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Brighthouse (BHF) EVP Rosenthal reports RSU vesting, new grant and tax withholding

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

Rhea-AI Filing Summary

Brighthouse Financial EVP & Chief Investment Officer John Rosenthal reported multiple equity compensation transactions. On February 27, 2026, he acquired 15,520 shares of common stock as a grant or award, with 7,907 shares of common stock withheld at $59.98 per share to cover tax obligations tied to vesting.

On March 2, 2026, performance share units and restricted stock units vested, resulting in common stock being delivered through derivative exercises and conversions, along with additional RSU vesting tranches from prior-year awards. He also received a new 23,966-unit RSU award, which will vest in installments as described in the footnotes, and had 5,498 shares withheld at $59.98 per share for taxes.

Positive

  • None.

Negative

  • None.

Insights

Routine equity vesting, grants, and tax withholding with no open‑market trades.

The transactions show John Rosenthal receiving common stock and restricted stock units from vesting performance and RSU awards, plus a new 2026 RSU grant. Code M entries reflect exercises/conversions of derivative awards into common stock, while code A entries are new grants.

Code F transactions at $59.98 per share represent shares withheld to satisfy tax obligations, not discretionary sales. Overall, this appears to be routine executive compensation activity and scheduled vesting through 2029, with no indication of open‑market buying or selling in the excerpt.

Insider Rosenthal John
Role EVP & Chief Investment Officer
Type Security Shares Price Value
Exercise Restricted Stock Units 3,285 $0.00 --
Exercise Restricted Stock Units 4,152 $0.00 --
Exercise Restricted Stock Units 3,232 $0.00 --
Grant/Award Restricted Stock Units 23,966 $0.00 --
Exercise Common Stock 10,669 $0.00 --
Tax Withholding Common Stock 5,498 $59.98 $330K
Grant/Award Common Stock 15,520 $0.00 --
Tax Withholding Common Stock 7,907 $59.98 $474K
Holdings After Transaction: Restricted Stock Units — 0 shares (Direct); Common Stock — 96,878 shares (Direct)
Footnotes (1)
  1. Shares earned under the 2023 Performance Share Unit ("PSUs") award based on the achievement of performance goals over the 2023-2025 performance period. Shares withheld to cover tax obligations in connection with the vesting of PSUs. Payout of shares upon vesting of tranches of Restricted Stock Units ("RSUs") granted in March 2023, March 2024 and March 2025. Each RSU represents the contingent right to receive one share of Brighthouse Financial, Inc. common stock. Shares withheld to cover tax obligations in connection with the vesting of RSUs. Represents the vesting of the final tranche of the 2023 RSU award. Represents the vesting of the second of three tranches of the 2024 RSU award. The final tranche will vest on the first business day in March 2027. Represents the vesting of the first of three tranches of the 2025 RSU award. The remaining tranches will vest in substantially equal installments on the first business day in March 2027 and 2028. RSUs awarded in 2026 will vest in three substantially equal installments on the first business day in March 2027, March 2028 and March 2029.
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
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).
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*
Rosenthal John

(Last) (First) (Middle)
11225 N COMMUNITY HOUSE RD

(Street)
CHARLOTTE NC 28277

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Brighthouse Financial, Inc. [ BHF ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP & Chief Investment Officer
3. Date of Earliest Transaction (Month/Day/Year)
02/27/2026
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 02/27/2026 A 15,520(1) A $0 94,116 D
Common Stock 02/27/2026 F 7,907(2) D $59.98 86,209 D
Common Stock 03/02/2026 M 10,669(3) A (4) 96,878 D
Common Stock 03/02/2026 F 5,498(5) D $59.98 91,380 D
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
Restricted Stock Units (4) 03/02/2026 M 3,285 (6) (6) Common Stock 3,285 $0 0 D
Restricted Stock Units (4) 03/02/2026 M 4,152 (7) (7) Common Stock 4,152 $0 4,152 D
Restricted Stock Units (4) 03/02/2026 M 3,232 (8) (8) Common Stock 3,232 $0 6,462 D
Restricted Stock Units (4) 03/02/2026 A 23,966 (9) (9) Common Stock 23,966 $0 23,966 D
Explanation of Responses:
1. Shares earned under the 2023 Performance Share Unit ("PSUs") award based on the achievement of performance goals over the 2023-2025 performance period.
2. Shares withheld to cover tax obligations in connection with the vesting of PSUs.
3. Payout of shares upon vesting of tranches of Restricted Stock Units ("RSUs") granted in March 2023, March 2024 and March 2025.
4. Each RSU represents the contingent right to receive one share of Brighthouse Financial, Inc. common stock.
5. Shares withheld to cover tax obligations in connection with the vesting of RSUs.
6. Represents the vesting of the final tranche of the 2023 RSU award.
7. Represents the vesting of the second of three tranches of the 2024 RSU award. The final tranche will vest on the first business day in March 2027.
8. Represents the vesting of the first of three tranches of the 2025 RSU award. The remaining tranches will vest in substantially equal installments on the first business day in March 2027 and 2028.
9. RSUs awarded in 2026 will vest in three substantially equal installments on the first business day in March 2027, March 2028 and March 2029.
Remarks:
/s/ Jacob M. Jenkelowitz, Attorney-in-Fact, on behalf of John L. Rosenthal 03/02/2026
** Signature of Reporting Person Date
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.

FAQ

What did Brighthouse Financial (BHF) executive John Rosenthal report on this Form 4?

John Rosenthal reported equity compensation activity, including vesting of performance and restricted stock units, a new 2026 RSU grant, and delivery of common stock, along with shares withheld to cover tax obligations at $59.98 per share.

Were there any open-market stock purchases or sales by BHF executive John Rosenthal?

No open-market trades are shown. The filing reflects derivative exercises, stock awards, and tax-withholding dispositions, where shares were withheld at $59.98 per share to pay taxes triggered by vesting, which is standard for executive equity awards.

How many Brighthouse Financial RSUs were granted to John Rosenthal in 2026?

The filing shows a grant of 23,966 restricted stock units in 2026. These RSUs will vest in three substantially equal installments on the first business day in March 2027, March 2028, and March 2029, subject to continued service and plan terms.

What performance awards vested for Brighthouse Financial EVP John Rosenthal?

Shares were earned under the 2023 performance share unit award based on performance over the 2023–2025 period. Those PSUs paid out in shares, which then triggered tax-withholding transactions where some shares were withheld instead of cash to satisfy related tax obligations.

How were taxes handled on John Rosenthal’s vested PSUs and RSUs at Brighthouse Financial?

Taxes were covered through share withholding transactions coded F. Shares of common stock were withheld at $59.98 per share in connection with the vesting of PSUs and RSUs, allowing tax liabilities to be satisfied without separate cash payments.

What future vesting schedule is disclosed for John Rosenthal’s Brighthouse Financial RSUs?

The filing discloses that RSUs awarded in 2026 will vest in three installments on the first business day of March 2027, March 2028, and March 2029, and that remaining tranches from 2024 and 2025 awards will vest in 2027 and 2028.
Brighthouse Finl Inc

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