[Form 4] Jackson Financial Inc. Insider Trading Activity

Rhea-AI Filing Summary

Jackson Financial Inc. (JXN) insider filing discloses that Craig A. Anderson, SVP and Controller, received dividend equivalents in the form of restricted share units (RSUs) on September 25, 2025. The Form 4 shows two non-derivative entries for common stock totaling 5,356.82 and 5,389.11 shares reported as acquired at a $0.00 price, and two derivative entries for RSUs adding 4,618.18 and 4,642.83 underlying common shares, also at $0.00. Explanations state these are dividend equivalents linked to equity grants dated March 10, 2023; March 10, 2024; September 10, 2024; and March 10, 2025, and are subject to continued employment through each vesting date. The form is signed by Kristan L. Richardson as attorney-in-fact on behalf of the reporting person.

Positive

• Dividend equivalents credited as RSUs show use of equity compensation rather than cash payouts
• Clear vesting conditions tied to continued employment are disclosed for each referenced grant date
• Detailed share counts are provided for both non-derivative and derivative entries, improving transparency

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Routine insider receipt of dividend-equivalent RSUs tied to prior equity awards; standard employment-based vesting conditions.

The Form 4 shows no cash purchase or sales by the reporting officer; instead, dividend equivalents were credited as restricted share units tied to four prior grants. This is a common compensation administration action rather than a discretionary open-market trade. The filing documents continued-employment vesting requirements, which is relevant to retention incentives but does not by itself change outstanding equity structure materially.

Securities Analyst

TL;DR: Transactions are non-cash, issuance of RSUs at $0.00 as dividend equivalents; no immediate dilution or cash flow impact disclosed.

The report quantifies acquired amounts across non-derivative and derivative entries with precise share counts. Because the units are dividend equivalents and subject to vesting, they do not represent exercised options or market disposals. From a capitalization perspective, the filing does not indicate exercised options or transfers that would immediately affect free float beyond the recorded beneficial ownership figures.

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

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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).

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)
09/25/2025

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(1)	09/25/2025		A		7.49	A	$0.00	5,356.82	D
Common Stock(2)	09/25/2025		A		32.29	A	$0.00	5,389.11	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
Restricted Share Units	(3)	09/25/2025		A		11.42		(3)	(3)	Common Stock	11.42	$0.00	4,618.18	D
Restricted Share Units	(4)	09/25/2025		A		24.65		(4)	(4)	Common Stock	24.65	$0.00	4,642.83	D

Explanation of Responses:

1. Acquired dividend equivalents in the form of restricted share units that are subject to the same terms and conditions as the underlying equity granted to the reporting person on September 10, 2024, subject to continued employment through each vesting date.

2. Acquired dividend equivalents in the form of restricted share units that are subject to the same terms and conditions as the underlying equity granted to the reporting person on March 10, 2025, subject to continued employment through each vesting date.

3. Acquired dividend equivalents in the form of restricted share units that are subject to the same terms and conditions as the underlying equity granted to the reporting person on March 10, 2023, subject to continued employment through each vesting date.

4. Acquired dividend equivalents in the form of restricted share units that are subject to the same terms and conditions as the underlying equity granted to the reporting person on March 10, 2024, subject to continued employment through each vesting date.

Remarks:

Power of Attorney on file.

	/s/ Kristan L. Richardson, as Attorney-in-Fact	09/29/2025
	** 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 report on Form 4 for JXN?

The filing reports receipt of dividend equivalents in the form of restricted share units and corresponding common stock amounts on 09/25/2025.

How many shares or RSUs were reported as acquired in the JXN Form 4?

Non-derivative common stock entries show 5,356.82 and 5,389.11; derivative RSU-related underlying amounts are 4,618.18 and 4,642.83.

Were any shares purchased for cash in this Form 4 for JXN?

No. All reported acquisitions are at a $0.00 price and are described as dividend equivalents converted to RSUs.

What are the grant dates linked to these dividend-equivalent RSUs?

The RSUs reference equity grants dated March 10, 2023, March 10, 2024, September 10, 2024, and March 10, 2025.

Who signed the Form 4 and when?

The filing is signed by Kristan L. Richardson, as Attorney-in-Fact on 09/29/2025.