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MetLife CEO granted shares, covers tax with stock

MetLife Inc President & CEO Michel Khalaf reported stock-based compensation and related tax withholding.

Filing Impact
(Very High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

MetLife Inc President & CEO Michel Khalaf reported stock-based compensation and related tax withholding. He acquired 69,286 shares of common stock through a restricted stock unit award under MetLife’s 2025 Stock and Incentive Compensation Plan and 81,364 shares from the payout of a 2023–2025 performance share award.

To cover tax obligations on the performance share payout, 43,004 shares were withheld at a price of $75.34 per share, treated as a disposition for tax withholding purposes rather than an open-market sale. After these transactions, Khalaf directly owned 720,129 shares of MetLife common stock.

Positive

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Insider Khalaf Michel
Role President & CEO
Type Security Shares Price Value
Grant/Award Common Stock 69,286 $0.00 $0.00
Grant/Award Common Stock 81,364 $0.00 $0.00
Exercise Price or Tax Liability Common Stock 43,004 $75.34 $3.24M
Holdings After Transaction: Common Stock — 720,129 shares (Direct)
Footnotes (3)
  1. F1. Restricted stock unit award under the MetLife, Inc. 2025 Stock and Incentive Compensation Plan.
  2. F2. Shares acquired from the determination of the performance factor for and payout of 2023-2025 performance share award under the MetLife, Inc. 2015 Stock and Incentive Compensation Plan.
  3. F3. Shares withheld to satisfy the reporting person's tax withholding obligation due on the performance share payout.

FAQ

What did MetLife (MET) CEO Michel Khalaf report in this Form 4 filing?
Michel Khalaf reported stock-based compensation transactions, including new share awards and tax withholding. He received restricted stock units and performance share payout shares, then had some shares withheld to satisfy tax obligations, ending with direct ownership of 720,129 MetLife common shares.

How many MetLife shares did CEO Michel Khalaf acquire through awards?
Michel Khalaf acquired 69,286 MetLife common shares via a restricted stock unit award and 81,364 shares from a 2023–2025 performance share payout. Both awards were granted under MetLife’s stock and incentive compensation plans as part of his equity-based compensation.

Why were some of Michel Khalaf’s MetLife shares disposed of in this Form 4?
The reported share disposition reflects tax withholding, not an open-market sale. MetLife withheld 43,004 shares at $75.34 per share to cover Khalaf’s tax obligation arising from the performance share payout under the company’s stock and incentive compensation plan.

What is Michel Khalaf’s MetLife share ownership after these transactions?
After the reported grant, performance payout, and tax withholding transactions, Michel Khalaf directly owns 720,129 MetLife common shares. This figure reflects net holdings following both the equity awards credited to him and the shares withheld to satisfy related tax liabilities.

Which MetLife compensation plans are involved in Michel Khalaf’s Form 4 transactions?
The transactions involve MetLife’s 2025 Stock and Incentive Compensation Plan and the 2015 Stock and Incentive Compensation Plan. One award is a restricted stock unit grant under the 2025 plan, and the other is a 2023–2025 performance share payout under the 2015 plan.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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*
Khalaf Michel
(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
X Officer (give title below) Other (specify below)
President & CEO
3. Date of Earliest Transaction (Month/Day/Year)
02/24/2026
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 02/24/2026 A 69,286 A (1) 681,769 D
Common Stock 02/24/2026 A 81,364 A (2) 763,133 D
Common Stock 02/24/2026 F(3) 43,004 D $75.34 720,129 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. Restricted stock unit award under the MetLife, Inc. 2025 Stock and Incentive Compensation Plan.
2. Shares acquired from the determination of the performance factor for and payout of 2023-2025 performance share award under the MetLife, Inc. 2015 Stock and Incentive Compensation Plan.
3. Shares withheld to satisfy the reporting person's tax withholding obligation due on the performance share payout.
Remarks:
/s/ Taylor McInerney Jansen, Attorney-in-fact 02/26/2026
** 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).
** 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.

Source: View Original Filing on SEC EDGAR