiatives in yielding our expected expense reductions and improvements in operational and organizational efficiency;

•recognition of an impairment of our goodwill or the establishment of an additional valuation allowance against our deferred income tax assets as a result of our business lines underperforming or their estimated fair values declining;

•differences between actual experience and the estimates used in the preparation of financial statements and modeled results used in various areas of our business;

•our inability to attract and retain key employees and highly skilled people needed to support our business;

•our failure to replicate or replace functions, systems and infrastructure provided by AIG (including through shared service contracts) or our loss of benefits from AIG’s global contracts, and AIG’s failure to perform the services provided for in the transition services agreement entered into between us and AIG on September 14, 2022 (the “Transition Services Agreement”);

•the significant influence that AIG has over us and conflicts of interests arising due to such relationship;

•the indemnification obligations we have to AIG;

•potentially higher U.S. federal income taxes due to our inability to file a single U.S. consolidated federal income tax return for five years following our initial public offering (“IPO”) and the “ownership change” for U.S. federal income tax purposes caused by our separation from AIG;

•risks associated with the Tax Matters Agreement with AIG and our potential liability for U.S. income taxes of the entire AIG Consolidated Tax Group for all taxable years or portions thereof in which we (or our subsidiaries) were members of such group;

•the risk that anti-takeover provisions could discourage, delay, or prevent our change in control, even if the change in control would be beneficial to our shareholders; and

•challenges related to compliance with applicable laws incident to being a public company, which is expensive and time-consuming.

Other risks, uncertainties and factors, including those discussed in “Risk Factors”in the 2023 Form 10-K could cause our actual results to differ materially from those projected in any forward-looking statements we make. You should read carefully the factors described in “Risk Factors”in the 2023 Form 10-K to better understand the risks and uncertainties inherent in our business and underlying any forward-looking statements.

You should read this Quarterly Report completely and with the understanding that actual future results may be materially different from expectations. All forward-looking statements made in this Quarterly Report are qualified by these cautionary statements. These forward-looking statements are made only as of the date of this Quarterly Report, and we do not undertake any obligation to update or revise any forward-looking statements to reflect the occurrence of events, unanticipated or otherwise, other than as may be required by law.

Corporate Information

We encourage investors and others to frequently visit our website (www.corebridgefinancial.com), including our Investor Relations web pages (investors.corebridgefinancial.com). We announce significant financial and other information to our investors and the public on the Investor Relations web pages, as well as in U.S. Securities and Exchange Commission (“SEC”) filings, in news releases, public conference calls and webcasts, fact sheets and other documents and media. The information found on our website is not incorporated by reference into this Quarterly Report or in any other report or document we submit to the SEC, and any references to our website are intended to be inactive textual references only.

Corebridge | Second Quarter 2024 Form 10-Q 3

Part I – Financial Information

Condensed Consolidated Balance Sheets(unaudited)

*See Note 8 for details of balances associated with variable interest entities.

Corebridge | Second Quarter 2024 Form 10-Q 4

Condensed Consolidated Statements of Income (Loss)(unaudited)

Corebridge | Second Quarter 2024 Form 10-Q 5

Condensed Consolidated Statements of Comprehensive Income (Loss)(unaudited)

Corebridge | Second Quarter 2024 Form 10-Q 6

Corebridge Financial, Inc. Condensed Consolidated Statements of Equity (unaudited)

Corebridge | Second Quarter 2024 Form 10-Q 7

Corebridge Financial, Inc. Condensed Consolidated Statements of Equity (unaudited) (Continued)

Corebridge | Second Quarter 2024 Form 10-Q 8

Condensed Consolidated Statements of Cash Flows(unaudited)

Corebridge | Second Quarter 2024 Form 10-Q 9

Condensed Consolidated Statements of Cash Flows (unaudited) (continued)

Corebridge | Second Quarter 2024 Form 10-Q 10

1. Overview and Basis of Presentation

Corebridge Financial, Inc. (“Corebridge Parent”) is a leading provider of retirement solutions and life insurance products in the United States. Our primary business operations consist of sales of individual and group annuities and life insurance products to individuals and institutional markets products. Corebridge Parent common stock, par value $0.01 per share, is listed on the New York Stock Exchange (NYSE:CRBG). The terms “Corebridge,” “we,” “us,” “our” or the “Company” mean Corebridge Parent and its consolidated subsidiaries, unless the context refers to Corebridge Parent only. Subsidiaries of Corebridge Parent include: AGC Life Insurance Company (“AGC”), American General Life Insurance Company (“AGL”), The Variable Annuity Life Insurance Company (“VALIC”), The United States Life Insurance Company in the City of New York (“USL”), Corebridge Insurance Company of Bermuda, Ltd. (" CRBG Bermuda") and SAFG Capital LLC and its subsidiaries. American International Group, Inc. (“AIG Parent”) is a publicly traded entity, listed on the New York Stock Exchange (NYSE: AIG). The term “AIG” means AIG Parent and its consolidated subsidiaries, unless the context refers to AIG Parent only.

These unaudited Condensed Consolidated Financial Statements present the results of operations, financial condition and cash flows of the Company.

On September 19, 2022, we completed an initial public offering (the “IPO”) in which AIG Parent sold 80.0 million shares of Corebridge Parent common stock to the public. Since our IPO, AIG Parent has sold portions of its interest in Corebridge through secondary public offerings. As of June 30, 2024, AIG Parent owned approximately 49.0% of the outstanding Corebridge Parent common stock.

On May 16, 2024, Corebridge Parent entered into a stock purchase agreement (the “Purchase Agreement”) with AIG Parent and Nippon Life Insurance Company, a mutual company organized under the laws of Japan (“Nippon”), pursuant to which AIG Parent agreed to sell approximately 122.0 million shares of Corebridge Parent common stock, representing approximately 20% of the issued and outstanding Corebridge Parent common stock at signing, to Nippon (the “Nippon Transaction”). The Nippon Transaction is expected to close in the first quarter of 2025, subject to certain closing conditions, including the receipt of specified regulatory approvals. On May 16, 2024, in connection with the execution of the Purchase Agreement, the Company entered into an Amendment to the Separation Agreement, dated as of September 14, 2022, by and between the Company and AIG Parent (the “Separation Agreement”), pursuant to which the Company and AIG Parent agreed to certain changes with respect to AIG’s board designation rights and AIG’s right to consent over certain actions by the Company, as set forth in the Separation Agreement.

On June 9, 2024, AIG Parent waived its right under the Separation Agreement to include a majority of the candidates on each slate of candidates recommended by the Corebridge Board of Directors to Corebridge’s stockholders in connection with a meeting of stockholders. On June 10, 2024, AIG Parent announced that it has met the requirements for the deconsolidation for accounting purposes of Corebridge.

These Condensed Consolidated Financial Statements include the results of Corebridge Parent, its controlled subsidiaries (generally through a greater than 50% ownership of voting rights and voting interests) and variable interest entities (“VIEs”) of which we are the primary beneficiary. Equity investments in entities that we do not consolidate, including corporate entities in which we have significant influence and partnership and partnership-like entities in which we have more than minor influence over the operating and financial policies, are accounted for under the equity method unless we have elected the fair value option.

The accompanying Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States (‘‘GAAP’’). All material intercompany accounts and transactions between consolidated entities have been eliminated.

The Company has recorded affiliated transactions with certain AIG subsidiaries that are not subsidiaries of Corebridge which have not been eliminated in the Condensed Consolidated Financial Statements of the Company. The accompanying Condensed Consolidated Financial Statements reflect all normal recurring adjustments, including eliminations of material intercompany accounts and transactions, necessary in the opinion of management for a fair statement of our financial position, results of operations and cash flows for the periods presented.

SALE OF BUSINESSES

AIG Life Limited (“AIG Life U.K.”)

On April 8, 2024, Corebridge completed the sale of AIG Life Limited (“AIG Life U.K.”) to Aviva plc (“Aviva”) and received gross proceeds of £453 million ($569 million) resulting in a pre-tax gain of $246 million for the six months ended June 30, 2024.

Laya Healthcare Ltd. (“Laya”)

On October 31, 2023 Corebridge completed the sale of Laya to AXA and received gross proceeds of €691 million ($731 million) resulting in a pre-tax gain of $652 million for the year ended December 31, 2023.

Held-For-Sale Classification

Assets classified as held-for-sale are segregated and reported in Assets held-for-sale in our Condensed Consolidated Balance Sheets beginning in the period in which the assets are classified as held-for-sale. At June 30, 2024, we recorded Assets held-for-sale, primarily consisting of real estate, of $113 million. At December 31, 2023, we recorded Assets held-for-sale and Liabilities held-for-sale, primarily consisting of AIG Life U.K. and real estate, of $2.2 billion and $1.7 billion, respectively.

USE OF ESTIMATES

The preparation of financial statements in accordance with GAAP requires the application of accounting policies that often involve a significant degree of judgment. Accounting policies that we believe are most dependent on the application of estimates and assumptions are considered our critical accounting estimates and are related to the determination of:

•fair value measurements of certain financial assets and liabilities;

•valuation of market risk benefits (“MRBs”) related to guaranteed benefit features of variable annuity, fixed annuity and fixed index annuity products; valuation of embedded derivative liabilities for fixed index annuity and index universal life products;

•valuation of future policy benefit liabilities and recognition of remeasurement gains and losses;

•reinsurance assets, including the allowance for credit losses;

•goodwill impairment;

•allowance for credit losses primarily on loans and available-for-sale fixed maturity securities; and

•income tax assets and liabilities, including recoverability of our net deferred tax asset and the predictability of future tax operating profitability of the character necessary to realize the net deferred tax asset.

These accounting estimates require the use of assumptions about matters, some of which are highly uncertain at the time of estimation. To the extent actual experience differs from the assumptions used, our consolidated financial condition, results of operations and cash flows could be materially affected.

Out-of-period adjustment

In the first quarter of 2024, the Company recorded a $67 million out-of-period adjustment, which increased earnings, primarily related to the correction of net investment income for certain securities. The Company evaluated the impact of the error and out-of-period adjustment and concluded it was not material to any previously issued interim or annual consolidated financial statements and the adjustment is not expected to be material to the year ending December 31, 2024.