What do the performance share unit (PSU) footnotes in the BHF Form 4 explain?

The PSU footnotes state shares were earned under the 2023 PSU award based on performance over the 2023–2025 period. Additional notes clarify that some of the reported share dispositions cover tax obligations arising when these performance-based awards vested.

Large stock awards and tax-share disposals for Brighthouse (BHF)

Filing Impact

(Very High)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Brighthouse Financial President and CEO Eric T. Steigerwalt reported multiple equity-compensation transactions in late February and early March 2026. On February 27, 2026, he acquired 75,577 shares of common stock as a grant and disposed of 29,740 shares to cover tax obligations at $59.98 per share.

On March 2, 2026, he exercised and converted several batches of Restricted Stock Units (RSUs) into common stock and received additional RSU awards, including a grant of 109,411 RSUs. He also disposed of 13,996 common shares at $59.98 per share for tax withholding tied to vesting of performance share units and RSUs.

Insider Trade Summary

35,564 shares exercised/converted

Mixed 8 txns

Insider Steigerwalt Eric T

Role President and CEO

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	10,283	$0.00	--
Exercise	Restricted Stock Units	14,216	$0.00	--
Exercise	Restricted Stock Units	11,065	$0.00	--
Grant/Award	Restricted Stock Units	109,411	$0.00	--
Exercise	Common Stock	35,564	$0.00	--
Tax Withholding	Common Stock	13,996	$59.98	$839K
Grant/Award	Common Stock	75,577	$0.00	--
Tax Withholding	Common Stock	29,740	$59.98	$1.78M

Holdings After Transaction: Restricted Stock Units — 0 shares (Direct); Common Stock — 388,637 shares (Direct)

Footnotes (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 shares 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 March 2028. RSUs awarded in 2026 vest in three substantially equal installments on the first business day in March 2027, March 2028 and March 2029.

Form 4 Insider Transactions: What Each Field Means →

03/02/2026 - 06:29 PM

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^*

Steigerwalt Eric T

(Last)

(First)

(Middle)

11225 N COMMUNITY HOUSE RD

(Street)

CHARLOTTE

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)

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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/27/2026		A		75,577⁽¹⁾	A	$0	382,813	D
Common Stock	02/27/2026		F		29,740⁽²⁾	D	$59.98	353,073	D
Common Stock	03/02/2026		M		35,564⁽³⁾	A	⁽⁴⁾	388,637	D
Common Stock	03/02/2026		F		13,996⁽⁵⁾	D	$59.98	374,641	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽⁴⁾	03/02/2026		M			10,283	⁽⁶⁾	⁽⁶⁾	Common Stock	10,283	$0	0	D
Restricted Stock Units	⁽⁴⁾	03/02/2026		M			14,216	⁽⁷⁾	⁽⁷⁾	Common Stock	14,216	$0	14,217	D
Restricted Stock Units	⁽⁴⁾	03/02/2026		M			11,065	⁽⁸⁾	⁽⁸⁾	Common Stock	11,065	$0	22,129	D
Restricted Stock Units	⁽⁴⁾	03/02/2026		A		109,411		⁽⁹⁾	⁽⁹⁾	Common Stock	109,411	$0	109,411	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 shares 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 March 2028.

9. RSUs awarded in 2026 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 Eric T. Steigerwalt	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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Brighthouse Financial (BHF) CEO Eric Steigerwalt report?

Eric Steigerwalt reported equity-compensation activity, including grants, RSU vesting, and related tax-share dispositions. He received common stock and restricted stock units, while some shares were withheld or delivered to cover tax obligations tied to performance share units and RSUs.

How many Brighthouse Financial shares were granted to the CEO on February 27, 2026?

On February 27, 2026, the CEO acquired 75,577 shares of Brighthouse Financial common stock as a grant or award. The filing describes this as a non-derivative acquisition, separate from open-market purchases, and links it to the company’s equity compensation arrangements.

What RSU activity did the Brighthouse Financial CEO report on March 2, 2026?

On March 2, 2026, the CEO reported several RSU-related exercises and conversions, plus a grant of 109,411 restricted stock units. Footnotes explain these RSUs and performance units vest based on prior awards and future schedules extending through March 2029.

Were any Brighthouse Financial shares disposed of to cover tax obligations?

Yes. The CEO disposed of 29,740 shares on February 27, 2026, and 13,996 shares on March 2, 2026, both at $59.98 per share. Footnotes state these shares were withheld or delivered solely to satisfy tax obligations on vesting awards.

How do Brighthouse Financial RSUs reported here vest over time?

Footnotes describe RSU tranches from 2023, 2024, 2025, and 2026 awards vesting on specific future March business days. Remaining tranches are scheduled in substantially equal installments through March 2027, March 2028, and March 2029, reflecting a multi-year vesting structure.