Corebridge Financial Inc SEC Filings

Corebridge Financial, Inc. announced governance changes linked to its partnership with Nippon Life Insurance Company. The Board elected Hirotaka Inoue, a Nippon Life designee, as a director effective April 21, 2026, replacing Minoru Kimura, who departs April 20, 2026.

Earlier, the Board reduced its size to eleven members and granted Nippon Life a waiver so it may continue to have three Nippon Life-designated directors despite the new Board size. The Board also determined Mr. Inoue qualifies as an independent director and appointed Nippon Life designee Tomohiro Yao to the Nominating and Corporate Governance Committee.

Mr. Inoue, a senior executive at Nippon Life with experience in global insurance regulation and financial policy, will not receive Board compensation from Corebridge under the Nippon Life Stockholder’s Agreement. Corebridge highlights that it manages more than $385 billion in assets under management and administration as of December 31, 2025.

Filiaggi Christopher reported acquisition or exercise transactions in this Form 4 filing.

Corebridge Financial, Inc. reported that Interim CFO and CAO Christopher Filiaggi received a grant of 30,549 shares of common stock on a restricted stock unit basis as a special retention equity award. The grant was approved by the Board’s Compensation and Management Development Committee.

The RSUs are time-vested and will cliff vest on April 1, 2028, meaning all units vest at once on that date, subject to his continued employment with the company through vesting. Following this award, Filiaggi directly holds 67,963 shares of common stock, which the disclosure notes includes 55,894 unvested RSUs. The award was granted under Corebridge’s 2022 Omnibus Incentive Plan and is described as exempt under Rule 16b-3.

Filiaggi Christopher reported acquisition or exercise transactions in this Form 4 filing.

Corebridge Financial, Inc. reported that Interim CFO and CAO Christopher Filiaggi received a grant of 30,549 shares of common stock on a restricted stock unit basis as a special retention equity award. The grant was approved by the Board’s Compensation and Management Development Committee.

The RSUs are time-vested and will cliff vest on April 1, 2028, meaning all units vest at once on that date, subject to his continued employment with the company through vesting. Following this award, Filiaggi directly holds 67,963 shares of common stock, which the disclosure notes includes 55,894 unvested RSUs. The award was granted under Corebridge’s 2022 Omnibus Incentive Plan and is described as exempt under Rule 16b-3.

Corebridge Financial, Inc. has appointed Chief Accounting Officer Christopher Filiaggi as Interim Chief Financial Officer effective April 24, 2026, succeeding current CFO Elias Habayeb. Filiaggi will serve as both Interim Chief Financial Officer and Chief Accounting Officer as the company prepares for its planned merger with Equitable Holdings.

In connection with his appointment, Filiaggi received a time-vested restricted stock unit retention award with a grant date value of $750,000, vesting on April 1, 2028, subject to continued employment and certain termination protections, and his 2026 target short-term incentive award increased to $800,000 from $400,000. Corebridge notes it had more than $385 billion in assets under management and administration as of December 31, 2025.

Corebridge Financial, Inc. has appointed Chief Accounting Officer Christopher Filiaggi as Interim Chief Financial Officer effective April 24, 2026, succeeding current CFO Elias Habayeb. Filiaggi will serve as both Interim Chief Financial Officer and Chief Accounting Officer as the company prepares for its planned merger with Equitable Holdings.

In connection with his appointment, Filiaggi received a time-vested restricted stock unit retention award with a grant date value of $750,000, vesting on April 1, 2028, subject to continued employment and certain termination protections, and his 2026 target short-term incentive award increased to $800,000 from $400,000. Corebridge notes it had more than $385 billion in assets under management and administration as of December 31, 2025.

Nippon Life Insurance Company has amended its Schedule 13D/A on Corebridge Financial, Inc. to disclose a new Voting and Support Agreement tied to Corebridge’s planned merger with Equitable Holdings, Inc. Nippon Life beneficially owns 121,992,454 shares of Corebridge common stock, representing 26.7% of the outstanding shares based on 456,727,266 shares as of March 23, 2026.

Under the Voting and Support Agreement dated April 8, 2026, Nippon Life must, with limited qualifications, vote its Covered Stock in favor of the merger-related proposals and refrain from transferring that stock until stockholder approval, subject to certain exceptions. Nippon Life also agrees to use reasonable best efforts to obtain required regulatory and governmental approvals and keep Corebridge and Equitable informed of substantive regulatory communications.

At closing, Nippon Life and the new holding company are expected to enter a new stockholder’s agreement and a new registration rights agreement, replacing existing agreements with substantially similar terms. The filing also notes that a subsidiary, Nissay Asset Management Corporation, bought 33 shares and sold 573 shares of Corebridge stock in the open market on February 27, 2026 at $25.84 per share.

Nippon Life Insurance Company has amended its Schedule 13D/A on Corebridge Financial, Inc. to disclose a new Voting and Support Agreement tied to Corebridge’s planned merger with Equitable Holdings, Inc. Nippon Life beneficially owns 121,992,454 shares of Corebridge common stock, representing 26.7% of the outstanding shares based on 456,727,266 shares as of March 23, 2026.

Under the Voting and Support Agreement dated April 8, 2026, Nippon Life must, with limited qualifications, vote its Covered Stock in favor of the merger-related proposals and refrain from transferring that stock until stockholder approval, subject to certain exceptions. Nippon Life also agrees to use reasonable best efforts to obtain required regulatory and governmental approvals and keep Corebridge and Equitable informed of substantive regulatory communications.

At closing, Nippon Life and the new holding company are expected to enter a new stockholder’s agreement and a new registration rights agreement, replacing existing agreements with substantially similar terms. The filing also notes that a subsidiary, Nissay Asset Management Corporation, bought 33 shares and sold 573 shares of Corebridge stock in the open market on February 27, 2026 at $25.84 per share.

Corebridge Financial, Inc. entered into a Voting and Support Agreement with Nippon Life Insurance Company and Equitable Holdings, Inc. in connection with the previously announced merger between Corebridge and Equitable through newly formed holding companies. Nippon Life agrees to vote its Corebridge common stock in favor of the merger-related proposals and not transfer those shares before Corebridge stockholders approve the merger, subject to limited exceptions. Nippon Life also commits to use reasonable best efforts to obtain regulatory and governmental approvals and to keep Corebridge and Equitable informed about substantive regulatory communications. At closing, new stockholder and registration rights agreements between HoldCo and Nippon Life will replace existing agreements, and the Voting and Support Agreement will terminate upon closing, termination of the merger agreement, or certain other specified events.

Corebridge Financial, Inc. entered into a Voting and Support Agreement with Nippon Life Insurance Company and Equitable Holdings, Inc. in connection with the previously announced merger between Corebridge and Equitable through newly formed holding companies. Nippon Life agrees to vote its Corebridge common stock in favor of the merger-related proposals and not transfer those shares before Corebridge stockholders approve the merger, subject to limited exceptions. Nippon Life also commits to use reasonable best efforts to obtain regulatory and governmental approvals and to keep Corebridge and Equitable informed about substantive regulatory communications. At closing, new stockholder and registration rights agreements between HoldCo and Nippon Life will replace existing agreements, and the Voting and Support Agreement will terminate upon closing, termination of the merger agreement, or certain other specified events.

Corebridge Financial Inc: Schedule 13G/A amendment shows The Vanguard Group reports 0 shares beneficially owned of Common Stock (0%).

The filing explains an internal realignment effective January 12, 2026 that caused certain Vanguard subsidiaries to report holdings separately. The amendment is signed March 26, 2026.

Corebridge Financial Inc: Schedule 13G/A amendment shows The Vanguard Group reports 0 shares beneficially owned of Common Stock (0%).

The filing explains an internal realignment effective January 12, 2026 that caused certain Vanguard subsidiaries to report holdings separately. The amendment is signed March 26, 2026.

Corebridge Financial is combining with Equitable Holdings in an all‑stock merger that values the new parent at about $22 billion. Each Corebridge share will convert into 1.0 new parent share, and each Equitable share into 1.55516 new parent shares, leaving Corebridge holders with roughly 51% of the combined company and Equitable holders with 49%.

The merged group will operate under the Equitable name, be listed on the NYSE, and be headquartered in Houston, with Marc Costantini as CEO and Mark Pearson as Executive Chair. Management targets more than $500 million of run‑rate cost synergies and immediate accretion to earnings per share and cash generation, rising to over 10% by the end of 2028. Closing, expected by year‑end 2026, depends on shareholder approvals, extensive insurance and antitrust clearances, SEC effectiveness of an S‑4, and consent from Equitable clients representing 75% of certain recurring fees. The agreement includes reciprocal termination fees of $475 million in specified failure or competing‑bid scenarios and an outside date of December 26 2026, with potential extensions for regulatory delay.

Corebridge Financial is combining with Equitable Holdings in an all‑stock merger that values the new parent at about $22 billion. Each Corebridge share will convert into 1.0 new parent share, and each Equitable share into 1.55516 new parent shares, leaving Corebridge holders with roughly 51% of the combined company and Equitable holders with 49%.

The merged group will operate under the Equitable name, be listed on the NYSE, and be headquartered in Houston, with Marc Costantini as CEO and Mark Pearson as Executive Chair. Management targets more than $500 million of run‑rate cost synergies and immediate accretion to earnings per share and cash generation, rising to over 10% by the end of 2028. Closing, expected by year‑end 2026, depends on shareholder approvals, extensive insurance and antitrust clearances, SEC effectiveness of an S‑4, and consent from Equitable clients representing 75% of certain recurring fees. The agreement includes reciprocal termination fees of $475 million in specified failure or competing‑bid scenarios and an outside date of December 26 2026, with potential extensions for regulatory delay.

Corebridge Financial, Inc. reported that directors Rose Marie Glazer and Adam Burk resigned from its Board effective at the close of business on March 23, 2026. The company stated their resignations were not related to any disagreement over operations, policies, or practices.

The resignations follow Corebridge’s repurchase of common stock from American International Group, Inc. on February 17, 2026 at $30.42 per share for an aggregate of approximately $750 million, which reduced AIG’s ownership interest to about 5%. After this reduction, AIG’s right to designate Board members decreased and AIG then waived its remaining designation right, leading to the departure of its designees. The Board intends to reduce its size to eleven members from thirteen.

Corebridge Financial, Inc. reported that directors Rose Marie Glazer and Adam Burk resigned from its Board effective at the close of business on March 23, 2026. The company stated their resignations were not related to any disagreement over operations, policies, or practices.

The resignations follow Corebridge’s repurchase of common stock from American International Group, Inc. on February 17, 2026 at $30.42 per share for an aggregate of approximately $750 million, which reduced AIG’s ownership interest to about 5%. After this reduction, AIG’s right to designate Board members decreased and AIG then waived its remaining designation right, leading to the departure of its designees. The Board intends to reduce its size to eleven members from thirteen.

Corebridge Financial, Inc. reported that Minoru Kimura, one of the directors designated by Nippon Life Insurance Company, will leave its Board of Directors effective April 20, 2026. His departure is tied to Nippon’s normal personnel rotations and not to any disagreement over operations, policies, or practices.

Under a Stockholder’s Agreement dated December 9, 2024, Nippon may designate directors based on its share ownership percentage, as long as that percentage remains at least 5%. As of March 16, 2026, Nippon has the right to designate three directors and plans to nominate a replacement for Mr. Kimura, subject to the Board’s fiduciary review and compliance with applicable law.

Corebridge Financial, Inc. reported that Minoru Kimura, one of the directors designated by Nippon Life Insurance Company, will leave its Board of Directors effective April 20, 2026. His departure is tied to Nippon’s normal personnel rotations and not to any disagreement over operations, policies, or practices.

Under a Stockholder’s Agreement dated December 9, 2024, Nippon may designate directors based on its share ownership percentage, as long as that percentage remains at least 5%. As of March 16, 2026, Nippon has the right to designate three directors and plans to nominate a replacement for Mr. Kimura, subject to the Board’s fiduciary review and compliance with applicable law.

Corebridge Financial, Inc.’s Chief Financial Officer Elias F. Habayeb reported a tax-related share disposition tied to restricted stock units. On March 2, he disposed of 21,196 shares of common stock at a reference price of $25.84 per share to cover withholding taxes upon RSU vesting, rather than through an open-market sale. After this transaction, he directly held 263,453 common shares, which includes 90,705 unvested RSUs previously reported.

Corebridge Financial, Inc.’s Chief Financial Officer Elias F. Habayeb reported a tax-related share disposition tied to restricted stock units. On March 2, he disposed of 21,196 shares of common stock at a reference price of $25.84 per share to cover withholding taxes upon RSU vesting, rather than through an open-market sale. After this transaction, he directly held 263,453 common shares, which includes 90,705 unvested RSUs previously reported.