Aflac (AFL) 10-K risk factor changes: FY2023 vs FY2022

The Company faces a wide range of risks, and its continued success depends on its ability to identify, [removed: prioritize] [added: prioritize,] and appropriately manage enterprise risk exposures.

Difficult conditions in global capital markets and the [removed: economy, including those caused by COVID-19,] [added: economy] could have a material adverse effect on the Company's investments, capital position, revenue, profitability, and liquidity and harm the Company's business.

[removed: Supply chain issues remaining from the COVID-19 pandemic, as well as geopolitical events,] [added: Geopolitical events] have contributed to [removed: inflation and] volatility in energy [added: and other commodity] prices.

[removed: Although some markets have proven resilient in the face of inflation control measures, continued weakening of global financial markets impacts] [added: Higher interest rates and softer economic conditions could impact] the creditworthiness and value of the Company's existing investment portfolio, [removed: influences] [added: influence] opportunities for new [removed: investments,] [added: investments] and [removed: may contribute to generally weak economic fundamentals, which can] have a negative impact on [removed: its] [added: the Company's] results of operations and financial positions.

The Company has evaluated its holdings and identified investments in areas such as commercial real [removed: estate, including mortgages, consumer discretionary spending, issuers with higher leverage,] [added: estate] and [removed: emerging markets issuers] [added: highly leveraged companies] as the most exposed to rising interest [removed: rates,] [added: rates and] an economic [removed: downturn and the continuing effects of the COVID-19 global pandemic.][added: downturn.]

These investments are experiencing and may continue to experience higher credit losses, credit rating downgrades and/or defaults and [removed: the Company has examined in each case whether] a [removed: reduction] [added: deterioration] in [removed: size] [added: the value] of [added: collateral in] the [removed: holding is appropriate.][added: case of secured investments.]

[removed: While the] [added: The] Company has identified assets impacted or expected to be impacted by rising interest rates and economic contraction, other investments not identified to date may also be impacted.

The availability of new investments in certain private market asset [removed: classes, such as middle market loans, commercial mortgages and transitional real estate,] [added: classes] has been and may continue to be limited.

In addition, the increase in the difference between interest rates in the U.S. and Japan contributed to a weakening of the yen over [removed: 2022,] [added: 2023,] which had the effect of suppressing the Company's current period results in relation to the comparable prior period.

See the risk factor below entitled, “The Company is exposed to significant interest rate risk, which may adversely affect its results of operations, financial condition and liquidity” for [removed: more] [added: additional] information.

See the [removed: “Investments”] [added: Investments] and [removed: “Results] [added: Results] of Operations by [removed: Segment”] [added: Segment] sections of Item [removed: 7, MD&A, for more information.][added: 7.]

Risk [removed: Factors](#i42cb5987ad2e49a7b3aff2af3045d1cf_16)][added: Factors](#i8bfdd853539345688aef451669e4c591_16)]

[removed: Government actions to stimulate the economy affect the value of the Company's existing] holdings, its reinvestment rate on new investments in JGBs or other yen-denominated assets, and consumer behavior relative to the Company's suite of insurance products.

See the [removed: "Liquidity] [added: Liquidity] and Capital [removed: Resources"] [added: Resources section of] Item [removed: 7, MD&A, for more information.][added: 7.]

See the risk factor below entitled, “Any decrease in the Company's financial strength or debt ratings may have an adverse effect on its competitive position and access to liquidity and capital” for [removed: more] [added: additional] information.

Broad economic factors such as consumer spending, business investment, government spending, the volatility and strength of the capital [removed: markets, inflation,] [added: markets] and [removed: strain with the U.S. supply chain] [added: inflation, as well as ongoing central bank responses to these factors,] all affect the business and economic environment and, indirectly, the amount and profitability of the Company's business.

This can include changes in the global economy, the [removed: company's] [added: issuer's] assets, strategy, or management, shifts in the dynamics of the industries in which [removed: they compete, their] [added: the issuer competes, the issuer's] access to additional funding, and the overall health of the credit markets.

Credit related losses that are not temporary in nature would also affect the Company's solvency ratios in the [removed: U.S.] [added: U.S., Japan] and [removed: Japan.][added: Bermuda.]

These impairment losses could negatively impact Aflac Japan's earnings, and the corresponding [added: dividends and capital deployment.]

For [removed: more] [added: additional] information, see the [removed: "Critical] [added: Critical] Accounting [removed: Estimates"] [added: Estimates] section of Item [removed: 7, MD&A, and the "Credit Risk" subsection of Item 7A, Quantitative and Qualitative Disclosures about Market Risk.][added: 7.]

The Company's exposure to interest rate risk relates primarily to the ability to invest future cash flows to support the interest rate assumption made at the time [added: of] the [added: establishment of the] Company's [removed: products were priced] [added: product pricing] and [removed: the related reserving assumptions were established.][added: reserving.]

While interest rates [removed: currently are rising] [added: have increased] in the U.S. and other regions, interest rates in Japan remain [removed: low,] [added: lower than in the U.S.,] and the Company's overall level of investment income will continue to be negatively impacted from Japan’s low interest rates and from investments made prior to the start of recent rate increases.

A sustained decline in interest rates could hinder the Company's ability to earn the returns assumed in the pricing and the reserving for its insurance products at the time [removed: they were sold] [added: of sale] and [removed: issued] [added: issue] and may also influence the Company's ability to develop and price attractive new products and could impact its overall sales levels.

[removed: As discussed in Item 1,] Business, beginning in [removed: 2013,] [added: November 2022,] Aflac Japan [removed: began to curtail sales of] [added: refreshed its] first sector savings-type products [added: WAYS and Child Endowment and began to actively promote sales of those products, which had been curtailed since 2013] due to persistent low interest rates in Japan.

However, rising interest rates negatively impact the fair values of the Company's fixed maturity investments which [removed: results] [added: could result] in reductions to the Company's overall equity.

For Aflac Japan, rising interest rates and widening credit spreads, which go to reduce the fair value of Aflac Japan’s fixed-maturity investments, when combined with a strengthening yen, and the resulting decrease in the yen value of Aflac Japan’s U.S. dollar-denominated fixed-maturity [removed: investments, have a negative impact to SMR.]

For regulatory accounting purposes for Aflac Japan, there are also certain requirements for realizing impairments that could be triggered [added: by rising interest rates, negatively impacting Aflac Japan's regulatory earnings and corresponding dividends and capital deployment.]

[removed: See the "Interest Rate Risk" subsection of Item 7A,] Quantitative and Qualitative Disclosures about Market Risk for [removed: more] [added: additional] information.

[removed: The Company's operations in Japan, including net investment gains and losses on] Aflac Japan's [removed: investment portfolio,] [added: adjusted revenues] accounted for [removed: 69%] [added: 60%] of the Company's total [added: adjusted] revenues in [removed: 2022,] [added: 2023,] compared with [removed: 69%] [added: 64%] in [removed: 2021] [added: 2022] and 68% in [removed: 2020.][added: 2021.]

See the risk factor entitled “Any decrease in the Company's financial strength or debt ratings may have an adverse effect on its competitive position and access to liquidity and capital” for [removed: more] [added: additional] information.

This is very difficult for Aflac Japan [added: and Aflac Re] due to the lack of available long-dated yen-denominated fixed income instruments beyond JGBs.

Aflac Japan’s investment strategy includes U.S. dollar-denominated [removed: investments for which a portion of dollar currency risk is mitigated by entering into currency hedges.][added: investments.]

[removed: Further, in] [added: In] recent [removed: years] [added: years,] the Company has reduced the proportion of U.S. dollar-denominated investments that are subject to a currency hedge, and this proportion continues to be subject to change at the Company’s discretion.

The Company has increased U.S. dollar risk exposure [removed: in Japan] as the comprehensive hedging program may not always correlate to the underlying U.S. dollar-denominated assets, thereby increasing earnings volatility.

Investing in U.S. dollar-denominated investments in Aflac Japan [removed: also] [added: and Aflac Re] creates an unmatched foreign currency exposure and related capital ratio volatility, as [added: both] Aflac [removed: Japan’s] [added: Japan and Aflac Re] insurance liabilities are yen-denominated.

[removed: Foreign] [added: Further, foreign] exchange derivatives used for hedging are periodically settled, which results in cash receipt or payment at maturity or early termination.

[added: Cumulative net cash settlements on derivatives hedging currency exposure of Aflac Japan's] U.S. dollar-denominated investments are associated with existing U.S. dollar-denominated investments that continue to be hedged, previously hedged investments that continue to be held but are no longer hedged, and investments previously hedged that have since been sold, matured or redeemed and may or may not have not been converted to yen.

The Company’s foreign exchange derivatives are typically shorter-dated than the underlying U.S. dollar-denominated investments being hedged, which creates roll-over risks within the hedging program that could increase the cost of such [removed: derivatives.]

The settlement of the foreign exchange derivatives is reported in the investing activities section of the Company’s consolidated statements of cash flows in the line item [removed: “Settlement] [added: settlement] of derivatives, [removed: net.”][added: net.]

See the risk factor entitled “The Company is exposed to foreign currency fluctuations in the yen/dollar exchange rate”, the [removed: "Hedging Activities" subsection of Item 7, MD&A, and the "Currency Risk"] [added: Hedging Activities] subsection of Item [removed: 7A.][added: 7.]

High rates of inflation globally from 2022 were reduced due to monetary tightening in many countries and normalization of certain trends after COVID-19, including supply chain recovery and phasing out of extraordinary fiscal support.

Although economies have proved resilient in the face of interest rate increases, tighter financial conditions for a prolonged period may result in continued weakening of economic conditions.

Japan remains an exception to the major central bank tightening trend.

Armed conflicts in Ukraine and the Middle East, as well as political polarization in the U.S., exacerbate uncertainty.

The failure of several large U.S. banks and UBS's acquisition of Credit Suisse in early 2023 did not trigger a wider financial crisis at the time, but sustained high interest rates and economic decline could continue pressuring the financial health of other financial institutions.

The Company has examined in each case whether a reduction in size of the holding is appropriate.

Government actions to stimulate the economy affect the value of the Company's existing

In addition, for investments representing secured obligations of an issuer, such as mortgage loan receivables, the underlying value of the collateral may not be sufficient to fully recover the amount of principal and interest owed to the Company if a default occurs.

Risk Factors](#i8bfdd853539345688aef451669e4c591_16)

MD&A, and the Credit Risk subsection of Item 7A.

Quantitative and Qualitative Disclosures about Market Risk.

As discussed in Item 1.

Additionally, a decrease in interest rates increases the fair value of the Company’s fixed maturity investments, which could result in increases to the Company’s overall equity.

However, the decrease in interest rates increases the liability for future policy benefits (LFPB), which could result in reductions to the Company’s overall equity.

A rise in interest rates also decreases the LFPB, which could result in increases to the Company's overall equity.

Portfolio management considerations, the availability of investments, as well as declines in fair value may constrain the ability of the Company to transition its investments to higher rate securities.

Risk Factors](#i8bfdd853539345688aef451669e4c591_16)

investments, have a negative impact to SMR.

See the Interest Rate Risk subsection of Item 7A.

The percentage of the Company's total assets attributable to Aflac Japan was 80% at both December 31, 2023 and 2022.

Aflac Re's investment strategy also includes U.S. dollar-denominated investments that are presently comprised exclusively of public investment-grade bonds.

Risk Factors](#i8bfdd853539345688aef451669e4c591_16)

derivatives.

MD&A, and the Currency Risk subsection of Item 7A.

Risk Factors](#i8bfdd853539345688aef451669e4c591_16)

hedge costs.

See the Currency Risk subsection of Item 7A.

See the Critical Accounting Estimates section of Item 7.

For collateral dependent financial assets, including loans where foreclosure is probable, expected credit losses are based on the fair value of the underlying collateral.

Risk Factors](#i8bfdd853539345688aef451669e4c591_16)

Risk Factors](#i8bfdd853539345688aef451669e4c591_16)

MD&A for additional information.

Reserve assumptions are regularly reviewed by the Company and may be revised if future expectations change.

Risk Factors](#i8bfdd853539345688aef451669e4c591_16)

The Company’s development of new technology, including the use of AI by the Company and third-party vendors, could lead to an increased risk of a business interruption or a cybersecurity breach.

Risk Factors](#i8bfdd853539345688aef451669e4c591_16)

As the Company's businesses continue to grow and evolve, the number and

Risk Factors](#i8bfdd853539345688aef451669e4c591_16)

Risk Factors](#i8bfdd853539345688aef451669e4c591_16)

In July 2023, new regulations were proposed by the U.S. Departments of Labor, Treasury and Health and Human Services related to (i) short-term, limited-duration insurance, (ii) fixed indemnity and hospital indemnity excepted benefits, (iii) specified disease or illness excepted benefits, and (iv) tax treatments of fixed amounts received through employment-based accident or health insurance.

Economies globally experienced significant inflation in 2022, with inflation rates and impact varying by country.

Central bank and government efforts to control inflation, through reductions in stimulus and asset purchases as well as interest rate increases, have resulted in a decline in economic activity globally.

In addition, volatility in oil prices could have a continued adverse impact on issuers in the energy sector.

A prolonged period of low interest rates in other countries, particularly Japan, remains a risk that could result in new investments generating lower yields than in prior periods.

See the risk factor entitled "Major public health issues, including COVID-19 and any resulting or coincidental economic effects, could have an adverse impact on the Company's financial condition and results of operations and other aspects of its business" for more information.

dividends and capital deployment.

A rise in interest rates decreases the fair value of the Company's debt securities.

by rising interest rates, negatively impacting Aflac Japan's regulatory earnings and corresponding dividends and capital deployment.

The Company’s floating rate investments typically bear interest based on the U.S. Dollar (USD) London Interbank Offered Rate (LIBOR), although the Company’s more recent loan acquisitions bear interest based on the Secured Overnight Financing Rate (SOFR).

Investments bearing interest based on LIBOR are expected to transition to a rate based on SOFR or another reference rate prior to the USD LIBOR cessation date of June 30, 2023.

The upcoming cessation of USD LIBOR as an interest rate benchmark may create uncertainty in the valuation of USD LIBOR-based loans, derivatives, and other financial contracts.

The Company is unable to predict with certainty how the upcoming cessation of USD LIBOR may impact markets, pricing, liquidity and other factors or the Company's activities.

The Japanese operations accounted for 80% of the Company's total assets at December 31, 2022, compared with 82% at December 31, 2021.

These strategies will continue to increase the Company's exposure to U.S. interest rates, credit spreads and other risks.

Cumulative net cash settlements on derivatives hedging currency exposure of Aflac Japan's

respectively, are realized.

Where valuation and interest rates are based on USD LIBOR, the upcoming cessation of USD LIBOR as an interest rate benchmark may create uncertainty in valuation of USD LIBOR-based loans, derivatives and other financial contracts in the pricing of such assets in markets for their sale and disposition.

The concentration of the Company's investment portfolios in any particular single-issuer or sector of the economy may have an adverse effect on the Company's financial position or results of operations.

Negative events or developments affecting any particular single issuer, industry, group of related industries, asset class or geographic sector may have an adverse impact on a particular holding or set of holdings, which may increase risk of loss from defaults due to non-payment of interest or principal.

See the "Investments" section of Item 7, MD&A, and the "Credit Risk" section of Item 7A, Quantitative and Qualitative Disclosures about Market Risk, for more information.

Major public health issues, including COVID-19 and any resulting or coincidental economic effects, could have an adverse impact on the Company's financial condition and results of operations and other aspects of its business.

Policies issued by Aflac Japan and Aflac U.S. are primarily sold and enrolled in person through face-to-face interaction.

Likewise, recruiting of new agents and brokers largely occurs through in-person contact.

The ability of individual agents and agencies, strategic alliance partners, brokers and other distribution partners to make sales in Japan and the U.S. and the ability to conduct agent and broker recruiting has been reduced by efforts to mitigate the effects of the pandemic, and by cultural and workplace changes that were caused by or are coincidental with the pandemic and may be long-term in nature, including social distancing techniques and remote working by employees.

These efforts and changes may hinder sales of the Company’s products in Japan and the U.S. The Company cannot predict with certainty the continuing impact of these events on its distribution channels and financial results, but the impact to date has varied between Aflac Japan and Aflac U.S. For example, most Aflac U.S. business customers, and most of the independent agents in its agency channel, are small businesses who may lack the financial resources to weather an economic downturn and may be disproportionately negatively impacted by the economic uncertainty surrounding COVID-19.

These factors may continue to negatively impact sales beyond 2022.

See the risk factors entitled “Sales of the Company's products and services are dependent on its ability to attract, retain and support a network of qualified sales associates, brokers and employees in the U.S. and sales associates and other distribution partners in Japan” and “Difficult conditions in global capital markets and the economy, including those caused by COVID-19, could have a material adverse effect on the Company's investments, capital position, revenue, profitability, and liquidity and harm the Company's business” for more information.

Further, the Company's operations, as well as those of its vendors, service providers and counterparties, may also be adversely affected by the COVID-19 pandemic or the mitigation efforts and cultural and workplace changes outlined above.

During 2022, the Company implemented return to work plans for Aflac Japan and Aflac U.S. that are adaptable and based upon multiple factors including government orders, guidelines issued by public health authorities, the location and job responsibilities of specific Company personnel, rates of COVID-19 vaccinations, cases and deaths in various localities and other factors.

The Company may nevertheless experience operational disruptions.

The assumptions and estimates that the Company uses in establishing premiums and reserves depend on the Company's judgment regarding the likelihood of future events and are inherently uncertain, including without limitation in regard to the effects of COVID-19.

See the risk factor entitled “If future policy benefits, claims or expenses exceed those anticipated in establishing premiums and reserves, the Company's financial results would be adversely affected” and the "Executive Summary" section of Item 7, MD&A, for more information.

For more information on the effects of the COVID-19 pandemic on markets and investments, see the risk factor entitled, “Difficult conditions in global capital markets and the economy, including those caused by COVID-19, could have a material adverse effect on the Company's investments, capital position, revenue, profitability, and liquidity and harm the Company's business.”

As a result, the Company would incur a charge to earnings in the period in which it determines such a shortfall exists, which could have a material adverse effect on the Company's business, results of operations and financial condition.

Because the Parent Company conducts its operations through its operating subsidiaries, the Parent

prevent and detect this activity may not be effective in all cases.

Compliance with new privacy and

The Company also faces potential

Certain important factors that could cause actual results to differ, possibly materially, from expectations or estimates reflected in such forward-looking statements can be found in the [removed: “Risk Factors”] [added: Risk Factors] and [removed: “Forward-Looking Statements”] [added: Forward-Looking Information] sections herein.*

This section should be read in conjunction with Part [removed: I -] [added: I,] Item 1.

Business and the audited consolidated financial statements and accompanying notes included in Part [removed: II -] [added: II,] Item 8.

| [Executive [removed: Summary](#i42cb5987ad2e49a7b3aff2af3045d1cf_58)] [added: Summary](#i8bfdd853539345688aef451669e4c591_58)] | | | [removed: [33](#i42cb5987ad2e49a7b3aff2af3045d1cf_58)] [added: [33](#i8bfdd853539345688aef451669e4c591_58)] | | |

| [Industry [removed: Trends](#i42cb5987ad2e49a7b3aff2af3045d1cf_61)] [added: Trends](#i8bfdd853539345688aef451669e4c591_61)] | | | [removed: [33](#i42cb5987ad2e49a7b3aff2af3045d1cf_61)] [added: [33](#i8bfdd853539345688aef451669e4c591_61)] | | |

| [Results of [removed: Operations](#i42cb5987ad2e49a7b3aff2af3045d1cf_67)] [added: Operations](#i8bfdd853539345688aef451669e4c591_67)] | | | [removed: [35](#i42cb5987ad2e49a7b3aff2af3045d1cf_67)] [added: [35](#i8bfdd853539345688aef451669e4c591_67)] | | |

| [Hedging [removed: Activities](#i42cb5987ad2e49a7b3aff2af3045d1cf_85)] [added: Activities](#i8bfdd853539345688aef451669e4c591_85)] | | | [removed: [53](#i42cb5987ad2e49a7b3aff2af3045d1cf_85)] [added: [59](#i8bfdd853539345688aef451669e4c591_85)] | | |

| [Policy [removed: Liabilities](#i42cb5987ad2e49a7b3aff2af3045d1cf_88)] [added: Liabilities](#i8bfdd853539345688aef451669e4c591_88)] | | | [removed: [56](#i42cb5987ad2e49a7b3aff2af3045d1cf_88)] [added: [62](#i8bfdd853539345688aef451669e4c591_88)] | | |

| [Benefit [removed: Plans](#i42cb5987ad2e49a7b3aff2af3045d1cf_91)] [added: Plans](#i8bfdd853539345688aef451669e4c591_91)] | | | [removed: [57](#i42cb5987ad2e49a7b3aff2af3045d1cf_91)] [added: [63](#i8bfdd853539345688aef451669e4c591_91)] | | |

| [Policyholder [removed: Protection](#i42cb5987ad2e49a7b3aff2af3045d1cf_94)] [added: Protection](#i8bfdd853539345688aef451669e4c591_94)] | | | [removed: [57](#i42cb5987ad2e49a7b3aff2af3045d1cf_94)] [added: [63](#i8bfdd853539345688aef451669e4c591_94)] | | |

| [Liquidity and Capital [removed: Resources](#i42cb5987ad2e49a7b3aff2af3045d1cf_97)] [added: Resources](#i8bfdd853539345688aef451669e4c591_97)] | | | [removed: [57](#i42cb5987ad2e49a7b3aff2af3045d1cf_97)] [added: [63](#i8bfdd853539345688aef451669e4c591_97)] | | |

| [Critical Accounting [removed: Estimates](#i42cb5987ad2e49a7b3aff2af3045d1cf_100)] [added: Estimates](#i8bfdd853539345688aef451669e4c591_100)] | | | [removed: [64](#i42cb5987ad2e49a7b3aff2af3045d1cf_100)] [added: [71](#i8bfdd853539345688aef451669e4c591_100)] | | |

Management's Discussion and Analysis of Financial Condition and Results of Operations located in the Company's [Annual Report on Form 10-K for the year ended December 31, [removed: 2021](http://www.sec.gov/ix?doc=/Archives/edgar/data/4977/000000497722000058/afl-20211231.htm),] [added: 2022](http://www.sec.gov/ix?doc=/Archives/edgar/data/4977/000000497723000055/afl-20221231.htm),] filed on February [removed: 23, 2022,] [added: 24, 2023,] for reference to [removed: discussion] [added: discussions] of the year ended December 31, [removed: 2020,] [added: 2021,] the earliest of the three years [removed: presented.][added: presented, that have not been adjusted for the adoption of LDTI.]

Management's Discussion and Analysis of Financial Condition and [removed: Results](#i42cb5987ad2e49a7b3aff2af3045d1cf_55) [of](#i42cb5987ad2e49a7b3aff2af3045d1cf_55) [Operations](#i42cb5987ad2e49a7b3aff2af3045d1cf_55)][added: Results of Operations](#i8bfdd853539345688aef451669e4c591_55)]

For the full year of [removed: 2022,] [added: 2023,] total revenues were down [removed: 11.8%] [added: 2.3%] to [removed: $19.5] [added: $18.7] billion, compared with [removed: $22.1] [added: $19.1] billion for the full year of [removed: 2021.][added: 2022.]

[removed: Results for 2022] [added: Net earnings in 2023] included [removed: pretax] net investment gains of [removed: $363] [added: $590] million, compared with net investment gains of [removed: $468] [added: $363] million in [removed: 2021.][added: 2022.]

Net investment gains in [removed: 2022] [added: 2023] included an increase in credit loss allowances of [removed: $36] [added: $139] million; [removed: $273] [added: $441] million of net gains from certain derivative and foreign currency gains or losses; [removed: $341] [added: $88] million of net [removed: losses] [added: gains] on equity securities; and [removed: $467] [added: $200] million of net gains from sales and redemptions.

The average yen/dollar exchange rate*(1)* in [removed: 2022] [added: 2023] was [removed: 130.17,] [added: 140.57,] or [removed: 15.7%] [added: 7.4%] weaker than the rate of [removed: 109.79] [added: 130.17] in [removed: 2021.][added: 2022.]

Adjusted earnings*(2)* for the full year of [removed: 2022] [added: 2023] were [removed: $3.4] [added: $3.7] billion, or [removed: $5.33] [added: $6.23] per diluted share, compared with [removed: $4.0] [added: $3.6] billion, or [removed: $5.94] [added: $5.67] per diluted share, in [removed: 2021.][added: 2022.]

The weaker yen/dollar exchange rate negatively impacted adjusted earnings per diluted share by [removed: $.34.][added: $.19.]

[removed: Total investments and cash] [added: Annualized premiums in force] at December [removed: 31, 2022] [added: 31] were [removed: $117.4 billion,] [added: $6.2 billion in 2023,] compared with [removed: $143.0] [added: $6.0] billion [removed: at December 31,] [added: in both 2022 and] 2021.

In [removed: 2022,] [added: 2023,] Aflac Incorporated repurchased [removed: $2.4] [added: $2.8] billion, or [removed: 39.2] [added: 38.9] million of its common shares.

At December 31, [removed: 2022,] [added: 2023,] the Company had [removed: 116.6] [added: 77.7] million remaining shares authorized for repurchase.

Shareholders’ equity was [removed: $22.4] [added: $22.0] billion, or [removed: $36.35] [added: $38.00] per share, at December 31, [removed: 2022,] [added: 2023,] compared with [removed: $33.3] [added: $20.1] billion, or [removed: $50.99] [added: $32.73] per share, at December 31, [removed: 2021.][added: 2022.]

Shareholders’ equity at December 31, [removed: 2022] [added: 2023] included a [added: cumulative decrease of $2.6 billion from the effect of changes in discount rate assumptions on insurance contracts, compared with a corresponding cumulative decrease of $2.1 billion at December 31, 2022, and a] net unrealized [removed: loss] [added: gain] on investment securities and derivatives of [removed: $729 million,] [added: $1.1 billion,] compared with a net unrealized [removed: gain] [added: loss] of [removed: $9.6 billion] [added: $729 million] at December 31, [removed: 2021.][added: 2022.]

Shareholders’ equity at December 31, [removed: 2022] [added: 2023] also included an unrealized foreign currency translation loss of [removed: $3.6] [added: $4.1] billion, compared with an unrealized foreign currency translation loss of [removed: $2.0] [added: $3.6] billion at December 31, [removed: 2021.][added: 2022.]

The annualized return on average shareholders’ equity in [removed: 2022] [added: 2023] was [removed: 15.1%.][added: 22.1%.]

Shareholders’ equity excluding accumulated other comprehensive income [removed: (AOCI)] [added: (AOCI)*(2)*] (adjusted book [removed: value)*(2)*] [added: value)] was [removed: $26.8] [added: $27.5] billion, or [removed: $43.51] [added: $47.55] per share at December 31, [removed: 2022,] [added: 2023,] compared with [removed: $25.9] [added: $26.6] billion, or [removed: $39.65] [added: $43.18] per share, at December 31, [removed: 2021.][added: 2022.]

The annualized adjusted return on equity excluding foreign currency impact*(2)* in [removed: 2022] [added: 2023] was [removed: 13.7%.][added: 14.2%.]

Risk Factors for the risk factor entitled, "Difficult conditions in global capital markets and the [removed: economy, including those caused by][added: economy could have a material adverse effect on the Company's investments, capital position, revenue, profitability, and liquidity and harm the Company's business."]

The Company's objectives in [removed: 2023] [added: 2024] are to maintain strong [removed: pre-tax] [added: pretax] margins with increased sales production through product refreshment in its Aflac Japan segment and to begin realizing benefits from its buy to build initiatives and other platform investments, manage expenses and strengthen the number of career agents for Aflac U.S. The Company believes that its strategy of positioning itself for future growth and efficiency while defending and leveraging its market-leading position, powerful brand recognition and diverse distribution in Japan and the U.S. will provide support toward these objectives.

The Company [removed: announced a 5.0% increase in the first quarter 2023 dividend compared to the prior quarter, and it] intends to maintain strong capital ratios in Aflac Japan and Aflac U.S. in support of its commitment to shareholder dividends while remaining tactical in its deployment of capital in the form of share repurchases and opportunistic investments.

For Aflac Japan, the Company anticipates that [added: favorable morbidity experience and] the shift in premiums over the last several years from first sector savings products to third sector cancer and medical products and first sector protection [removed: products,] [added: products] will [removed: continue to] result in [removed: moderately lower] [added: stable] benefit ratios in the Aflac Japan [removed: segment.][added: segment, while expense reduction efforts are expected to reduce expense ratios.]

The Company expects that benefit and expense ratios will continue to experience some level of revenue pressure due to the impact of paid up policies and [removed: reduced sales compared to years prior to the COVID-19 pandemic.][added: internal reinsurance transactions.]

For [removed: the 2023 through 2024 period,] [added: 2024,] the Company expects Aflac U.S. [removed: net earned premium growth of 3%] to [removed: 5% on a compound annual growth rate basis, with] [added: generate] a benefit ratio in the range of [removed: 47%] [added: 45%] to [removed: 50%] [added: 47%] and an expense ratio in the range of [removed: 37%] [added: 38%] to 40%.

The Company expects Corporate and other results to reflect stable net investment income in [removed: 2023] [added: 2024, as] compared [removed: to 2022,] [added: with 2023,] assuming that U.S. interest rates remain [removed: stable.][added: stable and excluding the impact of tax credit investments, as tax benefits are recognized in a corresponding lower income tax expense.]

For important disclosures applicable to statements made in this [removed: 2023] [added: 2024] Outlook, please see the statement on Forward-Looking Information at the beginning of Item 1.

- Adjusted net investment gains and losses are net investment gains and losses adjusted for i) amortized hedge cost/income related to foreign currency exposure management strategies and certain derivative activity, ii) net interest cash flows from foreign currency and interest rate derivatives associated with certain investment strategies, which are both reclassified to net investment income, and iii) the impact of interest cash flows from [removed: derivatives associated with notes payable, which is reclassified to interest expense as a component of total adjusted expenses.]

The most comparable U.S. GAAP financial measure for adjusted return on equity excluding foreign currency impact is [removed: ROE] [added: return on average equity (ROE)] as determined using net earnings and average total shareholders’ equity.

| | | | In Millions | | | | | | | | | | | | [removed: Per Diluted Share] | | | | | | [added: Per Diluted Share] | | | | | | | | | | | | | | |

| [Outlook](#i8bfdd853539345688aef451669e4c591_64) | | | [34](#i8bfdd853539345688aef451669e4c591_64) | | |

| [Investments](#i8bfdd853539345688aef451669e4c591_82) | | | [54](#i8bfdd853539345688aef451669e4c591_82) | | |

All relevant prior-year amounts have been adjusted for the adoption of Accounting Standards Update (ASU) 2018-12 Financial Services - Insurance: Targeted Improvements to the Accounting for Long-Duration Contracts (LDTI) on January 1, 2023.

The Company has elected to omit certain elements of discussion of the year ended December 31, 2021 in this MD&A.

Net earnings were $4.7 billion, or $7.78 per diluted share, for the full year of 2023, compared with $4.4 billion, or $6.93 per diluted share, for the full year of 2022.

Net earnings for 2023 included an after-tax loss of $119 million, or $.20 per diluted share, related to novation of a reinsurance treaty with a third party that had been ceded back to the Company as of year end.

Adjusted earnings for 2023 included an after-tax loss of $119 million, or $.20 per diluted share, related to novation of a reinsurance treaty with a third party that had been ceded back to the Company as of year end.

Management's Discussion and Analysis of Financial Condition and Results of Operations](#i8bfdd853539345688aef451669e4c591_55)

2024 OUTLOOK

For 2024, the Company expects Aflac Japan to generate a benefit ratio in the range of 66% to 68% and an expense ratio in the range of 19% to 21%.

For Aflac U.S., the Company expects growth in life and disability as well as dental and vision to increase benefit ratios and decrease expense ratios over time.

Management's Discussion and Analysis of Financial Condition and Results of Operations](#i8bfdd853539345688aef451669e4c591_55)

Management's Discussion and Analysis of Financial Condition and Results of Operations](#i8bfdd853539345688aef451669e4c591_55)

derivatives associated with notes payable, which is reclassified to interest expense as a component of total adjusted expenses.

Management's Discussion and Analysis of Financial Condition and Results of Operations](#i8bfdd853539345688aef451669e4c591_55)

| Net earnings | | | $ | 4,659 | | | | | $ | 4,418 | | | | | $ | 4,231 | | | | | $ | 7.78 | | | | | $ | 6.93 | | | | | $ | 6.25 | |

| Adjusted earnings | | | 3,733 | | | | | | 3,614 | | | | | | 3,925 | | | | | | 6.23 | | | | | | 5.67 | | | | | | 5.80 | | |

*Prior-year amounts have been adjusted for the adoption of accounting guidance on January 1, 2023 related to accounting for long-duration insurance contracts.*

The following table is a reconciliation of items impacting adjusted net investment (gains) losses to the most directly comparable U.S. GAAP financial measures of net investment (gains) losses for the years ended December 31.

Management's Discussion and Analysis of Financial Condition and Results of Operations](#i8bfdd853539345688aef451669e4c591_55)

Management's Discussion and Analysis of Financial Condition and Results of Operations](#i8bfdd853539345688aef451669e4c591_55)

In June 2023, the Company amended the U.S. defined benefit plan to freeze future benefits under the plan for all participants effective January 1, 2024, which resulted in the Company recognizing a curtailment gain of approximately $49 million in 2023.

The curtailment gain is both unusual and non-recurring and is unrelated to other recurring benefit costs associated with the plan; therefore, the Company has excluded the curtailment gain from adjusted earnings.

In 2023, other items excluded from adjusted earnings included an impairment for certain finite-lived intangible assets of approximately $11 million as a result of the Company exiting the third-party administration business acquired in connection with the purchase of Aflac Benefit Solutions, Inc. in 2019.

The impairment of these intangible assets are not related to the ongoing operations of the business and occur infrequently; therefore, the Company has excluded the impairment from adjusted earnings.

In 2023, the combined effective tax rate differed from the U.S. statutory rate primarily due to historic and solar tax credits and the exclusion of foreign currency translation gains and losses held in the Delaware Statutory Trust.

Management's Discussion and Analysis of Financial Condition and Results of Operations](#i8bfdd853539345688aef451669e4c591_55)

Reconciliation of Book Value to Adjusted Book Value

The following table is a reconciliation of items impacting adjusted book value and adjusted book value per diluted share to the most directly comparable U.S. GAAP financial measures of book value and book value per diluted share, respectively, for the years ended December 31.

| (In millions, except for share and per-share amounts) | | | 2023 | | | | | | | | | | | | 2022 | | | | | | | | |

| U.S. GAAP book value | | | | | | $ | 21,985 | | | | | | | | | | | $ | 20,140 | | | | |

| Items impacting U.S. GAAP book value: | | | | | | | | | | | | | | | | | | | | | | | |

| Unrealized foreign currency translation gains (losses) | | | | | | (4,069) | | | | | | | | | | | | (3,564) | | | | | |

| Unrealized gains (losses) on securities and derivatives | | | | | | 1,117 | | | | | | | | | | | | (729) | | | | | |

| Effect of changes in discount rate assumptions | | | | | | (2,560) | | | | | | | | | | | | (2,100) | | | | | |

| Pension liability adjustment | | | | | | (8) | | | | | | | | | | | | (36) | | | | | |

| Total accumulated other comprehensive income | | | | | | (5,520) | | | | | | | | | | | | (6,429) | | | | | |

| Adjusted book value | | | | | | 27,505 | | | | | | | | | | | | 26,569 | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | |

| [Outlook](#i42cb5987ad2e49a7b3aff2af3045d1cf_64) | | | [34](#i42cb5987ad2e49a7b3aff2af3045d1cf_64) | | |

| [Investments](#i42cb5987ad2e49a7b3aff2af3045d1cf_82) | | | [49](#i42cb5987ad2e49a7b3aff2af3045d1cf_82) | | |

The Company elected to omit discussion on the earliest of the three years covered by the consolidated financial statements presented in Item 8.

Financial Statements and Supplementary Data.

Market Conditions

The impact of the COVID-19 global pandemic on the Company continues to evolve and the continued path of the global economic recovery remains uncertain given the potential longer-term impacts that have resulted from or are coincidental with the pandemic.

For example, economic conditions have acted as headwinds to sales and earned premiums in 2022.

Further, continued widening of the differential between U.S. and Japan interest rates has contributed to a weakening of the yen, which has the effect of suppressing the Company's current period results in relation to the comparable prior period.

For additional information see the Result of Operations by Segment section of this MD&A.

Net earnings were $4.2 billion, or $6.59 per diluted share, for the full year of 2022, compared with $4.3 billion, or $6.39 per diluted share, for the full year of 2021, reflecting an income tax benefit of $452 million from the release of a deferred tax liability.

The decline in the portfolio was principally driven by the weaker yen and higher interest rates.

COVID-19, could have a material adverse effect on the Company's investments, capital position, revenue, profitability, and liquidity and harm the Company's business."

2023 OUTLOOK

For the 2023 through 2024 period, the Company expects a decline in Aflac Japan net earned premiums in the low single digit range after adjusting for the impact of deferred profit liability reclassification and an expected new internal reinsurance program, with a benefit ratio in the range of 66% to 68% and an expense ratio in the range of 20% to 22%.

For Aflac U.S., the Company expects benefit ratios to normalize in 2023 and for expense ratios to decline over the next five years as the Company begins to realize the benefits from investments into U.S. platforms, continues to scale its acquisitions, and focuses on earned premium growth.

| Net earnings | | | $ | 4,201 | | | | | $ | 4,325 | | | | | | | | | | | $ | 6.59 | | | | | $ | 6.39 | | | | | | | |

| Adjusted earnings | | | 3,397 | | | | | | 4,019 | | | | | | | | | | | | 5.33 | | | | | | 5.94 | | | | | | | | |

| | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

Effective January 1, 2023, the law imposes a 15% corporate alternative minimum tax rate and a 1% excise tax on the Company’s repurchases of its common stock.

The Company does not anticipate any impacts from the new corporate minimum tax rate since its current tax rate is above the 15% minimum rate.

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Total adjusted expenses | | | 2,630 | | | | | | 3,208 | | | | | | | | |

| Total adjusted revenues | | | (17.9) | | | | | | (2.9) | | | | | | | | | | | | (2.2) | | | | | | (.2) | | | | | | | | |

| Pretax adjusted earnings | | | (18.6) | | | | | | 15.0 | | | | | | | | | | | | (3.1) | | | | | | 18.5 | | | | | | | | |

The decrease in pretax adjusted earnings in yen was primarily due to a decrease in revenues and an increase in the benefit ratio resulting from a wider scope of "deemed hospitalization" that was in effect through most of the third quarter of 2022.

Aflac Japan continued to be the number one seller of cancer insurance policies in Japan throughout 2022, with more than 14 million cancer policies in force as of December 31, 2022.

| Total adjusted revenues | | | (2.2) | | | | | | (.2) | | | | | | | | | | | | (4.3) | | | | | | (.5) | | | | | | | | |

| Pretax adjusted earnings | | | (3.1) | | | | | | 18.5 | | | | | | | | | | | | (11.3) | | | | | | 16.9 | | | | | | | | |

| Pretax adjusted earnings | | | 24.9 | | | | | | 25.2 | | | | | | | | | | | |

In 2022, the benefit ratio to total premiums increased, compared with 2021, primarily due to a decrease in total premiums and higher third sector benefits due substantially to an increase in medical hospitalization claims as a result of a wider scope of "deemed hospitalization" related to COVID-19, partially offset by the continued change in mix of first and third sector business.

In 2022, the adjusted expense ratio was flat, compared with 2021, reflecting the decrease in total adjusted revenues and an offsetting decrease in total adjusted expenses.

The Company expects continued collaboration to further position both companies for long-term growth and a gradual improvement of Japan Post Group cancer insurance sales in the intermediate term.

For example, in 2021 and 2022, Aflac Japan observed an increase in the number of proposals to potential customers in the Japan Post Group channel, and the Japan Post Group continues to conduct a nationwide campaign to improve certain sales process practices.

For additional information, see the risk factor entitled "Sales of the Company's products and

Japan Post Holdings is the sole beneficiary of the Trust.

According to a Form 13F filed by Japan Post Holdings with the SEC on November 2, 2022, Japan Post Holdings owned 52.3 million Aflac Incorporated common shares as of September 30, 2022.

Notwithstanding the filing of the Form S-3, the Trust continues to be subject to a lockup period for a period expiring four years after the Trust acquired 7% of the Parent Company's outstanding shares.

Japan Post Holdings

Purchases of securities from period to period are determined

Fluctuations in these factors could impact the Company’s consolidated results of operations or financial [added: condition.]

Quantitative and Qualitative Disclosures About Market [removed: Risk](#i42cb5987ad2e49a7b3aff2af3045d1cf_16)][added: Risk](#i8bfdd853539345688aef451669e4c591_16)]

Additionally, as discussed in detail in the Risk Factors section titled “Lack of availability of acceptable yen-denominated investments could adversely affect the Company's results of operations, financial position or liquidity,” there is a risk that losses realized on derivative settlements during periods of [removed: weakening] yen [added: weakening] may not be recouped through realization of the corresponding holding currency gains on the hedged U.S. dollar-denominated investments if these investments are not ultimately sold and converted to yen.

[removed: See additional discussion in the] Risk Factors [removed: section] [added: for the risk factor] titled "The Company is exposed to foreign currency fluctuations in the yen/dollar exchange [removed: rate."][added: rate" for additional information.]

This occurs when yen-denominated funds are paid as dividends and management fees from Aflac Japan to the Parent Company and with quarterly settlements of [removed: its] [added: internal] reinsurance [removed: retrocession] transactions.

In addition to yen payments and [removed: the reinsurance retrocessions,] [added: internal reinsurance,] certain investment activities for Aflac Japan expose the Company to economic currency risk when yen are converted into U.S. dollars.

If the markets experience a significant strengthening of yen, this could cause cash strain at the Parent Company as a result of cash collateral and potentially cash settlement [removed: requirements.]

In periods when the yen weakens against the dollar, translating yen into dollars causes fewer dollars [added: to be reported.]

| (In millions) | | | [removed: 2022] [added: 2023] | | | | | | | | | | | | | | | | | | [removed: 2021] [added: 2022] | | | | | | | | | | | | | | | | | |

| Yen/dollar exchange rates | | | [removed: 117.70] [added: 126.83] | | | | | | [removed: 132.70] [added: 141.83] (1) | | | | | | [removed: 147.70] [added: 156.83] | | | | | | [removed: 100.02] [added: 117.70] | | | | | | [removed: 115.02] [added: 132.70] *(1)* | | | | | | [removed: 130.02] [added: 147.70] | | | | | |

| Securities [removed: available for sale:] [added: available-for-sale:] *(2)* | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Fixed maturity securities *(3)* | | | $ | [removed: 48,591] [added: 44,357] | | | | | $ | [removed: 43,102] [added: 39,665] | | | | | $ | [removed: 38,730] [added: 35,872] | | | | | $ | [removed: 65,733] [added: 48,591] | | | | | $ | [removed: 57,160] [added: 43,102] | | | | | $ | [removed: 50,566] [added: 38,730] | | | | |

| Fixed maturity securities - consolidated variable interest entities *(4)* | | | [removed: 636] [added: 587] | | | | | | [removed: 564] [added: 525] | | | | | | [removed: 506] [added: 475] | | | | | | [removed: 951] [added: 636] | | | | | | [removed: 827] [added: 564] | | | | | | [removed: 731] [added: 506] | | | | | |

| Securities [removed: held to maturity:] [added: held-to-maturity:] *(2)* | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Fixed maturity securities | | | [removed: 21,485] [added: 19,926] | | | | | | [removed: 19,056] [added: 17,819] | | | | | | [removed: 17,121] [added: 16,115] | | | | | | [removed: 25,299] [added: 21,485] | | | | | | [removed: 22,000] [added: 19,056] | | | | | | [removed: 19,462] [added: 17,121] | | | | | |

| Equity securities | | | [removed: 755] [added: 840] | | | | | | [removed: 670] [added: 751] | | | | | | [removed: 602] [added: 679] | | | | | | [removed: 856] [added: 755] | | | | | | [removed: 744] [added: 670] | | | | | | [removed: 659] [added: 602] | | | | | |

| Cash and cash equivalents | | | [removed: 1,077] [added: 1,131] | | | | | | [removed: 955] [added: 1,011] | | | | | | [removed: 858] [added: 915] | | | | | | [removed: 1,239] [added: 1,077] | | | | | | [removed: 1,078] [added: 955] | | | | | | [removed: 953] [added: 858] | | | | | |

| Derivatives | | | [removed: 731] [added: 223] | | | | | | [removed: 617] [added: 337] | | | | | | [removed: 977] [added: 893] | | | | | | [removed: 941] [added: 731] | | | | | | [removed: 936] [added: 617] | | | | | | [removed: 2,120] [added: 977] | | | | | |

| Other financial instruments | | | [removed: 247] [added: 415] | | | | | | [removed: 219] [added: 371] | | | | | | [removed: 196] [added: 335] | | | | | | [removed: 261] [added: 247] | | | | | | [removed: 227] [added: 219] | | | | | | [removed: 200] [added: 196] | | | | | |

| Subtotal | | | [removed: 73,522] [added: 67,479] | | | | | | [removed: 65,183] [added: 60,479] | | | | | | [removed: 58,990] [added: 55,284] | | | | | | [removed: 95,280] [added: 73,522] | | | | | | [removed: 82,972] [added: 65,183] | | | | | | [removed: 74,691] [added: 58,990] | | | | | |

| Notes payable | | | [removed: 4,838] [added: 4,709] | | | | | | [removed: 4,290] [added: 4,211] | | | | | | [removed: 3,854] [added: 3,807] | | | | | | [removed: 4,150] [added: 4,838] | | | | | | [removed: 3,603] [added: 4,290] | | | | | | [removed: 3,193] [added: 3,854] | | | | | |

| Derivatives | | | [removed: 1,386] [added: 1,374] | | | | | | [removed: 1,698] [added: 1,430] | | | | | | [removed: 2,205] [added: 1,894] | | | | | | [removed: 1,125] [added: 1,386] | | | | | | [removed: 1,619] [added: 1,698] | | | | | | [removed: 3,035] [added: 2,205] | | | | | |

| Subtotal | | | [removed: 6,224] [added: 6,083] | | | | | | [removed: 5,988] [added: 5,641] | | | | | | [removed: 6,059] [added: 5,701] | | | | | | [removed: 5,275] [added: 6,224] | | | | | | [removed: 5,222] [added: 5,988] | | | | | | [removed: 6,228] [added: 6,059] | | | | | |

| Net yen-denominated financial instruments | | | [removed: 67,298] [added: 61,396] | | | | | | [removed: 59,195] [added: 54,838] | | | | | | [removed: 52,931] [added: 49,583] | | | | | | [removed: 90,005] [added: 67,298] | | | | | | [removed: 77,750] [added: 59,195] | | | | | | [removed: 68,463] [added: 52,931] | | | | | |

| Consolidated yen-denominated net assets (liabilities) subject to foreign currency fluctuation*(2)* | | | $ | [removed: (19,151)] [added: (21,799)] | | | | | $ | [removed: (17,486)] [added: (19,558)] | | | | | $ | [removed: (15,967)] [added: (17,698)] | | | | | $ | [removed: (14,291)] [added: (22,555)] | | | | | $ | [removed: (12,945)] [added: (20,506)] | | | | | $ | [removed: (11,768)] [added: (18,679)] | | | | |

Some of the consolidated VIEs in Aflac Japan's portfolio use foreign currency swaps to convert foreign denominated cash flows to yen, the functional currency of Aflac Japan, in order to [removed: minimize cash flow fluctuations.]

For additional information regarding the Company's Aflac Japan net investment hedge, see the Hedging Activities subsection of [removed: MD&A.][added: Item 7.]

Significant increases in interest rates [removed: could] cause declines in the values of the Company's investment portfolio which [removed: will] also [removed: have] [added: has] a secondary impact on the Company's overall evaluation of its deferred tax asset position.

The estimated effect of potential increases in interest rates on the fair values of debt securities the Company owns; [removed: derivatives, excluding credit default swaps,] [added: derivatives] and notes payable as of December 31 follows:

| | | | [removed: 2022] [added: 2023] | | | | | | | | | | | | | | | | | | [added: 2022] | | | [added: | | | | | | | | | | | | | | |] 2021 | | | | | | | | | | | | | | | | | |

| Yen-denominated | | | | | | $ | [removed: 64,876] [added: 59,847] | | | | | | | | $ | [removed: 57,535] [added: 51,412] | | | | | | | | | | | $ | [removed: 84,856] [added: 64,876] | | | | | | | | $ | [removed: 74,186] [added: 57,535] | | | | |

| [removed: Dollar-denominated] [added: U.S. dollar-denominated] | | | | | | [removed: 32,075] [added: 33,100] | | | | | | | | | [removed: 29,551] [added: 31,099] | | | | | | | | | | | | [removed: 40,709] [added: 32,075] | | | | | | | | | [removed: 37,168] [added: 29,551] | | | | | |

| Total debt securities | | | | | | $ | [removed: 96,951] [added: 92,947] | | | | | | | | $ | [removed: 87,086] [added: 82,511] | | | | | | | | | | | $ | [removed: 125,565] [added: 96,951] | | | | | | | | $ | [removed: 111,354] [added: 87,086] | | | | |

| Commercial mortgage and other loans | | | | | | $ | [removed: 13,212] [added: 12,217] | | | | | | | | $ | [removed: 13,136] [added: 12,150] | | | | | | | | | | | $ | [removed: 11,996] [added: 13,212] | | | | | | | | $ | [removed: 11,881] [added: 13,136] | | | | |

| Derivatives | | | | | | $ | [removed: 617] [added: 337] | | | | | | | | $ | [removed: 669] [added: 352] | | | | | | | | | | | $ | [removed: 936] [added: 617] | | | | | | | | $ | [removed: 958] [added: 669] | | | | |

| Notes payable *(1)* | | | | | | $ | [removed: 6,826] [added: 6,930] | | | | | | | | $ | [removed: 6,368] [added: 6,502] | | | | | | | | | | | $ | [removed: 8,539] [added: 6,826] | | | | | | | | $ | [removed: 7,882] [added: 6,368] | | | | |

| Derivatives | | | | | | [removed: 1,698] [added: 1,430] | | | | | | | | | [removed: 1,542] [added: 1,506] | | | | | | | | | | | | [removed: 1,619] [added: 1,698] | | | | | | | | | [removed: 1,419] [added: 1,542] | | | | | |

Decreases in market yields generally improve the fair value of debt securities, while increases in market yields generally have a negative impact on the fair value of the Company's debt [removed: securities.]

The following table presents the approximate duration of [removed: Aflac Japan's] yen-denominated assets and [removed: liabilities,] [added: liabilities of Aflac Japan,] along with premiums, as of December 31.

| (In years) | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | | | | |

See Part I, Item 1A.

requirements.

| Other yen-denominated assets | | | 12,262 | | | | | | 10,965 | | | | | | 9,916 | | | | | | 8,524 | | | | | | 7,560 | | | | | | 6,793 | | | | | |

| Other yen-denominated liabilities | | | 95,457 | | | | | | 85,361 | | | | | | 77,197 | | | | | | 98,377 | | | | | | 87,261 | | | | | | 78,403 | | | | | |

*Prior-year amounts have been adjusted for the adoption of accounting guidance on January 1, 2023 related to accounting for long-duration insurance contracts.*

Quantitative and Qualitative Disclosures About Market Risk](#i8bfdd853539345688aef451669e4c591_16)

minimize cash flow fluctuations.

MD&A.

| | | | 2023 | | | | | | | | | | | | | | | | | | | | | 2022 | | | | | | | | | | | | | | | | | |

Quantitative and Qualitative Disclosures About Market Risk](#i8bfdd853539345688aef451669e4c591_16)

securities.

| (In years) | | | 2023 | | | | | | 2022 | | | | | |

| Required interest on policy reserves | | | | | | 5.38 | | % | | | | | | | 2.90 | | % | *(1)* | | | | | | 4.21 | | % | | | | | | | 2.49 | | % | *(1)* | | | | | | 2.82 | | % | | | | | | | 2.17 | | % | *(1)* | | |

*Prior-year amounts have been adjusted for the adoption of accounting guidance on January 1, 2023 related to accounting for long-duration insurance contracts.*

MD&A and Note 4 of the Notes to the Consolidated Financial Statements.

Quantitative and Qualitative Disclosures About Market Risk](#i8bfdd853539345688aef451669e4c591_16)

December 31, 2023

| 5 | | | | | | | | | | | | Banobras | | | | | | 261 | | | | | | .29 | | | | | | BBB- | | |

| 6 | | | | | | | | | | | | Nordea Bank AB | | | | | | 244 | | | | | | .28 | | | | | | A- | | |

| 7 | | | | | | | | | | | | Investcorp SA | | | | | | 240 | | | | | | .27 | | | | | | BB | | |

| 13 | | | | | | | | | | | | Thermo Fisher Scientific Inc | | | | | | 214 | | | | | | .24 | | | | | | A- | | |

| 14 | | | | | | | | | | | | Investor AB | | | | | | 212 | | | | | | .24 | | | | | | AA- | | |

| | | | | | | | | | | | | Subtotal | | | | | | $ | 42,622 | | | | | 48.15 | | % | | | | | | |

Quantitative and Qualitative Disclosures About Market Risk](#i8bfdd853539345688aef451669e4c591_16)

| | | | 2023 | | | | | | | | | | | | 2022 | | | | | | | | | | | |

Quantitative and Qualitative Disclosures About Market Risk](#i8bfdd853539345688aef451669e4c591_16)

[Item 7A.

condition.

to be reported.

| Other yen-denominated assets | | | 7,891 | | | | | | 6,999 | | | | | | 6,288 | | | | | | 9,268 | | | | | | 8,059 | | | | | | 7,130 | | | | | |

| Other yen-denominated liabilities | | | 94,340 | | | | | | 83,680 | | | | | | 75,186 | | | | | | 113,564 | | | | | | 98,754 | | | | | | 87,361 | | | | | |

| | | | 2022 | | | | | | | | | | | | | | | | | | 2021 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Required interest on policy reserves | | | | | | 3.00 | | % | | | | | | | 1.22 | | % | *(1)* | | | | | | 3.00 | | % | | | | | | | .96 | | % | *(1)* | | | | | | | | | | | | | | | | | | | | |

The Company holds investments and has issued debt with interest rates based on USD LIBOR, and also holds derivatives that reference USD LIBOR.

The upcoming cessation of USD LIBOR as an interest rate benchmark may create uncertainty in the valuation of USD LIBOR-based loans, as well as for other USD LIBOR-based derivatives and assets.

This may adversely impact both pricing and liquidity in such instruments.

The Company has prepared for the expected discontinuation of USD LIBOR by identifying, assessing and monitoring risks associated with USD LIBOR transition.

Preparation included taking steps to update operational processes (including to support alternative reference rates) and models, as well as evaluating legacy contracts for any changes that may be required, including the determination of applicable fallbacks.

In 2022, the Company expanded the use of interest rate swaps in its hedging strategy, which is designed to help manage the Company's sensitivity to interest rates.

December 31, 2022

| 4 | | | | | | | | | | | | Investcorp SA | | | | | | 329 | | | | | | .35 | | | | | | BB | | |

| 6 | | | | | | | | | | | | Banobras | | | | | | 279 | | | | | | .30 | | | | | | BBB- | | |

| 7 | | | | | | | | | | | | Nordea Bank AB | | | | | | 258 | | | | | | .27 | | | | | | A- | | |

| 13 | | | | | | | | | | | | AT&T Inc. | | | | | | 239 | | | | | | .25 | | | | | | BBB | | |

| 14 | | | | | | | | | | | | Petroleos Mexicanos (Pemex) | | | | | | 226 | | | | | | .24 | | | | | | BB- | | |

| | | | | | | | | | | | | Subtotal | | | | | | $ | 46,397 | | | | | 49.08 | | % | | | | | | |

| | | | 2022 | | | | | | | | | | | | 2021 | | | | | | | | | | | |

The Company’s largest equity exposure as of December 31, 2022 is the investment in Trupanion, Inc., which has a cost basis of $200 million and a fair value of $173 million.

The Parent Company and its subsidiaries (collectively, the Company) provide financial protection to [removed: more than 50 million people worldwide.][added: millions of policyholders and customers in Japan and the United States (U.S.).]

The Company’s principal business is supplemental health and life insurance products with the goal to provide customers the best value in supplemental insurance products in [added: Japan and] the [removed: United States (U.S.)] [added: U.S. When a policyholder or insured gets sick or hurt, the Company pays cash benefits fairly] and [removed: Japan.][added: promptly for eligible claims.]

Throughout its [removed: 67-year] [added: 68-year] history, the Company’s supplemental insurance policies have given policyholders the opportunity to focus on recovery, not financial stress.

In recent years, the Company [removed: has] [added: invested in distribution opportunities through acquisitions and partnerships and] pivoted to digital sales [removed: methods and accelerated related digital investments.][added: methods.]

[removed: Management] [added: Management's] Discussion and Analysis of Financial Condition and Results of Operations (MD&A).

The Company is authorized to conduct insurance business in all 50 states, the District of Columbia, several U.S. [removed: territories] [added: territories,] and Japan.

[removed: ][added: ]

In the [removed: two decades] [added: time] since his U.S. debut, the Aflac Duck has become one of the most familiar advertising icons in the world, appearing in many commercials and countless print ads in both the U.S. and Japan.

Aflac U.S. includes the insurance subsidiaries American Family Life Assurance Company of Columbus (Aflac); Continental American Insurance Company (CAIC), branded as Aflac Group Insurance (AGI); American Family Life Assurance Company of New York (Aflac New York); Tier One Insurance Company (TOIC); and Aflac Benefits Solutions (ABS), [removed: formerly Argus Dental & Vision, Inc.,] which provides a platform for Aflac Dental and Vision in the U.S.

MD&A and Note 2 of the Notes to the Consolidated Financial [removed: Statements in this report.][added: Statements.]

Aflac Japan has responded to this consumer need by enhancing existing products and developing new [removed: products, such as a nursing care product introduced in 2021 and work leave insurance introduced in 2022.][added: products.]

Aflac Japan was represented by approximately [removed: 7,400] [added: 7,000] sales agencies at the end of [removed: 2022,] [added: 2023,] with approximately [removed: 110,000] [added: 113,000] licensed sales associates employed by those agencies, including individual agencies.

Dai-ichi Life Aflac Japan's alliance with Dai-ichi Life was launched in 2001, and approximately [removed: 40,000] [added: 37,000] Dai-ichi Life representatives offer Aflac's cancer products.

Japan Post Insurance Co., Ltd. (Japan Post Insurance) offers Aflac Japan cancer products through its 76 directly managed [removed: offices.][added: offices responsible for corporate sales and 623 service departments in charge of individual sales.]

See the [removed: "Aflac] [added: Aflac] Japan [removed: Segment"] [added: Segment] subsection of [removed: MD&A for more about this alliance.][added: Item 7.]

At December 31, [removed: 2022,] [added: 2023,] Aflac Japan had agreements with approximately 90% of the total number of banks in Japan to sell its products.

For additional information, see the [removed: policyholder protection] [added: Policyholder Protection] section of [removed: the MD&A.][added: Item 7.]

For additional information regarding Aflac Japan's operations and regulations, see the [removed: "Aflac] [added: Aflac] Japan [removed: Segment"] [added: Segment] subsection of [removed: the MD&A and Notes 2 and 13 of the Notes to the Consolidated Financial Statements in this report.][added: Item 7.]

State Insurance Regulation The Parent Company and its U.S. insurance subsidiaries, Aflac, CAIC, TOIC (Nebraska-domiciled insurance companies), Aflac New York (a New York-domiciled insurance company) and ABS (a licensed [removed: third party] [added: third-party] administrator in most U.S. jurisdictions and a pre-paid limited health service organization in Florida) are subject to state regulations in the U.S. as an insurance holding company system.

The insurance laws of Nebraska that govern [removed: Aflac's] [added: the Company's] activities provide that the acquisition or change of “control” of a domestic insurer or of any person that controls a domestic insurer cannot be consummated without the prior approval of the Nebraska Department of Insurance (NDOI).

A person seeking to acquire control, directly or indirectly, of a domestic insurance company or of any person controlling a domestic insurance company (in the case of Aflac, CAIC and TOIC, the Parent Company) must generally file with the NDOI an application for change of control containing certain information required by statute and published regulations and provide a copy to [removed: Aflac.][added: the Company.]

[removed: In Nebraska, control is generally] presumed to exist if any person, directly or indirectly, acquires 10% or more of an insurance company or of any other person or entity controlling the insurance company.

In [removed: 2020,] [added: 2024,] the NDOI and [added: the] New York State Department of Financial Services (NYSDFS) [removed: conducted] [added: will commence] full-scope, risk-focused financial examinations on their respective state domiciled insurance entities.

The examinations [removed: covered] [added: will cover] the reporting period January 1, [removed: 2016] [added: 2020] – December 31, [removed: 2019.][added: 2023.]

In 2023, the NYSDFS [removed: will commence] [added: commenced] a routine market conduct examination on Aflac New York [removed: of] [added: covering] the five-year period ended [added: on] December 31, [removed: 2022.][added: 2022 that is currently ongoing.]

See Note 13 of the Notes to the Consolidated Financial Statements and the Liquidity and Capital Resources section of [removed: MD&A for additional information on RBC.][added: Item 7.]

[removed: See] [added: Risk Factors for] the risk factor entitled, "Extensive regulation and changes in legislation can impact profitability and growth" for [removed: more] [added: additional] information.

The Dodd-Frank Act also established a Federal Insurance Office (FIO) under the U.S. [removed: Treasury] Department [added: of the Treasury] to monitor all aspects of the insurance industry and of lines of business other than certain health insurance, certain long-term care insurance and crop insurance.

Examples of these types of legislation include the California Consumer Privacy Act (CCPA), the California Privacy Rights Act (CPRA), the UK General Data Protection Regulation (UK GDPR), the UK Data Protection Act of 2018 (UK DPA) and most recently, [removed: going into effect] [added: effective] in 2023, the Connecticut Data Privacy Act (CDPA), the Utah Consumer Privacy Act (UCPA), the Virginia Consumer Data Protection Act (VCDPA) and the Colorado Privacy Act (CPA).

[removed: Industry] [added: Cybersecurity of this report, industry] regulators as well as the federal government have updated existing standards and increased their focus on enforcement.

This includes a robust [removed: third party] [added: third-party] risk management and assessment program.

For further information concerning Aflac U.S. operations, see the [removed: "Aflac] [added: Aflac] U.S. [removed: Segment"] [added: Segment] subsection of [removed: the MD&A and Notes 2 and 13 of the Notes to the Consolidated Financial Statements in this report.][added: Item 7.]

The Company's other operations include the Parent Company, Aflac Global Ventures LLC and its subsidiaries, asset management subsidiaries, results of reinsurance activities [added: including Aflac Re Bermuda Ltd. (Aflac Re),] and a printing subsidiary.

AAMJ is licensed as a discretionary asset manager under the Japan Financial Instruments and Exchange Act and is subject to rules of the Japan Investment Advisors Association, a [removed: self-regulatory organization with mandatory membership for Japan investment managers.][added: self-]

[removed: Effective January 19, 2021,] AAM is registered with the SEC as an investment adviser under the Investment Advisers Act of 1940.

In 2022, the Company established Aflac [removed: Re Bermuda Ltd. (Aflac Re Bermuda),] [added: Re,] a Bermuda domiciled insurer that reinsures certain policies issued by ALIJ.

Aflac Re [removed: Bermuda] is subject to regulation in Bermuda, where the Bermuda Monetary Authority (BMA) has broad administrative powers relating to granting and revoking licenses to transact reinsurance business, approval of specific reinsurance transactions, capital requirements and solvency standards, limitations on dividends to shareholders, the nature of and limitations on investments, and the filing of financial statements in accordance with prescribed or permitted accounting practices.

In 2020, the Company purchased newly issued common stock of Trupanion, Inc., a provider of medical insurance for pets in the United States and Canada, resulting in the Company owning approximately 9% of the outstanding common stock of Trupanion, Inc. The shares were registered for resale and, pursuant to the Shareholder Agreement, subject to certain exceptions, the Company [removed: has] agreed that it [removed: will] [added: would] not transfer its shares of Trupanion, Inc. common stock during a restricted period [removed: ending] [added: that ended] on November 13, 2023.

The Company also entered into an alliance agreement with Trupanion, Inc. to sell pet insurance in worksites in the U.S., subject to certain [removed: exceptions, and to explore on an exclusive basis potential][added: exceptions.]

[removed: On November 10, 2022,] [added: In December 2023,] the Company and Trupanion announced [removed: a joint venture between ALIJ and Trupanion] [added: their decision not] to [removed: provide] [added: pursue joint development of] pet insurance in Japan.

In the U.S., the Company continues to make broad-based investments in digital enhancements and innovation within the U.S. platform.

Business](#i8bfdd853539345688aef451669e4c591_16)

In August 2022, Aflac Japan launched a new cancer insurance product, WINGS, which provides coverage for the latest cancer treatments and support for early detection.

Additionally, in January 2023, Aflac Japan further strengthened its products and services by launching Aflac Yorisou Cancer Consultation Support, a new service that provides comprehensive support from the moment a policyholder suspects cancer through treatment and recovery.

In September 2023, Aflac Japan launched a new medical insurance product designed to appeal to younger policyholders with basic needs and existing policyholders who desire additional or updated coverage.

Business](#i8bfdd853539345688aef451669e4c591_16)

MD&A for additional information about this alliance.

Business](#i8bfdd853539345688aef451669e4c591_16)

MD&A.

MD&A and Notes 2 and 13 of the Notes to the Consolidated Financial Statements.

Business](#i8bfdd853539345688aef451669e4c591_16)

Business](#i8bfdd853539345688aef451669e4c591_16)

In 2023, the Aflac U.S. sales force included an average of approximately 6,200 U.S. agents, including brokers, who were actively producing business on a weekly basis.

For additional information, see the Aflac U.S. Segment subsection of Item 7.

MD&A.

In Nebraska, control is generally

Business](#i8bfdd853539345688aef451669e4c591_16)

MD&A for additional information on RBC.

See Item 1A.

Business](#i8bfdd853539345688aef451669e4c591_16)

In addition to the information required by Item 1C.

For example, the National Institute of Standards and Technology (NIST) issued guidelines on managing risks associated with the use of artificial intelligence, the NAIC adopted a Model Bulletin on the Use of Artificial Intelligence Systems by Insurers and the Cybersecurity & Infrastructure Security Agency (CISA) published additional security guidelines related to ransomware.

*•Tri-Agency Proposed Rule*

In July 2023, the U.S. Department of Labor, U.S. Department of the Treasury and U.S. Department of Health and Human Services issued a proposed joint rule that, as written, would impose significant limitations on the structure of benefits for hospital indemnity and other fixed indemnity plans, including those sold by Aflac U.S. The current benefit structure for these products allows the Company to vary the amount of benefits by the services or items received, severity of illness or injury, or any other characteristics particular to a course of treatment.

If finalized in its current form, the proposed rule would eliminate Aflac U.S.’s ability to vary the amount of benefits provided by these products.

The timing and substance of the final regulations, if any, is not known, and any such final rule could be the subject of litigation.

MD&A and Notes 2 and 13 of the Notes to the Consolidated Financial Statements.

Business](#i8bfdd853539345688aef451669e4c591_16)

regulatory organization with mandatory membership for Japan investment managers.

MD&A and Note 8 of the Notes to the Consolidated Financial Statements.

The Company’s overarching human capital philosophy is, “If you take care of your employees, your employees will take care of the business.” The Company's compensation and benefit expense totaled approximately $1.9 billion in both 2023 and 2022.

The following table details the number of full-time employees as of December 31.

| | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | 2023 | | | | | |

| Aflac Japan | | | | | | 6,859 | | | | | |

| Aflac U.S. | | | | | | 4,968 | | | | | |

| Corporate and other | | | | | | 958 | | | | | |

| Total | | | | | | 12,785 | | | | | |

Business](#i8bfdd853539345688aef451669e4c591_16)

When a policyholder or insured gets sick or hurt, the Company pays cash benefits fairly and promptly for eligible claims.

Through acquisitions completed in 2019 and 2020, the Company expanded its U.S. product offerings to network dental and vision and employer paid group life and disability.

The Company has also been investing in new distribution opportunities through acquisitions and partnerships.

Business](#i42cb5987ad2e49a7b3aff2af3045d1cf_16)

In November 2020, the Company, through its insurance subsidiaries Aflac and Aflac New York, acquired Zurich North America’s U.S. Corporate Life and Pensions business, which consists of group life, disability and absence management products.

Aflac and Aflac New York agreed to reinsure on an indemnity basis Zurich North America’s U.S. in-force group life and disability policies with annualized earned premium of over $100 million.

Aflac also acquired assets needed to support the group life and disability business, along with an absence management platform.

In addition, since 2020, the pandemic has accelerated digitization and significantly heightened customer awareness of potential financial and health care burdens.

The FSA updated its guidelines regarding cybersecurity in February 2022.

There were no material findings contained in the NDOI or NYSDFS final exam reports.

For example, the National Institute of Standards and Technology (NIST) issued enhanced security guidelines of the software supply chain and NYSDFS published increased security guidelines related to ransomware.

distribution opportunities for pet insurance in Japan.

The Company’s overarching human capital philosophy is, “If you take care of your employees, your employees will take care of the business.” As of December 31, 2022, Aflac Japan had 6,996 employees, Aflac U.S. had 4,839 employees, and the Company's other operations had 1,047 employees.

The Company's compensation and benefit expense totaled approximately $1.9 billion in 2022, compared with approximately $2.0 billion in 2021.

Aflac Japan's current certification was in recognition of wide-ranging initiatives including a walking campaign, online seminars focused on improving health literacy, efforts to improve lifestyle habits such as support for smoke-free efforts, promotion of cancer screening, as well as COVID-19 control measures, including flexible working arrangements, workplace environment improvements and vaccination support.

| | | | | | | | | |

| Frederick J. Crawford | | | President and Chief Operating Officer, Aflac Incorporated, since 2020; Executive Vice President, Chief Financial Officer, Aflac Incorporated, from 2015 until 2020 | | | 59 | | |

| Albert A. Riggieri | | | Senior Vice President, Global Chief Risk Officer and Chief Actuary, Aflac Incorporated, since 2018; Senior Vice President, Corporate Actuary, Aflac, from 2016 until 2018 | | | 67 | | |

The Company is a defendant in various lawsuits [added: and receives various regulatory inquiries] considered to be in the normal course of business.

Members of the Company's senior legal and financial management teams review litigation [added: and regulatory inquiries] on a quarterly and annual basis.

The final results of any litigation [added: or regulatory inquiries] cannot be predicted with certainty.

For the fiscal year ended December 31, [removed: 2022][added: 2023]

[removed: ][added: ]

| 1932 Wynnton Road | | | | | | [removed: Columbus] [added: Columbus,] | | | Georgia | | | 31999 | | |

| Title of each class | | | | | | Trading [removed: Symbols(s)] [added: Symbol(s)] | | | | | | Name of each exchange on which registered | | |

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T [removed: (Section] [added: (§] 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

The aggregate market value of the voting common stock held by non-affiliates of the registrant as of June 30, [removed: 2022,] [added: 2023,] was [removed: $34,906,869,651.][added: $41,323,668,872.]

The number of shares of the registrant’s common stock outstanding at February [removed: 16, 2023,] [added: 15, 2024,] with $.10 par value, was [removed: 612,208,648.][added: 577,008,328.]

Certain information contained in the Notice and Proxy Statement for the Company’s [removed: 2023] [added: 2024] Annual Meeting of Shareholders is incorporated by reference into Part III hereof.

For the Year Ended December 31, [removed: 2022][added: 2023]

| | | | Item 1. | | | [removed: [Business](#i42cb5987ad2e49a7b3aff2af3045d1cf_25)] [added: [Business](#i8bfdd853539345688aef451669e4c591_25)] | | | [removed: [2](#i42cb5987ad2e49a7b3aff2af3045d1cf_25)] [added: [2](#i8bfdd853539345688aef451669e4c591_25)] | | |

| | | | Item 1A. | | | [Risk [removed: Factors](#i42cb5987ad2e49a7b3aff2af3045d1cf_28)] [added: Factors](#i8bfdd853539345688aef451669e4c591_28)] | | | [removed: [13](#i42cb5987ad2e49a7b3aff2af3045d1cf_28)] [added: [13](#i8bfdd853539345688aef451669e4c591_28)] | | |

| | | | Item 1B. | | | [Unresolved Staff [removed: Comments](#i42cb5987ad2e49a7b3aff2af3045d1cf_31)] [added: Comments](#i8bfdd853539345688aef451669e4c591_31)] | | | [removed: [27](#i42cb5987ad2e49a7b3aff2af3045d1cf_31)] [added: [27](#i8bfdd853539345688aef451669e4c591_31)] | | |

| | | | Item 2. | | | [removed: [Properties](#i42cb5987ad2e49a7b3aff2af3045d1cf_34)] [added: [Properties](#i8bfdd853539345688aef451669e4c591_34)] | | | [removed: [27](#i42cb5987ad2e49a7b3aff2af3045d1cf_34)] [added: [28](#i8bfdd853539345688aef451669e4c591_34)] | | |

| | | | Item 3. | | | [Legal [removed: Proceedings](#i42cb5987ad2e49a7b3aff2af3045d1cf_37)] [added: Proceedings](#i8bfdd853539345688aef451669e4c591_37)] | | | [removed: [28](#i42cb5987ad2e49a7b3aff2af3045d1cf_37)] [added: [28](#i8bfdd853539345688aef451669e4c591_37)] | | |

| | | | Item 4. | | | [Mine Safety [removed: Disclosures](#i42cb5987ad2e49a7b3aff2af3045d1cf_40)] [added: Disclosures](#i8bfdd853539345688aef451669e4c591_40)] | | | [removed: [28](#i42cb5987ad2e49a7b3aff2af3045d1cf_40)] [added: [28](#i8bfdd853539345688aef451669e4c591_40)] | | |

| | | | Item 5. | | | [Market For Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#i42cb5987ad2e49a7b3aff2af3045d1cf_46)] [added: Securities](#i8bfdd853539345688aef451669e4c591_46)] | | | [removed: [29](#i42cb5987ad2e49a7b3aff2af3045d1cf_46)] [added: [29](#i8bfdd853539345688aef451669e4c591_46)] | | |

| | | | Item 6. | | | [removed: [\[Reserved\]](#i42cb5987ad2e49a7b3aff2af3045d1cf_49)] [added: [\[Reserved\]](#i8bfdd853539345688aef451669e4c591_49)] | | | [removed: [31](#i42cb5987ad2e49a7b3aff2af3045d1cf_49)] [added: [31](#i8bfdd853539345688aef451669e4c591_49)] | | |

| | | | Item 7. | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i42cb5987ad2e49a7b3aff2af3045d1cf_52)] [added: Operations](#i8bfdd853539345688aef451669e4c591_52)] | | | [removed: [32](#i42cb5987ad2e49a7b3aff2af3045d1cf_52)] [added: [32](#i8bfdd853539345688aef451669e4c591_52)] | | |

| | | | Item 7A. | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#i42cb5987ad2e49a7b3aff2af3045d1cf_103)] [added: Risk](#i8bfdd853539345688aef451669e4c591_103)] | | | [removed: [70](#i42cb5987ad2e49a7b3aff2af3045d1cf_103)] [added: [74](#i8bfdd853539345688aef451669e4c591_103)] | | |

| | | | Item 8. | | | [Financial Statements and Supplementary [removed: Data](#i42cb5987ad2e49a7b3aff2af3045d1cf_106)] [added: Data](#i8bfdd853539345688aef451669e4c591_106)] | | | [removed: [78](#i42cb5987ad2e49a7b3aff2af3045d1cf_106)] [added: [81](#i8bfdd853539345688aef451669e4c591_106)] | | |

| | | | Item 9. | | | [Changes in and Disagreements With Accountants on Accounting and Financial [removed: Disclosure](#i42cb5987ad2e49a7b3aff2af3045d1cf_223)] [added: Disclosure](#i8bfdd853539345688aef451669e4c591_241)] | | | [removed: [176](#i42cb5987ad2e49a7b3aff2af3045d1cf_223)] [added: [187](#i8bfdd853539345688aef451669e4c591_241)] | | |

| | | | Item 9A. | | | [Controls and [removed: Procedures](#i42cb5987ad2e49a7b3aff2af3045d1cf_226)] [added: Procedures](#i8bfdd853539345688aef451669e4c591_244)] | | | [removed: [176](#i42cb5987ad2e49a7b3aff2af3045d1cf_226)] [added: [187](#i8bfdd853539345688aef451669e4c591_244)] | | |

| | | | Item 9B. | | | [Other [removed: Information](#i42cb5987ad2e49a7b3aff2af3045d1cf_229)] [added: Information](#i8bfdd853539345688aef451669e4c591_247)] | | | [removed: [176](#i42cb5987ad2e49a7b3aff2af3045d1cf_229)] [added: [188](#i8bfdd853539345688aef451669e4c591_247)] | | |

| | | | Item 9C. | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#i42cb5987ad2e49a7b3aff2af3045d1cf_232)] [added: Inspections](#i8bfdd853539345688aef451669e4c591_250)] | | | [removed: [176](#i42cb5987ad2e49a7b3aff2af3045d1cf_232)] [added: [188](#i8bfdd853539345688aef451669e4c591_250)] | | |

| | | | Item 10. | | | [Directors, Executive Officers and Corporate [removed: Governance](#i42cb5987ad2e49a7b3aff2af3045d1cf_238)] [added: Governance](#i8bfdd853539345688aef451669e4c591_256)] | | | [removed: [177](#i42cb5987ad2e49a7b3aff2af3045d1cf_238)] [added: [189](#i8bfdd853539345688aef451669e4c591_256)] | | |

| | | | Item 11. | | | [Executive [removed: Compensation](#i42cb5987ad2e49a7b3aff2af3045d1cf_241)] [added: Compensation](#i8bfdd853539345688aef451669e4c591_259)] | | | [removed: [177](#i42cb5987ad2e49a7b3aff2af3045d1cf_241)] [added: [189](#i8bfdd853539345688aef451669e4c591_259)] | | |

| | | | Item 12. | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#i42cb5987ad2e49a7b3aff2af3045d1cf_244)] [added: Matters](#i8bfdd853539345688aef451669e4c591_262)] | | | [removed: [177](#i42cb5987ad2e49a7b3aff2af3045d1cf_244)] [added: [189](#i8bfdd853539345688aef451669e4c591_262)] | | |

| | | | Item 13. | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#i42cb5987ad2e49a7b3aff2af3045d1cf_247)] [added: Independence](#i8bfdd853539345688aef451669e4c591_265)] | | | [removed: [177](#i42cb5987ad2e49a7b3aff2af3045d1cf_247)] [added: [189](#i8bfdd853539345688aef451669e4c591_265)] | | |

| | | | Item 14. | | | [Principal Accounting Fees and [removed: Services](#i42cb5987ad2e49a7b3aff2af3045d1cf_250)] [added: Services](#i8bfdd853539345688aef451669e4c591_268)] | | | [removed: [177](#i42cb5987ad2e49a7b3aff2af3045d1cf_250)] [added: [189](#i8bfdd853539345688aef451669e4c591_268)] | | |

| | | | Item 15. | | | [Exhibits and Financial Statement [removed: Schedules](#i42cb5987ad2e49a7b3aff2af3045d1cf_256)] [added: Schedules](#i8bfdd853539345688aef451669e4c591_274)] | | | [removed: [178](#i42cb5987ad2e49a7b3aff2af3045d1cf_256)] [added: [190](#i8bfdd853539345688aef451669e4c591_274)] | | |

| | | | Item 16. | | | [Form 10-K [removed: Summary](#i42cb5987ad2e49a7b3aff2af3045d1cf_307)] [added: Summary](#i8bfdd853539345688aef451669e4c591_325)] | | | [removed: [193](#i42cb5987ad2e49a7b3aff2af3045d1cf_307)] [added: [204](#i8bfdd853539345688aef451669e4c591_325)] | | |

- difficult conditions in global capital markets and the economy, including [removed: those caused by COVID-19][added: inflation]

- interruption in telecommunication, information technology and other operational systems, or a failure to maintain the security, [removed: confidentiality] [added: confidentiality, integrity] or privacy of sensitive data residing on such systems

- operational risks of [removed: third party] [added: third-party] vendors

- catastrophic events, including, but not limited to, as a result of climate change, epidemics, [removed: pandemics (such as COVID-19),] [added: pandemics,] tornadoes, hurricanes, earthquakes, tsunamis, war or other military action, [added: major public health issues,] terrorism or other acts of violence, and damage incidental to such events

- level and outcome of litigation [added: or regulatory inquiries]

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).

| | | | Item 1C. | | | [Cybersecurity](#i8bfdd853539345688aef451669e4c591_2678) | | | [27](#i8bfdd853539345688aef451669e4c591_2678) | | |

| [Glossary of Select](#i8bfdd853539345688aef451669e4c591_328)[ed](#i8bfdd853539345688aef451669e4c591_328) [Terms](#i8bfdd853539345688aef451669e4c591_328) | | | | | | | | | [205](#i8bfdd853539345688aef451669e4c591_328) | | |

| | | | | | | | | | | | |

Business](#i8bfdd853539345688aef451669e4c591_16)

Business](#i8bfdd853539345688aef451669e4c591_16)

| [Glossary of Select Terms](#i42cb5987ad2e49a7b3aff2af3045d1cf_310) | | | | | | | | | [194](#i42cb5987ad2e49a7b3aff2af3045d1cf_310) | | |

Business](#i42cb5987ad2e49a7b3aff2af3045d1cf_16)

- concentration of the Company's investments in any particular single-issuer or sector

- major public health issues, including COVID-19 and any resulting or coincidental economic effects, on the Company's business and financial results

Due to the ever-changing cybersecurity landscape, the Company’s board of directors has adopted an information security policy directing management to establish and operate a global information security program with the goals of identifying, assessing and monitoring existing and emerging cybersecurity threats and ensuring that the Company’s information assets and data, and the data of its customers, are appropriately protected from loss or theft.

The Board has delegated oversight of the Company’s information security program to the Audit and Risk Committee.

The Company’s senior officers, including its Global Security and Chief Information Security Officer (GSCISO), are responsible for the operation of the global information security program and communicate quarterly with the Audit and Risk Committee on the program, including with respect to the state of the program, compliance with applicable regulations, risks associated with current and evolving threats, and recommendations for changes in the information security program.

The global information security program includes a cybersecurity incident response plan that is designed to provide a management framework across Company functions for a coordinated assessment and response to potential security incidents.

This framework establishes a protocol to report certain incidents to the GSCISO and other senior officers, with the goal of timely assessing such incidents, determining applicable disclosure requirements and communicating with the Audit and Risk Committee.

The incident response plan directs the executive officers to report certain incidents immediately and directly to the Lead Non-Management Director or the Chair of the Audit and Risk Committee.

The above framework tracks and allows team members to monitor each incident throughout its lifecycle to ensure the Company is informed about and following cybersecurity incidents as they are mitigated and remediated.

Post-incident reviews are also performed to determine if there are any additional controls that may feasibly be implemented to prevent recurrence.

As a part of the global information security program, an enterprise cybersecurity risk assessment is performed annually in coordination with the GSCISO to identify and assess material cybersecurity risks and mitigating controls.

The assessment results are incorporated into a risk register managed by the Company’s overall enterprise risk management group to integrate the risks into the overall risk management processes.

The Company engages with independent firms to conduct operational control assessments, which cover information protection.

Every three years, the Company engages independent consultants specifically for cyber matters.

Additionally, the Company performs third-party risk assessments to evaluate security controls and identify inherent and residual risks associated with third-party engagements.

Issues identified during third-party risk assessments are documented and escalated to Company management through an established committee structure based on the risk ratings associated with each issue.

The Company also utilizes professionals from the Company’s legal team and GSCISO's leadership team, a majority of whom have specialized skills and knowledge in cybersecurity risk management based on their prior work experience and relevant industry certifications, such as Certified Information Systems Security Professional and Certified Information Security Manager, to assist in assessing cybersecurity risks, materiality of cybersecurity incidents and disclosures of the same.

Specifically, the GSCISO has security experience in the public sector and private sector financial services industry holding positions in areas such as business continuity, information assurance, and technology risk management as well as being a Certified Information Systems Security Professional, Certified Information Security Manager and Certified Project

[Item 1B.

Unresolved Staff Comments](#i8bfdd853539345688aef451669e4c591_16)

Manager as well as being certified in Risk and Information Systems Control.

The GSCISO and his direct reports have an average of approximately 23 years of experience in the field of cybersecurity.

See Item 1A.

Risk Factors for the risk factor titled "Interruption in telecommunication, information technology and other operational systems, or a failure to maintain the security, confidentiality, integrity or privacy of sensitive data residing on such systems, could harm the Company's business" for additional information regarding how the Company's business strategy, results of operations, and financial condition could be adversely affected by risks from cybersecurity threats.

The Company leases other administrative office space throughout the U.S., Puerto [removed: Rico and] [added: Rico,] the United [removed: Kingdom.][added: Kingdom, and Bermuda.]

[Item 2.

Properties](#i42cb5987ad2e49a7b3aff2af3045d1cf_16)

Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#i42cb5987ad2e49a7b3aff2af3045d1cf_16)][added: Securities](#i8bfdd853539345688aef451669e4c591_16)]

As of February [removed: 16, 2023,] [added: 15, 2024,] there were [removed: 84,297] [added: 81,925] holders of record of the Company's common stock.

For a summary of dividends paid to shareholders in [removed: 2022] [added: 2023] and [removed: 2021] [added: 2022] and potential restrictions on the Company's ability to pay future dividends, see the Liquidity and Capital Resources section of Item 7.

Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#i42cb5987ad2e49a7b3aff2af3045d1cf_16)][added: Securities](#i8bfdd853539345688aef451669e4c591_16)]

The following graph compares the five-year performance of the Company's common stock to the Standard & Poor's 500 [removed: Index] (S&P 500) [added: Index] and the Standard & Poor's [added: 500] Life and Health Insurance [removed: Index] (S&P [added: 500] Life and [removed: Health).][added: Health Insurance) Index.]

The [removed: Standard & Poor's] [added: S&P 500] Life and Health Insurance Index includes: Aflac Incorporated, Globe Life Inc., [removed: Lincoln National Corporation,] MetLife Inc., Principal Financial Group Inc. and Prudential Financial Inc.

[removed: ][added: ]

| | | | [removed: 2017] [added: 2018] | | | | | | [removed: 2018] [added: 2019] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2022] [added: 2023] | | |

Copyright© [removed: 2023] [added: 2024] Standard & Poor’s, a division of S&P Global.

During the year ended December 31, [removed: 2022,] [added: 2023,] the Parent Company repurchased shares of its common stock as follows:

*(1)* *During the year ended December 31, [removed: 2022, 370,083] [added: 2023, 364,384] shares were purchased in connection with income tax withholding obligations related to the vesting of restricted-share-based awards during the period.*

*(2)* *The total remaining shares available for purchase at December 31, [removed: 2022,] [added: 2023,] consisted of [removed: 16,641,823] shares related to a 100,000,000 share repurchase authorization by the board of directors announced in [removed: August 2020 and 100,000,000 shares related to a 100,000,000 share repurchase authorization by the board of directors announced in] November 2022.*

| Aflac Incorporated | | | 100.00 | | | | | | 118.56 | | | | | | 102.46 | | | | | | 137.87 | | | | | | 174.21 | | | | | | 204.50 | | |

| S&P 500 | | | 100.00 | | | | | | 131.49 | | | | | | 155.68 | | | | | | 200.37 | | | | | | 164.08 | | | | | | 207.21 | | |

| S&P 500 Life & Health Insurance | | | 100.00 | | | | | | 123.18 | | | | | | 111.51 | | | | | | 152.41 | | | | | | 168.18 | | | | | | 176.00 | | |

Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](#i8bfdd853539345688aef451669e4c591_16)

| January 1 - January 31 | | | | | | 2,440,300 | | | | | | | | | | | | $ | 72.15 | | | | | | | | | | | 2,440,300 | | | | | | | | | | | | 114,201,523 | | | | | | | | |

| February 1 - February 28 | | | | | | 3,542,907 | | | | | | | | | | | | 69.48 | | | | | | | | | | | | 3,200,100 | | | | | | | | | | | | 111,001,423 | | | | | | | | |

| March 1 - March 31 | | | | | | 4,711,768 | | | | | | | | | | | | 64.20 | | | | | | | | | | | | 4,707,900 | | | | | | | | | | | | 106,293,523 | | | | | | | | |

| April 1 - April 30 | | | | | | 2,608,037 | | | | | | | | | | | | 66.00 | | | | | | | | | | | | 2,607,869 | | | | | | | | | | | | 103,685,654 | | | | | | | | |

| May 1 - May 31 | | | | | | 4,322,919 | | | | | | | | | | | | 66.50 | | | | | | | | | | | | 4,321,165 | | | | | | | | | | | | 99,364,489 | | | | | | | | |

| June 1 - June 30 | | | | | | 3,537,309 | | | | | | | | | | | | 68.15 | | | | | | | | | | | | 3,531,796 | | | | | | | | | | | | 95,832,693 | | | | | | | | |

| July 1 - July 31 | | | | | | 2,478,733 | | | | | | | | | | | | 71.10 | | | | | | | | | | | | 2,478,733 | | | | | | | | | | | | 93,353,960 | | | | | | | | |

| August 1 - August 31 | | | | | | 3,700,973 | | | | | | | | | | | | 75.48 | | | | | | | | | | | | 3,700,973 | | | | | | | | | | | | 89,652,987 | | | | | | | | |

| September 1 - September 30 | | | | | | 3,215,602 | | | | | | | | | | | | 76.19 | | | | | | | | | | | | 3,209,947 | | | | | | | | | | | | 86,443,040 | | | | | | | | |

| October 1 - October 31 | | | | | | 3,275,099 | | | | | | | | | | | | 78.29 | | | | | | | | | | | | 3,275,099 | | | | | | | | | | | | 83,167,941 | | | | | | | | |

| November 1 - November 30 | | | | | | 2,833,510 | | | | | | | | | | | | 81.54 | | | | | | | | | | | | 2,832,717 | | | | | | | | | | | | 80,335,224 | | | | | | | | |

| December 1 - December 31 | | | | | | 2,593,669 | | | | | | | | | | | | 82.14 | | | | | | | | | | | | 2,589,843 | | | | | | | | | | | | 77,745,381 | | | | | | | | |

| Total | | | | | | 39,260,826 | | | | | | *(1)* | | | | | | $ | 71.99 | | | | | | | | | | | 38,896,442 | | | | | | | | | | | | 77,745,381 | | | | | | *(2)* | | |

PURCHASES OF EQUITY SECURITIES

| Aflac Incorporated | | | 100.00 | | | | | | 106.21 | | | | | | 125.92 | | | | | | 108.82 | | | | | | 146.43 | | | | | | 185.03 | | |

| S&P 500 | | | 100.00 | | | | | | 95.62 | | | | | | 125.72 | | | | | | 148.85 | | | | | | 191.58 | | | | | | 156.89 | | |

| S&P Life & Health Insurance | | | 100.00 | | | | | | 79.23 | | | | | | 97.60 | | | | | | 88.35 | | | | | | 120.76 | | | | | | 133.25 | | |

| January 1 - January 31 | | | | | | 1,933,400 | | | | | | | | | | | | $ | 61.87 | | | | | | | | | | | 1,933,400 | | | | | | | | | | | | 53,895,617 | | | | | | | | |

| February 1 - February 28 | | | | | | 3,183,212 | | | | | | | | | | | | 63.58 | | | | | | | | | | | | 2,845,206 | | | | | | | | | | | | 51,050,411 | | | | | | | | |

| March 1 - March 31 | | | | | | 3,233,866 | | | | | | | | | | | | 61.93 | | | | | | | | | | | | 3,228,600 | | | | | | | | | | | | 47,821,811 | | | | | | | | |

| April 1 - April 30 | | | | | | 2,592,239 | | | | | | | | | | | | 62.98 | | | | | | | | | | | | 2,589,500 | | | | | | | | | | | | 45,232,311 | | | | | | | | |

| May 1 - May 31 | | | | | | 4,284,400 | | | | | | | | | | | | 57.22 | | | | | | | | | | | | 4,284,400 | | | | | | | | | | | | 40,947,911 | | | | | | | | |

| June 1 - June 30 | | | | | | 4,315,931 | | | | | | | | | | | | 56.12 | | | | | | | | | | | | 4,310,888 | | | | | | | | | | | | 36,637,023 | | | | | | | | |

| July 1 - July 31 | | | | | | 3,670,800 | | | | | | | | | | | | 55.40 | | | | | | | | | | | | 3,670,800 | | | | | | | | | | | | 32,966,223 | | | | | | | | |

| August 1 - August 31 | | | | | | 3,983,200 | | | | | | | | | | | | 61.37 | | | | | | | | | | | | 3,983,200 | | | | | | | | | | | | 28,983,023 | | | | | | | | |

| September 1 - September 30 | | | | | | 3,406,571 | | | | | | | | | | | | 59.47 | | | | | | | | | | | | 3,403,200 | | | | | | | | | | | | 25,579,823 | | | | | | | | |

| October 1 - October 31 | | | | | | 2,817,100 | | | | | | | | | | | | 60.01 | | | | | | | | | | | | 2,817,100 | | | | | | | | | | | | 22,762,723 | | | | | | | | |

| November 1 - November 30 | | | | | | 2,867,949 | | | | | | | | | | | | 69.91 | | | | | | | | | | | | 2,856,100 | | | | | | | | | | | | 119,906,623 | | | | | | | | |

| December 1 - December 31 | | | | | | 3,268,609 | | | | | | | | | | | | 70.89 | | | | | | | | | | | | 3,264,800 | | | | | | | | | | | | 116,641,823 | | | | | | | | |

| Total | | | | | | 39,557,277 | | | | | | *(1)* | | | | | | $ | 61.29 | | | | | | | | | | | 39,187,194 | | | | | | | | | | | | 116,641,823 | | | | | | *(2)* | | |

Management's Discussion and Analysis of Financial Condition and [removed: Results](#i42cb5987ad2e49a7b3aff2af3045d1cf_55) [of](#i42cb5987ad2e49a7b3aff2af3045d1cf_55) [Operations](#i42cb5987ad2e49a7b3aff2af3045d1cf_55)][added: Results of Operations](#i8bfdd853539345688aef451669e4c591_55)]

| [Report of Independent Registered Public Accounting [removed: Firm](#i42cb5987ad2e49a7b3aff2af3045d1cf_109)] [added: Firm](#i8bfdd853539345688aef451669e4c591_109)] | | | [removed: [79](#i42cb5987ad2e49a7b3aff2af3045d1cf_109)] [added: [82](#i8bfdd853539345688aef451669e4c591_109)] | | |

| [Consolidated Financial [removed: Statements](#i42cb5987ad2e49a7b3aff2af3045d1cf_112)] [added: Statements](#i8bfdd853539345688aef451669e4c591_112)] | | | [removed: [83](#i42cb5987ad2e49a7b3aff2af3045d1cf_112)] [added: [86](#i8bfdd853539345688aef451669e4c591_112)] | | |

| [Consolidated Statements of [removed: Earnings](#i42cb5987ad2e49a7b3aff2af3045d1cf_112)] [added: Earnings](#i8bfdd853539345688aef451669e4c591_112)] | | | [removed: [83](#i42cb5987ad2e49a7b3aff2af3045d1cf_112)] [added: [86](#i8bfdd853539345688aef451669e4c591_112)] | | |

| [Consolidated Statements of Comprehensive Income [removed: (Loss)](#i42cb5987ad2e49a7b3aff2af3045d1cf_115)] [added: (Loss)](#i8bfdd853539345688aef451669e4c591_115)] | | | [removed: [84](#i42cb5987ad2e49a7b3aff2af3045d1cf_115)] [added: [87](#i8bfdd853539345688aef451669e4c591_115)] | | |

| [Consolidated Balance [removed: Sheets](#i42cb5987ad2e49a7b3aff2af3045d1cf_118)] [added: Sheets](#i8bfdd853539345688aef451669e4c591_118)] | | | [removed: [85](#i42cb5987ad2e49a7b3aff2af3045d1cf_118)] [added: [88](#i8bfdd853539345688aef451669e4c591_118)] | | |

| [Consolidated Statements of Shareholders' [removed: Equity](#i42cb5987ad2e49a7b3aff2af3045d1cf_121)] [added: Equity](#i8bfdd853539345688aef451669e4c591_121)] | | | [removed: [86](#i42cb5987ad2e49a7b3aff2af3045d1cf_121)] [added: [89](#i8bfdd853539345688aef451669e4c591_121)] | | |

| [Consolidated Statements of Cash [removed: Flows](#i42cb5987ad2e49a7b3aff2af3045d1cf_124)] [added: Flows](#i8bfdd853539345688aef451669e4c591_124)] | | | [removed: [88](#i42cb5987ad2e49a7b3aff2af3045d1cf_124)] [added: [91](#i8bfdd853539345688aef451669e4c591_124)] | | |

| [Notes to the Consolidated Financial [removed: Statements](#i42cb5987ad2e49a7b3aff2af3045d1cf_127)] [added: Statements](#i8bfdd853539345688aef451669e4c591_127)] | | | [removed: [89](#i42cb5987ad2e49a7b3aff2af3045d1cf_127)] [added: [92](#i8bfdd853539345688aef451669e4c591_127)] | | |

| [Note 1. Summary of Significant Accounting [removed: Policies](#i42cb5987ad2e49a7b3aff2af3045d1cf_130)] [added: Policies](#i8bfdd853539345688aef451669e4c591_130)] | | | [removed: [89](#i42cb5987ad2e49a7b3aff2af3045d1cf_130)] [added: [92](#i8bfdd853539345688aef451669e4c591_130)] | | |

| [Note 5. Fair Value [removed: Measurements](#i42cb5987ad2e49a7b3aff2af3045d1cf_172)] [added: Measurements](#i8bfdd853539345688aef451669e4c591_181)] | | | [removed: [132](#i42cb5987ad2e49a7b3aff2af3045d1cf_172)] [added: [135](#i8bfdd853539345688aef451669e4c591_181)] | | |

| [Note 6. Deferred Policy Acquisition Costs and Insurance [removed: Expenses](#i42cb5987ad2e49a7b3aff2af3045d1cf_184)] [added: Expenses](#i8bfdd853539345688aef451669e4c591_193)] | | | [removed: [146](#i42cb5987ad2e49a7b3aff2af3045d1cf_184)] [added: [149](#i8bfdd853539345688aef451669e4c591_193)] | | |

| [Note 9. Notes Payable and Lease [removed: Obligations](#i42cb5987ad2e49a7b3aff2af3045d1cf_193)] [added: Obligations](#i8bfdd853539345688aef451669e4c591_211)] | | | [removed: [150](#i42cb5987ad2e49a7b3aff2af3045d1cf_193)] [added: [161](#i8bfdd853539345688aef451669e4c591_211)] | | |

| [Note 10. Income [removed: Taxes](#i42cb5987ad2e49a7b3aff2af3045d1cf_199)] [added: Taxes](#i8bfdd853539345688aef451669e4c591_217)] | | | [removed: [157](#i42cb5987ad2e49a7b3aff2af3045d1cf_199)] [added: [167](#i8bfdd853539345688aef451669e4c591_217)] | | |

| [Note 11. Shareholders' [removed: Equity](#i42cb5987ad2e49a7b3aff2af3045d1cf_202)] [added: Equity](#i8bfdd853539345688aef451669e4c591_220)] | | | [removed: [160](#i42cb5987ad2e49a7b3aff2af3045d1cf_202)] [added: [170](#i8bfdd853539345688aef451669e4c591_220)] | | |

| [Note 12. Share-Based [removed: Compensation](#i42cb5987ad2e49a7b3aff2af3045d1cf_205)] [added: Compensation](#i8bfdd853539345688aef451669e4c591_223)] | | | [removed: [164](#i42cb5987ad2e49a7b3aff2af3045d1cf_205)] [added: [173](#i8bfdd853539345688aef451669e4c591_223)] | | |

| [Note 13. Statutory Accounting and Dividend [removed: Restrictions](#i42cb5987ad2e49a7b3aff2af3045d1cf_208)] [added: Restrictions](#i8bfdd853539345688aef451669e4c591_226)] | | | [removed: [167](#i42cb5987ad2e49a7b3aff2af3045d1cf_208)] [added: [177](#i8bfdd853539345688aef451669e4c591_226)] | | |

| [Note 14. Benefit [removed: Plans](#i42cb5987ad2e49a7b3aff2af3045d1cf_211)] [added: Plans](#i8bfdd853539345688aef451669e4c591_229)] | | | [removed: [170](#i42cb5987ad2e49a7b3aff2af3045d1cf_211)] [added: [179](#i8bfdd853539345688aef451669e4c591_229)] | | |

| [Note 15. Commitments and Contingent [removed: Liabilities](#i42cb5987ad2e49a7b3aff2af3045d1cf_214)] [added: Liabilities](#i8bfdd853539345688aef451669e4c591_232)] | | | [removed: [174](#i42cb5987ad2e49a7b3aff2af3045d1cf_214)] [added: [185](#i8bfdd853539345688aef451669e4c591_232)] | | |

Under the supervision and with the participation of the Company's management, including its principal executive officer and principal financial officer, the Company conducted an evaluation of the effectiveness of its internal control over financial reporting based on the framework in *Internal Control – Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway [removed: Commission (COSO).][added: Commission.]

Based on the Company's evaluation under this framework, management has concluded that the Company's internal control over financial reporting was effective as of December 31, [removed: 2022.][added: 2023.]

KPMG LLP (PCAOB Firm ID 185), an independent registered public accounting firm, has issued an attestation report from the firm's location in Atlanta, Georgia on the effectiveness of internal control over the Company's financial reporting as of December 31, [removed: 2022,] [added: 2023,] which is included herein.

Financial Statements and Supplementary [removed: Data](#i42cb5987ad2e49a7b3aff2af3045d1cf_106)][added: Data](#i8bfdd853539345688aef451669e4c591_106)]

We have audited Aflac Incorporated and subsidiaries’ (the Company) internal control over financial reporting as of December 31, [removed: 2022,] [added: 2023,] based on criteria established in *Internal Control – Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway [removed: Commission (COSO).][added: Commission.]

In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2022,] [added: 2023,] based on criteria established in *Internal Control – Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway [removed: Commission (COSO).][added: Commission.]

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] the related consolidated statements of earnings, comprehensive income (loss), shareholders’ equity, and cash flows for each of the years in the three-year period ended December 31, [removed: 2022,] [added: 2023,] and the related notes and financial statement schedules II, III, and IV (collectively, the consolidated financial statements), and our report dated February [removed: 23, 2023] [added: 22, 2024] expressed an unqualified opinion on those consolidated financial statements.

We have audited the accompanying consolidated balance sheets of Aflac Incorporated and subsidiaries (the Company) as of December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] the related consolidated statements of earnings, comprehensive income (loss), shareholders’ equity, and cash flows for each of the years in the three‑year period ended December 31, [removed: 2022,] [added: 2023,] and the related notes and financial statement schedules II, III, and IV (collectively, the consolidated financial statements).

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] and the results of its operations and its cash flows for each of the years in the three‑year period ended December 31, [removed: 2022,] [added: 2023,] in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, [removed: 2022,] [added: 2023,] based on criteria established in *Internal Control – Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway [removed: Commission (COSO),] [added: Commission,] and our report dated February [removed: 23, 2023] [added: 22, 2024] expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.

As discussed in Note 5 to the consolidated financial statements, the Company invests in certain privately issued securities that require [removed: significant] judgment in the estimation of fair [removed: value.][added: values.]

The fair [removed: value] [added: values] of privately issued securities are estimated using [added: a] discounted cash flow valuation [removed: models,] [added: model,] developed by a third-party pricing vendor, and take into consideration unique characteristics of the securities and other market information to determine an issuer-specific credit curve to estimate expected cash flows.

Judgment is required to determine the inputs and assumptions used in the valuation models, including the determination of the most appropriate comparable securities to develop an [removed: issuer-specific credit curve when it cannot be developed from the specific security features.][added: issuer-]

As of December 31, [removed: 2022,] [added: 2023,] the [removed: value] [added: values] of [added: certain] privately issued securities are included within the financial statement captions of fixed maturity securities [removed: available for sale,] [added: available-for-sale,] at fair value of [removed: $71,936] [added: $69,578] million; fixed maturity securities [removed: available for sale] [added: available-for-sale] – consolidated variable [added: interest entities, at fair value of $3,712 million; and, fixed maturity securities held-to-maturity, at amortized cost of $17,819 million.]

[added: | Fixed maturity securities available-for-sale - consolidated variable] interest entities, at fair value [removed: of $3,805 million; and, fixed maturity securities held to maturity, at amortized] [added: (amortized] cost [removed: of $19,056 million.][added: $2,882 in 2023 and $3,223 in 2022) | | | 3,712 | | | | | | 3,805 | | | | | |]

We identified the assessment of the fair [removed: value] [added: values] of certain privately issued securities as a critical audit matter.

We evaluated the design and tested the operating effectiveness of certain internal controls, with the assistance of valuation professionals, over the Company’s process to estimate the fair [removed: value] [added: values] of certain privately issued securities.

This included controls over the Company’s determination of comparable securities, when appropriate, to develop an [removed: issuer- specific] [added: issuer-specific] credit curve to be used in the valuation models to estimate fair [removed: value.][added: values.]

- Evaluating the Company's valuation methodology for compliance with U.S. generally accepted accounting [removed: principles.][added: principles]

- Assessing the Company's model developed by a third party to estimate the fair [removed: value] [added: values] of privately issued securities by determining that differences in fair [removed: value] [added: values] between that model and [removed: the] [added: an] internally developed model above pre-established tolerances, if any, were investigated by the [removed: Company.][added: Company]

- Evaluating, for a selection of privately issued securities, the comparable securities used to develop an issuer-specific credit curve by assessing whether the determination of comparable securities was reasonable based on the Company’s methodology and our knowledge of the securities and the markets for such [removed: securities.][added: securities]

[removed: *Estimate of unpaid] [added: | Unpaid] policy [removed: claims*][added: claims | | | 261 | | | | | | 201 | | | | | |]

| [Note 2. Business Segment and Selected Foreign Currency Translation Items](#i8bfdd853539345688aef451669e4c591_142) | | | [106](#i8bfdd853539345688aef451669e4c591_142) | | |

| [Note 3. Investments](#i8bfdd853539345688aef451669e4c591_145) | | | [110](#i8bfdd853539345688aef451669e4c591_145) | | |

| [Note 4. Derivative Instruments](#i8bfdd853539345688aef451669e4c591_172) | | | [125](#i8bfdd853539345688aef451669e4c591_172) | | |

| [Note 7. Policy Liabilities](#i8bfdd853539345688aef451669e4c591_2703) | | | [150](#i8bfdd853539345688aef451669e4c591_2703) | | |

| [Note 8. Reinsurance](#i8bfdd853539345688aef451669e4c591_208) | | | [158](#i8bfdd853539345688aef451669e4c591_208) | | |

| [Note 16. Unaudited Consolidated Quarterly Financial Data](#i8bfdd853539345688aef451669e4c591_235) | | | [186](#i8bfdd853539345688aef451669e4c591_235) | | |

| | | | | | |

February 22, 2024

Financial Statements and Supplementary Data](#i8bfdd853539345688aef451669e4c591_106)

*Change in Accounting Principle*

As discussed in Note 1 to the consolidated financial statements, the Company adopted ASU 2018-12, Targeted Improvements to the Accounting for Long-Duration Contracts (LDTI), effective January 1, 2023 with a transition date of January 1, 2021.

Financial Statements and Supplementary Data](#i8bfdd853539345688aef451669e4c591_106)

specific credit curve when it cannot be developed from the specific security features.

As discussed in Note 1 and Note 7 to the consolidated financial statements, the liability for future policy benefits (LFPB) is determined as the present value of expected future policy benefits to be paid to or on behalf of policyholders and certain related expenses less the present value of expected future net premiums receivable under the Company's insurance contracts.

Future policy benefits are calculated using assumptions and estimates including mortality, morbidity, termination, and discount rates.

Discount rates used to calculate net premiums are locked in at policy inception and represent the basis to recognize interest expense in the consolidated statements of earnings.

Discount rates used to measure the carrying value of the LFPB in the consolidated balance sheets are updated each reporting period, and the difference between the liability balances calculated using the locked-in discount rates and the updated discount rates is recognized in accumulated other comprehensive income (loss) (AOCI).

The Company’s LFPB was $83,718 million as of December 31, 2023.

We identified the evaluation of certain assumptions used in estimating the LFPB as a critical audit matter.

This included controls related to actuarial methodologies and the development of certain cash flow assumptions (mortality, morbidity, and termination) and the discount rate curve.

Financial Statements and Supplementary Data](#i8bfdd853539345688aef451669e4c591_106)

- Evaluating certain of the Company's cash flow assumptions (mortality, morbidity, and termination) by assessing them in comparison to the Company’s relevant historical experience data and anticipated trends

February 22, 2024

Financial Statements and Supplementary Data](#i8bfdd853539345688aef451669e4c591_106)

| Deferred | | | | | | (1,060) | | | | | | | | | | | | (730) | | | | | | | | | | | | (118) | | | | | |

| Basic | | | | | | $ | 7.81 | | | | | | | | | | | $ | 6.96 | | | | | | | | | | | $ | 6.28 | | | | |

| Diluted | | | | | | 7.78 | | | | | | | | | | | | 6.93 | | | | | | | | | | | | 6.25 | | | | | |

*(1)* *Includes a gain (loss) of $20, $(42) and $(11) in 2023, 2022 and 2021, respectively, related to remeasurement of the deferred profit liability for limited-payment contracts.*

*Prior-year amounts have been adjusted for the adoption of accounting guidance on January 1, 2023 related to accounting for long-duration insurance contracts.*

Financial Statements and Supplementary Data](#i8bfdd853539345688aef451669e4c591_106)

*Prior-year amounts have been adjusted for the adoption of accounting guidance on January 1, 2023 related to accounting for long-duration insurance contracts.*

Financial Statements and Supplementary Data](#i8bfdd853539345688aef451669e4c591_106)

*Prior-year amounts have been adjusted for the adoption of accounting guidance on January 1, 2023 related to accounting for long-duration insurance contracts.*

Financial Statements and Supplementary Data](#i8bfdd853539345688aef451669e4c591_106)

| Balance at January 1, 2021 | | | 135 | | | 2,410 | | | 37,660 | | | (9,636) | | | (15,904) | | | 14,665 | | |

| Effect of changes in discount rate assumptions during period, net of income taxes | | | 0 | | | 0 | | | 0 | | | 2,738 | | | 0 | | | 2,738 | | |

| Effect of changes in discount rate assumptions during period, net of income taxes | | | 0 | | | 0 | | | 0 | | | 13,732 | | | 0 | | | 13,732 | | |

*Prior-year amounts have been adjusted for the adoption of accounting guidance on January 1, 2023 related to accounting for long-duration insurance contracts.*

Financial Statements and Supplementary Data](#i8bfdd853539345688aef451669e4c591_106)

| Balance at December 31, 2022 | | | $ | 135 | | $ | 2,641 | | $ | 44,367 | | $ | (6,429) | | $ | (20,574) | | $ | 20,140 | |

| [Note 2. Business Segment and Foreign Information](#i42cb5987ad2e49a7b3aff2af3045d1cf_133) | | | [104](#i42cb5987ad2e49a7b3aff2af3045d1cf_133) | | |

| [Note 3. Investments](#i42cb5987ad2e49a7b3aff2af3045d1cf_136) | | | [108](#i42cb5987ad2e49a7b3aff2af3045d1cf_136) | | |

| [Note 4. Derivative Instruments](#i42cb5987ad2e49a7b3aff2af3045d1cf_163) | | | [122](#i42cb5987ad2e49a7b3aff2af3045d1cf_163) | | |

| [Note 7. Policy Liabilities](#i42cb5987ad2e49a7b3aff2af3045d1cf_187) | | | [147](#i42cb5987ad2e49a7b3aff2af3045d1cf_187) | | |

| [Note 8. Reinsurance](#i42cb5987ad2e49a7b3aff2af3045d1cf_190) | | | [149](#i42cb5987ad2e49a7b3aff2af3045d1cf_190) | | |

| [Note 16. Subsequent Events](#i42cb5987ad2e49a7b3aff2af3045d1cf_220) | | | [175](#i42cb5987ad2e49a7b3aff2af3045d1cf_220) | | |

February 23, 2023

The following are the primary procedures we performed to address this critical audit matter.

As discussed in Note 1 to the consolidated financial statements, unpaid policy claims are estimates computed primarily on an undiscounted basis using statistical analyses of historical claims experience adjusted for current trends and changed conditions.

The estimates are evaluated by the Company and, as new claim experience emerges, the estimates are adjusted as necessary.

As of December 31, 2022, the Company recorded a liability for unpaid policy claims of $4,561 million.

We identified the assessment of the estimate of unpaid policy claims as a critical audit matter.

Specialized actuarial skills and knowledge and subjective auditor judgment were needed to evaluate the actuarial methodologies and assumptions used to estimate the unpaid policy claims liability and determine that the Company’s methodologies are consistent with generally accepted actuarial methodologies.

This included controls related to the evaluation of the actuarial methodologies and assumptions used in the calculation of the unpaid policy claims liability.

- Assessing the actuarial methodologies and assumptions utilized by the Company by comparing them to generally accepted actuarial methodologies and historical results.

- Evaluating the Company’s estimate of the unpaid policy claims liability by comparing to historical results and our expectations of changes in the estimate.

- Developing an independent range for the estimate of unpaid policy claims for certain products to evaluate the Company’s recorded liability and assessing any movement of the recorded liability within our range.

- Evaluating the Company’s historical ability to estimate unpaid policy claims by comparing the unpaid policy claims liability for certain products recorded by the Company at various historical periods to an independent range developed using claims paid through December 31, 2022.

As discussed in Note 1 to the consolidated financial statements, the Company disclosed the expected transition impact and the adjusted liability for future policy benefits (LFPB) balance as of December 31, 2021 and 2022 as a result of ASU 2018-12 Financial Services – Insurance: Targeted Improvement to the Accounting for Long-Duration Contracts (the standard).

The standard requires the Company to estimate the LFPB balance using current cash flow assumptions and a discount rate that is the current upper-medium grade (low credit risk) fixed-income instrument yield (current discount rate).

All payments under an insurance contract will be measured together as an integrated reserve.

The Company estimates the transition date impact from the adoption will result in a decrease in AOCI of approximately $18.6 billion and has disclosed adjusted LFPB balances of $115,964 million and $88,241 million as of December 31, 2021 and 2022, respectively.

We identified the assessment of the disclosure of the Company’s expected impacts of adoption of the standard on the adjusted LFPB balance at transition and as of December 31, 2021 and 2022 using updated assumptions and a current discount rate (collectively, the LFPB balances) as a critical audit matter.

We evaluated the design and tested the operating effectiveness of certain internal controls, with the assistance of valuation and actuarial professionals, over the Company’s process to estimate the LFPB balances, including controls related to the actuarial methodologies, cash flow assumptions and projections, and the development of the discount rate curves.

We involved actuarial professionals with specialized skills and knowledge to assist in assessing the LFPB balances, which included

- Evaluating the Company’s estimate of the LFPB balances for compliance with the standard.

- Assessing the reasonableness of certain cash flow assumptions by comparing them to the Company’s historical experience.

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Revenues: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Total revenues | | | | | | 19,502 | | | | | | | | | | | | 22,106 | | | | | | | | | | | | 22,147 | | | | | |

| Benefits and claims, net | | | | | | 9,153 | | | | | | | | | | | | 10,576 | | | | | | | | | | | | 11,796 | | | | | |

| Deferred | | | | | | (778) | | | | | | | | | | | | (98) | | | | | | | | | | | | (1,413) | | | | | |

| Income taxes | | | | | | 403 | | | | | | | | | | | | 997 | | | | | | | | | | | | (619) | | | | | |

| Net earnings | | | | | | $ | 4,201 | | | | | | | | | | | $ | 4,325 | | | | | | | | | | | $ | 4,778 | | | | |

| Basic | | | | | | $ | 6.62 | | | | | | | | | | | $ | 6.42 | | | | | | | | | | | $ | 6.69 | | | | |

| Diluted | | | | | | 6.59 | | | | | | | | | | | | 6.39 | | | | | | | | | | | | 6.67 | | | | | |

| Fixed maturity securities available for sale - consolidated variable interest entities, at fair value (amortized cost $3,223 in 2022 and $3,264 in 2021) | | | 3,805 | | | | | | 4,490 | | | | | |

| Other | | | 3,105 | | | | | | 3,092 | | | | | |

| Total assets | | | $ | 131,017 | | | | | $ | 157,542 | | | | |

There have been no changes in, or disagreements with, accountants on accounting and financial disclosure matters during the years ended December 31, [removed: 2022] [added: 2023] and [removed: 2021.][added: 2022.]

Management's Annual Report on Internal Control Over Financial Reporting is incorporated herein by reference from Part II, Item [removed: 8 of this report.][added: 8.]

The Attestation Report of the Registered Public Accounting Firm on the Company's internal control over financial reporting is incorporated herein by reference from Part II, Item [removed: 8 of this report.][added: 8.]

During [removed: 2022,] [added: 2023,] the Company executed internal controls associated with new processes supporting the implementation of Accounting Standards Update (ASU) 2018-12 for [added: targeted improvements to the accounting for] long-duration [removed: insurance contracts (LDTI).][added: contracts, which the Company adopted on January 1, 2023 using a modified retrospective method.]

[removed: Except for the change in controls over the Company's implementation of LDTI, there] [added: There] have not been any changes in the Company's internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the last fiscal quarter of [removed: 2022] [added: 2023] that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.

of this report.

of this report.

For additional information, see Note 1 of the Notes to the Consolidated Financial Statements.

These controls provide assurance over the reasonableness of the estimated impact to the Company's accumulated other comprehensive income and retained earnings that is expected at the transition date of January 1, 2021 and the adjusted 2022 and 2021 amounts expected upon adoption of LDTI on January 1, 2023, as disclosed in Note 1 of the Notes to the Consolidated Financial Statements.

The Company will continue to refine and maturate the internal controls associated with LDTI.

Insider Trading Arrangements

During the fourth quarter of 2023, the following directors or executive officers adopted or terminated a written plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c):

- On November 2, 2023, Charles D.

Lake II, Chairman and Representative Director of Aflac Japan and President of Aflac International, adopted a trading plan that provides for the sale of 56% of performance-based restricted stock shares to be released upon approval of the Company's board of directors and will terminate no later than May 10, 2024.

The estimated number of gross shares of Aflac Incorporated common stock to be acquired is 28,682; however, the actual number of shares may vary based on achievement of designated performance metrics.

- On November 3, 2023, Joseph L.

Moskowitz, a member of the Company's board of directors, adopted a trading plan that provides for the sale of 2,400 shares of Aflac Incorporated common stock and will terminate no later than November 11, 2024.

- On November 7, 2023, Masatoshi Koide, President and Representative Director of Aflac Japan, adopted a trading plan that provides for the sale of 50% of performance-based restricted stock shares to be released upon approval of the Company's board of directors and will terminate no later than May 10, 2024.

The estimated number of gross shares of Aflac Incorporated common stock to be acquired is 30,338; however, the actual number of shares may vary based on achievement of designated performance metrics.

Not applicable.

Directors, Executive Officers and Corporate [removed: Governance](#i42cb5987ad2e49a7b3aff2af3045d1cf_16)][added: Governance](#i8bfdd853539345688aef451669e4c591_16)]

Pursuant to General Instruction G to Form 10-K, Items 10 through 14 are incorporated by reference from the Company's definitive Notice and Proxy Statement relating to the Company's [removed: 2023] [added: 2024] Annual Meeting of Shareholders, which will be filed with the Securities and Exchange Commission on or about March [removed: 16, 2023,] [added: 21, 2024,] pursuant to Regulation 14A under the Exchange Act.

The Audit Committee Report and Compensation Committee Report to be included in such proxy statement shall be deemed to be furnished in this report and shall not be incorporated by reference into any filing under the Securities Act of 1933 as a result of such furnishing in Items [removed: 10 and 11, respectively.][added: 10.]

EXECUTIVE COMPENSATION Director Compensation; Compensation Committee; Compensation Committee Report; Compensation Discussion and Analysis; [removed: 2022] [added: 2023] Summary Compensation Table; [removed: 2022] [added: 2023] Grants of Plan-Based Awards; [removed: 2022] [added: 2023] Outstanding Equity Awards at Fiscal Year-End; [removed: 2022] [added: 2023] Option Exercises and Stock Vested; Pension Benefits; Nonqualified Deferred Compensation; Potential Payments Upon Termination or [removed: Change-In-Control;] [added: Change in Control;] and Compensation Committee Interlocks and Insider Participation

and 11.

respectively.

Exhibits, Financial Statement [removed: Schedules](#i42cb5987ad2e49a7b3aff2af3045d1cf_256)][added: Schedules](#i8bfdd853539345688aef451669e4c591_274)]

| | | | | | | Included in Part II, Item [removed: 8,] [added: 8.] of this report: | | | | | | | | |

| | | | | | | Report of Independent Registered Public Accounting Firm | | | | | | [removed: [79](#i42cb5987ad2e49a7b3aff2af3045d1cf_109)] [added: [82](#i8bfdd853539345688aef451669e4c591_109)] | | |

| | | | | | | Consolidated Statements of Earnings for each of the years in the three- year period ended December 31, [removed: 2022] [added: 2023] | | | | | | [removed: [83](#i42cb5987ad2e49a7b3aff2af3045d1cf_112)] [added: [86](#i8bfdd853539345688aef451669e4c591_112)] | | |

| | | | | | | Consolidated Statements of Comprehensive Income (Loss) for each of the years in the three-year period ended December 31, [removed: 2022] [added: 2023] | | | | | | [removed: [84](#i42cb5987ad2e49a7b3aff2af3045d1cf_115)] [added: [87](#i8bfdd853539345688aef451669e4c591_115)] | | |

| | | | | | | Consolidated Balance Sheets as of December 31, [removed: 2022] [added: 2023] and [removed: 2021] [added: 2022] | | | | | | [removed: [85](#i42cb5987ad2e49a7b3aff2af3045d1cf_118)] [added: [88](#i8bfdd853539345688aef451669e4c591_118)] | | |

| | | | | | | Consolidated Statements of Shareholders' Equity for each of the years in the three-year period ended December 31, [removed: 2022] [added: 2023] | | | | | | [removed: [86](#i42cb5987ad2e49a7b3aff2af3045d1cf_121)] [added: [89](#i8bfdd853539345688aef451669e4c591_121)] | | |

| | | | | | | Consolidated Statements of Cash Flows for each of the years in the three-year period ended December 31, [removed: 2022] [added: 2023] | | | | | | [removed: [88](#i42cb5987ad2e49a7b3aff2af3045d1cf_124)] [added: [91](#i8bfdd853539345688aef451669e4c591_124)] | | |

| | | | | | | Notes to the Consolidated Financial Statements | | | | | | [removed: [89](#i42cb5987ad2e49a7b3aff2af3045d1cf_127)] [added: [92](#i8bfdd853539345688aef451669e4c591_127)] | | |

| | | | | | | Schedule II - | | | Condensed Financial Information of Registrant as of December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] and for each of the years in the three-year period ended December 31, [removed: 2022] [added: 2023] | | | [removed: [184](#i42cb5987ad2e49a7b3aff2af3045d1cf_268)] [added: [196](#i8bfdd853539345688aef451669e4c591_286)] | | |

| | | | | | | Schedule III - | | | Supplementary Insurance Information as of December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] and for each of the years in the three-year period ended December 31, [removed: 2022] [added: 2023] | | | [removed: [191](#i42cb5987ad2e49a7b3aff2af3045d1cf_301)] [added: [202](#i8bfdd853539345688aef451669e4c591_319)] | | |

| | | | | | | Schedule IV - | | | Reinsurance for each of the years in the three-year period ended December 31, [removed: 2022] [added: 2023] | | | [removed: [192](#i42cb5987ad2e49a7b3aff2af3045d1cf_304)] [added: [203](#i8bfdd853539345688aef451669e4c591_322)] | | |