[Form 4] Jackson Financial Inc. Insider Trading Activity

Rhea-AI Filing Summary

Jackson Financial director Russell G. Noles reported receipt of 157.6 shares of Common Stock on 09/25/2025 as dividend equivalent units (DEUs) credited to restricted share units and unvested restricted stock. The DEUs carry the same terms as the underlying awards and were recorded at $0.00 price. After the transaction, the filing shows 35,969.92 shares beneficially owned. The Form 4 was signed by an attorney-in-fact on behalf of the reporting person.

Positive

• Director Russell G. Noles received 157.6 DEUs increasing reported beneficial ownership to 35,969.92 shares
• DEUs carry the same terms as the underlying restricted awards, indicating consistent award treatment

Negative

• None.

Insights

Securities Analyst

TL;DR: Routine insider credit of DEUs increased a director's beneficial ownership slightly; no cash transaction or change in obligations.

This Form 4 documents a non-cash issuance of 157.6 dividend equivalent units that mirror existing restricted equity awards. Such credits are administrative and reflect compensation-related equity accrual rather than market purchases or exercises. The resulting beneficial ownership is reported as 35,969.92 shares. There is no price paid and no change in the director's relationship to the issuer disclosed in the filing.

Corporate Governance Expert

TL;DR: Compliance filing showing award-related share accrual; appears routine and consistent with equity compensation practices.

The entry notes that DEUs are subject to the same terms as underlying awards, indicating governance consistency in award treatment. The filing was executed via power of attorney, a standard administrative practice. No departures, grant of new options, or dispositions are reported that would signal governance or control changes.

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^*

Noles Russell G

(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)

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

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		157.6	A	$0.00	35,969.92	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. These shares reflect additional restricted share units received as dividend equivalent units ("DEUs") on restricted share units and unvested restricted stock. The DEUs are subject to the same terms and conditions as the underlying equity awards on which they accrue.

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 Russell G. Noles report on the Form 4 for JXN?

He reported receiving 157.6 shares as dividend equivalent units on 09/25/2025, increasing his beneficial ownership to 35,969.92 shares.

Was there any cash paid for the shares reported on the Form 4 (JXN)?

No. The transaction is reported at a price of $0.00, reflecting non-cash dividend equivalent units credited to existing awards.

Do the DEUs reported have different terms than the underlying awards?

No. The filing states the DEUs are subject to the same terms and conditions as the underlying restricted share units and unvested restricted stock.

When was the Form 4 transaction date reported for JXN?

The transaction date reported is 09/25/2025 and the Form 4 was signed on 09/29/2025 by an attorney-in-fact.

Does this Form 4 indicate any sale or disposition of JXN shares by the reporting person?

No. The filing shows an acquisition (A) of 157.6 shares; there is no disposition reported.