A Dark Vector Cognition product

Item 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

58K characters. Original on sec.gov ·

Item 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

(a)1.FINANCIAL STATEMENTSPage(s)
Included in Part II, Item 8, of this report:
Aflac Incorporated and Subsidiaries:
Report of Independent Registered Public Accounting Firm80
Consolidated Statements of Earnings for each of the years in the three- year period ended December 31, 201782
Consolidated Statements of Comprehensive Income for each of the years in the three-year period ended December 31, 201783
Consolidated Balance Sheets as of December 31, 2017 and 201684
Consolidated Statements of Shareholders' Equity for each of the years in the three-year period ended December 31, 201786
Consolidated Statements of Cash Flows for each of the years in the three-year period ended December 31, 201787
Notes to the Consolidated Financial Statements88
Unaudited Consolidated Quarterly Financial Data168
2.FINANCIAL STATEMENT SCHEDULES
Included in Part IV of this report:
Schedule II -Condensed Financial Information of Registrant as of December 31, 2017 and 2016, and for each of the years in the three-year period ended December 31, 2017177
Schedule III -Supplementary Insurance Information as of December 31, 2017 and 2016, and for each of the years in the three-year period ended December 31, 2017183
Schedule IV -Reinsurance for each of the years in the three-year period ended December 31, 2017184
3.EXHIBIT INDEX
An “Exhibit Index” has been filed as part of this Report beginning on the following page and is incorporated herein by this reference.

Schedules other than those listed above are omitted because they are not required, are not material, are not applicable, or the required information is shown in the financial statements or notes thereto.

In reviewing the agreements included as exhibits to this annual report, please remember they are included to provide you with information regarding their terms and are not intended to provide any other factual or disclosure information about the Company or the other parties to the agreements. The agreements contain representations and warranties by each of the parties to the applicable agreement. These representations and warranties have been made solely for the benefit of the other parties to the applicable agreement and:

•should not in all instances be treated as categorical statements of fact, but rather as a way of allocating the risk to one of the parties if those statements prove to be inaccurate;
•have been qualified by disclosures that were made to the other party in connection with the negotiation of the applicable agreement, which disclosures are not necessarily reflected in the agreement;
•may apply standards of materiality in a way that is different from what may be viewed as material to you or other investors; and
•were made only as of the date of the applicable agreement or such other date or dates as may be specified in the agreement and are subject to more recent developments.

Accordingly, these representations and warranties may not describe the actual state of affairs as of the date they were made or at any other time.

(b)EXHIBIT INDEX(1)
3.0-Articles of Incorporation, as amended – incorporated by reference from Form 10-Q for June 30, 2008, Exhibit 3.0 (File No. 001-07434).
3.1-Bylaws of the Corporation, as amended and restated – incorporated by reference from Form 8-K dated November 10, 2015, Exhibit 3.1 ( File No. 001-07434)
4.0-There are no instruments with respect to long-term debt not being registered in which the total amount of securities authorized exceeds 10% of the total assets of Aflac Incorporated and its subsidiaries on a consolidated basis. We agree to furnish a copy of any long-term debt instrument to the Securities and Exchange Commission upon request.
4.1-Indenture, dated as of May 21, 2009, between Aflac Incorporated and The Bank of New York Mellon Trust Company, N.A., as trustee – incorporated by reference from Form 8-K dated May 21, 2009, Exhibit 4.1 (File No. 001-07434).
4.2-Second Supplemental Indenture, dated as of December 17, 2009, between Aflac Incorporated and The Bank of New York Mellon Trust Company, N.A., as trustee (including the form of 6.900% Senior Note due 2039) – incorporated by reference from Form 8-K dated December 14, 2009, Exhibit 4.1 (File No. 001-07434).
4.3-Third Supplemental Indenture, dated as of August 9, 2010, between Aflac Incorporated and The Bank of New York Mellon Trust Company, N.A., as trustee (including the form of 6.45% Senior Note due 2040) - incorporated by reference from Form 8-K dated August 4, 2010, Exhibit 4.1 (File No. 001-07434).
4.4-Fifth Supplemental Indenture, dated as of February 10, 2012, between Aflac Incorporated and The Bank of New York Mellon Trust Company, N.A., as trustee (including the form of 2.65% Senior Note due 2017) - incorporated by reference from Form 8-K dated February 8, 2012, Exhibit 4.1 (File No. 001-07434).
4.5-Sixth Supplemental Indenture, dated as of February 10, 2012, between Aflac Incorporated and The Bank of New York Mellon Trust Company, N.A., as trustee (including the form of 4.00% Senior Note due 2022) - incorporated by reference from Form 8-K dated February 8, 2012, Exhibit 4.2 (File No. 001-07434).
4.6-Seventh Supplemental Indenture, dated as of July 31, 2012, between Aflac Incorporated and The Bank of New York Mellon Trust Company, N.A., as trustee (including the form of 2.65% Senior Note due 2017) - incorporated by reference from Form 8-K dated July 27, 2012, Exhibit 4.1 (File No. 001-07434).
4.7-Eighth Supplemental Indenture, dated as of June 10, 2013, between Aflac Incorporated and The Bank of New York Mellon Trust Company, N.A., as trustee (including the form of 3.625% Senior Note due 2023) - incorporated by reference from Form 8-K dated June 10, 2013, Exhibit 4.1 (File No. 001-07434).
4.8-Ninth Supplemental Indenture, dated as of November 7, 2014, between Aflac Incorporated and The Bank of New York Mellon Trust Company, N.A., as trustee (including the form of 3.625% Senior Note due 2024) - incorporated by reference from Form 8-K dated November 4, 2014, Exhibit 4.1 (File No. 001-07434).
4.9-Tenth Supplemental Indenture, dated as of March 12, 2015, between Aflac Incorporated and The Bank of New York Mellon Trust Company, N.A., as trustee (including the form of 2.40% Senior Note due 2020) - incorporated by reference from Form 8-K dated March 9, 2015, Exhibit 4.1 (File No. 001-07434).
4.10-Eleventh Supplemental Indenture, dated as of March 12, 2015, between Aflac Incorporated and The Bank of New York Mellon Trust Company, N.A., as trustee (including the form of 3.25% Senior Note due 2025) - incorporated by reference from Form 8-K dated March 9, 2015, Exhibit 4.2 (File No. 001-07434).
4.11-Twelfth Supplemental Indenture, dated as of September 19, 2016, between Aflac Incorporated and The Bank of New York Mellon Trust Company, N.A., as trustee (including the form of 2.875% Senior Note due 2026) - incorporated by reference from Form 8-K dated September 19, 2016, Exhibit 4.1 (File No. 001-07434).
4.12-Thirteenth Supplemental Indenture, dated as of September 19, 2016, between Aflac Incorporated and The Bank of New York Mellon Trust Company, N.A., as trustee (including the form of 4.000% Senior Note due 2046) – incorporated by reference from Form 8-K dated September 19, 2016, Exhibit 4.2 (File No. 001-07434).
4.13-Fourteenth Supplemental Indenture, dated as of January 25, 2017, between Aflac Incorporated and The Bank of New York Mellon Trust Company, N.A., as trustee (including the form of .932% Senior Note due 2027) – incorporated by reference from Form 8-K dated January 25, 2017, Exhibit 4.1 (File No. 001-07434).
4.14-Subordinated Indenture, dated as of September 26, 2012, between Aflac Incorporated and The Bank of New York Mellon Trust Company, N.A., as trustee – incorporated by reference from Form 8-K dated September 26, 2012, Exhibit 4.1 (File No. 001-07434).
4.15-First Supplemental Indenture, dated as of September 26, 2012, between Aflac Incorporated and The Bank of New York Mellon Trust Company, N.A., as trustee (including the form of 5.50% Subordinated Debenture due 2052) – incorporated by reference from Form 8-K dated September 26, 2012, Exhibit 4.2 (File No. 001-07434).
4.16-Second Supplemental Indenture, dated as of October 23, 2017, between Aflac Incorporated and The Bank of New York Mellon Trust Company, N.A., as trustee (including the form of 2.108% Subordinated Debenture due 2047) - incorporated by reference from Form 8-K dated October 23, 2017, Exhibit 4.1 (File No. 001-07434).
10.0*-American Family Corporation Retirement Plan for Senior Officers, as amended and restated October 1, 1989 – incorporated by reference from 1993 Form 10-K, Exhibit 10.2 (File No. 001-07434).
10.1*-Amendment to American Family Corporation Retirement Plan for Senior Officers, dated December 8, 2008 – incorporated by reference from 2008 Form 10-K, Exhibit 10.1 (File No. 001-07434).
10.2*-Second Amendment to the American Family Corporation Retirement Plan for Senior Officers, dated November 16, 2012 – incorporated by reference from Form 10-Q for September 30, 2016, Exhibit 10.2 (File No. 001-07434).
10.3*-Third Amendment to the American Family Corporation Retirement Plan for Senior Officers, dated October 18, 2016 – incorporated by reference from Form 10-Q for September 30, 2016, Exhibit 10.3 (File No. 001-07434).
10.4*-Aflac Incorporated Supplemental Executive Retirement Plan, as amended and restated January 1, 2009 – incorporated by reference from 2008 Form 10-K, Exhibit 10.5 (File No. 001-07434).
10.5*-First Amendment to the Aflac Incorporated Supplemental Executive Retirement Plan, as amended and restated January 1, 2009 – incorporated by reference from 2012 Form 10-K, Exhibit 10.3 (File No. 001-07434).
10.6*-Second Amendment to the Aflac Incorporated Supplemental Executive Retirement Plan, as amended and restated January 1, 2009 – incorporated by reference from 2014 Form 10-K, Exhibit 10.4 (File No. 001-07434).
10.7*-Aflac Incorporated Executive Deferred Compensation Plan, as amended and restated, effective September 1, 2015 – incorporated by reference from Form 10-Q for September 30, 2015, Exhibit 10.5 (File No. 001-07434).
10.8*-First Amendment to the Aflac Incorporated Executive Deferred Compensation Plan, as amended and restated, effective September 1, 2015 – incorporated by reference from Form 10-Q for September 30, 2016, Exhibit 10.8 (File No. 001-07434).
10.9*-Second Amendment to the Aflac Incorporated Executive Deferred Compensation Plan, as amended and restated, effective September 1, 2015 – incorporated by reference from Form 10-Q for March 31, 2017, Exhibit 10.9 (File No. 001-07434).
10.10*-Aflac Incorporated 2013 Management Incentive Plan – incorporated by reference from the 2012 Proxy Statement, Appendix B (File No. 001-07434).
10.11*-Aflac Incorporated 2018 Management Incentive Plan - incorporated by reference from the 2017 Proxy Statement, Appendix B (File No. 001-07434).
10.12*-1999 Aflac Associate Stock Bonus Plan, amended and restated as of January 1, 2013 – incorporated by reference from Form 10-Q for March 31, 2013, Exhibit 10.10 (File No. 001-07434).
10.13*-Aflac Incorporated 1997 Stock Option Plan – incorporated by reference from the 1997 Shareholders’ Proxy Statement, Appendix B (File No. 001-07434).
10.14*-Form of Officer Stock Option Agreement (Non-Qualifying Stock Option) under the Aflac Incorporated 1997 Stock Option Plan – incorporated by reference from Form 8-K dated January 28, 2005, Exhibit 10.5 (File No. 001-07434).
10.15*-Form of Officer Stock Option Agreement (Incentive Stock Option) under the Aflac Incorporated 1997 Stock Option Plan – incorporated by reference from Form 8-K dated January 28, 2005, Exhibit 10.6 (File No. 001-07434).
10.16*-Notice of grant of stock options and stock option agreement to officers under the Aflac Incorporated 1997 Stock Option Plan – incorporated by reference from Form 8-K dated January 28, 2005, Exhibit 10.7 (File No. 001-07434).
10.17*-2004 Aflac Incorporated Long-Term Incentive Plan, as amended and restated March 14, 2012 – incorporated by reference from the 2012 Proxy Statement, Appendix A (File No. 001-07434).
10.18*-Form of Non-Employee Director Stock Option Agreement (NQSO) under the 2004 Aflac Incorporated Long-Term Incentive Plan, as amended and restated March 14, 2012 – incorporated by reference from Form 10-Q for March 31, 2016, Exhibit 10.13 (File No. 001-07434).
10.19*-Notice of grant of stock options to non-employee director under the 2004 Aflac Incorporated Long-Term Incentive Plan, as amended and restated March 14, 2012 – incorporated by reference from Form 10-Q for March 31, 2016, Exhibit 10.14 (File No. 001-07434).
10.20*-Form of Non-Employee Director Restricted Stock Award Agreement under the 2004 Aflac Incorporated Long-Term Incentive Plan, as amended and restated March 14, 2012 – incorporated by reference from Form 10-Q for March 31, 2016, Exhibit 10.15 (File No. 001-07434).
10.21*-Notice of restricted stock award to non-employee director under the 2004 Aflac Incorporated Long-Term Incentive Plan, as amended and restated March 14, 2012 – incorporated by reference from Form 10-Q for March 31, 2016, Exhibit 10.16 (File No. 001-07434).
10.22*-U.S. Form of Employee Restricted Stock Award Agreement under the 2004 Aflac Incorporated Long-Term Incentive Plan, as amended and restated March 14, 2012 – incorporated by reference from Form 10-Q for March 31, 2016, Exhibit 10.17 (File No. 001-07434).
10.23*-Japan Form of Employee Restricted Stock Award Agreement under the 2004 Aflac Incorporated Long-Term Incentive Plan, as amended and restated March 14, 2012 – incorporated by reference from Form 10-Q for March 31, 2016, Exhibit 10.18 (File No. 001-07434).
10.24*-Notice of time based restricted stock award under the 2004 Aflac Incorporated Long-Term Incentive Plan, as amended and restated March 14, 2012 – incorporated by reference from Form 10-Q for June 30, 2013, Exhibit 10.22 (File No. 001-07434).
10.25*-Notice of performance based restricted stock award under the 2004 Aflac Incorporated Long-Term Incentive Plan, as amended and restated March 14, 2012 – incorporated by reference from Form 10-Q for March 31, 2016, Exhibit 10.20 (File No. 001-07434).
10.26*-U.S. Form of Employee Stock Option Agreement (Non-Qualifying Stock Option) under the 2004 Aflac Incorporated Long-Term Incentive Plan, as amended and restated March 14, 2012 – incorporated by reference from Form 10-Q for March 31, 2016, Exhibit 10.21 (File No. 001-07434).
10.27*-Japan Form of Employee Stock Option Agreement (Non-Qualifying Stock Option) under the 2004 Aflac Incorporated Long-Term Incentive Plan, as amended and restated March 14, 2012 – incorporated by reference from Form 10-Q for March 31, 2016, Exhibit 10.22 (File No. 001-07434).
10.28*-U.S. Form of Employee Stock Option Agreement (Incentive Stock Option) under the 2004 Aflac Incorporated Long-Term Incentive Plan, as amended and restated March 14, 2012 – incorporated by reference from Form 10-Q for March 31, 2016, Exhibit 10.23 (File No. 001-07434).
10.29*-U.S. Notice of grant of stock options under the 2004 Aflac Incorporated Long-Term Incentive Plan, as amended and restated March 14, 2012 – incorporated by reference from Form 10-Q for June 30, 2013, Exhibit 10.28 (File No. 001-07434).
10.30*-Japan Notice of grant of stock options under the 2004 Aflac Incorporated Long-Term Incentive Plan, as amended and restated March 14, 2012 – incorporated by reference from Form 10-Q for June 30, 2013, Exhibit 10.29 (File No. 001-07434).
10.31*-Japan Form of Restricted Stock Unit Agreement under the 2004 Aflac Incorporated Long-Term Incentive Plan, as amended and restated March 14, 2012 – incorporated by reference from Form 10-Q for March 31, 2016, Exhibit 10.26 (File No. 001-07434).
10.32*-Aflac Incorporated Long-Term Incentive Plan, as amended and restated February 14, 2017 – incorporated by reference from Form 8-K dated May 1, 2017, Exhibit 10.1 (File No. 001-07434).
10.33*-Form of Non-Employee Director Stock Option Agreement (Non-Qualifying Stock Option) under the Aflac Incorporated Long-Term Incentive Plan, as amended and restated February 14, 2017 – incorporated by reference from Form 10-Q for June 30, 2017, Exhibit 10.33 (File No. 001-07434).
10.34*-Form of Non-Employee Director Restricted Stock Award Agreement under the Aflac Incorporated Long-Term Incentive Plan, as amended and restated February 14, 2017 – incorporated by reference from Form 10-Q for June 30, 2017, Exhibit 10.34 (File No. 001-07434).
10.35*-Aflac Incorporated Retirement Plan for Directors Emeritus, as amended and restated, dated February 9, 2010 – incorporated by reference from 2009 Form 10-K, Exhibit 10.26 (File No. 001-07434).
10.36*-Amendment to Aflac Incorporated Retirement Plan for Directors Emeritus, as amended and restated, dated August 10, 2010 – incorporated by reference from Form 10-Q for September 30, 2010, Exhibit 10.27 (File No. 001-07434).
10.37*-Aflac Incorporated Employment Agreement with Daniel P. Amos, as amended and restated, dated August 20, 2015 – incorporated by reference from Form 10-Q for September 30, 2015, Exhibit 10.29 (File No. 001-07434).
10.38*-Aflac Incorporated Employment Agreement with Kriss Cloninger III, as amended and restated, dated August 20, 2015 – incorporated by reference from Form 10-Q for September 30, 2015, Exhibit 10.30 (File No. 001-07434).
10.39*-Aflac Employment Agreement with Paul S. Amos II, as amended and restated, dated August 19, 2015 – incorporated by reference from Form 10-Q for September 30, 2015, Exhibit 10.31 (File No. 001-07434).
10.40*-Aflac Separation Agreement with Paul S. Amos II, dated June 6, 2017 - incorporated by reference from Form 10-Q dated August 3, 2017, Exhibit 10.40 (File No. 001-07434).
10.41*-Aflac Employment Agreement with Eric M. Kirsch, as amended and restated, dated December 1, 2015 – incorporated by reference from Form 8-K dated December 1, 2015, Exhibit 10.1 (File No. 001-07434).
10.42*-Amendment to Aflac Employment Agreement with Eric M. Kirsch, dated November 30, 2017.
10.43*-Aflac Incorporated Employment Agreement with Frederick J. Crawford, effective June 30, 2015 – incorporated by reference from Form 8-K dated June 24, 2015, Exhibit 10.1 (File No. 001-07434).
11-Statement regarding the computation of per-share earnings for the Registrant.
12-Statement regarding the computation of ratio of earnings to fixed charges for the Registrant.
21-Subsidiaries.
23-Consent of independent registered public accounting firm, KPMG LLP, to Form S-8 Registration Statement No. 333-158969 with respect to the Aflac Incorporated 401(k) Savings and Profit Sharing Plan.
-Consent of independent registered public accounting firm KPMG LLP, to Form S-8 Registration Statement No. 333-27883 with respect to the Aflac Incorporated 1997 Stock Option Plan.
-Consent of independent registered public accounting firm, KPMG LLP, to Form S-8 Registration Statement Nos. 333-135327, 333-161269, and 333-202781 with respect to the Aflac Incorporated Executive Deferred Compensation Plan.
-Consent of independent registered public accounting firm, KPMG LLP, to Form S-8 Registration Statement No. 333-200570 with respect to the Aflac Incorporated Market Director Deferred Compensation Plan.
-Consent of independent registered public accounting firm, KPMG LLP, to Form S-8 Registration Statement No. 333-115105 and 333-219888 with respect to the Aflac Incorporated Long-Term Incentive Plan.
-Consent of independent registered public accounting firm, KPMG LLP, to Form S-3 Registration Statement No. 333-219784 with respect to the AFL Stock Plan.
-Consent of independent registered public accounting firm, KPMG LLP, to Form S-3 Registration Statement No. 333-203839 with respect to the Aflac Incorporated shelf registration statement.
31.1-Certification of CEO dated February 22, 2018, required by Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934.
31.2-Certification of CFO dated February 22, 2018, required by Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934.
32-Certification of CEO and CFO dated February 22, 2018, pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS-XBRL Instance Document.(2)
101.SCH-XBRL Taxonomy Extension Schema.
101.CAL-XBRL Taxonomy Extension Calculation Linkbase.
101.DEF-XBRL Taxonomy Extension Definition Linkbase.
101.LAB-XBRL Taxonomy Extension Label Linkbase.
101.PRE-XBRL Taxonomy Extension Presentation Linkbase.
(1)Copies of any exhibit are available upon request by calling our Investor Relations Department at 800.235.2667 - option 3
(2)Includes the following materials contained in this Annual Report on Form 10-K for the year ended December 31, 2017, formatted in XBRL (eXtensible Business Reporting Language): (i) Consolidated Statements of Earnings, (ii) Consolidated Statements of Comprehensive Income (Loss), (iii) Consolidated Balance Sheets, (iv) Consolidated Statements of Shareholders' Equity, (v) Consolidated Statements of Cash Flows, (vi) Notes to Consolidated Financial Statements, (vii) Financial Statement Schedules.
*Management contract or compensatory plan or arrangement required to be filed as an exhibit pursuant to Item 15(b) of this report.
(c)FINANCIAL STATEMENT SCHEDULES

SCHEDULE II

CONDENSED FINANCIAL INFORMATION OF REGISTRANT

Aflac Incorporated (Parent Only)

Condensed Statements of Earnings

Years ended December 31,
(In millions)201720162015
Revenues:
Management and service fees from subsidiaries(1)$297$265$260
Net investment income301822
Interest from subsidiaries(1)556
Realized investment gains (losses)678486
Change in fair value of the cross-currency interest rate swaps(68)(159)(53)
Total revenues331213321
Operating expenses:
Interest expense197213231
Other operating expenses(2)180277321
Total operating expenses377490552
Earnings before income taxes and equity in earnings of subsidiaries(46)(277)(231)
Income tax expense (benefit)(23)(102)(80)
Earnings before equity in earnings of subsidiaries(23)(175)(151)
Equity in earnings of subsidiaries(1)4,6272,8342,684
Net earnings$4,604$2,659$2,533

(1)Eliminated in consolidation

(2)Includes expense of $13 in 2017, $137 in 2016 and $230 in 2015 for the early extinguishment of debt

See the accompanying Notes to Condensed Financial Statements.

See the accompanying Report of Independent Registered Public Accounting Firm.

SCHEDULE II

CONDENSED FINANCIAL INFORMATION OF REGISTRANT

Aflac Incorporated (Parent Only)

Condensed Statements of Comprehensive Income (Loss)

Years ended December 31,
(In millions)201720162015
Net earnings$4,604$2,659$2,533
Other comprehensive income (loss) before income taxes:
Unrealized foreign currency translation gains (losses) during period286283360
Unrealized gains (losses) on investment securities during period1,7332,799(2,595)
Unrealized gains (losses) on derivatives during period130
Pension liability adjustment during period9(45)(20)
Total other comprehensive income (loss) before income taxes2,0293,040(2,255)
Income tax expense (benefit) related to items of other comprehensive income (loss)6311,035(901)
Other comprehensive income (loss), net of income taxes1,3982,005(1,354)
Total comprehensive income (loss)$6,002$4,664$1,179

See the accompanying Notes to Condensed Financial Statements.

See the accompanying Report of Independent Registered Public Accounting Firm.

SCHEDULE II

CONDENSED FINANCIAL INFORMATION OF REGISTRANT

Aflac Incorporated (Parent Only)

Condensed Balance Sheets

December 31,
(In millions, except for share and per-share amounts)20172016
Assets:
Investments and cash:
Fixed maturity securities available for sale, at fair value (amortized cost $1,163 in 2017 and $483 in 2016)$1,213$496
Investments in subsidiaries(1)26,86923,353
Other investments513
Cash and cash equivalents1,7252,037
Total investments and cash29,85825,889
Due from subsidiaries(1)9075
Income taxes receivable121103
Other assets366497
Total assets$30,435$26,564
Liabilities and shareholders' equity:
Liabilities:
Employee benefit plans$341$293
Notes payable5,2675,339
Other liabilities229450
Total liabilities5,8376,082
Shareholders' equity:
Common stock of $.10 par value. In thousands: authorized 1,900,000 shares in 2017 and 2016; issued 672,881 shares in 2017 and 671,249 shares in 20166767
Additional paid-in capital2,1201,976
Retained earnings29,89525,981
Accumulated other comprehensive income (loss):
Unrealized foreign currency translation gains(1,750)(1,983)
Unrealized gains (losses) on investment securities5,9644,805
Unrealized gains (losses) on derivatives(23)(24)
Pension liability adjustment(163)(168)
Treasury stock, at average cost(11,512)(10,172)
Total shareholders' equity24,59820,482
Total liabilities and shareholders' equity$30,435$26,564

(1)Eliminated in consolidation

See the accompanying Notes to Condensed Financial Statements.

See the accompanying Report of Independent Registered Public Accounting Firm.

SCHEDULE II

CONDENSED FINANCIAL INFORMATION OF REGISTRANT

Aflac Incorporated (Parent Only)

Condensed Statements of Cash Flows

Years ended December 31,
(In millions)201720162015
Cash flows from operating activities:
Net earnings$4,604$2,659$2,533
Adjustments to reconcile net earnings to net cash provided from operating activities:
Equity in earnings of subsidiaries(1)(4,627)(2,834)(2,684)
Cash dividends received from subsidiaries2,0012,0202,393
Other, net(46)294(2)155(2)
Net cash provided (used) by operating activities1,9322,1392,397
Cash flows from investing activities:
Fixed maturity securities sold263225121
Fixed maturity securities purchased(329)(229)(202)
Other investments sold (purchased)(47)614
Settlement of derivatives2230147
Additional capitalization of subsidiaries(1)(69)(36)(43)
Other, net(218)(25)0
Net cash provided (used) by investing activities(177)(59)37
Cash flows from financing activities:
Purchases of treasury stock(1,351)(1,422)(1,315)
Proceeds from borrowings1,040986998
Principal payments under debt obligations(1,161)(621)(1,272)
Dividends paid to shareholders(661)(658)(656)
Treasury stock reissued334636
Proceeds from exercise of stock options383647
Net change in amount due to/from subsidiaries(1)(5)(6)43
Other, net0(125)(2)(232)(2)
Net cash provided (used) by financing activities(2,067)(1,764)(2,351)
Net change in cash and cash equivalents(312)31683
Cash and cash equivalents, beginning of period2,0371,7211,638
Cash and cash equivalents, end of period$1,725$2,037$1,721

(1)Eliminated in consolidation

(2)Operating activities excludes and financing activities includes a cash outflow of $137 in 2016 and $230 in 2015 for the payments associated with the early extinguishment of debt

See the accompanying Notes to Condensed Financial Statements.

See the accompanying Report of Independent Registered Public Accounting Firm.

SCHEDULE II

CONDENSED FINANCIAL INFORMATION OF REGISTRANT

Aflac Incorporated (Parent Only)

Notes to Condensed Financial Statements

The accompanying condensed financial statements should be read in conjunction with the consolidated financial statements and notes thereto of Aflac Incorporated and Subsidiaries included in Part II, Item 8 of this report.

(A) Notes Payable

A summary of notes payable as of December 31 follows:

(In millions)20172016
2.65% senior notes paid February 2017$0$649
2.40% senior notes due March 2020548547
4.00% senior notes due February 2022348348
3.625% senior notes due June 2023697696
3.625% senior notes due November 2024745745
3.25% senior notes due March 2025446445
2.875% senior notes due October 2026297298
6.90% senior notes due December 2039220220
6.45% senior notes due August 2040254254
4.00% senior notes due October 2046394394
5.50% subordinated debentures due September 20520(1)486
Yen-denominated senior notes and subordinated debentures:
.932% senior notes due January 2027 (principal amount 60.0 billion yen)5280
2.108% subordinated debentures due October 2047 (principal amount 60.0 billion yen)5260
Yen-denominated loans:
Variable interest rate loan due September 2021 (.32% in 2017 and .31% in 2016, principal amount 5.0 billion yen)4443
Variable interest rate loan due September 2023 (.47% in 2017 and .46% in 2016, principal amount 25.0 billion yen)220214
Total notes payable$5,267$5,339

(1) Redeemed in November 2017

Amounts in the table above are reported net of debt issuance costs and issuance premiums or discounts, if applicable, that are being amortized over the life of the notes.

In January 2017, the Parent Company issued 60.0 billion yen of senior notes through a U.S. public debt offering. The notes bear interest at a fixed rate of .932% per annum, payable semi-annually, and have a 10-year maturity. These notes may only be redeemed before maturity, in whole but not in part, upon the occurrence of certain changes affecting U.S. taxation, as specified in the indenture governing the terms of the issuance.

In February 2017, the Parent Company extinguished $650 million of its 2.65% senior notes upon their maturity.

In October 2017, the Parent Company issued 60.0 billion yen of subordinated debentures through a U.S. public debt offering. The debentures bear interest at an initial rate of 2.108% per annum through October 22, 2027, or earlier redemption. Thereafter, the rate of the interest of the debentures will be reset every five years at a rate of interest equal to the then-current JPY 5-year Swap Offered Rate plus 205 basis points. The debentures are payable semi-annually in arrears and have a 30-year maturity. The debentures are redeemable (i) at any time, in whole but not in part, upon the occurrence of certain tax events or certain rating agency events, as specified in the indenture governing the terms of the debentures or (ii) on or after October 23, 2027, in whole or in part, at a redemption price equal to their principal amount plus accrued and unpaid interest to, but excluding, the date of redemption. In November 2017, the Parent Company used a portion of net proceeds from the October 2017 issuance of subordinated debentures to redeem $500 million of the Parent Company's 5.50% subordinated debentures due 2052.

The aggregate contractual maturities of notes payable during each of the years after December 31, 2017, are as follows:

(In millions)
2018$0
20190
2020550
202144
2022350
Thereafter4,364
Total$5,308

For further information regarding notes payable, see Note 9 of the Notes to the Consolidated Financial Statements.

(B) Derivatives

At December 31, 2017, the Parent Company's outstanding freestanding derivative contracts were swaps associated with its notes payable, consisting of cross-currency interest rate swaps, also referred to as foreign currency swaps, associated with the Parent Company's senior notes due in March 2020, February 2022, June 2023, November 2024 and March 2025. The Parent Company does not use derivative financial instruments for trading purposes, nor does it engage in leveraged derivative transactions. For further information regarding these derivatives, see Notes 1, 4 and 9 of the Notes to the Consolidated Financial Statements.

(C) Income Taxes

The Parent Company and its eligible U.S. subsidiaries file a consolidated U.S. federal income tax return. Income tax liabilities or benefits are recorded by each principal subsidiary based upon separate return calculations, and any difference between the consolidated provision and the aggregate amounts recorded by the subsidiaries is reflected in the Parent Company financial statements. For further information on income taxes, see Note 10 of the Notes to the Consolidated Financial Statements.

(D) Dividend Restrictions

See Note 13 of the Notes to the Consolidated Financial Statements for information regarding dividend restrictions.

(E) Supplemental Disclosures of Cash Flow Information

(In millions)201720162015
Interest paid$195$209$235
Noncash financing activities:
Treasury stock issued for shareholder dividend reinvestment292626

SCHEDULE III

SUPPLEMENTARY INSURANCE INFORMATION

Aflac Incorporated and Subsidiaries

Years ended December 31,

(In millions)Deferred Policy Acquisition CostsFuture Policy Benefits & Unpaid Policy ClaimsUnearned PremiumsOther Policyholders' Funds
2017:
Aflac Japan$6,150$76,353$5,840$6,939
Aflac U.S.3,35510,5061190
All other013800
Intercompany eliminations0(748)00
Total$9,505$86,249$5,959$6,939
2016:
Aflac Japan$5,765$70,684$6,798$6,659
Aflac U.S.3,22810,0941180
All other09100
Intercompany eliminations0(718)00
Total$8,993$80,151$6,916$6,659

Segment amounts may not agree in total to the corresponding consolidated amounts due to rounding.

Years Ended December 31,

(In millions)Net Premium RevenueNet Investment IncomeBenefits and Claims, netAmortization of Deferred Policy Acquisition CostsOther Operating ExpensesPremiums Written
2017:
Aflac Japan$12,752$2,463$9,087$630$2,257$12,092
Aflac U.S.5,5637212,8855021,6585,565
All other2163620904210
Total$18,531$3,220$12,181$1,132$4,336$17,657
2016:
Aflac Japan$13,537$2,554$9,828$644$2,326$12,762
Aflac U.S.5,4547032,8694971,5935,452
All other2342122205130
Total$19,225$3,278$12,919$1,141$4,432$18,214
2015:
Aflac Japan$12,046$2,436$8,705$578$2,055$11,740
Aflac U.S.5,3476782,8734881,5705,343
All other1772116805730
Total$17,570$3,135$11,746$1,066$4,198$17,083

Segment amounts may not agree in total to the corresponding consolidated amounts due to rounding.

See the accompanying Report of Independent Registered Public Accounting Firm.

SCHEDULE IV

REINSURANCE

Aflac Incorporated and Subsidiaries

Years Ended December 31,

(In millions)Gross AmountCeded to Other CompaniesAssumed from Other companiesNet AmountPercentage of Amount Assumed to Net
2017:
Life insurance in force$152,502$4,121$0$148,3810%
Premiums:
Health insurance$14,829$554$222$14,4971%
Life insurance4,0461204,0340
Total earned premiums$18,875$566$222$18,5311%
2016:
Life insurance in force$151,093$3,741$0$147,3520%
Premiums:
Health insurance$14,839$595$241$14,4851%
Life insurance4,7531304,7400
Total earned premiums$19,592$608$241$19,2251%
2015:
Life insurance in force$146,610$3,547$0$143,0630%
Premiums:
Health insurance$13,604$509$186$13,2811%
Life insurance4,3001104,2890
Total earned premiums$17,904$520$186$17,5701%

Premiums by type may not agree in total to the corresponding consolidated amounts due to rounding.

See the accompanying Report of Independent Registered Public Accounting Firm.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Aflac Incorporated
By:/s/ Daniel P. AmosFebruary 22, 2018
(Daniel P. Amos)
Chief Executive Officer,
Chairman of the Board of Directors

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

/s/ Daniel P. AmosChief Executive Officer,February 22, 2018
(Daniel P. Amos)Chairman of the Board of Directors
/s/ Frederick J. CrawfordExecutive Vice President,February 22, 2018
(Frederick J. Crawford)Chief Financial Officer
/s/ June HowardSenior Vice President, Financial Services;February 22, 2018
(June Howard)Chief Accounting Officer
/s/ W. Paul BowersDirectorFebruary 22, 2018
(W. Paul Bowers)
/s/ Toshihiko FukuzawaDirectorFebruary 22, 2018
(Toshihiko Fukuzawa)
/s/ Elizabeth J. HudsonDirectorFebruary 22, 2018
(Elizabeth J. Hudson)
/s/ Douglas W. JohnsonDirectorFebruary 22, 2018
(Douglas W. Johnson)
/s/ Robert B. JohnsonDirectorFebruary 22, 2018
(Robert B. Johnson)
/s/ Thomas J. KennyDirectorFebruary 22, 2018
(Thomas J. Kenny)
/s/ Charles B. KnappDirectorFebruary 22, 2018
(Charles B. Knapp)
/s/ Karole F. LloydDirectorFebruary 22, 2018
(Karole F. Lloyd)
/s/ Joseph L. MoskowitzDirectorFebruary 22, 2018
(Joseph L. Moskowitz)
/s/ Barbara K. RimerDirectorFebruary 22, 2018
(Barbara K. Rimer)
/s/ Katherine T. RohrerDirectorFebruary 22, 2018
(Katherine T. Rohrer)
/s/ Melvin T. StithDirectorFebruary 22, 2018
(Melvin T. Stith)

Previous: Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE Related Person Transactions; and Director Independence