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 performance metrics and other terms which are defined below.
Adjusted Net Investment Income - Net Investment Income adjusted for i) amortized hedge cost/income related to foreign currency exposure management strategies and certain derivative activity and ii) net interest cash flows from foreign currency and interest rate derivatives associated with certain investment strategies, which are reclassified from net investment gains and (losses) to net investment income. The Company considers adjusted net investment income important because it provides a more comprehensive understanding of the costs and income associated with the Company's investments and related hedging strategies. The metric is used in segment reporting as a component of segment profitability.
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.
Average Weekly Producer – The total number of writing associates who have produced greater than $0.00 during the production week - excluding any manual adjustments divided by the number of weeks in the time period. The Company believes this metric allows sales management to monitor progress and needs, as well as serve as a leading indicator of future production capacity.
Capital Buffer – Established dollar amount of liquidity at the Parent Company reserved for injecting capital into the insurance entities or general liquidity support for general expenses at the Parent Company. Currently, the capital buffer is $1.0 billion and is part of $2.0 billion minimum balance at the Parent Company.
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.
Liquidity Support – Internally defined and established dollar amount of liquidity reserved for supporting potential collateral and settlements of derivatives at the Parent Company. Currently, the liquidity support is $1.0 billion and is part of the $2.0 billion minimum balance at the Parent Company.
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.
New Money Yield – Gross yields earned on purchases of fixed maturities, loan receivables, and equities. Purchases exclude capitalized interest, securities lending/repurchase agreements, short-term/cash activity, and alternatives. New money yield for equities is based on the assumed dividend yield at the time of purchase. The new money yield for Aflac Japan excludes the impact of any derivatives and associated amortized hedge costs associated with USD-denominated investments. Management uses this metric as a leading indicator of future investment earning potential.
Operating Ratios – Used to evaluate the Company's financial condition and profitability. Examples include: (1) Ratios to total adjusted revenues, which present expenses as a percentage of total revenues and (2) Ratios to total premium, including benefit ratio.
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.
Pretax Adjusted Earnings – Earnings as adjusted earnings before the application of income taxes. This measure is used in the Company's segment reporting.
Pretax Adjusted Profit Margin – Adjusted earnings divided by adjusted revenues, before taxes are applied. This measure is used in the Company's segment reporting.
Return on Average Invested Assets – Net investment income as a percentage of average invested assets during the period. Management uses this metric to demonstrate how our actual net investment income results represent an overall return on the portfolio to provide a more comparative metric as the size of our investment portfolio changes over time.
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.
Statutory Earnings – Earnings determined according to accounting rules prescribed by the National Association of Insurance Commissioners (NAIC), as modified by the insurance department in the insurance company’s state of domicile. These statutory accounting rules are different from U.S. GAAP and are intended to emphasize policyholder protection and company solvency.
Total Return to Shareholders – Appreciation of a shareholder’s investment over a period of time, including reinvested cash dividends paid during that time.
**Weighted-Average Foreign Currency Exchange Rate –**Japan segment operating earnings for the period (excluding hedge costs) in yen divided by Japan
segment operating earnings for the period (excluding hedge costs) in dollars. Management uses this metric to evaluate and determine consolidated results on foreign currency effective basis.
Defined Terms
Throughout this Annual Report on Form 10-K, the Company may use abbreviations, acronyms and defined terms which are defined below.
| ACA | Affordable Care Act | ||||
| AFS | Available-for-Sale | ||||
| ALM | Asset-Liability Matching | ||||
| AOCI | Accumulated Other Comprehensive Income | ||||
| APPI | Act on the Protection of Personal Information | ||||
| ASC | Accounting Standards Codification | ||||
| ASOP | Actuarial Standards of Practice | ||||
| ASU | Accounting Standards Update | ||||
| BoJ | Bank of Japan | ||||
| CAA | The Consolidated Appropriations Act | ||||
| CARES | Coronavirus, Aid, Relief, and Economic Security | ||||
| CDSs | Credit Default Swaps | ||||
| CFTC | Commodity Futures Trading Commission | ||||
| CMLs | Commercial Mortgage Loans | ||||
| COBRA | Consolidated Omnibus Budget Reconciliation Act | ||||
| COSO | Committee of Sponsoring Organizations of the Treadway Commission | ||||
| CSAs | Credit Support Annexes | ||||
| DAC | Deferred Policy Acquisition Costs | ||||
| DTL | Deferred Tax Liability | ||||
| Dodd-Frank | Title VII of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 | ||||
| DSCR | Debt Service Coverage Ratios | ||||
| DTA | Deferred Tax Asset | ||||
| ECB | European Central Bank | ||||
| EPS | Earnings Per Share | ||||
| FASB | Financial Accounting Standard Boards | ||||
| FHLB | Federal Home Loan Bank of Atlanta | ||||
| FIO | Federal Insurance Office | ||||
| FSA | Japanese Financial Services Agency | ||||
| GCC | Group Capital Calculation | ||||
| GLBA | Gramm-Leach-Bliley Act of 1999 | ||||
| HIPAA | Health Insurance Portability and Accountability Act of 1996 | ||||
| HTM | Held-to-Maturity | ||||
| ICS | Insurance Capital Standard | ||||
| IRS | Internal Revenue Service | ||||
| ISDA | International Swaps and Derivatives Association, Inc. | ||||
| ISOs | Incentive Stock Options | ||||
| Japan Post Group | Japan Post Holdings Co., Ltd., JPC and JPI, collectively | ||||
| Japan Post Holdings | Japan Post Holdings Co., Ltd. | ||||
| JGB | Japan Government Bond | ||||
| JPC | Japan Post Co. Ltd | ||||
| JPI | Japan Post Insurance Co., Ltd. | ||||
| LDP | Liberal Democratic Party | ||||
| LIBOR | London Interbank Offered Rate | ||||
| LIPPC | Life Insurance Policyholder Protection Corporation |
| LGD | Loss-Given-Default | ||||
| MD&A | Management's Discussion and Analysis of Financial Condition and Results of Operations | ||||
| MMLs | Middle Market Loans | ||||
| MOF | Ministry of Finance | ||||
| NAIC | National Association of Insurance Commissioners | ||||
| NDOI | Nebraska Department of Insurance | ||||
| NOL | Net Operating Loss | ||||
| NOLHGA | National Organization of Life and Health Guaranty Associations | ||||
| NQSOs | Non-qualifying Stock Options | ||||
| NRSROs | Nationally Recognized Statistical Rating Organizations | ||||
| NYDFS | New York Department of Financial Services | ||||
| OIS | Overnight Index Swap | ||||
| ORSA | Own Risk and Solvency Assessment | ||||
| OTC | Over-the-Counter | ||||
| OTTI | Other-than-temporary Impairment | ||||
| PCAOB | Public Company Accounting Oversight Board | ||||
| PCD Financial Assets | Purchased Credit-Deteriorated Financial Assets | ||||
| PCI Financial Assets | Purchased Credit-Impaired Financial Assets | ||||
| PD | Probability-of-Default | ||||
| PPP | Paycheck Protection Program | ||||
| PRM | Policy Reserve Matching | ||||
| PSUs | Performance-based restricted stock units | ||||
| RBC | Risk-Based Capital | ||||
| ROE | Return on Equity | ||||
| S&P 500 | Standard & Poor's 500 Index | ||||
| S&P Life and Health | Standard & Poor's Life and Health Insurance Index | ||||
| SAB 118 | Staff Accounting Bulletin 118 | ||||
| SAP | Statutory Accounting Principles | ||||
| SCDOI | South Carolina Department of Insurance | ||||
| SEC | Securities and Exchange Commission | ||||
| SIFMA | Securities Industry and Financial Markets Association | ||||
| Singapore Life | Singapore Life Pte. Ltd. | ||||
| SMI | Solvency Modernization Initiative | ||||
| SMR | Solvency Margin Ratio | ||||
| SOFR | Secured Overnight Financing Rate | ||||
| TAC | Total Adjusted Capital | ||||
| Tax Act | Tax Cuts and Jobs Act | ||||
| TDRs | Troubled Debt Restructurings | ||||
| The Plan | Aflac Incorporated Long-Term Incentive Plan | ||||
| TIBOR | Tokyo Interbank Market Rate | ||||
| TREs | Transitional Real Estate Loans | ||||
| TTM | Telegraphic Transfer Middle Rate | ||||
| U.S. GAAP | U.S. Generally Accepted Accounting Principles | ||||
| UST | Treasury Obligations of the U.S. Government | ||||
| VIEs | Variable 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 April 6, 2020, 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 – incorporated by reference from 2019 Form 10-K, Exhibit 4.1. | ||||||||||||
| 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 | - | Twenty-Third Supplemental Indenture, dated as of March 12, 2020, between Aflac Incorporated and The Bank of New York Mellon Trust Company, N.A., as trustee (including the form of 0.300% Senior Note due 2025) – incorporated by reference from Form 8-K dated March 12, 2020, Exhibit 4.1. | ||||||||||||
| 4.21 | - | Twenty-Fourth Supplemental Indenture, dated as of March 12, 2020, between Aflac Incorporated and The Bank of New York Mellon Trust Company, N.A., as trustee (including the form of 0.550% Senior Note due 2030) – incorporated by reference from Form 8-K dated March 12, 2020, Exhibit 4.2. | ||||||||||||
| 4.22 | - | Twenty-Fifth Supplemental Indenture, dated as of March 12, 2020, between Aflac Incorporated and The Bank of New York Mellon Trust Company, N.A., as trustee (including the form of 0.750% Senior Note due 2032) – incorporated by reference from Form 8-K dated March 12, 2020, Exhibit 4.3. | ||||||||||||
| 4.23 | - | Twenty-Sixth Supplemental Indenture, dated as of March 12, 2020, between Aflac Incorporated and The Bank of New York Mellon Trust Company, N.A., as trustee (including the form of 0.830% Senior Note due 2035) – incorporated by reference from Form 8-K dated March 12, 2020, Exhibit 4.4. | ||||||||||||
| 4.24 | - | Twenty-Seventh Supplemental Indenture, dated as of April 1, 2020, between Aflac Incorporated and The Bank of New York Mellon Trust Company, N.A., as trustee (including the form of 3.600% Senior Note due 2030) – incorporated by reference from Form 8-K dated April 1, 2020, Exhibit 4.1. | ||||||||||||
| 4.25 | - | 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. | ||||||||||||
| 4.26 | - | 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 – incorporated by reference from 2019 Form 10-K, Exhibit 10.11. | ||||||||||||
| 10.12* | - | First Amendment to the Aflac Incorporated Executive Deferred Compensation Plan, as amended and restated, effective January 1, 2020 – incorporated by reference from Form 10-Q for June 30, 2020, Exhibit 10.1. | ||||||||||||
| 10.13* | - | Aflac Incorporated 2013 Management Incentive Plan – incorporated by reference from the 2012 Proxy Statement, Appendix B. | ||||||||||||
| 10.14* | - | Aflac Incorporated 2018 Management Incentive Plan - incorporated by reference from the 2017 Proxy Statement, Appendix B. | ||||||||||||
| 10.15* | - | 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. | ||||||||||||
| 10.16* | - | Aflac Incorporated 1997 Stock Option Plan – incorporated by reference from the 1997 Shareholders’ Proxy Statement, Appendix B. | ||||||||||||
| 10.17* | - | 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. | ||||||||||||
| 10.18* | - | 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. | ||||||||||||
| 10.19* | - | 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. | ||||||||||||
| 10.20* | - | 2004 Aflac Incorporated Long-Term Incentive Plan, as amended and restated March 14, 2012 – incorporated by reference from the 2012 Proxy Statement, Appendix A. | ||||||||||||
| 10.21* | - | 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. | ||||||||||||
| 10.22* | - | 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. | ||||||||||||
| 10.23* | - | 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. | ||||||||||||
| 10.24* | - | 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. | ||||||||||||
| 10.25* | - | 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. | ||||||||||||
| 10.26* | - | 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. | ||||||||||||
| 10.27* | - | 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. | ||||||||||||
| 10.28* | - | 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. | ||||||||||||
| 10.29* | - | 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. | ||||||||||||
| 10.30* | - | 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. | ||||||||||||
| 10.31* | - | 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. |
| 10.32* | - | 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. | ||||||||||||
| 10.33* | - | 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. | ||||||||||||
| 10.34* | - | 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. | ||||||||||||
| 10.35* | - | 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. | ||||||||||||
| 10.36* | - | 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. | ||||||||||||
| 10.37* | - | 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. | ||||||||||||
| 10.38* | - | 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. | ||||||||||||
| 10.39* | - | 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. | ||||||||||||
| 10.40* | - | 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. | ||||||||||||
| 10.41* | - | 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. | ||||||||||||
| 10.42* | - | 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. | ||||||||||||
| 10.43* | - | 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. | ||||||||||||
| 10.44* | - | Aflac Life Insurance Japan Ltd. Officer Retirement Plan – incorporated by reference from 2019 Form 10-K, Exhibit 10.43. | ||||||||||||
| 10.45* | - | 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. | ||||||||||||
| 10.46* | - | 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. | ||||||||||||
| 10.47* | - | Amendment to Aflac Employment Agreement with Eric M. Kirsch, dated November 30, 2017 – incorporated by reference from 2017 Form 10-K, Exhibit 10.42. | ||||||||||||
| 10.48* | - | 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. | ||||||||||||
| 10.49* | - | 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. | ||||||||||||
| 10.50* | - | Amendment to Aflac Incorporated Employment Agreement with Charles D. Lake II, effective January 1, 2020 – incorporated by reference from 2019 Form 10-K, Exhibit 10.49. | ||||||||||||
| 10.51* | - | 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. | ||||||||||||
| 10.52* | - | Aflac Japan Officer Agreement with Masatoshi Koide, effective January 1, 2020 – incorporated by reference from Form 10-Q for March 31, 2020, Exhibit 10.1. | ||||||||||||
| 10.53 | - | Agency Services Agreement, dated March 1, 2008, by and between Japan Post Network Co., Ltd. and Aflac – incorporated by reference from Form 10-Q for March 31, 2020, Exhibit 10.2. | ||||||||||||
| 10.54** | - | Amendment Agreement to Agency Services Agreement, dated June 27, 2016, by and between Japan Post Co., Ltd. and Aflac – incorporated by reference from Form 10-Q for March 31, 2020, Exhibit 10.3. |
| 10.55 | - | 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. | ||||||||||||
| 10.56 | - | 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. | ||||||||||||
| 10.57 | - | 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, 333-202781, and 333-245702 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. 333-115105 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. 333-242390 with respect to the AFL Stock Plan. | |||||||||||||
| - | Consent of independent registered public accounting firm, KPMG LLP, to Form S-3 Registration Statement No. 333-237969 with respect to the resale of Aflac Incorporated common stock by J&A Alliance Holdings Corporation in its capacity as the trustee of J&A Alliance Trust. | |||||||||||||
| - | 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 23, 2021, 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 23, 2021, 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 23, 2021, 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 - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | ||||||||||||
| 101.SCH | - | Inline XBRL Taxonomy Extension Schema. | ||||||||||||
| 101.CAL | - | Inline XBRL Taxonomy Extension Calculation Linkbase. | ||||||||||||
| 101.DEF | - | Inline XBRL Taxonomy Extension Definition Linkbase. | ||||||||||||
| 101.LAB | - | Inline XBRL Taxonomy Extension Label Linkbase. | ||||||||||||
| 101.PRE | - | Inline XBRL Taxonomy Extension Presentation Linkbase. | ||||||||||||
| 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. | |||||||||||||
| ** | Portions of this exhibit have been redacted in compliance with Regulation S-K Item 601(b)(10). |
| (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) | 2020 | 2019 | 2018 | ||||||||||||||||||||||||||||||||
| Revenues: | |||||||||||||||||||||||||||||||||||
| Management and service fees from subsidiaries*(1)* | $ | 131 | $ | 151 | $ | 190 | |||||||||||||||||||||||||||||
| Net investment income | 62 | 77 | 69 | ||||||||||||||||||||||||||||||||
| Interest from subsidiaries*(1)* | 3 | 4 | 4 | ||||||||||||||||||||||||||||||||
| Net investment gains (losses) | 399 | 98 | (16) | ||||||||||||||||||||||||||||||||
| Total revenues | 595 | 330 | 247 | ||||||||||||||||||||||||||||||||
| Operating expenses: | |||||||||||||||||||||||||||||||||||
| Interest expense | 221 | 200 | 188 | ||||||||||||||||||||||||||||||||
| Other operating expenses*(2)* | 277 | 221 | 225 | ||||||||||||||||||||||||||||||||
| Total operating expenses | 498 | 421 | 413 | ||||||||||||||||||||||||||||||||
| Earnings before income taxes and equity in earnings of subsidiaries | 97 | (91) | (166) | ||||||||||||||||||||||||||||||||
| Income tax expense (benefit) | (15) | (22) | (12) | ||||||||||||||||||||||||||||||||
| Earnings before equity in earnings of subsidiaries | 112 | (69) | (154) | ||||||||||||||||||||||||||||||||
| Equity in earnings of subsidiaries*(1)* | 4,666 | 3,373 | 3,074 | ||||||||||||||||||||||||||||||||
| Net earnings | $ | 4,778 | $ | 3,304 | $ | 2,920 |
*(1)*Eliminated in consolidation
*(2)*Includes expense of $15 in 2020 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) | 2020 | 2019 | 2018 | ||||||||||||||||||||||||||||||||
| Net earnings | $ | 4,778 | $ | 3,304 | $ | 2,920 | |||||||||||||||||||||||||||||
| Other comprehensive income (loss) before income taxes: | |||||||||||||||||||||||||||||||||||
| Unrealized foreign currency translation gains (losses) during period | 510 | 252 | 232 | ||||||||||||||||||||||||||||||||
| Unrealized gains (losses) on fixed maturity securities during period | 1,220 | 5,852 | (3,109) | ||||||||||||||||||||||||||||||||
| Unrealized gains (losses) on derivatives during period | (1) | (12) | 2 | ||||||||||||||||||||||||||||||||
| Pension liability adjustment during period | (7) | (85) | (25) | ||||||||||||||||||||||||||||||||
| Total other comprehensive income (loss) before income taxes | 1,722 | 6,007 | (2,900) | ||||||||||||||||||||||||||||||||
| Income tax expense (benefit) related to items of other comprehensive income (loss) | 251 | 1,543 | (797) | ||||||||||||||||||||||||||||||||
| Other comprehensive income (loss), net of income taxes | 1,471 | 4,464 | (2,103) | ||||||||||||||||||||||||||||||||
| Total comprehensive income (loss) | $ | 6,249 | $ | 7,768 | $ | 817 |
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) | 2020 | 2019 | |||||||||||||||||||||
| Assets: | |||||||||||||||||||||||
| Investments and cash: | |||||||||||||||||||||||
| Fixed maturity securities available for sale, at fair value (amortized cost $1,782 in 2020 and $1,506 in 2019) | $ | 1,876 | $ | 1,567 | |||||||||||||||||||
| Investments in subsidiaries*(1)* | 36,217 | 30,744 | |||||||||||||||||||||
| Other investments | 902 | 36 | |||||||||||||||||||||
| Cash and cash equivalents | 2,126 | 2,508 | |||||||||||||||||||||
| Total investments and cash | 41,121 | 34,855 | |||||||||||||||||||||
| Due from subsidiaries*(1)* | 253 | 170 | |||||||||||||||||||||
| Income taxes receivable | 203 | 337 | |||||||||||||||||||||
| Other assets | 368 | 405 | |||||||||||||||||||||
| Total assets | $ | 41,945 | $ | 35,767 | |||||||||||||||||||
| Liabilities and shareholders' equity: | |||||||||||||||||||||||
| Liabilities: | |||||||||||||||||||||||
| Employee benefit plans | $ | 340 | $ | 323 | |||||||||||||||||||
| Notes payable | 7,456 | 6,136 | |||||||||||||||||||||
| Other liabilities | 590 | 349 | |||||||||||||||||||||
| Total liabilities | 8,386 | 6,808 | |||||||||||||||||||||
| Shareholders' equity: | |||||||||||||||||||||||
| Common stock of $.10 par value. In thousands: authorized 1,900,000 shares in 2020 and 2019; issued 1,351,018 shares in 2020 and 1,349,309 shares in 2019 | 135 | 135 | |||||||||||||||||||||
| Additional paid-in capital | 2,410 | 2,313 | |||||||||||||||||||||
| Retained earnings | 37,984 | 34,291 | |||||||||||||||||||||
| Accumulated other comprehensive income (loss): | |||||||||||||||||||||||
| Unrealized foreign currency translation gains (losses) | (1,109) | (1,623) | |||||||||||||||||||||
| Unrealized gains (losses) on fixed maturity securities | 10,361 | 8,548 | |||||||||||||||||||||
| Unrealized gains (losses) on derivatives | (34) | (33) | |||||||||||||||||||||
| Pension liability adjustment | (284) | (277) | |||||||||||||||||||||
| Treasury stock, at average cost | (15,904) | (14,395) | |||||||||||||||||||||
| Total shareholders' equity | 33,559 | 28,959 | |||||||||||||||||||||
| Total liabilities and shareholders' equity | $ | 41,945 | $ | 35,767 |
*(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) | 2020 | 2019 | 2018 | ||||||||||||||||||||||||||||||||
| Cash flows from operating activities: | |||||||||||||||||||||||||||||||||||
| Net earnings | $ | 4,778 | $ | 3,304 | $ | 2,920 | |||||||||||||||||||||||||||||
| Adjustments to reconcile net earnings to net cash provided from operating activities: | |||||||||||||||||||||||||||||||||||
| Equity in earnings of subsidiaries*(1)* | (4,666) | (3,373) | (3,074) | ||||||||||||||||||||||||||||||||
| Cash dividends received from subsidiaries | 2,060 | 3,466 | 1,820 | ||||||||||||||||||||||||||||||||
| Other, net | (331) | (203) | 99 | ||||||||||||||||||||||||||||||||
| Net cash provided (used) by operating activities | 1,841 | 3,194 | 1,765 | ||||||||||||||||||||||||||||||||
| Cash flows from investing activities: | |||||||||||||||||||||||||||||||||||
| Fixed maturity securities sold | 438 | 340 | 207 | ||||||||||||||||||||||||||||||||
| Fixed maturity securities purchased | (484) | (639) | (254) | ||||||||||||||||||||||||||||||||
| Other investments sold (purchased) | (711) | (16) | 31 | ||||||||||||||||||||||||||||||||
| Settlement of derivatives | 4 | 22 | (2) | ||||||||||||||||||||||||||||||||
| Additional capitalization of subsidiaries*(1)* | (291) | (214) | (62) | ||||||||||||||||||||||||||||||||
| Other, net | 2 | 87 | (107) | ||||||||||||||||||||||||||||||||
| Net cash provided (used) by investing activities | (1,042) | (420) | (187) | ||||||||||||||||||||||||||||||||
| Cash flows from financing activities: | |||||||||||||||||||||||||||||||||||
| Purchases of treasury stock | (1,537) | (1,627) | (1,301) | ||||||||||||||||||||||||||||||||
| Proceeds from borrowings | 1,545 | 347 | 1,020 | ||||||||||||||||||||||||||||||||
| Principal payments under debt obligations | (350) | 0 | (550) | ||||||||||||||||||||||||||||||||
| Dividends paid to shareholders | (769) | (771) | (793) | ||||||||||||||||||||||||||||||||
| Treasury stock reissued | 34 | 49 | 58 | ||||||||||||||||||||||||||||||||
| Proceeds from exercise of stock options | 12 | 29 | 34 | ||||||||||||||||||||||||||||||||
| Net change in amount due to/from subsidiaries*(1)* | (89) | (58) | (4) | ||||||||||||||||||||||||||||||||
| Other, net | (27) | (2) | 0 | ||||||||||||||||||||||||||||||||
| Net cash provided (used) by financing activities | (1,181) | (2,033) | (1,536) | ||||||||||||||||||||||||||||||||
| Net change in cash and cash equivalents | (382) | 741 | 42 | ||||||||||||||||||||||||||||||||
| Cash and cash equivalents, beginning of period | 2,508 | 1,767 | 1,725 | ||||||||||||||||||||||||||||||||
| Cash and cash equivalents, end of period | $ | 2,126 | $ | 2,508 | $ | 1,767 |
*(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) | 2020 | 2019 | |||||||||||||||||||||
| 4.00% senior notes paid January 2020 | $ | 0 | $ | 348 | |||||||||||||||||||
| 3.625% senior notes due June 2023 | 698 | 698 | |||||||||||||||||||||
| 3.625% senior notes due November 2024 | 747 | 747 | |||||||||||||||||||||
| 3.25% senior notes due March 2025 | 448 | 448 | |||||||||||||||||||||
| 2.875% senior notes due October 2026 | 298 | 298 | |||||||||||||||||||||
| 3.60% senior notes due April 2030 | 990 | 0 | |||||||||||||||||||||
| 6.90% senior notes due December 2039 | 221 | 220 | |||||||||||||||||||||
| 6.45% senior notes due August 2040 | 254 | 254 | |||||||||||||||||||||
| 4.00% senior notes due October 2046 | 394 | 394 | |||||||||||||||||||||
| 4.750% senior notes due January 2049 | 541 | 541 | |||||||||||||||||||||
| Yen-denominated senior notes and subordinated debentures: | |||||||||||||||||||||||
| .300% senior notes due September 2025 (principal amount ¥12.4 billion) | 119 | 0 | |||||||||||||||||||||
| .932% senior notes due January 2027 (principal amount ¥60.0 billion) | 578 | 545 | |||||||||||||||||||||
| .500% senior notes due December 2029 (principal amount ¥12.6 billion) | 121 | 114 | |||||||||||||||||||||
| .550% senior notes due March 2030 (principal amount ¥13.3 billion) | 127 | 0 | |||||||||||||||||||||
| 1.159% senior notes due October 2030 (principal amount ¥29.3 billion) | 282 | 266 | |||||||||||||||||||||
| .843% senior notes due December 2031 (principal amount ¥9.3 billion) | 90 | 84 | |||||||||||||||||||||
| .750% senior notes due March 2032 (principal amount ¥20.7 billion) | 198 | 0 | |||||||||||||||||||||
| 1.488% senior notes due October 2033 (principal amount ¥15.2 billion) | 146 | 138 | |||||||||||||||||||||
| .934% senior notes due December 2034 (principal amount ¥9.8 billion) | 94 | 88 | |||||||||||||||||||||
| .830% senior notes due March 2035 (principal amount ¥10.6 billion) | 101 | 0 | |||||||||||||||||||||
| 1.750% senior notes due October 2038 (principal amount ¥8.9 billion) | 85 | 81 | |||||||||||||||||||||
| 1.122% senior notes due December 2039 (principal amount ¥6.3 billion) | 61 | 57 | |||||||||||||||||||||
| 2.108% subordinated debentures due October 2047 (principal amount ¥60.0 billion) | 575 | 543 | |||||||||||||||||||||
| Yen-denominated loans: | |||||||||||||||||||||||
| Variable interest rate loan due September 2026 (.43% in 2020 and .42% in 2019, principal amount ¥5.0 billion) | 48 | 45 | |||||||||||||||||||||
| Variable interest rate loan due September 2029 (.58% in 2020 and .57% in 2019, principal amount ¥25.0 billion) | 240 | 227 | |||||||||||||||||||||
| Total notes payable | $ | 7,456 | $ | 6,136 |
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 April 2020, the Parent Company issued $1.0 billion of senior notes through a U.S. public debt offering. The notes bear interest at a fixed rate of 3.60% per annum, payable semi-annually, and will mature in April 2030. These notes are redeemable at the Parent Company's option in whole at any time or in part from time to time at a redemption price equal to the greater of: (i) the aggregate principal amount of the notes to be redeemed or (ii) the amount equal to the sum of the present values of the remaining scheduled payments for principal of and interest on the notes to be redeemed, not including any portion of the payments of interest accrued as of such redemption date, discounted to such redemption date on a semiannual basis at the yield to maturity for a U.S. Treasury security with a maturity comparable to the remaining
term of the notes, plus 45 basis points, plus in each case, accrued and unpaid interest on the principal amount of the notes to be redeemed to, but excluding, such redemption date.
In March 2020, the Parent Company issued four series of senior notes totaling ¥57.0 billion through a public debt offering under its U.S. shelf registration statement. The first series, which totaled ¥12.4 billion, bears interest at a fixed rate of .300% per annum, payable semiannually and will mature in September 2025. The second series, which totaled ¥13.3 billion, bears interest at a fixed rate of .550% per annum, payable semi-annually, and will mature in March 2030. The third series, which totaled ¥20.7 billion, bears interest at a fixed rate of .750% per annum, payable semiannually and will mature in March 2032. The fourth series, which totaled ¥10.6 billion, bears interest at a fixed rate of .830% per annum, payable semi-annually, and will mature in March 2035. 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 January 2020, the Parent Company used the net proceeds from senior notes issued in December 2019 to redeem $350 million of its 4.00% fixed-rate senior notes due February 2022.
The aggregate contractual maturities of notes payable during each of the years after December 31, 2020, are as follows:
| (In millions) | ||||||||
| 2021 | $ | 0 | ||||||
| 2022 | 0 | |||||||
| 2023 | 700 | |||||||
| 2024 | 750 | |||||||
| 2025 | 570 | |||||||
| Thereafter | 5,494 | |||||||
| Total | $ | 7,514 |
For further information regarding notes payable, see Note 9 of the Notes to the Consolidated Financial Statements.
(B) Derivatives
At December 31, 2020, 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 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) | 2020 | 2019 | 2018 | ||||||||||||||||||||||||||||||||
| Interest paid | $ | 209 | $ | 189 | $ | 179 | |||||||||||||||||||||||||||||
| Noncash financing activities: | |||||||||||||||||||||||||||||||||||
| Treasury stock issued for shareholder dividend reinvestment | 29 | 30 | 8 |
SCHEDULE III
SUPPLEMENTARY INSURANCE INFORMATION
Aflac Incorporated and Subsidiaries
Years ended December 31,
| (In millions) | Deferred Policy Acquisition Costs | Future Policy Benefits & Unpaid Policy Claims | Unearned Premiums | Other Policyholders' Funds | |||||||||||||||||||||||||||||||||||||||||||
| 2020: | |||||||||||||||||||||||||||||||||||||||||||||||
| Aflac Japan | $ | 6,991 | $ | 91,829 | $ | 3,488 | $ | 7,811 | |||||||||||||||||||||||||||||||||||||||
| Aflac U.S. | 3,450 | 11,684 | 113 | 13 | |||||||||||||||||||||||||||||||||||||||||||
| All other | 0 | 278 | (4) | 0 | |||||||||||||||||||||||||||||||||||||||||||
| Intercompany eliminations | 0 | (821) | 0 | 0 | |||||||||||||||||||||||||||||||||||||||||||
| Total | $ | 10,441 | $ | 102,970 | $ | 3,597 | $ | 7,824 | |||||||||||||||||||||||||||||||||||||||
| 2019: | |||||||||||||||||||||||||||||||||||||||||||||||
| Aflac Japan | $ | 6,584 | $ | 84,341 | $ | 4,135 | $ | 7,317 | |||||||||||||||||||||||||||||||||||||||
| Aflac U.S. | 3,544 | 11,184 | 111 | 0 | |||||||||||||||||||||||||||||||||||||||||||
| All other | 0 | 223 | 0 | 0 | |||||||||||||||||||||||||||||||||||||||||||
| Intercompany eliminations | 0 | (754) | (3) | 0 | |||||||||||||||||||||||||||||||||||||||||||
| Total | $ | 10,128 | $ | 94,994 | $ | 4,243 | $ | 7,317 |
Segment amounts may not agree in total to the corresponding consolidated amounts due to rounding.
Years Ended December 31,
| (In millions) | Net Premium Revenue | Net Investment Income | Benefits and Claims, net | Amortization of Deferred Policy Acquisition Costs | Other Operating Expenses | Premiums Written | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| 2020: | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Aflac Japan | $ | 12,670 | $ | 2,856 | $ | 8,851 | $ | 644 | $ | 2,613 | $ | 12,312 | |||||||||||||||||||||||||||||||||||||||||||||||
| Aflac U.S. | 5,758 | 702 | 2,765 | 570 | 1,963 | 5,763 | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| All other | 194 | 80 | 180 | 0 | 402 | 0 | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| Total | $ | 18,622 | $ | 3,638 | $ | 11,796 | $ | 1,214 | $ | 4,978 | $ | 18,075 | |||||||||||||||||||||||||||||||||||||||||||||||
| 2019: | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Aflac Japan | $ | 12,772 | $ | 2,753 | $ | 8,877 | $ | 709 | $ | 2,465 | $ | 12,367 | |||||||||||||||||||||||||||||||||||||||||||||||
| Aflac U.S. | 5,808 | 720 | 2,871 | 573 | 1,834 | 5,813 | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| All other | 200 | 105 | 194 | 0 | 339 | 0 | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| 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. | 5,708 | 727 | 2,887 | 534 | 1,736 | 5,707 | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| All other | 207 | 76 | 200 | 1 | 420 | 0 | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| Total | $ | 18,677 | $ | 3,442 | $ | 12,000 | $ | 1,245 | $ | 4,530 | $ | 18,005 |
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 Amount | Ceded to Other Companies | Assumed from Other companies | Net Amount | Percentage of Amount Assumed to Net | ||||||||||||||||||||||||||||||||||||||||||
| 2020: | |||||||||||||||||||||||||||||||||||||||||||||||
| Life insurance in force | $ | 148,801 | $ | 7,016 | $ | 20,662 | $ | 162,447 | 13 | % | |||||||||||||||||||||||||||||||||||||
| Premiums: | |||||||||||||||||||||||||||||||||||||||||||||||
| Health insurance | $ | 15,682 | $ | 526 | $ | 213 | $ | 15,369 | 1 | % | |||||||||||||||||||||||||||||||||||||
| Life insurance | 3,273 | 27 | 7 | 3,253 | 0 | ||||||||||||||||||||||||||||||||||||||||||
| Total earned premiums | $ | 18,955 | $ | 553 | $ | 220 | $ | 18,622 | 1 | % | |||||||||||||||||||||||||||||||||||||
| 2019: | |||||||||||||||||||||||||||||||||||||||||||||||
| Life insurance in force | $ | 146,585 | $ | 6,592 | $ | 0 | $ | 139,993 | 0 | % | |||||||||||||||||||||||||||||||||||||
| Premiums: | |||||||||||||||||||||||||||||||||||||||||||||||
| Health insurance | $ | 15,657 | $ | 527 | $ | 205 | $ | 15,335 | 1 | % | |||||||||||||||||||||||||||||||||||||
| Life insurance | 3,465 | 20 | 0 | 3,445 | 0 | ||||||||||||||||||||||||||||||||||||||||||
| Total earned premiums | $ | 19,122 | $ | 547 | $ | 205 | $ | 18,780 | 1 | % | |||||||||||||||||||||||||||||||||||||
| 2018: | |||||||||||||||||||||||||||||||||||||||||||||||
| Life insurance in force | $ | 151,457 | $ | 4,702 | $ | 0 | $ | 146,755 | 0 | % | |||||||||||||||||||||||||||||||||||||
| Premiums: | |||||||||||||||||||||||||||||||||||||||||||||||
| Health insurance | $ | 15,330 | $ | 541 | $ | 214 | $ | 15,003 | 1 | % | |||||||||||||||||||||||||||||||||||||
| Life insurance | 3,688 | 14 | 0 | 3,674 | 0 | ||||||||||||||||||||||||||||||||||||||||||
| Total earned premiums | $ | 19,018 | $ | 555 | $ | 214 | $ | 18,677 | 1 | % |
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. Amos | February 23, 2021 | ||||||||||||
| (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. Amos | Chief Executive Officer, | February 23, 2021 | |||||||||||||||
| (Daniel P. Amos) | Chairman of the Board of Directors | ||||||||||||||||
| /s/ Max K. Brodén | Executive Vice President, | February 23, 2021 | |||||||||||||||
| (Max K. Brodén) | Chief Financial Officer | ||||||||||||||||
| /s/ June Howard | Senior Vice President, Financial Services; | February 23, 2021 | |||||||||||||||
| (June Howard) | Chief Accounting Officer |
| /s/ W. Paul Bowers | Director | February 23, 2021 | ||||||||||||||||||
| (W. Paul Bowers) | ||||||||||||||||||||
| /s/ Toshihiko Fukuzawa | Director | February 23, 2021 | ||||||||||||||||||
| (Toshihiko Fukuzawa) | ||||||||||||||||||||
| /s/ Thomas J. Kenny | Director | February 23, 2021 | ||||||||||||||||||
| (Thomas J. Kenny) | ||||||||||||||||||||
| /s/ Georgette D. Kiser | Director | February 23, 2021 | ||||||||||||||||||
| (Georgette D. Kiser) | ||||||||||||||||||||
| /s/ Karole F. Lloyd | Director | February 23, 2021 | ||||||||||||||||||
| (Karole F. Lloyd) | ||||||||||||||||||||
| /s/ Nobuchika Mori | Director | February 23, 2021 | ||||||||||||||||||
| (Nobuchika Mori) | ||||||||||||||||||||
| /s/ Joseph L. Moskowitz | Director | February 23, 2021 | ||||||||||||||||||
| (Joseph L. Moskowitz) | ||||||||||||||||||||
| /s/ Barbara K. Rimer | Director | February 23, 2021 | ||||||||||||||||||
| (Barbara K. Rimer) | ||||||||||||||||||||
| /s/ Katherine T. Rohrer | Director | February 23, 2021 | ||||||||||||||||||
| (Katherine T. Rohrer) | ||||||||||||||||||||
| /s/ Melvin T. Stith | Director | February 23, 2021 | ||||||||||||||||||
| (Melvin T. Stith) | ||||||||||||||||||||
Previous: Item 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES