Welcome to our dedicated page for Brighthouse Finl SEC filings (Ticker: BHF), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The Brighthouse Financial, Inc. (BHF) SEC filings page on Stock Titan provides direct access to the company’s regulatory disclosures as filed with the U.S. Securities and Exchange Commission. Brighthouse Financial is a U.S.-based annuity and life insurance provider in the direct life insurance carriers industry, and its filings offer detailed insight into its operations, capital position, and significant corporate events.
Among the key documents available are Form 8-K current reports, which Brighthouse Financial uses to announce material events. Recent 8-K filings include disclosures of quarterly financial results, where the company reports net income or loss, adjusted earnings, annuity and life sales, net investment income, statutory combined total adjusted capital, estimated combined risk-based capital (RBC) ratios, and holding company liquid assets. Other 8-Ks describe executive appointments, such as changes in senior operating and accounting roles, and provide information about investor presentations and financial supplements.
A particularly significant 8-K filed on November 6, 2025 details the Agreement and Plan of Merger between Brighthouse Financial and affiliates of Aquarian Capital. This filing explains that an Aquarian merger subsidiary will merge with and into Brighthouse Financial, with Brighthouse Financial surviving as an indirect wholly owned subsidiary of the Aquarian affiliate, and that each share of common stock will be converted into the right to receive $70.00 in cash at closing, subject to specified conditions. The filing also outlines closing conditions, regulatory approvals, treatment of equity awards, and the circumstances under which termination fees may be payable.
Other filings identify the company’s listed securities, including depositary shares representing interests in various series of non-cumulative preferred stock and junior subordinated debentures, and confirm that these securities are listed on The Nasdaq Stock Market. Through Stock Titan, users can track these filings as they appear on EDGAR and use AI-powered summaries to quickly understand the main points of lengthy documents, including 8-Ks related to earnings, capital management, executive changes, and the pending merger with Aquarian Capital.
Brighthouse Financial stockholders approved the previously announced merger under which an affiliate of Aquarian Capital LLC will acquire the company in an all-cash transaction valued at approximately $4.1 billion. Common stockholders are expected to receive $70.00 in cash per share when the deal closes.
At the special meeting, 39,837,608 shares, or about 69.7% of the 57,184,099 shares outstanding as of the record date, were present, constituting a quorum. The merger proposal passed with 39,728,503 votes in favor, representing approximately 99.7% of shares present or represented by proxy. Stockholders also approved, on an advisory basis, merger-related executive compensation and a potential adjournment of the meeting, though adjournment was not needed. The transaction is expected to close in 2026, subject to customary closing conditions and regulatory approvals.
Brighthouse Financial has agreed to be acquired by Aquarian Holdings VI L.P. in an all-cash merger where each share of common stock will be converted into $70.00 in cash, without interest and subject to tax withholding. A special virtual stockholder meeting on February 12, 2026 will ask common stockholders to adopt the Merger Agreement, approve on an advisory basis merger-related compensation for named executive officers, and approve a possible adjournment to solicit more proxies if needed.
The merger requires approval by holders of a majority of the 57,184,099 outstanding common shares as of the January 5, 2026 record date. Brighthouse’s board unanimously determined the deal is fair and in stockholders’ best interests and recommends voting FOR all proposals. The $70.00 price reflects a stated 37.0% premium to the unaffected closing price on January 27, 2025 and 37.7% over the 90‑day VWAP as of November 5, 2025. After closing, Brighthouse will become an indirect wholly owned subsidiary of Aquarian and its common stock will be delisted and deregistered, while its preferred stock and certain debt securities are expected to remain outstanding on current terms.
Brighthouse Financial has agreed to be acquired by Aquarian Holdings VI L.P. in an all-cash merger. At closing, each share of Brighthouse common stock will be converted into the right to receive $70.00 in cash per share, without interest and subject to tax withholding. This price equals a 37.0% premium to the
The Brighthouse board unanimously determined the deal is fair and in stockholders’ best interests, approved the merger agreement, and recommends voting FOR the merger, the advisory compensation vote and the adjournment proposal. Goldman Sachs and Wells Fargo each delivered fairness opinions supporting the $70.00 consideration.
A special meeting, held virtually, will ask common stockholders to adopt the merger agreement; approval requires a majority of outstanding common shares as of the record date. If completed, Brighthouse will become a wholly owned subsidiary of Aquarian, its common stock will be delisted from Nasdaq, and the transaction will be taxable for U.S. holders. Preferred stock and junior subordinated debentures will remain outstanding with existing rights.
Brighthouse Financial reported much stronger results for the quarter ended September 30, 2025. Net income attributable to the company rose to $479 million, up from $176 million a year earlier, with diluted earnings per share increasing to $7.89 from $2.47.
Total quarterly revenues were $1.8 billion, down from $2.0 billion, as derivative results and market risk benefit movements remained volatile, but core insurance and investment income were stable. For the first nine months of 2025, net income available to common shareholders improved to $219 million from a loss of $360 million in 2024.
Total assets reached $244.7 billion, while stockholders’ equity attributable to Brighthouse increased to $6.4 billion from $5.0 billion at year-end 2024, supported by higher retained earnings and improved unrealized investment positions. Operating cash flow turned positive at $262 million, and cash and cash equivalents grew to $6.6 billion.
Brighthouse Financial (BHF) furnished quarterly results materials. The company submitted an 8-K noting a news release and a Financial Supplement for the quarter ended September 30, 2025, provided as Exhibits 99.1 and 99.2.
The company states these materials are being furnished under Item 2.02 and, under General Instruction B.2, are not deemed “filed” or incorporated by reference unless specifically referenced.
Brighthouse Financial (BHF) entered a definitive merger agreement on November 6, 2025 with Aquarian Holdings. At closing, Aquarian Beacon Merger Sub Inc. will merge with and into Brighthouse, and Brighthouse will survive as an indirect wholly‑owned subsidiary of Aquarian Holdings VI L.P.
The company distributed merger-related communications, including an employee email and FAQs, a message to distribution partners, and an Aquarian fact sheet (Exhibits 99.1–99.3). A proxy statement will be filed and, when complete, mailed to common stockholders, who are urged to read all SEC materials when available. The filing cautions that completion is subject to regulatory approvals and other customary conditions and notes potential business effects during the pendency of the merger.
Brighthouse Financial entered into a definitive agreement to be acquired by an affiliate of Aquarian Holdings for $70.00 per share in cash, with the company to survive as an indirect wholly owned subsidiary. Closing is subject to a majority stockholder vote and regulatory approvals, including HSR, insurance regulators in Delaware, New York and Massachusetts, and FINRA change‑of‑control approval for Brighthouse Securities.
All outstanding stock options, RSUs (granted before November 6, 2025) and PSUs will vest at closing and convert to cash based on the $70.00 price; RSUs granted on or after November 6, 2025 convert into time‑vested cash awards. No common dividends may be paid before closing. Preferred stock remains outstanding on existing terms, with permitted quarterly dividends up to $412.50 (Series A), $421.875 (Series B), $335.9375 (Series C) and $289.0625 (Series D) per share. Parent financing is committed; financing receipt is not a closing condition.
The agreement includes an outside date of September 6, 2026 (extendable to December 6, 2026 in specified cases). Termination fees apply: approximately $143.5 million payable by the company in certain scenarios and approximately $225.5 million payable by Parent if it fails to close as required.
Brighthouse Financial, Inc. filed a Form S-8 to register securities under its employee benefit plan and incorporates by reference its Annual Report for the fiscal year ended December 31, 2024, and Quarterly Reports for periods ended March 31, 2025, and June 30, 2025. The filing states that Bruce Schindler, Deputy General Counsel of Brighthouse Services, LLC, will provide the opinion on validity and discloses his employment, participation in employee plans, equity compensation and share ownership. The filing describes Delaware law provisions and the registrant’s charter and bylaws that limit director and officer monetary liability, permit indemnification and advancement of litigation expenses, and allow purchase of directors’ and officers’ liability insurance.
Melissa B. Pavlovich, Chief Accounting Officer of Brighthouse Financial, Inc. (BHF), filed an initial Form 3 reporting direct ownership of 6,822 shares of common stock and several unvested restricted stock unit awards. The filing lists RSUs awarded in 2025 (1,294 RSUs vesting in three equal installments in March 2026-2028), 2024 awards (5,581 RSUs vesting April 8, 2026 and remaining portions vesting March 2026-2027), 2024 unvested portion (1,076 RSUs), and 2023 unvested portion (413 RSUs). The form is signed by an attorney-in-fact.
Brighthouse Financial has expanded its leadership team, appointing Myles J. Lambert as Executive Vice President and Chief Operating Officer effective August 30, 2025. He will also continue to lead distribution, marketing and corporate strategy for the company’s annuity and life insurance products. His compensation includes a $700,000 annual base salary, a target short-term incentive equal to 140% of base salary and a target long-term equity incentive equal to 305% of base salary, split between restricted stock units and performance share units, all tied to individual and company performance goals. Lambert is also eligible for a $1.0 million special cash award payable on July 1, 2027, subject to continued employment and role performance conditions.
The company also appointed Melissa Pavlovich as Chief Accounting Officer, effective August 30, 2025, succeeding Richard Cook, who becomes Deputy CAO. Pavlovich will continue to oversee the Tax department. Her package includes a $425,000 base salary, a target short-term incentive equal to 60% of base salary, and a long-term incentive opportunity valued at $219,500, split between restricted stock units and performance share units, subject to performance conditions.
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