JXN EVP reports RSU tax share withholding on Form 4 filing

Rhea-AI Filing Summary

Jackson Financial Inc. (JXN) reported an insider equity transaction by its EVP and Chief Risk Officer on a Form 4. On 11/20/2025, the executive had 370.78 shares of common stock withheld at $91.82 per share to cover FICA taxes tied to accelerated vesting of restricted share units from the March 10, 2025 annual grant. On the same date, an additional 30.8 shares were withheld at $91.82 per share for taxes on accelerated vesting of restricted share units from a May 9, 2025 off-cycle grant. Following these tax-related withholdings, the reporting person beneficially owned 22,670.23 shares of Jackson Financial common stock, held directly.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Binioris Savvas Steve Panagiotis

Role EVP and Chief Risk Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	370.78	$91.82	$34K
Tax Withholding	Common Stock	30.8	$91.82	$3K

Holdings After Transaction: Common Stock — 22,701.03 shares (Direct)

Footnotes (1)

1. Reflects the withholding of shares of common stock issued upon the accelerated vesting, on a 1:1 basis, of an equal number of restricted share units granted as part of the March 10, 2025 annual grant, to pay FICA taxes associated with the reporting person becoming retirement eligible. Reflects the withholding of shares of common stock issued upon the accelerated vesting, on a 1:1 basis, of an equal number of restricted share units granted as part of the May 9, 2025 off-cycle grant, to pay FICA taxes associated with the reporting person becoming retirement eligible.

Form 4 Insider Transactions: What Each Field Means →

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
Estimated average burden
hours per response:			0.5

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^*

Binioris Savvas Steve Panagiotis

(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)
	EVP and Chief Risk Officer

3. Date of Earliest Transaction (Month/Day/Year)
11/20/2025

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	11/20/2025		F(1)		370.78	D	$91.82	22,701.03	D
Common Stock	11/20/2025		F(2)		30.8	D	$91.82	22,670.23	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 the withholding of shares of common stock issued upon the accelerated vesting, on a 1:1 basis, of an equal number of restricted share units granted as part of the March 10, 2025 annual grant, to pay FICA taxes associated with the reporting person becoming retirement eligible.

2. Reflects the withholding of shares of common stock issued upon the accelerated vesting, on a 1:1 basis, of an equal number of restricted share units granted as part of the May 9, 2025 off-cycle grant, to pay FICA taxes associated with the reporting person becoming retirement eligible.

Remarks:

Power of Attorney on file.

	/s/ Kristan L. Richardson, as Attorney-in-Fact	11/24/2025
	** 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 insider transaction did Jackson Financial (JXN) disclose on this Form 4?

The Form 4 reports that Jackson Financial's EVP and Chief Risk Officer had shares of common stock withheld on 11/20/2025 to cover FICA taxes related to accelerated vesting of restricted share units.

How many Jackson Financial (JXN) shares were withheld in the insider transaction?

A total of 370.78 shares and 30.8 shares of Jackson Financial common stock were withheld in two separate transactions on 11/20/2025.

At what price were the Jackson Financial (JXN) shares valued for the tax withholding?

Both batches of withheld Jackson Financial common stock were valued at $91.82 per share for tax purposes.

Why did the Jackson Financial (JXN) executive’s restricted share units vest early?

The restricted share units vested on an accelerated basis because the reporting person became retirement eligible, as noted in the explanation of responses.

How many Jackson Financial (JXN) shares does the reporting person own after the transaction?

After the reported tax-related withholding transactions, the reporting person beneficially owned 22,670.23 shares of Jackson Financial common stock, held directly.

What types of equity awards were involved in the Jackson Financial (JXN) Form 4?

The transactions related to common stock issued upon accelerated vesting of restricted share units from a March 10, 2025 annual grant and a May 9, 2025 off-cycle grant.