MET Insider Update: Director Kennard Receives Stock Award, Total 43.6K Shares

Rhea-AI Filing Summary

MetLife, Inc. (MET) – Form 4 insider transaction filed 20 June 2025

Independent director William E. Kennard reported an automatic acquisition of 562 common shares on 17 June 2025. The shares were credited at a reference price of $77.85 under the company’s non-management director compensation program and immediately deferred into the MetLife Deferred Compensation Plan for Non-Management Directors. No open-market cash outlay occurred.

Following the transaction, Kennard’s direct ownership stands at 43,606 common shares. He also retains 10 shares indirectly through the MetLife Policyholder Trust, bringing his total reported beneficial holding to 43,616 shares.

The filing carries code “A(1),” indicating an exempt award related to board fees rather than discretionary buying or selling. No derivative securities were involved, and there were no dispositions. The update is routine, modest in size (<0.001 % of shares outstanding), and does not affect MetLife’s capital structure or liquidity.

Key takeaways for investors

• Incremental increase in insider equity aligns director incentives with shareholders.
• Because the shares were part of standard board compensation, the filing does not signal strategic sentiment or anticipated operational developments.
• Beneficial ownership data remains well below any control threshold; governance dynamics unchanged.

Positive

• Director increases beneficial ownership, modestly enhancing alignment between board and shareholders through equity-based compensation.

Negative

• None.

Insights

Securities Analyst

TL;DR – Routine director stock award; negligible financial impact.

The 562-share award—about $44 k in value—reflects MetLife’s standard equity retainer, not discretionary buying. It marginally lifts Kennard’s stake to ~43.6 k shares, but this is immaterial versus MetLife’s 746 m shares outstanding. No derivatives, no sale, and no broader insider cluster buying. As such, it neither alters valuation metrics nor provides a timing signal. Investors can treat the event as governance housekeeping.

Corporate Governance Expert

TL;DR – Compensation equity deferral bolsters alignment; no red flags.

MetLife continues to compensate non-management directors partially in stock, encouraging long-term alignment. Kennard’s decision to defer receipt mirrors best-practice governance, enhancing ownership without triggering taxable income. With indirect holdings via the Policyholder Trust unchanged, control levels remain minimal. The filing is compliant and non-controversial, indicating steady governance processes rather than any strategic development.

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^*

Kennard William E

(Last) (First) (Middle)

METLIFE, INC.

200 PARK AVENUE

(Street)

NEW YORK NY 10166

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
METLIFE INC [ MET ]

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)
06/17/2025

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	06/17/2025		A(1)		562	A	$77.85	43,606	D
Common Stock								10	I	By the MetLife Policyholder Trust(2)

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. MetLife, Inc.'s non-management director compensation arrangements pay a portion of non-management director retainer fees in MetLife, Inc. common stock. The director elected to defer receipt of these shares under the MetLife Deferred Compensation Plan for Non-Management Directors.

2. Shares held in trust under the MetLife Policyholder Trust established to hold shares of common stock allocated to eligible policyholders of Metropolitan Life Insurance Company, a wholly-owned subsidiary of MetLife, Inc.

Remarks:

	/s/ Morgan Mayes, Authorized Signer	06/20/2025
	** 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 MetLife (MET) shares did director William E. Kennard acquire?

Kennard acquired 562 common shares on 17 Jun 2025 as part of board compensation.

What is Kennard's total beneficial ownership in MET after the transaction?

His direct holdings total 43,606 shares, plus 10 indirect shares via the Policyholder Trust.

Was the acquisition an open-market purchase?

No. The shares were awarded under the MetLife Deferred Compensation Plan and coded as an exempt transaction (A(1)).

Did the Form 4 report any derivative securities or sales?

No derivative securities were listed, and no shares were sold in the filing.

Does the filing signal any strategic change at MetLife?

The transaction is routine compensation-related and does not indicate strategic or operational shifts.