Jackson Financial (NYSE: JXN) CFO earns 14,087 performance shares

Rhea-AI Filing Summary

Jackson Financial Inc. executive Don W. Cummings, EVP and CFO, reported an equity award in company stock. On February 2, 2026, he acquired 14,087.38 shares of Jackson Financial common stock at a price of $0.00 per share, increasing his beneficial ownership to 74,678.85 shares held directly.

The shares reflect stock earned from a 2023 Performance Share Unit (PSU) award, based on achievement of preset performance metrics. These PSUs are scheduled to cliff vest on March 10, 2026 and will convert into common stock on a one-for-one basis.

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).

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^*

Cummings Don W

(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 CFO

3. Date of Earliest Transaction (Month/Day/Year)
02/02/2026

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	02/02/2026		A(1)		14,087.38	A	$0.00	74,678.85	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 (and accrued dividend equivalents) earned based on achievement of performance metrics of the 2023 Performance Share Unit Award ("PSU") that cliff vest on March 10, 2026. The PSUs will convert 1:1 into common stock.

Remarks:

Power of Attorney on file.

	/s/ Kristan L. Richardson, as Attorney-in-Fact	02/04/2026
	** 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).
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FAQ

What insider transaction did Jackson Financial (JXN) report for EVP and CFO Don W. Cummings?

Jackson Financial’s EVP and CFO, Don W. Cummings, reported acquiring 14,087.38 shares of common stock at $0.00 per share. The shares were earned from a 2023 performance share unit award tied to company performance metrics and increase his directly held beneficial ownership.

How many Jackson Financial (JXN) shares does Don W. Cummings now beneficially own?

After the reported transaction, Don W. Cummings beneficially owns 74,678.85 shares of Jackson Financial common stock directly. This updated figure includes the 14,087.38 shares earned from the 2023 performance share unit award reported as acquired on February 2, 2026.

What is the origin of the 14,087.38 Jackson Financial (JXN) shares acquired by the CFO?

The 14,087.38 Jackson Financial shares represent stock and accrued dividend equivalents earned from a 2023 Performance Share Unit award. These PSUs were contingent on achieving performance metrics and are scheduled to cliff vest on March 10, 2026 before converting into common stock on a one-to-one basis.

At what price were the new Jackson Financial (JXN) shares acquired in this Form 4 filing?

The 14,087.38 Jackson Financial common shares reported by EVP and CFO Don W. Cummings were acquired at a stated price of $0.00 per share. This reflects an equity compensation award rather than an open-market purchase or sale at a cash consideration price per share.

When do the performance share units for Jackson Financial (JXN) reported by the CFO vest?

The performance share units associated with the reported Jackson Financial shares are scheduled to cliff vest on March 10, 2026. Upon vesting, these PSUs will convert into common stock on a one-for-one basis, consistent with the award terms disclosed in the filing’s explanatory footnote.

What type of equity award did Jackson Financial (JXN) use for the CFO’s reported shares?

Jackson Financial used a Performance Share Unit, or PSU, award for the CFO’s reported shares. The 2023 PSU grant delivers common stock and dividend equivalents only if specified performance metrics are achieved, with the units converting to common stock on a one-for-one basis at the scheduled vesting date.