8-K - CRBG - Equibles

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 25, 2025

Corebridge Financial, Inc.

(Exact name of registrant as specified in its charter)

Delaware		001-41504	95-4715639
(State or Other Jurisdiction<br>of Incorporation)		(Commission File Number)	(IRS Employer<br>Identification No.)
2919 Allen Parkway, Woodson Tower,
Houston,	Texas		77019
(Address of Principal Executive Offices)			(Zip Code)

Registrant’s telephone number, including area code: 1-877-375-2422

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading<br>Symbol(s)	Name of each exchange on which registered
Common Stock	CRBG	New York Stock Exchange
6.375% Junior Subordinated Notes	CRBD	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 1.01	Entry into a Material Definitive Agreement.

On June 25, 2025, subsidiaries of Corebridge Financial, Inc., a Delaware corporation (the “Company”), American General Life Insurance Company, a Texas-domiciled insurance company (“AGL”), and The United States Life Insurance Company in the City of New York, a New York-domiciled insurance company (“USL” and, together with AGL, the “Ceding Companies” and each, a “Ceding Company”), entered into a Master Transaction Agreement (the “Agreement”) with Corporate Solutions Life Reinsurance Company, an Iowa-domiciled insurance company (“Reinsurer”), pursuant to which, among other things, subject to the terms and conditions thereof, at the applicable closing of the transactions contemplated thereby, (i) AGL and the Reinsurer will enter into a coinsurance and modified coinsurance agreement (the “Texas Reinsurance Agreement”), (ii) USL and Reinsurer will enter into a coinsurance and modified coinsurance agreement (the “New York Reinsurance Agreement”, and together with the Texas Reinsurance Agreement, the “Reinsurance Agreements” and each, a “Reinsurance Agreement”), pursuant to which the applicable Ceding Company will cede to Reinsurer, and Reinsurer will reinsure, on a combined coinsurance (with respect to general account assets) and modified coinsurance (with respect to separate account assets) basis, 100% of the applicable reinsured liabilities with respect to (x) certain in-force individual retirement variable annuity contracts issued prior to the effective time of the Reinsurance Agreements, and (y) only with respect to AGL, certain new individual retirement variable annuity contracts issued after the effective time of the Reinsurance Agreement, in each case, as identified and described in the Reinsurance Agreements, and (iii) Venerable Holdings, Inc., a Delaware corporation (“Venerable”), and, solely for limited purposes, VA Capital Company LLC, a Delaware limited liability company, and the applicable Ceding Company will enter into a guarantee. In addition, AGL agreed to sell all of the outstanding membership interests in SunAmerica Asset Management, LLC, an indirect wholly-owned subsidiary of the Company (“SAAMCo”), to Venerable or one of its affiliates subject to customary terms and conditions.

Reinsurer will deposit assets supporting the general account liabilities relating to the Reinsured Contracts into separate trust accounts for the benefit of each Ceding Company, which assets will secure its obligations to each Ceding Company under the applicable Reinsurance Agreement. In addition, the investment of assets in each trust account will be subject to investment guidelines and certain capital adequacy related triggers will require enhanced funding. The Reinsurance Agreements also contain additional counterparty risk management and mitigation provisions.

The Agreement contains customary representations and warranties as well as covenants by each of the parties. The representations and warranties in the Agreement are the product of negotiation among the parties to the Agreement and are for the sole benefit of such parties. Any inaccuracies of such representations and warranties are subject to waiver by such parties in accordance with the Agreement without notice or liability to any other person. In some instances, the representations and warranties in the Agreement may represent an allocation among the parties of risk associated with particular matters, and the assertions embodied in those representations and warranties are qualified by information disclosed by one party to the other in connection with the execution of the Agreement. Consequently, persons other than the parties to the Agreement may not rely upon the representations and warranties in the Agreement as characterizations of actual facts or circumstances as of the date of the Agreement or as of any other date. Each of the Ceding Companies and Reinsurer has agreed to indemnify the other party and their respective affiliates with respect to certain losses arising out of or resulting from breaches of its representations, warranties and covenants, as well as for certain other matters.

The closings with respect to the Texas Reinsurance Agreement and the New York Reinsurance Agreement are bifurcated. The closing with respect to the Texas Reinsurance Agreement is expected to occur in the third quarter of 2025 and the closings with respect to the New York Reinsurance Agreement and the sale of SAAMCo are expected to occur in the fourth quarter of 2025. The consummation of the closings under the Agreement are subject to the satisfaction or waiver of customary closing conditions specified in the Agreement, including, among other things, (i) only with respect to the New York Reinsurance Agreement, the receipt of required regulatory approvals, without imposing a burdensome condition, (ii) with respect to the sale of SAAMCo, the approval of FINRA, and (iii) absence of a material adverse effect on Reinsurer (in the case of the Ceding Companies) or the Reinsured Contracts (in the case of Reinsurer), subject to certain exceptions and qualifications.

The total transaction value is estimated at $2.8 billion, consisting of both ceding commission and capital release, and will generate an estimated $2.1 billion of net distributable proceeds after-tax for the Company.

Item 7.01	Regulation FD Disclosure.

On June 26, 2025, the Company issued a press release announcing entry into the Agreement and the transactions contemplated thereby. Additional details about this transaction can be found in such press release issued by the Company on June 26, 2025 and furnished as Exhibit 99.1 to this Form 8-K. The Company will also host a conference call at 8:30 a.m. ET on June 26, 2025 to discuss the transaction. The conference call webcast, along with a presentation with additional information on the transaction, will be accessible on the Company’s investor relations website at https://investors.corebridgefinancial.com, with such presentation furnished as Exhibit 99.2 to this Form 8-K.

As provided in General Instruction B.2 of this Form 8-K, the information and exhibits provided pursuant to this Item 7.01 shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall they be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01	Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Description of Exhibit
99.1	Press release of Corebridge Financial, Inc., dated June 26, 2025 (furnished herewith and not filed).
99.2	Investor presentation, dated June 26, 2025.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

Safe Harbor

This Form 8-K 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 Form 8-K 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; 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 Form 8-K. 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 Form 8-K, 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, 2024 (the “2024 Form 10-K”) and the Report on Form 10-Q for the three months ended March 31, 2025 (the “Q1 Form 10-Q”) could cause actual results and outcomes to differ materially from those reflected in the forward-looking statements.

Other risks, uncertainties and factors, including those discussed in “Risk Factors” in the 2024 Form 10-K and the Q1 Form 10-Q 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 2024 Form 10-K and Q1 Form 10-Q to better understand the risks and uncertainties inherent in our business and underlying any forward-looking statements.

You should read this Form 8-K completely and with the understanding that actual future results may be materially different from expectations. All forward looking statements made in this Form 8-K are qualified by these cautionary statements. These forward-looking statements are made only as of the date of this Form 8-K, 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.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		Corebridge Financial, Inc.
Date:	June 26, 2025	By:	/s/ Polly N. Klane
			Name:	Polly N. Klane
			Title:	Executive Vice President and General Counsel

pressrelease

FOR IMMEDIATE RELEASE Corebridge Financial Announces Transformative Individual Retirement Variable Annuity Transaction with Venerable Full exit of Individual Retirement variable annuities Significant value upside for shareholders with $2.8 billion transaction value Acceleration of Corebridge’s capital return strategy with $2.1 billion in net distributable proceeds, substantial majority of which will be returned via share repurchases Reaffirming attractive financial targets while reducing risk Board of Directors authorizes $2 billion increase to share repurchase program HOUSTON – June 26, 2025 – Corebridge Financial, Inc. (“Corebridge” or the “Company”) (NYSE: CRBG) today announced that it has entered into an agreement with CS Life Re, a subsidiary of Venerable Holdings, Inc. (“Venerable”) to reinsure all the variable annuities of its Individual Retirement business, with account value totaling $51 billion as of March 31, 2025. The transaction is valued at $2.8 billion, consisting of both ceding commission and capital release, and will generate approximately $2.1 billion of net distributable proceeds after-tax for Corebridge1. Kevin Hogan, President and Chief Executive Officer of Corebridge, said, “This is a transformative transaction that repositions the company by exiting Individual Retirement variable annuities. This transaction delivers significant value for Corebridge and its shareholders. We are reaffirming our financial targets while reducing risk and maintaining our diversified business model. “We expect to use the proceeds to accelerate our capital management objectives, including a substantial majority returned via share repurchases, with the remainder to support organic growth. Our Board of Directors approved a $2 billion increase to our share repurchase authorization in connection with this transaction. “We are pleased to partner with Venerable on this transaction given their deep expertise and leadership in the variable annuity reinsurance business.” Transaction Overview • Corebridge will reinsure its entire Individual Retirement variable annuity in-force book, amounting to $51 billion of total account value as of March 31, 2025, through reinsurance transactions with the 1 $2.8 billion represents the ceding commission and capital release on a pre-tax basis without giving effect to transaction related expenses. Realization of transaction value is subject to regulatory approvals, market conditions and customary purchase price adjustments, the macroeconomic portion of which has been hedged by Corebridge.

FOR IMMEDIATE RELEASE Company’s insurance subsidiaries American General Life Insurance Company (“AGL”) and The United States Life Insurance Company in the City of New York (“USL”) • The $51 billion of total account value (“AV”) includes $5 billion of General Account AV (reinsured 100% on a coinsurance basis) and $46 billion of Separate Account AV (reinsured on a modified coinsurance basis) • New variable annuity contracts written through the Individual Retirement business and issued by AGL will be reinsured through an ongoing flow reinsurance agreement that will begin once the transaction is closed • The transaction includes the sale of a related investment adviser and manager for portfolios offered in Corebridge variable annuity products (SAAMCo) • The transaction also includes extensive counterparty protections, including comfort trusts with defined investment guidelines, over-collateralization requirements, and a protective hedging arrangement • The AGL transaction is expected to close in the third quarter while the USL transaction and the sale of SAAMCo are expected to close in the fourth quarter, subject to customary closing conditions including regulatory approvals Financial Overview • Attractive earnings multiple of approximately 9–10x 2026E and 2027E operating earnings2 • Exits a portfolio with historically volatile GAAP earnings and tail risk exposure • AATOI expected to decrease by approximately $300 million in 2026 and the impact is expected to decrease materially over the next few years • Increases the Life Fleet RBC ratio by over 50 points before any share repurchases Broad Individual Retirement Product Platform • Corebridge will continue to offer one of the broadest annuity product platforms in the industry, including fixed, index and registered index-linked annuity (RILA) products, maintaining its commitment to help financial professionals meet the diverse retirement needs of their clients 2 $2.8 billion represents the ceding commission and capital release on a pre-tax basis without giving effect to transaction related expenses. The transaction multiple is calculated by dividing $2.8 billion by approximately $300 million of estimated individual variable annuity after-tax operating earnings ("AATOI") that will be foregone for 2026 (and the impact is expected to decrease materially over the next few years). Realization of transaction value is subject to regulatory approvals, market conditions and customary purchase price adjustments, the macroeconomic portion of which has been hedged by Corebridge.

FOR IMMEDIATE RELEASE o The Individual Retirement business will continue to manufacture and distribute variable annuity products outside New York state supported by a flow arrangement with Venerable o Prior to the close of the transaction, USL will cease manufacturing and distributing new Individual Retirement variable annuities in New York state o Corebridge will continue to administer and service all of its contracts, including those covered by the reinsurance transactions Conference Call Corebridge will host a conference call at 8:30 a.m. EDT on Thursday, June 26, 2025, to review the details of this announcement. The call is open to the public and can be accessed via a live, listen-only webcast in the Investors section of corebridgefinancial.com. A replay will be available after the call at the same location. Morgan Stanley & Co. LLC acted as financial advisor, Oliver Wyman as actuarial advisors, and Willkie Farr & Gallagher LLP acted as legal counsel to Corebridge. # # # About Corebridge Financial Corebridge Financial, Inc. (NYSE: CRBG) makes it possible for more people to take action in their financial lives. With more than $400 billion in assets under management and administration as of March 31, 2025, Corebridge Financial is one of the largest providers of retirement solutions and insurance products in the United States. We proudly partner with financial professionals and institutions to help individuals plan, save for and achieve secure financial futures. For more information, visit corebridgefinancial.com and follow us on LinkedIn, YouTube and Instagram. Contacts Işıl Müderrisoğlu (Investors): investorrelations@corebridgefinancial.com Matt Ward (Media): media.contact@corebridgefinancial.com In the discussion below, “we,” “us” and “our” refer to Corebridge and its consolidated subsidiaries, unless the context refers solely to Corebridge as a corporate entity. Cautionary statement regarding forward-looking information Certain statements in this press release and other publicly available documents may include statements of historical or present fact, 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 words such as “expects,” “believes,” “anticipates,” “intends,” “seeks,” “aims,” “plans,” “assumes,” “estimates,” “projects,” “is optimistic,” “targets," “should,” “would,” “could,” “may,” “will,” “shall” or variations of such words are generally part of forward-looking statements. Also, forward-looking

FOR IMMEDIATE RELEASE statements include, without limitation, all matters that are not historical facts. Forward-looking statements are made based on management’s current expectations and beliefs concerning future developments and their potential effects upon Corebridge. There can be no assurance that future developments affecting Corebridge will be those anticipated by management. Any forward-looking statements included herein are not a guarantee of future performance and involve risks and uncertainties, and there are certain important factors that could cause actual results to differ, possibly materially, from expectations or estimates reflected or implied in such forward-looking statements, including, among others, risks related to: • changes in interest rates and changes to credit spreads; • the deterioration of economic conditions, including an increase in the likelihood of an economic slowdown or recession, changes in market conditions, trade disputes with other countries, including the effect of sanctions and trade restrictions, such as tariffs and trade barriers imposed by the U.S. government and any countermeasures by other governments in response to such tariffs, weakening in capital markets in the U.S and globally, volatility in equity markets, inflationary pressures, the rise of 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 ability to maintain sufficient eligible collateral to support business and funding strategies requiring collateralization; • 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; • 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; • the ineffectiveness of our risk management policies and procedures; • significant legal, governmental or regulatory proceedings;

FOR IMMEDIATE RELEASE • 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; • 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 relationships with AIG, Nippon and Blackstone and conflicts of interests arising due to such relationships • 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 our separation from AIG causing an “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; • challenges related to compliance with applicable laws incident to being a public company, which is expensive and time-consuming; and • other factors 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, 2024, as well as our Quarterly Reports on Form 10-Q. Any forward-looking statement speaks only as of the date on which it is made, and we undertake no obligation to update or revise any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events, except as otherwise may be required by law. You are advised, however, to consult any further disclosures we make on related subjects in our filings with the Securities and Exchange Commission ("SEC"). Unless specifically noted otherwise, forward-looking projections are based on our financial statements as filed with the SEC in our quarterly report on Form 10-Q for the quarter ended March 31, 2025. Use of Non-GAAP Financial Measures This release includes a reference to Adjusted after-tax operating income (“AATOI”), a non-GAAP financial measure. AATOI is derived by excluding the tax effected adjusted pre-tax operating (“APTOI”) adjustments described below, as well as the following tax items from net income attributable to us:

FOR IMMEDIATE RELEASE • reclassifications of disproportionate tax effects from AOCI, changes in uncertain tax positions and other tax items related to legacy matters having no relevance to our current businesses or operating performance; and • deferred income tax valuation allowance releases and charges. APTOI is derived by excluding the items set forth below from income (loss) before income tax expense (benefit). These items generally fall into one or more of the following broad categories: legacy matters having no relevance to our current businesses or operating performance; adjustments to enhance transparency to the underlying economics of transactions; and recording adjustments to APTOI that we believe to be common in our industry. We believe the adjustments to pre-tax income are useful for gaining an understanding of our overall results of operations. APTOI excludes the impact of the following items: FORTITUDE RE RELATED ADJUSTMENTS: The modified coinsurance (“modco”) reinsurance agreements with Fortitude Re transfer the economics of the invested assets supporting the reinsurance agreements to Fortitude Re. Accordingly, the net investment income on Fortitude Re funds withheld assets and the net realized gains (losses) on Fortitude Re funds withheld assets are excluded from APTOI. Similarly, changes in the Fortitude Re funds withheld embedded derivative are also excluded from APTOI. The ongoing results associated with the reinsurance agreement with Fortitude Re have been excluded from APTOI as these are not indicative of our ongoing business operations. INVESTMENT RELATED ADJUSTMENTS: APTOI excludes “Net realized gains (losses)”, except for gains (losses) related to the disposition of real estate investments. Net realized gains (losses), except for gains (losses) related to the disposition of real estate investments, are excluded as the timing of sales on invested assets or changes in allowances depend largely on market credit cycles and can vary considerably across periods. In addition, changes in interest rates may create opportunistic scenarios to buy or sell invested assets. Our derivative results, including those used to economically hedge insurance liabilities, or those recognized as embedded derivatives at fair value, are also included in Net realized gains (losses) and are similarly excluded from APTOI except earned income (periodic settlements and changes in settlement accruals) on derivative instruments used for non-qualifying (economic) hedges or for asset replication. Earned income on such economic hedges is reclassified from Net realized gains and losses to specific APTOI line items based on the economic risk being hedged (e.g., Net investment income and Interest credited to policyholder account balances). MARKET RISK BENEFIT ADJUSTMENTS (“MRBs”): Certain of our variable annuity, fixed annuity and fixed index annuity contracts contain guaranteed minimum withdrawal benefits (“GMWBs”) and/or guaranteed minimum death benefits (“GMDBs”) which are accounted for as

FOR IMMEDIATE RELEASE MRBs. Changes in the fair value of these MRBs (excluding changes related to our own credit risk), including certain rider fees attributed to the MRBs, along with changes in the fair value of derivatives used to hedge MRBs are recorded through “Change in the fair value of MRBs, net” and are excluded from APTOI. Changes in the fair value of securities used to economically hedge MRBs are excluded from APTOI. OTHER ADJUSTMENTS: Other adjustments represent all other adjustments that are excluded from APTOI and includes the net pre-tax operating income (losses) from noncontrolling interests related to consolidated investment entities. The excluded adjustments include, as applicable: • restructuring and other costs related to initiatives designed to reduce operating expenses, improve efficiency and simplify our organization; • non-recurring costs associated with the implementation of non-ordinary course legal or regulatory changes to changes to accounting principles; • separation costs; • non-operating litigation reserves and settlements; • loss (gain) on extinguishment of debt, if any; • losses from the impairment of goodwill, if any; and • income and loss from divested or run-off business, if any. Key Operating Metrics and Key Terms This release includes a reference to Life Fleet RBC Ratio. Life Fleet means American General Life Insurance Company (“AGL”), The United States Life Insurance Company in the City of New York (“USL”) and The Variable Annuity Life Insurance Company (“VALIC”). Life Fleet RBC Ratio is the risk-based capital (“RBC”) ratio for the Life Fleet. RBC ratios are quoted using the Company Action Level.

investorpresentation

1 Transformative Individual Retirement Variable Annuity Transaction June 26, 2025

2 Note regarding forward looking & non-GAAP financial measures Cautionary Statement Regarding Forward-Looking Information Certain statements in this presentation and other publicly available documents may include statements of historical or present fact, 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 words such as “expects,” “believes,” “anticipates,” “intends,” “seeks,” “aims,” “plans,” “assumes,” “estimates,” “projects,” “is optimistic,” “targets," “should,” “would,” “could,” “may,” “will,” “shall” or variations of such words are generally part of forward-looking statements. Also, forward-looking statements include, without limitation, all matters that are not historical facts. Forward-looking statements are made based on management’s current expectations and beliefs concerning future developments and their potential effects upon Corebridge. There can be no assurance that future developments affecting Corebridge will be those anticipated by management. Any forward-looking statement speaks only as of the date on which it is made, and we undertake no obligation to update or revise any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events, except as otherwise may be required by law. You are advised, however, to consult any further disclosures we make on related subjects in our filings with the Securities and Exchange Commission ("SEC"). Unless specifically noted otherwise, forward-looking projections are based on our financial statements as filed with the SEC in our quarterly report on Form 10-Q for the quarter ended March 31, 2025. Any forward-looking statements included herein are not a guarantee of future performance and involve risks and uncertainties, and there are certain important factors that could cause actual results to differ, possibly materially, from expectations or estimates reflected or implied in such forward-looking statements. 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, 2024 and our Quarterly Reports on Form 10-Q, could cause actual results and outcomes to differ materially from those reflected in the forward-looking statements. Use of Non-GAAP Financial Measures Throughout this presentation, we present our financial condition and results of operations in the way we believe will be most meaningful and representative of our business results. Some of the measurements we use are ‘‘Non-GAAP financial measures’’ under SEC rules and regulations. We believe presentation of these non-GAAP financial measures allows for a deeper understanding of the profitability drivers of our business, results of operations, financial condition and liquidity. These measures should be considered supplementary to our results of operations and financial condition that are presented in accordance with GAAP and should not be viewed as a substitute for GAAP measures. The non-GAAP financial measures we present may not be comparable to similarly named measures reported by other companies.

3 Transformative transaction strategically repositions Corebridge 1. As of March 31, 2025 2. $2.8 billion represents the ceding commission and capital release on a pre-tax basis without giving effect to transaction related expenses. The transaction multiple is calculated by dividing $2.8 billion by approximately $300 million of estimated individual variable annuity after-tax operating earnings ("AATOI") that will be foregone for 2026 (and the impact is expected to decrease materially over the next few years). 3. Realization of transaction value is subject to regulatory approvals, market conditions and customary purchase price adjustments, the macroeconomic portion of which has been hedged by Corebridge 4. Excludes New York state Achieves full exit of Individual Retirement variable annuity financial risk • Transfers $51B1 of account value – 100% of inforce business • Monetizes an undervalued book of business with a decreasing financial contribution to Corebridge Creates significant value upside for shareholders • $2.8B valuation reflecting ~9-10x forward operating earnings2 – materially above current multiple • Accelerates Corebridge’s capital management objectives by generating $2.1B net distributable proceeds3 ‒ Expect to return substantial majority via share repurchases with remainder to support organic growth • Board approved $2B increase to share repurchase authorization Reaffirming attractive financial targets while reducing risk • Expect to continue to deliver on key financial objectives • Exit portfolio of complex liabilities with historically volatile earnings profile Ongoing business portfolio remains well-diversified • Diversified business model supported by higher multiple business lines that are aligned with customer demand • Inforce reinsurance transaction is paired with forward flow arrangement to continue product offering4 Transformative Transaction That Delivers Significant Shareholder Value & Repositions Corebridge

4 Creates significant value upside for shareholders Expect to return substantial majority via share repurchases with remainder to support organic growth Transaction value reflects ~9-10x 2026-2027E earnings ($B) 1, 2 3 Note: Rounding may apply 1. Transaction value and proceeds subject to regulatory approvals, market conditions and purchase price adjustment, the macroeconomic portion of which has been hedged by Corebridge 2. $2.8 billion represents the ceding commission and capital release on a pre-tax basis without giving effect to transaction related expenses. The transaction multiple is calculated by dividing $2.8 billion by approximately $300 million of AATOI that will be foregone for 2026 (and the impact is expected to decrease materially over the next few years) 3. Ceding commission is net of the impact of the hedge related to the macroeconomic portion of the purchase price adjustment $2.2 $2.8 $0.5 Ceding Commission Statutory Capital Released Transaction Value ($0.6) Taxes & Related Items After-Tax Proceeds $2.1 Represents ~12% of our market capitalization

5 1Q 2Q 3Q 4Q 1Q 2Q 3Q 4Q 1Q 2Q 3Q 4Q 1Q 2Q 3Q 4Q 1Q 2021 2022 2023 2024 2025 Reaffirming attractive financial targets, while reducing risk Increase earnings growth 10-15% long-term p.a. run rate EPS growth Enhance profitability 12-14% run rate ROAE Maintain balance sheet strength >400% Life Fleet RBC Ratio Drive shareholder value 60–65% payout ratio Reaffirming compelling financial objectives… 1. Presented on a pre-tax basis net of changes in fair value of related derivative hedging instruments (146) (21) 44 (54) 125 305 (179) (199) (6) (149) 7 (61) (204) 12 (51) (16) 49 Reduces intrinsic risk: • Eliminates the most complex liability in our portfolio • Lessens the cost and operational complexity associated with a complex hedging program • Reduces various sources of risk including tail risk, policyholder behavior risk and operational risk … While reducing risk Reduces net income volatility:1 2 Changes in variable annuity market risk benefits ($M)1

6 Ongoing business portfolio remains well-diversified FA 18% FIA / RILA 16% VA 17% In-Plan 16% Out-of- Plan 9% Trad. 3% Universal 5% GICs 5% PRT 6% Other 4% $304B Net GAAP Insurance Liabilities as of 3/31/25 Institutional Markets Life Insurance Group Retirement Individual Retirement FA 22% FIA / RILA 20% In-Plan 20% Out-of- Plan 11% Trad. 4% Universal 6% GICs 6% PRT 8% Other 5% $251B Net GAAP Insurance Liabilities as of 3/31/25 Institutional Markets Life Insurance Group Retirement Individual Retirement Pre-Transaction Post-Transaction Diversified business model supported by higher multiple products that are aligned with customer demand No Variable Annuities Note: Percentages may not sum to 100% due to rounding

7 Transaction overview • Reinsurance of 100% of Individual Retirement variable annuities ($51B of account value) issued by American General Life insurance Company “(AGL”) and United States Life Insurance Company in the City of New York (“USL”) ‒ Divestiture of SunAmerica Asset Management, LLC (“SAAMCo”), the variable annuity fund investment advisor, through a legal entity sale • Flow agreement to reinsure all newly issued variable annuity business in continued support of key distribution relationships1 • Reinsurance to Venerable, a highly experienced reinsurer with significant variable annuity expertise • Corebridge to continue to administer and service reinsured policies Transaction summary Value received Transaction structure Timing / approvals • $2.8B of value received, reflecting ~9-10x forward operating earnings2 ‒ Transaction delivers ~$2.2B ceding commission (including purchase price for SAAMCo) and ~$0.5B release of capital ‒ No seller financing • Distributable proceeds of $2.1B, net of taxes and related items ‒ Subject to regulatory approvals, market conditions and purchase price adjustment, the macroeconomic portion of which has been hedged by Corebridge • Expected closing of AGL reinsurance in 3Q’25 and USL reinsurance and SAAMCo sale in 4Q’25 • Subject to customary closing conditions, including regulatory approvals • Valuable counterparty protections including comfort trusts with defined investment guidelines and over-collateralization requirements, a protective hedging arrangement with daily top-ups, holding company guarantee and ongoing monitoring and reporting 1. Excludes New York state 2. $2.8 billion represents the ceding commission and capital release on a pre-tax basis without giving effect to transaction related expenses. The transaction multiple is calculated by dividing $2.8 billion by approximately $300 million of estimated AATOI that will be foregone for 2026 (and the impact is expected to decrease materially over the next few years)

8 Overview of financial impacts • Enhanced earnings growth profile given removal of variable annuity earnings headwind • Post-transaction, reduces impact of a 10% immediate change in the S&P 500 index on fee income net of advisory expense from $85M to $50M over a 12-month period • Foregone AATOI of an estimated ~$300M in 2026, is expected to decrease materially over the next few years given run-off profile of Individual Retirement Variable Annuity portfolio • Expected to be accretive to EPS on a pro forma basis following completion of the share repurchases associated with this transaction • Reduces a source of GAAP net income volatility Earnings Balance sheet • Over a 50 point increase to Life Fleet RBC ratio prior to any share repurchases • Expected to generate GAAP net loss at close (non-operating) from investment asset transfer and sales

9 Key takeaways Achieves full exit of Individual Retirement variable annuity financial risk Creates significant value upside for shareholders Reaffirming attractive financial targets while reducing risk Ongoing business portfolio remains well-diversified Transformative Transaction That Delivers Significant Shareholder Value & Repositions Corebridge

10 Appendix

11 Transaction structure Venerable The United States Life Insurance Company in the City of New York (“USL”) New York Account Value: ~$4B American General Life Insurance Company (“AGL”) Texas Account Value: ~$47B SunAmerica Asset Management, LLC (“SAAMCo”) Delaware Corebridge Financial (NYSE: CRBG) ACG Life Insurance CompanyMissouri Inforce Reinsurance Coinsurance for general account (~$5B) / modco for separate account (~$46B) Flow Reinsurance 100% quota share reinsurance for new business written by AGL Legal Entity Sale Sale of investment advisor 1 2 3 Delaware