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Corebridge (NYSE: CRBD) sells $750M 2036 notes to refinance 2027 debt

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Corebridge Financial, Inc. (CRBD) reported that on August 20, 2026 it issued and sold $750,000,000 aggregate principal amount of 5.900% Senior Notes due 2036. Corebridge intends to use the net proceeds from this offering, together with cash on hand, to redeem, repurchase or repay a portion of its $1,250 million aggregate principal amount of 3.650% Senior Notes due 2027 and to pay related premiums, accrued and unpaid interest, fees and expenses.

In connection with the offering, Corebridge entered into an Underwriting Agreement dated August 17, 2026 with BofA Securities, BNP Paribas Securities, Citigroup Global Markets, J.P. Morgan Securities, RBC Capital Markets and Wells Fargo Securities, as representatives of the underwriters. The company also filed the base Indenture, a Ninth Supplemental Indenture for these Notes, the form of the Notes and a legal opinion as exhibits.

Positive

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Negative

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Filing Explained

The new debt obligation is complete, but older-note repayment remains prospective; June 30 cash was $358,000,000 versus $750,000,000 of new principal.

As an 8-K, this report records a specified material event; Item 2.03 identifies it as the creation of a direct financial obligation, and the notes were issued and sold on August 20, 2026.

The debt issuance is complete, while the filing describes using the proceeds and cash on hand to retire older notes only as an intended use—not as a reported completed repayment.

At June 30, 2026, Corebridge reported $358,000,000 of cash and equivalents, compared with the $750,000,000 of new principal issued on August 20.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Financial
The company incurred a new significant debt or off-balance-sheet obligation.
Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
New Senior Notes aggregate principal amount $750,000,000 5.900% Senior Notes due 2036 issued on August 20, 2026
New Senior Notes interest rate 5.900% Coupon on Senior Notes due 2036
New Senior Notes maturity 2036 Maturity year of 5.900% Senior Notes
Existing Senior Notes outstanding principal $1,250 million 3.650% Senior Notes due 2027 targeted for partial redemption, repurchase or repayment
Existing Senior Notes interest rate 3.650% Coupon on Senior Notes due 2027
Underwriting Agreement date August 17, 2026 Date of Underwriting Agreement for the 5.900% Senior Notes due 2036
Senior Notes financial
"issued and sold $750,000,000 aggregate principal amount of its 5.900% Senior Notes"
Senior notes are a type of loan that a company borrows from investors, promising to pay it back with interest. They are called "senior" because in case the company faces financial trouble, these lenders are paid back before others. This makes senior notes safer for investors compared to other types of loans or bonds.
aggregate principal amount financial
"issued and sold $750,000,000 aggregate principal amount of its 5.900% Senior Notes"
The aggregate principal amount is the total amount of money borrowed through a bond or loan that the borrower promises to repay. It’s like the original price tag on a loan or bond, showing how much money is involved in the deal. This number matters because it indicates the size of the debt and helps investors understand the scale of the borrowing.
Underwriting Agreement financial
"Corebridge entered into an Underwriting Agreement, dated August 17, 2026"
An underwriting agreement is a contract where a company selling new stocks or bonds hires financial firms to buy those securities and resell them to investors. It matters because the agreement sets the offering price, number of securities, fees and which party bears the risk if sales fall short—think of it as a promise that the sale will happen and a roadmap investors can use to understand how the new securities reach the market.
Indenture financial
"Indenture, dated April 5, 2022, between Corebridge and The Bank of New York Mellon"
An indenture is a legal agreement between a company that borrows money by issuing bonds and the people who buy those bonds. It explains the rules the company must follow, like paying back the money and keeping certain financial promises. This document helps both sides understand their rights and responsibilities.
Supplemental Indenture financial
"Ninth Supplemental Indenture, dated August 20, 2026, between Corebridge and"
A supplemental indenture is a written amendment to the original bond agreement that changes specific terms of a debt contract, such as payment schedules, interest rates, collateral or covenant protections. Investors care because it alters the legal rights and risks tied to a security — like renegotiating a mortgage where the lender and borrower agree to new rules — and can affect a bond’s credit quality, yield and market value.

FAQ

What new debt did Corebridge Financial (CRBD) issue in August 2026?
Corebridge issued $750,000,000 aggregate principal amount of 5.900% Senior Notes due 2036 on August 20, 2026. These are senior unsecured debt securities governed by an Indenture and a Ninth Supplemental Indenture with The Bank of New York Mellon as Trustee.

How does Corebridge Financial (CRBD) plan to use the 5.900% Senior Notes proceeds?
Corebridge intends to use the net proceeds from the 5.900% Senior Notes due 2036, together with cash on hand, to redeem, repurchase or repay a portion of its $1,250 million 3.650% Senior Notes due 2027 and to pay related premiums, accrued and unpaid interest, fees and expenses.

What existing debt is affected by Corebridge Financial’s (CRBD) new notes?
The transaction targets a portion of Corebridge’s $1,250 million outstanding aggregate principal amount of 3.650% Senior Notes due 2027. The company plans to redeem, repurchase or repay part of these notes using proceeds from the new 5.900% Senior Notes due 2036 and cash on hand.

Who underwrote Corebridge Financial’s (CRBD) 5.900% Senior Notes due 2036?
The offering was underwritten under an agreement dated August 17, 2026 with BofA Securities, BNP Paribas Securities, Citigroup Global Markets, J.P. Morgan Securities, RBC Capital Markets and Wells Fargo Securities, acting as representatives of the underwriters named in the agreement’s Schedule I.

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Understanding 8-K Material Events →
0001889539FALSE00018895392026-08-172026-08-170001889539us-gaap:CommonStockMember2026-08-172026-08-170001889539crbg:A6.375JuniorSubordinatedNotesDue2064Member2026-08-172026-08-17

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 20, 2026 (August 17, 2026)
Corebridge Financial, Inc.
(Exact name of Registrant as Specified in Its Charter)
Delaware001-4150495-4715639
(State or Other jurisdiction
of incorporation)		(Commission File Number)(IRS Employer Identification No.)
2919 Allen Parkway, Woodson Tower,
Houston, Texas 77019
(Address of Principal Executive Offices)
Registrant’s Telephone Number, Including Area Code: 1-877-375-2422
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common StockCRBGNew York Stock Exchange
6.375% Junior Subordinated NotesCRBDNew York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐


Item 2.03  Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
On August 20, 2026, Corebridge Financial, Inc. (“Corebridge”), issued and sold $750,000,000 aggregate principal amount of its 5.900% Senior Notes due 2036 (the “Notes”). Corebridge intends to use the net proceeds from the offering and cash on hand to redeem, repurchase or repay a portion of the $1,250 million outstanding aggregate principal amount of Corebridge’s 3.650% Senior Notes due 2027 and to pay related premiums, accrued and unpaid interest, fees and expenses.
Item 8.01  Other Events.
In connection with the issuance and sale of the Notes, Corebridge entered into an Underwriting Agreement, dated August 17, 2026 (the “Underwriting Agreement”), among Corebridge and BofA Securities, Inc., BNP Paribas Securities Corp., Citigroup Global Markets Inc., J.P. Morgan Securities LLC, RBC Capital Markets, LLC and Wells Fargo Securities, LLC, as representatives of the underwriters named in Schedule I thereto.
The following documents relating to the sale of the Notes are filed as exhibits to this Current Report on Form 8-K and are incorporated herein by reference:
•Underwriting Agreement, dated August 17, 2026, between Corebridge, BofA Securities, Inc., BNP Paribas Securities Corp., Citigroup Global Markets Inc., J.P. Morgan Securities LLC, RBC Capital Markets, LLC and Wells Fargo Securities, LLC, as representatives of the underwriters named in Schedule I thereto;
•Indenture, dated April 5, 2022, between Corebridge and The Bank of New York Mellon, as Trustee;
•Ninth Supplemental Indenture, dated August 20, 2026, between Corebridge and The Bank of New York Mellon, as Trustee, relating to the Notes;
•Form of the Notes; and
•Opinion of Debevoise & Plimpton LLP, relating to the validity of the Notes.
Item 9.01  Financial Statements and Exhibits.
(d)Exhibits.
1.1
Underwriting Agreement, dated August 17, 2026, between Corebridge Financial, Inc., BofA Securities, Inc., BNP Paribas Securities Corp., Citigroup Global Markets Inc., J.P. Morgan Securities LLC, RBC Capital Markets, LLC and Wells Fargo Securities, LLC, as representatives of the underwriters named in Schedule I thereto.
4.1
Indenture, dated April 5, 2022, between Corebridge and The Bank of New York Mellon, as Trustee, incorporated by reference to Exhibit 4.1 to Corebridge Financial, Inc.’s Registration Statement on Form S-1, filed on September 12, 2022 (File No. 333-263898).
4.2
Ninth Supplemental Indenture, dated August 20, 2026, between Corebridge and The Bank of New York Mellon, as Trustee, relating to the Notes.
4.3
Form of the Notes (included in Exhibit 4.2).
5.1
Opinion of Debevoise & Plimpton LLP.
23.1
Consent of Debevoise & Plimpton LLP (contained in Exhibit 5.1).
104Cover Page Interactive Data File (embedded within the Inline XBRL document).


SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date:August 20, 2026Corebridge Financial, Inc.
By:/s/ Christopher Filiaggi
Name:Christopher Filiaggi
Title:Interim Chief Financial Officer and Chief Accounting Officer

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

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