MANULIFE FINANCIAL CORP (MFC) SEC Filings, Feb-May 2026

Manulife Financial Corporation reported shareholder voting results from its recent meeting. All nominated directors were elected, each receiving more than 95% of votes cast, with most nominees above 98% support.

Shareholders also approved the appointment of Ernst & Young LLP as auditors with 89.51% of votes for, and passed the advisory resolution on the company’s approach to executive compensation with 94.87% support.

Manulife Financial reported a strong first quarter of 2026, with core earnings of $1.8 billion, up 8%, and net income attributed to shareholders of $1.1 billion, up $0.7 billion from a year earlier. Diluted core EPS rose to $1.06, an 11% increase, while reported EPS climbed to $0.65, up 178%. Core ROE reached 16.5% and the LICAT ratio stood at 136%, highlighting capital strength.

Insurance growth remained robust: APE sales grew 7% to $2.8 billion, new business CSM increased 16% to $1.0 billion, and new business value rose 7% to $944 million. Asia drove much of this momentum with 22% core earnings growth and 15% NBV growth, while Canada and the U.S. saw mixed results as Canada’s core earnings declined and U.S. core earnings dipped modestly despite a swing to positive net income.

Global Wealth and Asset Management delivered higher fees and a better core EBITDA margin but recorded $4.4 billion of net outflows compared with prior-year inflows. Manulife continued to execute on strategic initiatives, completing the Schroders Indonesia acquisition, entering a partnership with L&G, and scaling AI tools across businesses. The board declared a quarterly common dividend of $0.485 per share, payable on June 19 2026, with dividends eligible for reinvestment through existing Canadian and U.S. plans.

Manulife Financial Corporation reported strong results for the quarter ended March 31, 2026, with net income attributed to shareholders of $1.15 billion, up from $485 million a year earlier. Core earnings rose to $1.84 billion, an 8% increase on a constant exchange rate basis, reflecting business growth, favourable actuarial updates and better insurance experience, partly offset by lower investment spreads and higher expenses.

Diluted core EPS grew 11% to $1.06, while reported EPS climbed to $0.65, up 178%. Core ROE improved to 16.5% and ROE to 10.1%. Insurance momentum remained solid, with APE sales up 7%, new business contractual service margin up 16%, and new business value up 7%, led by double‑digit growth in Asia and stronger U.S. accumulation products.

Global Wealth and Asset Management generated higher fee-based core earnings and a 29.0% core EBITDA margin but saw net outflows of $4.4 billion versus prior-year inflows. Capital strength stayed robust with a LICAT ratio of 136% at MLI, a lower financial leverage ratio of 22.5%, and book value per common share rising to $26.30. The company returned $1.2 billion to shareholders through dividends and buybacks, completed the Schroders Indonesia acquisition, entered a strategic partnership with L&G, and advanced multiple AI and health-focused initiatives across regions.

Manulife Financial Corporation filed an amended Form 6-K to replace a prior version and correct clerical errors, attaching an updated news release. The release states Manulife will not redeem its outstanding Series 3 and Series 4 Class 1 preferred shares on June 19, 2026, preserving investor holdings.

Holders of the 6,537,903 Series 3 Preferred Shares and 1,462,097 Series 4 Preferred Shares may elect to convert between the two series on a one-for-one basis on June 19, 2026, subject to minimum outstanding thresholds of 1,000,000 shares per series. Deadlines, automatic conversion conditions and future dividend reset dates and announcement timing are detailed for investors.

Manulife Financial Corporation is leaving its preferred share capital structure unchanged in 2026 and will not redeem its outstanding Series 3 or Series 4 Class 1 Preferred Shares on June 19, 2026. Instead, holders of the 6,537,903 Series 3 and 1,462,097 Series 4 shares may choose to convert all or part of their holdings into the other series on a one-for-one basis on that date.

Beneficial owners who wish to convert must instruct their broker by 5:00 p.m. Toronto time on June 4, 2026. If, after that date, either series would have fewer than 1,000,000 shares outstanding, all remaining shares of that small series will automatically convert into the other series on June 19, 2026. New dividend rates for Series 3 (for June 20, 2026–June 19, 2031) and Series 4 (for June 20–September 19, 2026) will be announced on May 21, 2026.

Manulife Financial Corporation has filed materials for its 2026 annual meeting of common shareholders, scheduled for May 14, 2026 at 11:00 a.m. Eastern in Toronto and by live webcast. Shareholders of record at 5:00 p.m. Eastern on March 16, 2026, when 1,676,449,467 common shares were outstanding, are entitled to vote.

The meeting will cover four items: receiving 2025 consolidated financial statements, electing 13 directors, appointing Ernst & Young LLP as external auditors for 2026, and an advisory “say on executive pay.” The board recommends voting FOR items 2 to 4. The circular also details board composition, diversity metrics, director compensation (including a higher equity-based retainer effective January 1, 2026) and strong 2025 director attendance.

Manulife Financial Corporation has received Toronto Stock Exchange approval for a normal course issuer bid to buy back for cancellation up to 42 million common shares, representing about 2.5% of its issued and outstanding shares. As at February 10, 2026, it had 1,676,751,543 common shares outstanding.

Purchases may occur from February 24, 2026 to February 23, 2027 through the TSX, New York Stock Exchange, and other Canadian and U.S. trading systems, with a daily TSX limit of 1,483,481 shares based on average trading volume of 5,933,925 shares. All repurchased shares will be cancelled as part of Manulife’s capital management strategy.

Manulife may also use private agreements and derivative-based programs, and has implemented an automatic share purchase plan so its broker can continue buying shares even during blackout periods, subject to applicable Canadian, U.S., and other securities and insurance regulations.

Manulife Financial Corporation plans a new Normal Course Issuer Bid that would allow it to repurchase for cancellation up to 42 million common shares, about 2.5% of its issued and outstanding stock, subject to Toronto Stock Exchange approval.

As of January 31, 2026, Manulife had 1,676,743,043 common shares outstanding. The bid may run for up to one year once accepted and permits purchases on the TSX, NYSE, alternative trading systems, and via private agreements or derivative-based programs, all within the 42 million-share cap. Canada’s federal insurance regulator has approved the bid, which follows completion of a prior 51.5 million-share buyback at a volume weighted average price of $44.28.

Manulife Financial Corporation has scheduled its annual shareholder meeting for May 14, 2026. Shareholders of record on March 16, 2026 will be entitled to receive notice and vote at the meeting.

The notice confirms that common shares are the securities entitled to notice and vote, and that Manulife will use notice-and-access for both registered and beneficial owners, with the issuer paying for sending proxy materials to objecting beneficial owners via intermediaries.