[Form 4] Jackson Financial Inc. Insider Trading Activity

Rhea-AI Filing Summary

Craig A. Anderson, SVP and Controller of Jackson Financial Inc. (JXN), reported a disposition on 09/10/2025 linked to the vesting of restricted share units. The filing shows 208.49 shares were withheld to cover the reporting person's tax obligation related to the first tranche of a September 10, 2024 RSU award, at an indicated price of $96.87 per share. After the withholding, the reporting person beneficially owned 5,349.33 shares directly. The Form 4 was signed by an attorney-in-fact on 09/12/2025, and the filing notes a power of attorney on file.

Positive

• Disclosed as routine tax withholding for vested RSUs, indicating administrative settlement rather than discretionary insider selling
• Remaining direct beneficial ownership disclosed (5,349.33 shares), maintaining transparency of insider holdings

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Routine tax-withholding disposition from RSU vesting; no new market-sale activity disclosed.

This Form 4 documents a common administrative disposition where 208.49 shares were withheld to satisfy tax withholding on vested restricted share units. The action is labeled with transaction code F, indicating shares were withheld rather than sold in a market transaction by the insider. The remaining direct beneficial ownership of 5,349.33 shares is disclosed. For governance purposes, this is a routine compensation-related disclosure and does not indicate incremental insider selling for liquidity or signal a change in control or compensation policy.

Executive Compensation Analyst

TL;DR: Compensation mechanics: first RSU tranche vested and withholding executed; cash tax obligation satisfied via share withholding.

The explanation clarifies that the withholding occurred on a 1:1 basis for the first tranche of a September 10, 2024 RSU award, with net shares distributed and fractional shares applied to cover tax. The stated per-share figure ($96.87) likely reflects the withholding valuation. This is a standard compensation settlement event and provides transparency on how equity awards are settled for this officer.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Anderson Craig A.

(Last) (First) (Middle)

1 CORPORATE WAY

(Street)

LANSING MI 48951

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Jackson Financial Inc. [ JXN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP and Controller

3. Date of Earliest Transaction (Month/Day/Year)
09/10/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/10/2025		F		208.49(1)	D	$96.87	5,349.33	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Reflects shares withheld to cover the reporting person's tax obligation upon vesting, on a 1:1 basis, of the first tranche of the September 10, 2024, restricted share unit award. Upon vesting, net shares were distributed and any related fractional share was applied to cover the tax obligation for the reporting person.

Remarks:

Power of Attorney on file.

	/s/ Kristan L. Richardson, as Attorney-in-Fact	09/12/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Craig A. Anderson disclose on the Form 4 for JXN?

He reported 208.49 shares were withheld5,349.33 shares.

When was the transaction reported on the Form 4 for JXN?

The transaction date was 09/10/2025 and the Form 4 was signed by an attorney-in-fact on 09/12/2025.

Why were shares disposed of according to the Form 4 for JXN?

The filing states shares were withheld to cover the reporting person's tax obligation

What was the reported price per share related to the withholding on the JXN Form 4?

$96.87 per share is shown in the transaction line associated with the withheld shares.

Does the Form 4 indicate a power of attorney was used for filing?

Yes; the signature is by Kristan L. Richardson as attorney-in-fact and the form notes a power of attorney on file.