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Item 16. FORM 10-K SUMMARY

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Item 16. FORM 10-K SUMMARY

Not applicable

Glossary of Selected Terms

Throughout this Annual Report on Form 10-K, the Company may use certain terms which are defined below.

Adjusted Earnings Per Diluted Share Excluding the

Impact of Foreign Currency – Adjusted earnings are adjusted revenues less benefits and adjusted expenses. The adjustments to both revenues and expenses account for certain items that cannot be predicted or that are outside management’s control. Adjusted revenues are U.S. GAAP total revenues excluding realized investment gains and losses, except for amortized hedge costs/income related to foreign currency exposure management strategies and net interest cash flows from derivatives associated with certain investment strategies. Adjusted expenses are U.S. GAAP total acquisition and operating expenses including the impact of interest cash flows from derivatives associated with notes payable but excluding any nonrecurring or other items not associated with the normal course of the company’s insurance operations and that do not reflect Aflac’s underlying business performance. The most comparable U.S. GAAP measure is net earnings. Adjusted earnings per share (basic or diluted) are the adjusted earnings for the period divided by the weighted average outstanding shares (basic or diluted) for the period presented. The most comparable U.S. GAAP measure is net earnings per share. This metric is then adjusted using the average yen/dollar exchange rate for the comparable prior year period, which eliminates dollar based fluctuations driven solely from currency rate changes.

Affiliated Corporate Agency – Agency in Japan directly affiliated with a specific corporation that sells insurance policies primarily to its employees

Annualized premiums in force – the amount of gross premium that a policyholder must pay over a full year in order to keep coverage. The growth of net premiums (defined below) is directly affected by the change in premiums in force and by the change in weighted-average yen/dollar exchange rates.

Earnings Per Basic Share – Net earnings divided by weighted-average number of shares outstanding for the period

Earnings Per Diluted Share – Net earnings divided by the weighted-average number of shares outstanding for the period plus the weighted-average shares for the dilutive effect of share-based awards outstanding

Group Insurance – Insurance issued to a group, such as an employer or trade association, that covers employees or association members and their dependents through certificates of coverage

Individual Insurance – Insurance issued to an individual with the policy designed to cover that person and his or her dependents

In-force Policies – A count of policies that are active contracts at the end of a period.

Net Investment Income – The income derived from interest and dividends on invested assets, after deducting investment expenses

Net premiums – (sometimes referred to as net premium income or net earned premiums) is a financial measure that appears on the Company's Consolidated Statements of Earnings and in its segment reporting. This measure reflects collected or due premiums that have been earned ratably on policies in force during the reporting period, reduced by premiums that have been ceded to third parties and increased by premiums assumed through reinsurance.

New Annualized Premium Sales – (sometimes referred to as new sales or sales) An operating measure that is not reflected on the Company's financial statements. New annualized premium sales generally represent annual premiums on policies the Company sold and incremental increases from policy conversions that would be collected over a 12-month period assuming the policies remain in force for that entire period. For Aflac Japan, new annualized premium sales are determined by applications submitted during the reporting period. For Aflac U.S., new annualized premium sales are determined by applications that are issued during the reporting period. Policy conversions are defined as the positive difference in the annualized premium when a policy upgrades in the current reporting period.

Persistency – Percentage of premiums remaining in force at the end of a period, usually one year. For example, 95% persistency would mean that 95% of the premiums in force at the beginning of the period were still in force at the end of the period

Risk-based Capital (RBC) Ratio – Statutory adjusted capital divided by statutory required capital. This insurance ratio is based on rules prescribed by the National Association of Insurance Commissioners (NAIC) and provides an indication of the amount of statutory capital the insurance company maintains, relative to the inherent risks in the insurer’s operations

Solvency Margin Ratio (SMR) – Solvency margin total divided by one half of the risk total. This insurance ratio is prescribed by the Japan Financial Services Agency (FSA) and is used for all life insurance companies in Japan to measure the adequacy of the company’s ability to pay policyholder claims in the event actual risks exceed expected levels

Total Return to Shareholders – Appreciation of a shareholder’s investment over a period of time, including reinvested cash dividends paid during that time

Defined Terms

Throughout this Annual Report on Form 10-K, the Company may use abbreviations, acronyms and defined terms which are defined below.

ACAAffordable Care Act
AFSAvailable-for-Sale
AOCIAccumulated Other Comprehensive Income
APPIAct on the Protection of Personal Information
ASCAccounting Standards Codification
ASOPActuarial Standards of Practice
ASUAccounting Standards Update
BoJBank of Japan
CDSsCredit Default Swaps
CFTCCommodity Futures Trading Commission
CMLsCommercial Mortgage Loans
COSOCommittee of Sponsoring Organizations of the Treadway Commission
CSAsCredit Support Annexes
DACDeferred Policy Acquisition Costs
DTLDeferred Tax Liability
Dodd-FrankTitle VII of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010
DTADeferred Tax Asset
ECBEuropean Central Bank
EPSEarnings Per Share
FASBFinancial Accounting Standard Boards
FHLBFederal Home Loan Bank of Atlanta
FIOFederal Insurance Office
FSAJapanese Financial Services Agency
GLBAGramm-Leach-Bliley Act of 1999
HIPAAHealth Insurance Portability and Accountability Act of 1996
HTMHeld-to-Maturity
IRSInternal Revenue Service
ISDAInternational Swaps and Derivatives Association, Inc.
ISOsIncentive Stock Options
Japan Post GroupJapan Post Holdings Co., Ltd., JPC and JPI, collectively
Japan Post HoldingsJapan Post Holdings Co., Ltd.
JGBJapan Government Bond
JPCJapan Post Co. Ltd
JPIJapan Post Insurance Co., Ltd.
LDPLiberal Democratic Party
LIBORLondon Interbank Offered Rate
LIPPCLife Insurance Policyholder Protection Corporation
MD&AManagement's Discussion and Analysis of Financial Condition and Results of Operations
MMLsMiddle Market Loans
MOFMinistry of Finance
NAICNational Association of Insurance Commissioners
NDOINebraska Department of Insurance
NOLHGANational Organization of Life and Health Guaranty Associations
NQSOsNon-qualifying Stock Options
NRSROsNationally Recognized Statistical Rating Organizations
NYDFSNew York Department of Financial Services
OISOvernight Index Swap
ORSAOwn Risk and Solvency Assessment
OTCOver-the-Counter
OTTIOther-than-temporary Impairment
PCD Financial AssetsPurchased Credit-Deteriorated Financial Assets
PCI Financial AssetsPurchased Credit-Impaired Financial Assets
PRMPolicy Reserve Matching
PSUsPerformance-based restricted stock units
RBCRisk-Based Capital
S&P 500Standard & Poor's 500 Index
S&P Life and HealthStandard & Poor's Life and Health Insurance Index
SAB 118Staff Accounting Bulletin 118
SAPStatutory Accounting Principles
SCDOISouth Carolina Department of Insurance
SECSecurities and Exchange Commission
SIFMASecurities Industry and Financial Markets Association
Singapore LifeSingapore Life Pte. Ltd.
SMISolvency Modernization Initiative
SMRSolvency Margin Ratio
SOFRSecured Overnight Financing Rate
TACTotal Adjusted Capital
Tax ActTax Cuts and Jobs Act
The PlanAflac Incorporated Long-Term Incentive Plan
TIBORTokyo Interbank Market Rate
TREsTransitional Real Estate Loans
TTMTelegraphic Transfer Middle Rate
U.S. GAAPU.S. Generally Accepted Accounting Principles
USTTreasury Obligations of the U.S. Government
VIEsVariable Interest Entities
(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.
3.1-Bylaws of the Corporation, as amended and restated – incorporated by reference from Form 8-K dated November 10, 2015, Exhibit 3.1.
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. The Company agrees to furnish a copy of any long-term debt instrument to the Securities and Exchange Commission upon request.
4.1-Description of common stock securities registered pursuant to Section 12 of the Securities Exchange Act of 1934.
4.2-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.
4.3-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.
4.4-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.
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.
4.6-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.
4.7-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.
4.8-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.
4.9-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.
4.10-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.
4.11-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.
4.12-Fifteenth Supplemental Indenture, dated as of October 18, 2018, between Aflac Incorporated and The Bank of New York Mellon Trust Company, N.A., as trustee (including the form of 1.159% Senior Note due 2030) – incorporated by reference from Form 8-K dated October 18, 2018, Exhibit 4.1.
4.13-Sixteenth Supplemental Indenture, dated as of October 18, 2018, between Aflac Incorporated and The Bank of New York Mellon Trust Company, N.A., as trustee (including the form of 1.488% Senior Note due 2033) – incorporated by reference from Form 8-K dated October 18, 2018, Exhibit 4.2.
4.14-Seventeenth Supplemental Indenture, dated as of October 18, 2018, between Aflac Incorporated and The Bank of New York Mellon Trust Company, N.A., as trustee (including the form of 1.750% Senior Note due 2038) – incorporated by reference from Form 8-K dated October 18, 2018, Exhibit 4.3.
4.15-Eighteenth Supplemental Indenture, dated as of October 31, 2018, between Aflac Incorporated and The Bank of New York Mellon Trust Company, N.A., as trustee (including the form of 4.750% Senior Note due 2049) – incorporated by reference from Form 8-K dated October 31, 2018, Exhibit 4.1.
4.16-Nineteenth Supplemental Indenture, dated as of December 17, 2019, between Aflac Incorporated and The Bank of New York Mellon Trust Company, N.A., as trustee (including the form of 0.500% Senior Note due 2029) – incorporated by reference from Form 8-K dated December 17, 2019, Exhibit 4.1.
4.17-Twentieth Supplemental Indenture, dated as of December 17, 2019, between Aflac Incorporated and The Bank of New York Mellon Trust Company, N.A., as trustee (including the form of 0.843% Senior Note due 2031) – incorporated by reference from Form 8-K dated December 17, 2019, Exhibit 4.2.
4.18-Twenty-First Supplemental Indenture, dated as of December 17, 2019, between Aflac Incorporated and The Bank of New York Mellon Trust Company, N.A., as trustee (including the form of 0.934% Senior Note due 2034) – incorporated by reference from Form 8-K dated December 17, 2019, Exhibit 4.3.
4.19-Twenty-Second Supplemental Indenture, dated as of December 17, 2019, between Aflac Incorporated and The Bank of New York Mellon Trust Company, N.A., as trustee (including the form of 1.122% Senior Note due 2039) – incorporated by reference from Form 8-K dated December 17, 2019, Exhibit 4.4.
4.20-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.
4.21-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.
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.
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.
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.
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.
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.
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.
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.
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.
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.
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.
10.10*-Third Amendment to the Aflac Incorporated Executive Deferred Compensation Plan, as amended and restated, effective September 1, 2015 – incorporated by reference from 2018 Form 10-K, Exhibit 10.10.
10.11*-Aflac Incorporated Executive Deferred Compensation Plan, as amended and restated, effective January 1, 2020.
10.12*-Aflac Incorporated 2013 Management Incentive Plan – incorporated by reference from the 2012 Proxy Statement, Appendix B.
10.13*-Aflac Incorporated 2018 Management Incentive Plan - incorporated by reference from the 2017 Proxy Statement, Appendix B.
10.14*-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.
10.15*-Aflac Incorporated 1997 Stock Option Plan – incorporated by reference from the 1997 Shareholders’ Proxy Statement, Appendix B.
10.16*-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.
10.17*-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.
10.18*-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.
10.19*-2004 Aflac Incorporated Long-Term Incentive Plan, as amended and restated March 14, 2012 – incorporated by reference from the 2012 Proxy Statement, Appendix A.
10.20*-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.
10.21*-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.
10.22*-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.
10.23*-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.
10.24*-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.
10.25*-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.
10.26*-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.
10.27*-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.
10.28*-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.
10.29*-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.
10.30*-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.
10.31*-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.
10.32*-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.
10.33*-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.
10.34*-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.
10.35*-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.
10.36*-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.
10.37*-Notice of time based restricted stock unit and 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, 2018, Exhibit 10.1.
10.38*-2017 Notice of performance based restricted stock and 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, 2018, Exhibit 10.2.
10.39*-Notice of time based restricted stock unit and restricted stock unit agreement under the Aflac Incorporated Long-Term Incentive Plan, as amended and restated February 14, 2017 – incorporated by reference from Form 10-Q for March 31, 2018, Exhibit 10.3.
10.40*-2018 Notice of performance based restricted stock and 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 March 31, 2018, Exhibit 10.4.
10.41*-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.
10.42*-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.
10.43*-Aflac Life Insurance Japan Ltd. Officer Retirement Plan.
10.44*-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.
10.45*-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.
10.46*-Amendment to Aflac Employment Agreement with Eric M. Kirsch, dated November 30, 2017 – incorporated by reference from 2017 Form 10-K, Exhibit 10.42.
10.47*-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.
10.48*-Aflac Incorporated Employment Agreement with Charles D. Lake II, dated January 1, 2018 – incorporated by reference from Form 10-Q for March 31, 2018, Exhibit 10.5.
10.49*-Amendment to Aflac Incorporated Employment Agreement with Charles D. Lake II, effective January 1, 2020.
10.50*-Aflac Incorporated Employment Agreement with Audrey Boone Tillman, dated June 11, 2015 – incorporated by reference from Form 10-Q for March 31, 2018, Exhibit 10.6.
10.51-Basic Agreement regarding the “Strategic Alliance Based on Capital Relationship”, dated December 19, 2018, by and among Japan Post Holdings Co., Ltd., Aflac Incorporated and Aflac Life Insurance Japan Ltd. – incorporated by reference from Form 8-K dated December 19, 2018, Exhibit 10.1.
10.52-Letter Agreement, dated December 19, 2018, by and between Japan Post Holdings Co., Ltd. and Aflac Incorporated – incorporated by reference from Form 8-K dated December 19, 2018, Exhibit 10.2.
10.53-Shareholders Agreement, dated February 28, 2019, by and between Aflac Incorporated, Japan Post Holdings Co., Ltd., J&A Alliance Holdings Corporation (solely in its capacity as trustee of J&A Alliance Trust), and General Incorporated Association J&A Alliance – incorporated by reference from Form 10-Q for March 31, 2019, Exhibit 10.50.
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 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. 333-227244 with respect to the Aflac Incorporated shelf registration statement.
31.1-Certification of CEO dated February 21, 2020, 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 21, 2020, 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 21, 2020, pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
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104-Cover Page Interactive Data File - formatted as Inline XBRL and contained in Exhibit 101.
(1)Copies of any exhibit are available upon request by calling the Company's Investor Relations Department at 800.235.2667 - option 3
*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)201920182017
Revenues:
Management and service fees from subsidiaries*(1)*$151$190$297
Net investment income776930
Interest from subsidiaries*(1)*445
Realized investment gains (losses)98(16)(1)
Total revenues330247331
Operating expenses:
Interest expense200188197
Other operating expenses*(2)*221225180
Total operating expenses421413377
Earnings before income taxes and equity in earnings of subsidiaries(91)(166)(46)
Income tax expense (benefit)(22)(12)(23)
Earnings before equity in earnings of subsidiaries(69)(154)(23)
Equity in earnings of subsidiaries*(1)*3,3733,0744,627
Net earnings$3,304$2,920$4,604

*(1)*Eliminated in consolidation

*(2)*Includes expense of $13 in 2017 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)201920182017
Net earnings$3,304$2,920$4,604
Other comprehensive income (loss) before income taxes:
Unrealized foreign currency translation gains (losses) during period252232286
Unrealized gains (losses) on fixed maturity securities during period5,852(3,109)1,733
Unrealized gains (losses) on derivatives during period(12)21
Pension liability adjustment during period(85)(25)9
Total other comprehensive income (loss) before income taxes6,007(2,900)2,029
Income tax expense (benefit) related to items of other comprehensive income (loss)1,543(797)631
Other comprehensive income (loss), net of income taxes4,464(2,103)1,398
Total comprehensive income (loss)$7,768$817$6,002

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)20192018
Assets:
Investments and cash:
Fixed maturity securities available for sale, at fair value (amortized cost $1,506 in 2019 and $1,209 in 2018)$1,567$1,222
Investments in subsidiaries*(1)*30,74426,230
Other investments3621
Cash and cash equivalents2,5081,767
Total investments and cash34,85529,240
Due from subsidiaries*(1)*17098
Income taxes receivable337176
Other assets405390
Total assets$35,767$29,904
Liabilities and shareholders' equity:
Liabilities:
Employee benefit plans$323$310
Notes payable6,1365,765
Other liabilities349367
Total liabilities6,8086,442
Shareholders' equity:
Common stock of $.10 par value. In thousands: authorized 1,900,000 shares in 2019 and 2018; issued 1,349,309 shares in 2019 and 1,347,540 shares in 2018135135
Additional paid-in capital2,3132,177
Retained earnings34,29131,788
Accumulated other comprehensive income (loss):
Unrealized foreign currency translation gains (losses)(1,623)(1,847)
Unrealized gains (losses) on fixed maturity securities8,5484,234
Unrealized gains (losses) on derivatives(33)(24)
Pension liability adjustment(277)(212)
Treasury stock, at average cost(14,395)(12,789)
Total shareholders' equity28,95923,462
Total liabilities and shareholders' equity$35,767$29,904

*(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)201920182017
Cash flows from operating activities:
Net earnings$3,304$2,920$4,604
Adjustments to reconcile net earnings to net cash provided from operating activities:
Equity in earnings of subsidiaries*(1)*(3,373)(3,074)(4,627)
Cash dividends received from subsidiaries3,4661,8202,001
Other, net(203)99(46)
Net cash provided (used) by operating activities3,1941,7651,932
Cash flows from investing activities:
Fixed maturity securities sold340207263
Fixed maturity securities purchased(639)(254)(329)
Other investments sold (purchased)(16)31(47)
Settlement of derivatives22(2)223
Additional capitalization of subsidiaries*(1)*(214)(62)(69)
Other, net87(107)(218)
Net cash provided (used) by investing activities(420)(187)(177)
Cash flows from financing activities:
Purchases of treasury stock(1,627)(1,301)(1,351)
Proceeds from borrowings3471,0201,040
Principal payments under debt obligations0(550)(1,161)
Dividends paid to shareholders(771)(793)(661)
Treasury stock reissued495833
Proceeds from exercise of stock options293438
Net change in amount due to/from subsidiaries*(1)*(58)(4)(5)
Other, net(2)00
Net cash provided (used) by financing activities(2,033)(1,536)(2,067)
Net change in cash and cash equivalents74142(312)
Cash and cash equivalents, beginning of period1,7671,7252,037
Cash and cash equivalents, end of period$2,508$1,767$1,725

*(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)

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)20192018
4.00% senior notes due February 2022 (1)$348$348
3.625% senior notes due June 2023698698
3.625% senior notes due November 2024747746
3.25% senior notes due March 2025448447
2.875% senior notes due October 2026298297
6.90% senior notes due December 2039220220
6.45% senior notes due August 2040254254
4.00% senior notes due October 2046394394
4.750% senior notes due January 2049541540
Yen-denominated senior notes and subordinated debentures:
.932% senior notes due January 2027 (principal amount ¥60.0 billion)545538
.500% senior notes due December 2029 (principal amount ¥12.6 billion)1140
1.159% senior notes due October 2030 (principal amount ¥29.3 billion)266262
.843% senior notes due December 2031 (principal amount ¥9.3 billion)840
1.488% senior notes due October 2033 (principal amount ¥15.2 billion)138136
.934% senior notes due December 2034 (principal amount ¥9.8 billion)880
1.750% senior notes due October 2038 (principal amount ¥8.9 billion)8179
1.122% senior notes due December 2039 (principal amount ¥6.3 billion)570
2.108% subordinated debentures due October 2047 (principal amount ¥60.0 billion)543536
Yen-denominated loans:
Variable interest rate loan due September 2026 (.42% in 2019 and .32 in 2018, principal amount ¥5.0 billion)4545
Variable interest rate loan due September 2029 (.57% in 2019 and .47 in 2018, principal amount ¥25.0 billion)227225
Total notes payable$6,136$5,765

(1) Redeemed in January 2020

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 December 2019, the Parent Company issued four series of senior notes totaling ¥38.0 billion through a public debt offering under its U.S. shelf registration statement. The first series, which totaled ¥12.6 billion, bears interest at a fixed rate of .500% per annum, payable semi-annually, and will mature in December 2029. The second series, which totaled ¥9.3 billion, bears interest at a fixed rate of .843% per annum, payable semi-annually, and will mature in December 2031. The third series, which totaled ¥9.8 billion, bears interest at a fixed rate of .934% per annum, payable semi-annually, and will mature in December 2034. The fourth series, which totaled ¥6.3 billion, bears interest at a fixed rate of 1.122% per annum, payable semi-annually, and will mature in December 2039. 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 September 2019, the Parent Company renewed a ¥30.0 billion senior term loan facility. The first tranche of the facility, which totaled ¥5.0 billion, bears interest at a rate per annum equal to the Tokyo interbank market rate (TIBOR), or alternate TIBOR, if applicable, plus the applicable TIBOR margin and will mature in September 2026. The applicable margin ranges

between .30% and .70%, depending on the Parent Company's debt ratings as of the date of determination. The second tranche, which totaled ¥25.0 billion, bears interest at a rate per annum equal to the TIBOR, or alternate TIBOR, if applicable, plus the applicable TIBOR margin and will mature in September 2029. The applicable margin ranges between .45% and 1.00%, depending on the Parent Company's debt ratings as of the date of determination.

The aggregate contractual maturities of notes payable during each of the years after December 31, 2019, are as follows:

(In millions)
2020$0
20210
2022350
2023700
2024750
Thereafter4,386
Total$6,186

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

(B) Derivatives

At December 31, 2019, the Parent Company's outstanding freestanding derivative contracts were swaps, foreign currency forwards and options. The swaps are 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 February 2022, June 2023, November 2024 and March 2025. The foreign currency forwards and options are designated as derivative hedges of the foreign currency exposure of the Company's net investment in Aflac Japan. 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)201920182017
Interest paid$189$179$195
Noncash financing activities:
Treasury stock issued for shareholder dividend reinvestment30829

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
2019:
Aflac Japan$6,584$84,341$4,135$7,317
Aflac U.S.3,54411,1841110
All other022300
Intercompany eliminations0(754)(3)0
Total$10,128$94,994$4,243$7,317
2018:
Aflac Japan$6,384$80,672$4,977$7,145
Aflac U.S.3,49110,8641170
All other018301
Intercompany eliminations0(767)(4)0
Total$9,875$90,952$5,090$7,146

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
2019:
Aflac Japan$12,772$2,753$8,877$709$2,465$12,367
Aflac U.S.5,8087202,8715731,8345,813
All other20010519403390
Total$18,780$3,578$11,942$1,282$4,638$18,180
2018:
Aflac Japan$12,762$2,639$8,913$710$2,374$12,298
Aflac U.S.5,7087272,8875341,7365,707
All other2077620014200
Total$18,677$3,442$12,000$1,245$4,530$18,005
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

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
2019:
Life insurance in force$146,585$6,592$0$139,9930%
Premiums:
Health insurance$15,657$527$205$15,3351%
Life insurance3,4652003,4450
Total earned premiums$19,122$547$205$18,7801%
2018:
Life insurance in force$151,457$4,702$0$146,7550%
Premiums:
Health insurance$15,330$541$214$15,0031%
Life insurance3,6881403,6740
Total earned premiums$19,018$555$214$18,6771%
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%

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 21, 2020
(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 21, 2020
(Daniel P. Amos)Chairman of the Board of Directors
/s/ Max K. BrodenExecutive Vice President,February 21, 2020
(Max K. Broden)Chief Financial Officer
/s/ June HowardSenior Vice President, Financial Services;February 21, 2020
(June Howard)Chief Accounting Officer
/s/ W. Paul BowersDirectorFebruary 21, 2020
(W. Paul Bowers)
/s/ Toshihiko FukuzawaDirectorFebruary 21, 2020
(Toshihiko Fukuzawa)
/s/ Robert B. JohnsonDirectorFebruary 21, 2020
(Robert B. Johnson)
/s/ Thomas J. KennyDirectorFebruary 21, 2020
(Thomas J. Kenny)
/s/ Georgette D. KiserDirectorFebruary 21, 2020
(Georgette D. Kiser)
/s/ Karole F. LloydDirectorFebruary 21, 2020
(Karole F. Lloyd)
/s/ Joseph L. MoskowitzDirectorFebruary 21, 2020
(Joseph L. Moskowitz)
/s/ Barbara K. RimerDirectorFebruary 21, 2020
(Barbara K. Rimer)
/s/ Katherine T. RohrerDirectorFebruary 21, 2020
(Katherine T. Rohrer)
/s/ Melvin T. StithDirectorFebruary 21, 2020
(Melvin T. Stith)

Previous: Item 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES