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Japan Post trims Aflac (NYSE: AFL) stake in 10b5-1 share sale

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

AFLAC INC (AFL) reported that an entity associated with major shareholder Japan Post Holdings Co., Ltd. sold a total of 12,700 shares of AFLAC common stock on August 19, 2026 in multiple open-market transactions at weighted-average prices ranging from about $116 to $120 per share. The shares are held indirectly through J&A Alliance Holdings Corporation as trustee of the J&A Alliance Trust, with Japan Post and related parties disclaiming beneficial ownership beyond their pecuniary interests. The sales were effected pursuant to a Rule 10b5-1 trading plan.

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Insights

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Insider Japan Post Holdings Co., Ltd.
Role 10% Owner
Sold 12,700 shs ($1.49M)
Type Security Shares Price Value
Sale Common Stock F1, F2 9,353 $116.62 $1.09M
Sale Common Stock F3, F2 1,529 $117.29 $179K
Sale Common Stock F4, F2 980 $118.59 $116K
Sale Common Stock F5, F2 798 $119.60 $95K
Sale Common Stock F2 40 $120.14 $5K
Holdings After Transaction: Common Stock — 50,817,790 shares (Indirect, See footnote)
Footnotes (5)
  1. F1. The price reported represents the weighted average price of shares of Common Stock of Aflac Inc. (the "Issuer") sold in multiple transactions at prices ranging from $116.01 to $117.00 per share. The reporting person will provide to the Issuer, or the Securities and Exchange Commission staff, upon request, information regarding the number of shares sold at each price within the range.
  2. F2. The reported securities are held directly by J&A Alliance Holdings Corporation ("J&A Holdings"), in its capacity as the trustee of the J&A Alliance Trust (the "Trust"). General Incorporated Association J&A Alliance ("General Incorporated"), Kenji Sano and Tetsuya Numaguchi each may be deemed to beneficially own the securities held by J&A Holdings (in its capacity as trustee of the Trust) because (i) General Incorporated owns J&A Holdings and (ii) Kenji Sano and Tetsuya Numaguchi each own 50% of the equity interests in General Incorporated. Japan Post Holdings Co., Ltd. ("Japan Post") may be deemed to beneficially own the shares of common stock owned directly by J&A Holdings, in its capacity as the trustee of the Trust, due to its role as the sole settlor and beneficiary of the Trust. Each of General Incorporated, Kenji Sano, Tetsuya Numaguchi and Japan Post expressly disclaim beneficial ownership of the reported securities except to the extent of its pecuniary interest therein.
  3. F3. The price reported represents the weighted average price of shares of Common Stock of the Issuer sold in multiple transactions at prices ranging from $117.02 to $117.90 per share. The reporting person will provide to the Issuer, or the Securities and Exchange Commission staff, upon request, information regarding the number of shares sold at each price within the range.
  4. F4. The price reported represents the weighted average price of shares of Common Stock of the Issuer sold in multiple transactions at prices ranging from $118.03 to $118.995 per share. The reporting person will provide to the Issuer, or the Securities and Exchange Commission staff, upon request, information regarding the number of shares sold at each price within the range
  5. F5. The price reported represents the weighted average price of shares of Common Stock of the Issuer sold in multiple transactions at prices ranging from $119.06 to $119.99 per share. The reporting person will provide to the Issuer, or the Securities and Exchange Commission staff, upon request, information regarding the number of shares sold at each price within the range
Total shares sold 12,700 shares Aggregate net shares sold across five transactions on August 19, 2026
Shares sold at $116.62 9,353 shares Open-market sale of common stock at a weighted-average price of $116.62 per share
Shares sold at $117.29 1,529 shares Open-market sale of common stock at a weighted-average price of $117.29 per share
Shares sold at $118.59 980 shares Open-market sale of common stock at a weighted-average price of $118.59 per share
Shares sold at $119.60 798 shares Open-market sale of common stock at a weighted-average price of $119.60 per share
Shares sold at $120.14 40 shares Open-market sale of common stock at a weighted-average price of $120.14 per share
weighted average price financial
"The price reported represents the weighted average price of shares of Common Stock..."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
beneficially own financial
"each may be deemed to beneficially own the securities held by J&A Holdings..."
Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.
trustee financial
"held directly by J&A Alliance Holdings Corporation ("J&A Holdings"), in its capacity as the trustee..."
A trustee is a person or institution legally appointed to hold and manage assets or enforce an agreement on behalf of other people (beneficiaries). Think of a trustee as a neutral referee or custodian who must act in the beneficiaries’ best interests, follow the trust or contract rules, and handle distributions, recordkeeping and enforcement. Investors care because a trustworthy trustee protects their rights, ensures promised payments or remedies are delivered, and can influence recoveries if things go wrong.
pecuniary interest financial
"expressly disclaim beneficial ownership of the reported securities except to the extent of its pecuniary interest..."

FAQ

What insider activity did AFLAC INC (AFL) report in this Form 4?
AFLAC INC reported that an entity associated with Japan Post Holdings Co., Ltd. sold 12,700 shares of AFLAC common stock on August 19, 2026 in a series of open-market transactions at weighted-average prices between roughly $116 and $120 per share.

Who sold AFLAC (AFL) shares in this filing and how are they held?
The reported AFLAC shares are held directly by J&A Alliance Holdings Corporation as trustee of the J&A Alliance Trust. Japan Post Holdings Co., Ltd. and related parties may be deemed to beneficially own these securities but expressly disclaim beneficial ownership except to the extent of their pecuniary interests.

At what prices were the AFL (AFLAC INC) shares sold on August 19, 2026?
The 12,700 AFLAC shares were sold at weighted-average prices in several ranges: about $116.01–$117.00, $117.02–$117.90, $118.03–$118.995, and $119.06–$119.99 per share, with an additional small sale around $120.14 per share.

Were the AFLAC (AFL) insider sales made under a Rule 10b5-1 trading plan?
Yes. The Form 4 indicates that the reported transactions were effected under a Rule 10b5-1 trading plan, meaning the sales were made pursuant to a pre-arranged trading instruction rather than discretionary timing decisions.

How many AFLAC INC (AFL) shares in total were sold in this Form 4 transaction set?
The filing’s transaction summary shows that a total of 12,700 shares of AFLAC common stock were sold across five separate open-market transactions reported for August 19, 2026.

Does the Form 4 state AFL (AFLAC INC) holdings after these sales?
No resulting share balance is reported for these transactions; the total_shares_following_transaction fields are not filled, so only the 12,700 shares sold and their price ranges are disclosed here.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
X
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Japan Post Holdings Co., Ltd.
(Last)(First)(Middle)
2-3-1, OTEMACHI, CHIYODA-KU
(Street)
TOKYO100-8791
(City)(State)(Zip)
JAPAN
(Country)		2. Issuer Name and Ticker or Trading Symbol
AFLAC INC [ AFL ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
DirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/19/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock08/19/2026S9,353D$116.62(1)50,821,137ISee footnote(2)
Common Stock08/19/2026S1,529D$117.29(3)50,819,608ISee footnote(2)
Common Stock08/19/2026S980D$118.59(4)50,818,628ISee footnote(2)
Common Stock08/19/2026S798D$119.6(5)50,817,830ISee footnote(2)
Common Stock08/19/2026S40D$120.1450,817,790ISee footnote(2)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. The price reported represents the weighted average price of shares of Common Stock of Aflac Inc. (the "Issuer") sold in multiple transactions at prices ranging from $116.01 to $117.00 per share. The reporting person will provide to the Issuer, or the Securities and Exchange Commission staff, upon request, information regarding the number of shares sold at each price within the range.
2. The reported securities are held directly by J&A Alliance Holdings Corporation ("J&A Holdings"), in its capacity as the trustee of the J&A Alliance Trust (the "Trust"). General Incorporated Association J&A Alliance ("General Incorporated"), Kenji Sano and Tetsuya Numaguchi each may be deemed to beneficially own the securities held by J&A Holdings (in its capacity as trustee of the Trust) because (i) General Incorporated owns J&A Holdings and (ii) Kenji Sano and Tetsuya Numaguchi each own 50% of the equity interests in General Incorporated. Japan Post Holdings Co., Ltd. ("Japan Post") may be deemed to beneficially own the shares of common stock owned directly by J&A Holdings, in its capacity as the trustee of the Trust, due to its role as the sole settlor and beneficiary of the Trust. Each of General Incorporated, Kenji Sano, Tetsuya Numaguchi and Japan Post expressly disclaim beneficial ownership of the reported securities except to the extent of its pecuniary interest therein.
3. The price reported represents the weighted average price of shares of Common Stock of the Issuer sold in multiple transactions at prices ranging from $117.02 to $117.90 per share. The reporting person will provide to the Issuer, or the Securities and Exchange Commission staff, upon request, information regarding the number of shares sold at each price within the range.
4. The price reported represents the weighted average price of shares of Common Stock of the Issuer sold in multiple transactions at prices ranging from $118.03 to $118.995 per share. The reporting person will provide to the Issuer, or the Securities and Exchange Commission staff, upon request, information regarding the number of shares sold at each price within the range
5. The price reported represents the weighted average price of shares of Common Stock of the Issuer sold in multiple transactions at prices ranging from $119.06 to $119.99 per share. The reporting person will provide to the Issuer, or the Securities and Exchange Commission staff, upon request, information regarding the number of shares sold at each price within the range
/s/ Yuki Takemura, Senior General Manager, as attorney-in-fact for Kenji Meguro08/21/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR