Brighthouse Financial, Inc. reported fourth quarter and full-year 2025 results and highlighted progress on its pending sale to Aquarian Capital. Fourth quarter 2025 net income available to shareholders was $112 million, or $1.93 per diluted share, down from $646 million, or $10.79, a year earlier. Adjusted earnings were $214 million, or $3.70 per diluted share, and adjusted earnings, less notable items, were $227 million, or $3.93, versus $352 million, or $5.88, in the prior-year quarter.
For full year 2025, net income available to shareholders was $331 million, or $5.71 per diluted share, compared with $286 million, or $4.64, in 2024. Full-year adjusted earnings, less notable items, were $931 million, or $16.07 per diluted share, down from $1,209 million, or $19.63, in 2024. The company ended 2025 with book value of $5.1 billion, or $88.66 per common share, and book value excluding AOCI of $8.8 billion, or $153.89 per share.
Capital and sales metrics remained strong. Brighthouse cited a preliminary combined risk-based capital ratio of 456%, above its 400%–450% target range in normal markets, and holding company liquid assets of $0.9 billion. Full-year annuity sales were $10.3 billion, up 3% year-over-year, driven by record Shield Level Annuities, while life sales reached a record $143 million, up 19%.
The company also detailed segment performance. In the fourth quarter, Annuities delivered adjusted earnings of $304 million, flat sequentially and up from $279 million a year earlier. Life adjusted earnings were $18 million, down from $52 million in the prior-year quarter, reflecting lower underwriting margin, lower net investment income, higher expenses and a $6 million unfavorable notable item. The Run-off segment recorded an adjusted loss of $58 million, widening from a $27 million loss a year ago, and Corporate & Other posted an adjusted loss of $50 million, compared with break-even results in the prior-year quarter.
Investment results remained sizeable. Fourth quarter net investment income was $1,328 million, with adjusted net investment income of $1,334 million and an adjusted net investment income yield of 4.44%. The company’s investment portfolio totaled $126.0 billion in investments and cash and cash equivalents as of December 31, 2025, led by fixed maturity securities and mortgage loans.
Brighthouse also emphasized statutory capital strength. Preliminary combined total adjusted capital was $5.3 billion and normalized statutory earnings were $1.0 billion for 2025, compared with a normalized statutory loss in 2024. These measures, along with non-GAAP metrics such as adjusted earnings and adjusted net investment income, are used by management to assess underlying performance and capital-generating capacity.
A key strategic development is the pending merger with Aquarian Capital LLC. Under a definitive agreement announced in November 2025, an affiliate of Aquarian Capital will acquire Brighthouse Financial for $70.00 per share in an all-cash transaction valued at approximately $4.1 billion. At a special meeting held on February 12, 2026, Brighthouse shareholders voted to adopt the merger agreement. The transaction is expected to close in 2026, subject to customary closing conditions, including required insurance regulatory approvals.
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.