[Form 4] Jackson Financial Inc. Insider Trading Activity

Rhea-AI Filing Summary

Form 144 filed for Hagerty, Inc. (HGTY) discloses that Robert I. Kauffman/Aldel LLC intends to sell up to 4,600 common shares around 30 June 2025 through Merrill Lynch on the NYSE. Based on the filing’s stated market value of $46,276, the proposed sale represents less than 0.01 % of the company’s 90.0 million shares outstanding.

The seller originally acquired 3.5 million shares on 2 Dec 2021 as part of the PIPE financing linked to Hagerty’s SPAC business-combination. Over the preceding three months (17 Mar – 27 Jun 2025) the filer reported 53 separate open-market transactions totaling approximately 507,000 shares and $4.9 million in gross proceeds. The new notice therefore continues an established pattern of incremental insider disposals.

No operational, earnings, or strategic information about Hagerty is provided; the document is strictly a compliance notice under Rule 144. While the share volume is modest relative to the float, continuing insider sales may weigh on investor sentiment.

Positive

• Regulatory transparency: The insider continues to file timely Form 144 notices, giving investors visibility into planned and historical sales.
• Low relative volume: Proposed 4,600-share sale represents less than 0.01 % of outstanding common stock, limiting market-impact risk.

Negative

• Persistent insider selling: Approximately 507,000 shares sold over the prior three months for $4.9 million suggests continued divestment by a significant shareholder.
• Potential sentiment drag: Repeated Form 144 filings may foster negative perception regarding insider confidence, even if fundamental impact is small.

Insights

Financial Analyst

TL;DR: Modest but ongoing insider selling; sentiment negative, fundamental impact minimal.

The filing signals another small tranche (4,600 shares) from Robert I. Kauffman’s sizeable PIPE position. Cumulatively, he has sold roughly 507 k shares (≈0.6 % of shares outstanding) for $4.9 m in the last quarter. The new notice is immaterial to liquidity or valuation metrics but reinforces a three-month insider selling trend that can dampen short-term price momentum and raise questions about insider confidence. No business fundamentals are affected, so long-term intrinsic value remains unchanged.

Corporate Governance Expert

TL;DR: Routine Rule 144 disclosure; transparency positive, governance risk low.

The filer is complying with disclosure rules, providing granular sale history and acquisition background. Volumes are within Rule 144 limits and under 1 % of outstanding shares, mitigating market-manipulation concerns. The continued liquidation of a SPAC-era PIPE position is common post-lock-up and does not, by itself, indicate governance deficiencies. Impact on broader shareholder rights or control dynamics appears negligible.

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)
06/26/2025

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)	06/26/2025		A		32.95	A	$0.00	22,720.77	D
Common Stock(2)	06/26/2025		A		83.9	A	$0.00	22,804.67	D
Common Stock(3)	06/26/2025		A		81.15	A	$0.00	22,885.82	D
Common Stock(4)	06/26/2025		A		6.74	A	$0.00	22,892.56	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. 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.

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, 2024.

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, 2025.

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 May 9, 2025.

Remarks:

Power of Attorney on file.

	/s/ Koreen A. Ryan, as Attorney-in-Fact	06/30/2025
	** 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

How many HGTY shares does Robert I. Kauffman plan to sell under this Form 144?

The notice covers up to 4,600 common shares to be sold on or about 30 June 2025.

What percentage of Hagerty’s outstanding shares do the proposed sales represent?

The 4,600 shares equal less than 0.01 % of the 90,032,391 shares outstanding.

How many HGTY shares has the filer sold in the past three months?

Form 144 lists about 507,000 shares sold between 17 March and 27 June 2025.

When and how were the shares originally acquired?

Aldel LLC acquired 3.5 million shares on 2 Dec 2021 through PIPE financing tied to Hagerty’s SPAC merger.

Does the filing include any financial or operational updates on Hagerty?

No. The document is limited to insider sale disclosures under Rule 144 and contains no business performance information.