Japan Post affiliate trims Aflac (AFL) stake with share sale

Rhea-AI Filing Summary

Japan Post Holdings Co., Ltd., as a ten percent owner of Aflac Inc., reported indirect open‑market sales of 17,900 shares of Aflac common stock. The sales on March 12, 2026 occurred in two tranches at weighted average prices of $109.58 and $109.92 per share across specified price ranges.

The shares are held directly by J&A Alliance Holdings Corporation as trustee of the J&A Alliance Trust, with multiple related entities that may be deemed beneficial owners and that expressly disclaim beneficial ownership beyond their pecuniary interests. After these transactions, 52,150,100 shares of Aflac common stock were reported as indirectly owned.

SEC Form 4

FORM 4

UNITED 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

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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)

TOKYO M0 100-8791

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
AFLAC INC [ AFL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
03/12/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/12/2026		S		16,639	D	$109.58(1)	52,151,361	I	See footnote(2)
Common Stock	03/12/2026		S		1,261	D	$109.92(3)	52,150,100	I	See 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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount 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 $108.845 to 109.845 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") and Kenji Sano 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 owns 100% 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 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 $109.850 to $110.005 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/ Nobuyasu Kato, Rep. Exec. Officer and Executive Vice President of Japan Post Holdings Co., Ltd.	03/16/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transaction did Japan Post Holdings report in Aflac (AFL)?

Japan Post Holdings reported indirect open-market sales of 17,900 Aflac common shares. The trades occurred on March 12, 2026, in two tranches and are reported as holdings through a trust structure managed by J&A Alliance Holdings Corporation.

At what prices were the Aflac (AFL) shares sold in this Form 4?

The 17,900 Aflac shares were sold at weighted average prices of $109.58 and $109.92 per share. Footnotes state the actual trades occurred in ranges from $108.845 to $110.005, with detailed price breakdowns available upon request from the reporting person.

How many Aflac (AFL) shares does the reporting group hold after the sale?

Following the reported transactions, 52,150,100 Aflac common shares are reported as indirectly owned. These shares are held directly by J&A Alliance Holdings Corporation as trustee of the J&A Alliance Trust, with several related entities potentially deemed beneficial owners.

Who actually holds the Aflac (AFL) shares sold in this Form 4?

The shares are held directly by J&A Alliance Holdings Corporation, acting as trustee of the J&A Alliance Trust. General Incorporated Association J&A Alliance and Kenji Sano may be deemed beneficial owners through ownership layers described in the filing’s footnotes.

What is Japan Post Holdings Co., Ltd.’s role in the Aflac (AFL) holdings?

Japan Post Holdings may be deemed to beneficially own the Aflac shares held by J&A Alliance Holdings as trustee, as it is the sole settlor and beneficiary of the trust. It expressly disclaims beneficial ownership except to the extent of its pecuniary interest.

Does the Form 4 mention if the Aflac (AFL) sales were part of multiple transactions?

Yes. Each reported price is a weighted average of multiple trades executed within specified price ranges. The reporting person will provide exact share counts at each individual price within those ranges to Aflac or the SEC staff upon request.