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Genworth controller Woodell to resign in November

Upton’s existing compensatory arrangements will remain unchanged as he takes on the interim accounting role.

(Moderate)

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Form Type
8-K

Rhea-AI Filing Summary

Genworth Financial, Inc. (GNW) said Darren W. Woodell, Vice President and Controller (Principal Accounting Officer), notified the company on October 8, 2026, of his intent to resign to pursue a new opportunity. His resignation is to be effective in early November 2026, following the filing of Genworth’s Form 10-Q for the period ended September 30, 2026; he will continue in his current role until then. Genworth stated that the resignation is not the result of a disagreement over the company’s operations, policies or practices.

Upon Woodell’s departure, Jerome T. Upton, Executive Vice President and Chief Financial Officer (Principal Financial Officer), will serve as interim Principal Accounting Officer until a successor is appointed. Upton’s compensatory arrangements will not change as a result of the appointment.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Principal Accounting Officer financial
"interim basis until the Company appoints a successor Principal Accounting Officer"
The Principal Accounting Officer is the person responsible for making sure a company's financial records are accurate and follow the rules. They play a key role in preparing financial reports that show how well the company is doing. This helps investors, managers, and regulators trust the company's financial information.
Principal Financial Officer financial
"Executive Vice President and Chief Financial Officer (Principal Financial Officer)"
The principal financial officer is the senior executive who runs a company's financial operations: preparing and certifying financial reports, managing accounting controls, budgets and cash flow, and advising on financial strategy. Investors care about this role because its competence affects how trustworthy the company’s numbers are, how well it manages risk and capital needs, and the credibility of forecasts—like the chief navigator steering a firm's financial course.
incorporated by reference regulatory
"is incorporated by reference herein"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

Who will be GNW’s interim Principal Accounting Officer?

Jerome T. Upton, Genworth’s Executive Vice President and Chief Financial Officer, will assume the Principal Accounting Officer role on an interim basis upon Darren W. Woodell’s departure. Upton will serve until Genworth appoints a successor.

When is GNW’s controller expected to resign?

Darren W. Woodell’s resignation is to be effective in early November 2026, following the filing of Genworth’s Form 10-Q for the period ended September 30, 2026. He will remain in his current role until then.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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False000127652000012765202026-07-072026-07-07

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
October 8, 2026
Date of Report
(Date of earliest event reported)
___________________________________________________________
Image_1.jpg
GENWORTH FINANCIAL, INC.
(Exact name of registrant as specified in its charter)
___________________________________________________________
Delaware
001-32195
80-0873306
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
11011 West Broad Street, Glen Allen, Virginia
23060
(Address of principal executive offices)(Zip Code)
(804) 281-6000
(Registrant’s telephone number, including area code)
N/A
(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 (see General Instruction A.2 below):
oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
oPre-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
Name of each exchange
on which registered
Common Stock, par value $.001 per shareGNWNew 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 o
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. o



Item 5.02     Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On October 8, 2026, Darren W. Woodell, Vice President and Controller (Principal Accounting Officer) of Genworth Financial, Inc. (the “Company”) notified the Company of his intent to resign to pursue a new opportunity, effective in early November 2026 following the filing of the Company’s Form 10-Q for the period ending September 30, 2026. Mr. Woodell will continue to serve in his current role until such time. Mr. Woodell’s resignation is not a result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.

Effective upon Mr. Woodell’s departure, Jerome T. Upton, the Company’s Executive Vice President and Chief Financial Officer (Principal Financial Officer), will assume the role of the Company’s Principal Accounting Officer on an interim basis until the Company appoints a successor Principal Accounting Officer. The information required by Item 5.02(c)(2) of Form 8-K regarding Mr. Upton is included in the Company's Proxy Statement filed with the Securities and Exchange Commission on April 6, 2026, and is incorporated by reference herein. Mr. Upton’s compensatory arrangements will not change as a result of this appointment.




SIGNATURES
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.
GENWORTH FINANCIAL, INC.
Date: October 13, 2026By:/s/ Michael J. McCullough
Michael J. McCullough
Senior Vice President and Corporate Secretary

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