STOCK TITAN

Japan Post Holdings (AFL) reports 12,800-share AFLAC sale via trust structure

(Very High)
(Negative)
Form Type
4

Rhea-AI Filing Summary

Japan Post Holdings Co., Ltd., a more-than-10% indirect owner of AFLAC INC, reported open-market sales of 12,800 shares of common stock on 2026-08-12 pursuant to a Rule 10b5-1 trading plan. The shares were sold indirectly through J&A Alliance Holdings Corporation as trustee of the J&A Alliance Trust at weighted average prices within disclosed price ranges, and multiple related entities expressly disclaim beneficial ownership except to the extent of their pecuniary interest.

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Insider Japan Post Holdings Co., Ltd.
Role 10% Owner
Sold 12,800 shs ($1.55M)
Type Security Shares Price Value
Sale Common Stock F1, F2 12,240 $120.76 $1.48M
Sale Common Stock F3, F2 560 $121.29 $68K
Holdings After Transaction: Common Stock — 50,885,690 shares (Indirect, See footnote)
Footnotes (3)
  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 $120.19 to $121.19 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 $121.21 to $121.45 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.
Shares sold (total) 12,800 shares Aggregate common shares sold on 2026-08-12
First block sold 12,240 shares at $120.76 per share Weighted average price; actual trades ranged from $120.19 to $121.19
Second block sold 560 shares at $121.29 per share Weighted average price; actual trades ranged from $121.21 to $121.45
Net share direction -12,800 shares Net selling reported across two non-derivative transactions
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.
pecuniary interest financial
"expressly disclaim beneficial ownership of the reported securities except to the extent of its pecuniary interest therein"
trustee financial
"held directly by J&A Alliance Holdings Corporation in its capacity as the trustee of the J&A Alliance Trust"
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.
settlor and beneficiary financial
"Japan Post may be deemed to beneficially own... due to its role as the sole settlor and beneficiary of the Trust"

FAQ

What insider transaction did Japan Post report in AFL (AFLAC INC)?

Japan Post Holdings Co., Ltd. reported selling 12,800 shares of AFLAC INC common stock on 2026-08-12 in open-market transactions, all held indirectly through a trust structure managed by J&A Alliance Holdings Corporation.

At what prices were the AFL shares sold by Japan Post’s affiliated trust?

The 12,800 AFL shares were sold at weighted average prices, with one block between $120.19–$121.19 per share and another between $121.21–$121.45 per share across multiple transactions.

Was Japan Post’s sale of AFL (AFLAC INC) shares under a Rule 10b5-1 plan?

Yes. The filing indicates the transactions were made under a Rule 10b5-1 trading plan, meaning the sales followed a pre-arranged schedule rather than being decided at the time of execution.

How is Japan Post’s ownership in AFL shares structured?

The reported AFL shares are held directly by J&A Alliance Holdings Corporation as trustee of the J&A Alliance Trust. Several related entities, including Japan Post, may be deemed beneficial owners but disclaim ownership beyond their pecuniary interest.

How many AFL shares did each sale by Japan Post’s affiliated entity involve?

One transaction covered 12,240 shares at a weighted average of $120.76 per share, and another covered 560 shares at a weighted average of $121.29 per share, both reported as open-market sales.

Does the Form 4 state Japan Post’s remaining AFL share holdings?

No. The reported transactions list no post-transaction share balance for the indirect holdings, so the remaining position in AFLAC INC is not specified in this filing.

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Learn about SEC filing dates
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)
08/12/2026
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 Stock08/12/2026S12,240D$120.76(1)50,886,250ISee footnote(2)
Common Stock08/12/2026S560D$121.29(3)50,885,690ISee 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 $120.19 to $121.19 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 $121.21 to $121.45 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 Meguro08/14/2026
** 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)