[8-K] F&G Annuities & Life, Inc. 7.950% Senior Notes due 2053 Reports Material Event

Rhea-AI Filing Summary

F&G Annuities & Life (NYSE:FGN) filed a routine Form 8-K disclosing the voting results from its 25 June 2025 Annual Meeting.

Shareholders re-elected Class III directors Christopher O. Blunt (125.9 M for) and William P. Foley II (123.7 M for), approved the non-binding say-on-pay resolution (126.6 M for) and ratified Ernst & Young as auditor for FY 2025 (130.9 M for). No other material actions were reported.

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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): June 25, 2025

F&G Annuities & Life, Inc. 

(Exact Name of Registrant as Specified in its Charter)

001-41490

(Commission File Number)

Delaware			85-2487422
(State or Other Jurisdiction of  Incorporation)			(IRS Employer Identification No.)
801 Grand Avenue, Suite 2600 Des Moines, Iowa 50309 (Address of Principal Executive Offices) (866) 846-4660 (Registrant’s Telephone Number, Including Area Code) (Former Name or Former Address, if Changed Since Last Report)

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 Class			Trading Symbol			Name of Each Exchange on Which Registered
F&G Common Stock, $0.001 par value			FG			New York Stock Exchange
7.950% Senior Notes due 2053			FGN			New York Stock Exchange
7.300% Junior Subordinated Notes due 2065			FGSN			New 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 5.07 Submission of Matters to a Vote of Security Holders

The F&G Annuities & Life, Inc. (the “Company”) Annual Meeting of Shareholders (the “Annual Meeting”) was held June 25, 2025. As of April 28, 2025, the record date for the Annual Meeting, 134,820,676 shares of common stock of the Company were outstanding and entitled to vote. A quorum of shares of common stock were present or represented at the Annual Meeting. The number of votes cast for, against or withheld, as well as abstentions, if applicable, with respect to each proposal is set out below:

1. Elect two Class III directors to serve until the 2028 Annual Meeting of Shareholders or until their successors are duly elected and qualified or their earlier death, resignation or removal

															FOR												WITHHELD												BROKER NON-VOTES
						Christopher O. Blunt									125,880,738												2,513,958												2,593,318
						William P. Foley, II									123,683,778												4,710,918												2,593,318

Directors whose term of office as a director continued after the meeting are as follows:

Class II (term expires at the 2027 Annual Shareholders Meeting): Douglas K. Ammerman, Celina J. Wang Doka and Raymond R. Quirk

Class I (term expires at the 2026 Annual Shareholders Meeting): John D. Rood, Michael J. Nolan and Douglas Martinez

2. To approve a non-binding advisory resolution on the compensation paid to our named executive officers

			FOR						AGAINST						ABSTAIN						BROKER NON-VOTES
			126,605,569						1,754,269						34,858						2,593,318

3. Ratification and appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the 2025 fiscal year

			FOR						AGAINST						ABSTAIN
			130,946,044						23,180						18,790

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			F&G Annuities & Life, Inc.
Date: June 26, 2025			By:			/s/ Michael L. Gravelle
						Name:			Michael L. Gravelle
						Title:			Executive Vice President, General Counsel and Corporate Secretary

FAQ

What proposals did FGN shareholders approve at the 2025 annual meeting?

Investors re-elected two Class III directors, approved the advisory vote on executive compensation, and ratified Ernst & Young as auditor.