American International Group (AIG) 10-K risk factor changes: FY2023 vs FY2022
The 2023-12-31 10-K against the 2022-12-31 one, compared heading by heading and sentence by sentence.
Item 1A35 rewritten18 added209 removed75 unchanged
All filing items3,353 rewritten3,320 added2,010 removed5,003 unchanged
Summary
counted, not written
- Item 1A headings could not be compared: only 9 carried over between the two years, which usually means one filing was read wrongly, so none is reported as new or removed.
- Sentence by sentence, 3,320 added, 2,010 removed, 3,353 rewritten and 5,003 unchanged across 20 items that differ.
- New this year: Item 1C. Cybersecurity.
Sentences by item
24 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2023; struck-through words were in FY2022. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. Risk Factors
35 rewritten, 18 added, 209 removed, 75 unchanged
*For additional [removed: information on these products,] [added: information,] see [removed: Notes 12 and 13] [added: Note 23] to the Consolidated Financial [removed: Statements, Item 1.][added: Statements.*]
| [removed: 28] [added: 34] | | | AIG \| [removed: 2022] [added: 2023] Form 10-K | | |
| AIG \| [removed: 2022] [added: 2023] Form 10-K | | | [removed: 29] [added: 35] | | |
| [removed: 30] [added: 36] | | | AIG \| [removed: 2022] [added: 2023] Form 10-K | | |
[removed: COVID-19] [added: COVID-19 (including variants)] has adversely affected and may continue to adversely affect our global business, results of operations, financial condition and [removed: liquidity, and its ultimate impact will depend on future developments that are uncertain and cannot be predicted.][added: liquidity.” above*.]
[removed: Employee error and misconduct may be difficult to detect and prevent and may result in reputational damage and significant losses.] There have been a number of cases involving fraud or other misconduct by employees in recent years and we are exposed to the risk that employee fraud or misconduct could occur.
We may not be able to [removed: retain and] attract [added: and retain the] key employees and other highly skilled employees we need to support our businesses. [removed: Our success depends, in large part, on our ability to retain and attract key and other highly skilled employees.]
We face intense competition in each of our business lines, and technological changes may present new and intensified challenges to our businesses. [removed: Our businesses operate in highly competitive environments, both domestically and overseas.]
Technological advancements and innovation in the insurance industry, including those related to evolving customer preferences, the digitization of insurance products and services, [added: data ingestion and exchange with trading partners,] acceleration of automated underwriting, and [added: use of artificial intelligence and] electronic processes present competitive risks.
Technological advancements and innovation are occurring in distribution, underwriting, recordkeeping, advisory, [added: marketing,] claims and operations at a rapid pace, and that pace may increase, particularly as companies increasingly use data analytics and technology as part of their business strategy.
[removed: Additional] [added: Further, additional] costs may also be incurred in order to implement changes to automate procedures critical to our distribution channels in order to increase flexibility of access to our services and products.
[removed: The laws and regulations that apply to] our [removed: business and operations generally grant regulatory agencies and/or self-regulatory organizations broad rulemaking and enforcement powers, including the power to regulate the issuance, sale and distribution of our products, the manner in which we underwrite our policies, the delivery of our services, the nature or extent of disclosures that we give our] customers, the compensation of our distribution partners, the manner in which we handle claims on our policies and the administration of our policies and contracts, as well as the power to limit or restrict our business for failure to comply with applicable laws and regulations.
The relevant authorities may not agree with our interpretation of these laws and regulations, including, for example, our implementation of new or revised requirements related to [removed: capital, accounting treatment or reserving such] [added: the classification of debt securities that do not qualify] as [removed: those governing PBR,] [added: bonds,] or with our policies and procedures adopted to address evolving industry practices or meet regulatory expectations.
[added: Additionally, when such authorities’ interpretation of new or revised requirements related to capital, accounting] treatment and/or valuation manual or reserving (such as PBR) materially differs from ours, we have incurred or may incur higher operating costs, or sales of products subject to such requirements or treatment may be affected.
The NAIC [removed: recently adopted,] [added: adopted in 2020,] and the IAIS is developing and [removed: testing,] [added: testing for implementation beginning in 2025,] methodologies for assessing group-wide regulatory capital, which might evolve into more formal group-wide [added: prescribed] capital requirements on certain insurance companies and/or their holding companies that may augment state-law RBC standards, and similar international standards, that apply at the legal entity level, and such capital calculations may be made, in whole or in part, on bases other than the statutory statements of our insurance and reinsurance subsidiaries.
In addition to the regulation of specific activities, the Financial Stability Oversight Council [removed: continues to have] [added: has] authority under Dodd-Frank to determine that certain nonbank financial companies be designated as nonbank SIFIs subject to supervision by the Board of Governors of the Federal Reserve System and enhanced prudential [removed: standards.][added: standards, and recently adopted revised guidance and procedures intended to govern any such designations.]
It is possible such laws and regulations, [added: including, without limitation, Solvency II] and [removed: our satisfaction of] [added: European Data Protection Board Cross Border Data Transfer in] the [removed: relevant criteria] [added: EU,] and standard-setting initiatives by the FSB and the IAIS, including, but not limited to, the IAIS’ Common Framework for the Supervision of IAIGs, [removed: a] [added: its] holistic framework for the assessment and mitigation of systemic risk and the development and refinement of a risk-based global ICS, [removed: Solvency II and European Data Protection Board Cross Border Data Transfer in the EU,] may significantly alter our business practices.
*For information regarding the regulatory response to the COVID-19 pandemic, see Business and Operations – [removed: “COVID-19 has affected] [added: “An epidemic, pandemic or other health crisis could materially] and [removed: may continue to] adversely affect our [removed: global business,] [added: business] results of operations, financial condition and [removed: liquidity, and its ultimate impact will depend on future developments that are uncertain and cannot be predicted” above.*][added: liquidity.]
[removed: New laws and regulations or new interpretations of current laws and regulations, both domestically and internationally, may affect our businesses, results of operations, financial condition and ability to compete effectively.] Legislators, regulators and self-regulatory organizations have in the past, and may in the future, periodically consider various proposals that may affect or restrict, among other things, our business [removed: practices,] [added: practices and activities,] product designs and distribution relationships, how we market, sell or service certain products we offer, [added: the investment assets we hold and] our [added: investment management practices, our] capital, reserving and accounting requirements, or the profitability of certain of our businesses.
Further, new laws and regulations may affect or significantly limit our ability to conduct certain businesses at all, including proposals relating to restrictions on the type of activities in which financial institutions are permitted to [removed: engage.][added: engage into.]
An “ownership change” could limit our ability to utilize tax loss and credit carryforwards to offset future taxable income. [removed: As of December 31, 2022, on a U.S. GAAP basis, AIG Parent had U.S. federal net operating loss carryforwards of approximately $24.8 billion and $22 million in foreign tax credits.]
An entity that experiences an ownership change generally will be subject to an annual limitation on its utilization of pre-ownership change tax loss [added: and credit carryforwards equal to the equity value of the corporation immediately before the ownership change, multiplied by the long- term, tax-exempt rate posted monthly by the IRS (AFR) (subject to certain adjustments).]
[removed: Estimates or assumptions used in the preparation of financial statements and modeled results used in various areas of our business may differ materially from actual experience.] Our financial statements are prepared in conformity with U.S. Generally Accepted Accounting Principles (U.S. GAAP), which requires the application of accounting policies that often involve a significant degree of judgment.
The accounting policies that we consider most dependent on the application of estimates and assumptions, and therefore may be viewed as critical accounting estimates, are described in [added: Note 1 to the Consolidated Financial Statements and in] Item 7.
These estimates are based on judgment, current facts and circumstances, and, when applicable, [removed: internally] [added: models] developed [removed: models.][added: internally or with inputs from third parties.]
Therefore, actual results may differ from these [removed: estimates,] [added: estimates and models,] possibly in the near term, and could have a material effect on our financial statements.
To the extent that any of our operating practices and procedures do not accurately produce, or reproduce, data that we use to conduct any or all aspects of our business, such differences may negatively impact our business, [added: reputation, results of operations, and financial condition.]
Changes in accounting principles and financial reporting requirements [removed: will] [added: may] impact our consolidated results of operations and financial condition. [removed: Our financial statements are prepared in accordance with U.S. GAAP, which are periodically revised.]
The adoption of [removed: this newly issued standard will, and other future] [added: new or revised] accounting standards [removed: may, impact] [added: has in the past, and may in the future impact,] our reported consolidated results of operations, liquidity and reported financial condition and may cause investors to perceive greater volatility in our financial results, negatively impacting our level of investor interest and investment.
If our businesses do not perform well and/or their estimated fair values decline, we may be required to recognize an impairment of our goodwill or establish an additional valuation allowance against the deferred income tax assets, which could have a material adverse effect on our results of operations and financial condition. [removed: Goodwill represents the excess of the amounts we paid to acquire subsidiaries and other businesses over the fair value of their net assets at the date of acquisition.]
In [removed: 2022,] [added: 2023,] for substantially all of the reporting units we elected to bypass the qualitative assessment of whether goodwill impairment may exist and, therefore, performed quantitative assessments that supported a conclusion that the fair value of all of the reporting units tested exceeded their book value.
Our goodwill balance was [removed: $3.9] [added: $3.5] billion at December 31, [removed: 2022.][added: 2023.]
MD&A – Critical Accounting Estimates – Goodwill Impairment and Note [removed: 11] [added: 12] to the Consolidated Financial Statements.*
As of December 31, [removed: 2022,] [added: 2023,] we had net deferred tax assets, after valuation allowance, of [removed: $14.8] [added: $14.1] billion, related to federal, foreign, and state and local jurisdictions.
MD&A – Critical Accounting Estimates – Income Taxes and Note [removed: 21] [added: 23] to the Consolidated Financial Statements.*
There has also been increased regulatory scrutiny of the use of “big data” techniques, machine learning, predictive models and artificial intelligence, including in the insurance industry.
Certain insurance regulators are developing, or have developed, regulations or guidance applicable to insurance companies that use artificial intelligence, “big data” techniques, machine learning and predictive models in their operations.
We cannot predict what, if any, regulatory actions may be taken in the future with regard to “big data,” artificial intelligence, machine learning or predictive models, but any limitations or restrictions could have a material impact on our business, processes, results of operations and financial condition.
New laws and regulations or new interpretations of current laws and regulations, both domestically and internationally, may affect our businesses, results of operations, financial condition and ability to compete effectively.
As of December 31, 2023, on a U.S. GAAP basis, AIG Parent had U.S. federal net operating loss carryforwards of approximately $22.0 billion.
New and proposed changes to tax laws could increase our corporate taxes or make some of our products less attractive to consumers.
The Inflation Reduction Act of 2022, includes a 15 percent corporate alternative minimum tax (CAMT) on adjusted financial statement income for corporations with average profits over $1 billion over a three-year period.
Although the U.S. Treasury and the Internal Revenue Service issued interim CAMT guidance during 2023, many details and specifics of application of the CAMT remain subject to future guidance.
We are subject to CAMT for 2023.
Our estimated CAMT liability will continue to be refined based on future guidance.
Estimates or assumptions used in the preparation of financial statements and modeled results used in various areas of our business may differ materially from actual experience.
Our financial statements are prepared in accordance with U.S. GAAP, which are periodically revised.
Goodwill represents the excess of the amounts we paid to acquire subsidiaries and other businesses over the fair value of their net assets at the date of acquisition.
Employee error and misconduct may be difficult to detect and prevent and may result in reputational damage and significant losses.
Our success depends, in large part, on our ability to retain and attract key and other highly skilled employees.
Our businesses operate in highly competitive environments, both domestically and overseas.
If we are unable to effectively implement these technological advancements in our business, including the use of artificial intelligence, in a way that matches or exceeds our competitors, we may suffer competitive harm as a result, which could adversely impact our reputation, results of operations and financial condition.
*For further discussion on regulatory developments with respect to emerging technologies, see – Regulation below.*
We employ a capital markets hedging strategy to partially offset the economic impacts of movements in equity, interest rate and credit markets, however, our hedging strategy may not effectively offset movements in our GAAP equity or our and statutory surplus and capital requirements and may otherwise be insufficient in relation to our obligations.
Furthermore, we are subject to the risk that changes in policyholder behavior or actual levels of mortality/longevity as compared to assumptions in pricing and reserving, combined with adverse market events, could produce losses not addressed by the risk management techniques employed.
These factors, individually or collectively, may have a material adverse effect on our business, financial condition, results of operations or liquidity including our ability to receive dividends from our operating companies.
Changes in interest rates result in changes to the fair value liability.
All else being equal, higher interest rates generally decrease the fair value of our liabilities, which increases our earnings, while low interest rates generally increase the fair value of our liabilities, which decreases our earnings.
A prolonged low interest rate environment or a prolonged period of widening credit spreads may also subject us to increased hedging costs or an increase in the amount of statutory reserves that our insurance subsidiaries are required to hold for our liabilities, lowering their statutory surplus, which would adversely affect their ability to pay dividends.
In addition, it may also increase the perceived value of our benefits to our policyholders, which in turn may lead to a higher than expected benefit utilization and persistency of those products over time.
Differences between the change in fair value of the GAAP embedded derivatives, as well as associated statutory and tax liabilities, and the value of the related hedging portfolio may occur and can be caused by movements in the level of equity, interest rate and credit markets, market volatility, policyholder behavior and mortality/longevity rates that differ from our assumptions and our inability to purchase hedging instruments at prices consistent with the desired risk and return trade-off.
In addition, we may sometimes choose not to hedge or fully mitigate these risks, based on economic considerations and other factors.
The occurrence of one or more of these events has in the past resulted in, and could in the future result in, an increase in the fair value of liabilities associated with the guaranteed benefits without an offsetting increase in the value of our hedges, or a decline in the value of our hedges without an offsetting decline in our liabilities, thus reducing our results of operations and shareholders’ equity.
Business – Regulation and Part II, Item 7.
MD&A – Critical Accounting Estimates – Guaranteed Benefit Features of Variable Annuity, Fixed Annuity and Fixed Index Annuity Products.*
Our risk management policies and procedures may prove to be ineffective and leave us exposed to unidentified or unanticipated risk, which could adversely affect our businesses, results of operations, financial condition and liquidity. We have developed and continue to enhance enterprise-wide risk management policies and procedures to identify, monitor and mitigate risk and loss to which we are exposed.
Our risk management policies and procedures may not be sufficiently comprehensive and may not identify or adequately protect us from every risk to which we are exposed.
Many of our methods of identifying, measuring, underwriting and managing risks are based upon our study and use of historical market, applicant, customer, employee and bad actor behavior or statistics based on historical models.
As a result, these methods may not accurately predict future exposures from events such as a major financial market disruption as the result of a natural or man-made disaster (for example, a climate-related event or terrorist attack), that could be significantly different than the historical measures indicate, and which could also result in a substantial change in policyholder behavior and claims levels not previously observed.
We have and will continue to enhance our underwriting processes, including, from time to time, considering and integrating newly available sources of data to confirm and refine our traditional underwriting methods.
Our efforts at implementing these improvements may not, however, be fully successful, which may adversely affect our competitive position.
We have also introduced new product features designed to limit our risk and taken actions on in-force business, which may not be fully successful in limiting or eliminating risk.
We may take additional actions on our in-force business, including adjusting crediting rates and cost of insurance, which may not be fully successful in maintaining profitability and which may result in litigation.
Moreover, our hedging programs and reinsurance strategies that are designed to manage market risk and mortality risk rely on assumptions regarding our assets, liabilities, general market factors and the creditworthiness of our counterparties that could prove to be incorrect or inadequate.
Our hedging programs utilize various derivative instruments, including but not limited to equity options, futures contracts, interest rate swaps and swaptions, as well as other hedging instruments, which may not effectively or completely reduce our risk; and assumptions underlying models used to measure accumulations and support reinsurance purchases may prove inaccurate and could leave us exposed to larger than expected catastrophe losses in a given year.
In addition, our current business continuity and disaster recovery plans may not be sufficient to reduce the impact of pandemics, cyber risks, including ransomware, and other natural or man-made catastrophic events that are beyond our anticipated thresholds or impact tolerances.
Other risk management methods depend upon the evaluation of information regarding markets, clients, or other matters that is publicly available or otherwise accessible to us, which may not always be accurate, complete, up-to-date or properly evaluated.
Management of operational, legal and regulatory risks requires, among other things, policies and procedures to record and verify large numbers of transactions and events in each jurisdiction in which we operate.
Jurisdictions have unique requirements with respect to artificial intelligence and environmental, social and governance matters, which may impact the efficacy of our standardized risk management tools and techniques and therefore our policies and procedures may not be fully effective.
Accordingly, our risk management policies and procedures may not adequately mitigate the risks to our business, results of operations, financial condition and liquidity.
| | | | | | | |
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ITEM 1A | Risk Factors
If our risk management policies and procedures are ineffective, we may suffer unexpected losses and could be materially adversely affected.
As our businesses change and the markets in which we operate evolve and new risks emerge, including for example risks related to climate change or meeting regulatory and stakeholder expectations relating to ESG or cybersecurity issues, our risk management framework may not evolve at the same pace as those changes.
As a result, there is a risk that new products or new business strategies may present risks that are not appropriately identified, monitored or managed.
The effectiveness of our risk management strategies may be limited, resulting in losses, because of market stress, unanticipated financial market movements or unanticipated claims experience from adverse mortality, morbidity or policyholder behavior.
In addition, there can be no assurance that we can effectively review and monitor all risks or that all of our employees will understand and follow (or comply with) our risk management policies and procedures.
Our foreign operations expose us to risks that may affect our operations. We provide insurance, reinsurance, investment and other financial products and services to both businesses and individuals in approximately 70 countries and jurisdictions.
A substantial portion of our business is conducted outside the United States, and we intend to continue to grow our business in strategic markets.
Operations outside the United States have in the past been, and may in the future be, affected by regional economic downturns, changes in foreign currency exchange rates, political events or upheaval, sanctions policies, nationalization and other restrictive government or regulatory actions, which could also affect our other operations.
AIG subsidiaries operating in foreign jurisdictions must satisfy local regulatory requirements and it is possible that local licenses may require AIG Parent to meet certain conditions.
Licenses issued by foreign authorities to our subsidiaries are subject to modification and revocation.
An excerpt. Shown here: all 35 rewritten, all 18 added and 40 of 209 removed. The counts are complete. For every sentence, read Item 1A. Risk Factors in the FY2023 filing and the FY2022 filing.
Item 7. Enterprise Risk Management
12 rewritten, 26 added, 39 removed, 81 unchanged
At December 31, [removed: 2022,] [added: 2023,] total reinsurance recoverable assets were [removed: $71.6] [added: $67.5] billion.
These assets include general reinsurance paid losses recoverable of [removed: $4.4] [added: $4.6] billion, ceded loss reserves of [removed: $32.2] [added: $30.4] billion including reserves for IBNR claims, and ceded reserves for unearned premiums of $4.3 billion, as well as life reinsurance recoverable of [removed: $30.7] [added: $28.2] billion.
We believe that the amount recorded for ceded loss reserves at December 31, [removed: 2022] [added: 2023] reflects a reasonable estimate of the ultimate losses recoverable.
At December 31, [removed: 2022,] [added: 2023,] we held [removed: $74.3] [added: $70.1] billion of collateral, in the form of funds withheld, securities in reinsurance trust accounts and/or irrevocable letters of credit, in support of reinsurance recoverable assets from unaffiliated reinsurers.
At December 31, [removed: 2022,] [added: 2023,] we had no significant reinsurance recoverable due from any individual reinsurer that was financially troubled.
The [removed: RCD,] [added: Reinsurance Credit Department,] in conjunction with the credit executives within ERM, reviews these developments, monitors compliance with credit triggers that may require [removed: the] [added: AIG's] reinsurer to post collateral, and seeks to use other appropriate means to mitigate any material risks arising from these developments.
Assets under administration include assets under management and [removed: Retail Mutual Funds and] Group Retirement mutual fund assets that we sell or administer.
[removed: CSA *Credit] [added: Credit] Support [removed: Annex*] [added: Annex] A legal document generally associated with an ISDA Master Agreement that provides for collateral postings which could vary depending on ratings and threshold levels.
VOBA *Value of Business Acquired* Present value of [removed: projected] future [removed: gross] [added: pre-tax] profits from in-force policies of acquired [removed: businesses.][added: businesses discounted at yields applicable at the time of purchase.]
| A&H | | | Accident and Health Insurance | | | [removed: GMDB] [added: GMWB] | | | Guaranteed Minimum [removed: Death] [added: Withdrawal] Benefits | | |
| [removed: APTI] [added: ABS] | | | [removed: Adjusted pre-tax income] [added: Asset-Backed Securities] | | | ISDA | | | International Swaps and Derivatives Association, Inc. | | |
| GIA | | | Guaranteed Investment Agreements | | | [added: URR] | | | [added: Unearned Revenue Reserve] | | |
Our hedging programs utilize various derivative instruments, including but not limited to equity options, futures contracts, interest rate swaps and swaptions.
In addition, within the variable annuities hedging program, we purchase certain fixed income securities classified as available for sale.
The hedging programs are monitored on a daily basis to ensure that the economic liability hedge targets and the associated derivative portfolios stay within the threshold limits, pursuant to the approved hedging strategies.
In addition, monthly stress tests are performed to determine the program’s effectiveness relative to the applicable limits, under an array of combined severe market stresses in equity prices, interest rates, volatility and credit spreads.
Finally, hedging strategies are reviewed regularly to gauge their effectiveness in managing our market exposures in the context of our overall risk appetite.
*For information on the impact on our consolidated pre-tax income from the change in fair value of the embedded derivatives and the hedging portfolio, as well as additional discussion of differences between the economic hedge target and the valuation of the embedded derivatives, see Insurance Reserves – Life and Annuity Future Policy Benefits, Policyholder Contract Deposits and Market Risk Benefits – Variable Annuity Guaranteed Benefits and Hedging Results.*
Reinsurance Activities
We purchase reinsurance for our insurance and reinsurance operations.
Reinsurance facilitates insurance risk management (retention, volatility, concentrations) and capital planning.
We may purchase reinsurance on a pooled basis.
Reinsurance is used primarily to manage overall capital adequacy and mitigate the insurance loss (Life and Non-Life) exposure related to certain events, such as natural and man-made catastrophes, death events, or single policy level events.
Our subsidiaries operate worldwide primarily by underwriting and accepting risks for their direct account on a gross basis and reinsuring a portion of the exposure on either an individual risk or an aggregate basis to the extent those risks exceed the desired retention level.
In addition, as a condition of certain direct underwriting transactions, we may be required by clients, agents or regulation to cede all or a portion of risks to specified reinsurance entities, such as captives, other insurers, local reinsurers and compulsory pools.
| AIG \| 2023 Form 10-K | | | 121 | | |
| 122 | | | AIG \| 2023 Form 10-K | | |
MRB *Market risk benefit* is an amount that a policyholder would receive in addition to the account balance upon the occurrence of a specific event or circumstance, such as death, annuitization, or periodic withdrawal that involves protection from capital market risk.
| AIG \| 2023 Form 10-K | | | 123 | | |
VOBA is reported in DAC in the Consolidated Balance Sheets.
| APTI | | | Adjusted pre-tax income | | | Moody's | | | Moody's Investors' Service Inc. | | |
| AUM | | | Assets Under Management | | | MRBs | | | Market Risk Benefits | | |
| CMBS | | | Commercial Mortgage-Backed Securities | | | ORR | | | Obligor Risk Ratings | | |
| ERM | | | Enterprise Risk Management | | | RMBS | | | Residential Mortgage-Backed Securities | | |
| FASB | | | Financial Accounting Standards Board | | | S&P | | | Standard & Poor's Financial Services LLC | | |
| GAAP | | | Accounting Principles Generally Accepted in the United States of America | | | SEC | | | Securities and Exchange Commission | | |
| GIC | | | Guaranteed Investment Contracts | | | VIE | | | Variable Interest Entity | | |
| GMDB | | | Guaranteed Minimum Death Benefits | | | | | | | | |
Reinsurance markets include:
- Traditional local and global reinsurance markets including those in the United States, Bermuda, London and Europe, accessed directly and through reinsurance intermediaries;
- Capital markets through insurance-linked securities and collateralized reinsurance transactions, such as catastrophe bonds, sidecars and similar vehicles; and
- Other insurers that engage in both direct and assumed reinsurance.
The form of reinsurance we may choose from time to time will generally depend on whether we are seeking:
- proportional reinsurance, whereby we cede a specified percentage of premiums and losses to reinsurers;
- non-proportional or excess of loss reinsurance, whereby we cede all or a specified portion of losses in excess of a specified amount on a per risk, per occurrence (including catastrophe reinsurance) or aggregate basis; or
- facultative contracts that reinsure individual policies.
We continually evaluate the relative attractiveness of different forms of reinsurance contracts and different markets that may be used to achieve our risk and profitability objectives.
In certain markets, we are required to participate on a proportional basis in reinsurance pools based on our relative share of direct writings in those markets.
Such mandatory reinsurance generally covers higher-risk consumer exposures such as assigned-risk automobile and earthquake, as well as certain commercial exposures such as workers’ compensation.
The Reinsurance Credit Department (RCD) conducts periodic detailed assessments of the financial strength and condition of current and potential reinsurers, both foreign and domestic.
The RCD monitors both the financial condition of reinsurers as well as the total reinsurance recoverable ceded to reinsurers, and sets limits with regard to the amount and type of exposure we are willing to take with reinsurers.
As part of these assessments, we attempt to identify whether a reinsurer is appropriately licensed, assess its financial capacity and liquidity, and evaluate the local economic and financial environment in which a foreign reinsurer operates.
The RCD reviews the nature of the risks ceded and the need for measures, including collateral to mitigate credit risk.
For example, in our treaty reinsurance contracts, we frequently include provisions that require a reinsurer to post collateral or use other measures to reduce exposure when a referenced event occurs.
Furthermore, we limit our unsecured exposure to reinsurers through the use of credit triggers such as insurer financial strength rating downgrades, declines in regulatory capital, or relevant RBC ratios fall below certain levels.
We also set maximum limits for reinsurance recoverable exposure, which in some cases is the recoverable amount plus an estimate of the maximum potential exposure from unexpected events for a reinsurer.
In addition, credit executives within ERM review reinsurer exposures and credit limits and approve reinsurer credit limits above specified levels.
Finally, even where we conclude that uncollateralized credit risk is acceptable, we require collateral from active reinsurance counterparties where it is necessary for our subsidiaries to recognize the reinsurance recoverable assets for statutory accounting purposes.
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| 128 | | | AIG \| 2022 Form 10-K | | |
DAC Related to Unrealized Appreciation (Depreciation) of Investments An adjustment to DAC and Reserves for investment-oriented products, equal to the change in DAC and unearned revenue amortization that would have been recorded if fixed maturity securities available for sale at fair value had been sold at their stated aggregate fair value and the proceeds reinvested at current yields.
An adjustment to benefit reserves for investment-oriented products is also recognized to reflect the application of the benefit ratio to the accumulated assessments that would have been recorded if fixed maturity securities available for sale at fair value had been sold at their stated aggregate fair value and the proceeds reinvested at current yields.
For long-duration traditional products, significant unrealized appreciation of investments in a sustained low interest rate environment may cause additional future policy benefit liabilities to be recorded.
| AIG \| 2022 Form 10-K | | | 129 | | |
| 130 | | | AIG \| 2022 Form 10-K | | |
| ABS | | | Asset-Backed Securities | | | GMWB | | | Guaranteed Minimum Withdrawal Benefits | | |
| AUM | | | Assets Under Management | | | Moody's | | | Moody's Investors' Service Inc. | | |
| CMA | | | Capital Maintenance Agreement | | | ORR | | | Obligor Risk Ratings | | |
| CMBS | | | Commercial Mortgage-Backed Securities | | | OTC | | | Over-the-Counter | | |
| EGPs | | | Estimated Gross Profits | | | RMBS | | | Residential Mortgage-Backed Securities | | |
| ERM | | | Enterprise Risk Management | | | S&P | | | Standard & Poor's Financial Services LLC | | |
| FASB | | | Financial Accounting Standards Board | | | SEC | | | Securities and Exchange Commission | | |
| GAAP | | | Accounting Principles Generally Accepted in the | | | URR | | | Unearned Revenue Reserve | | |
| United States of America | | | | | | VIE | | | Variable Interest Entity | | |
| AIG \| 2022 Form 10-K | | | 131 | | |
ITEM 7A | Quantitative and Qualitative Disclosures About Market Risk
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
39 rewritten, 41 added, 43 removed, 70 unchanged
| [Report of Independent Registered Public Accounting [removed: Firm](#if9f982e359be4d0bb8fe661b922414ee_1099511631986)] [added: Firm](#i3bdcfcee27954b6aae3316a5ec2a29ce_904)] (PCAOB ID 238) | | | | | | [removed: [134](#if9f982e359be4d0bb8fe661b922414ee_1099511631986)] [added: [126](#i3bdcfcee27954b6aae3316a5ec2a29ce_904)] | | |
| [Consolidated Balance Sheets at December [removed: 31,](#if9f982e359be4d0bb8fe661b922414ee_4238) 2022] [added: 31,](#i3bdcfcee27954b6aae3316a5ec2a29ce_16) 2023] and [removed: 2021] [added: 2022] | | | | | | [removed: [138](#if9f982e359be4d0bb8fe661b922414ee_4238)] [added: [130](#i3bdcfcee27954b6aae3316a5ec2a29ce_16)] | | |
| [Consolidated Statements of Income (Loss) for the years ended December [removed: 31,](#if9f982e359be4d0bb8fe661b922414ee_43) 2022, 2021] [added: 31,](#i3bdcfcee27954b6aae3316a5ec2a29ce_22) 2023, 2022] and [removed: 2020] [added: 2021] | | | | | | [removed: [139](#if9f982e359be4d0bb8fe661b922414ee_43)] [added: [131](#i3bdcfcee27954b6aae3316a5ec2a29ce_22)] | | |
| [Consolidated Statements of Comprehensive Income (Loss) for the years ended December [removed: 31,](#if9f982e359be4d0bb8fe661b922414ee_46) 2022, 2021] [added: 31,](#i3bdcfcee27954b6aae3316a5ec2a29ce_25) 2023, 2022] and [removed: 2020] [added: 2021] | | | | | | [removed: [140](#if9f982e359be4d0bb8fe661b922414ee_46)] [added: [132](#i3bdcfcee27954b6aae3316a5ec2a29ce_25)] | | |
| [Consolidated Statements of Equity for the years ended December [removed: 31,](#if9f982e359be4d0bb8fe661b922414ee_49) 2022, 2021] [added: 31,](#i3bdcfcee27954b6aae3316a5ec2a29ce_28) 2023, 2022] and [removed: 2020] [added: 2021] | | | | | | [removed: [141](#if9f982e359be4d0bb8fe661b922414ee_49)] [added: [133](#i3bdcfcee27954b6aae3316a5ec2a29ce_28)] | | |
| [Consolidated Statements of Cash Flows for the years ended December [removed: 31,](#if9f982e359be4d0bb8fe661b922414ee_52) 2022, 2021] [added: 31,](#i3bdcfcee27954b6aae3316a5ec2a29ce_37) 2023, 2022] and [removed: 2020] [added: 2021] | | | | | | [removed: [142](#if9f982e359be4d0bb8fe661b922414ee_52)] [added: [134](#i3bdcfcee27954b6aae3316a5ec2a29ce_37)] | | |
| [removed: [Note 1](#if9f982e359be4d0bb8fe661b922414ee_55).] [added: Note 1.] | | | [Basis of [removed: Presentation](#if9f982e359be4d0bb8fe661b922414ee_55)] [added: Presentation](#i3bdcfcee27954b6aae3316a5ec2a29ce_40)] | | | [removed: [144](#if9f982e359be4d0bb8fe661b922414ee_55)] [added: [136](#i3bdcfcee27954b6aae3316a5ec2a29ce_40)] | | |
| [removed: [Note 2.](#if9f982e359be4d0bb8fe661b922414ee_67)] [added: Note 2.] | | | [Summary of Significant Accounting [removed: Policies](#if9f982e359be4d0bb8fe661b922414ee_67)] [added: Policies](#i3bdcfcee27954b6aae3316a5ec2a29ce_55)] | | | [removed: [147](#if9f982e359be4d0bb8fe661b922414ee_67)] [added: [138](#i3bdcfcee27954b6aae3316a5ec2a29ce_55)] | | |
| [removed: [Note 3](#if9f982e359be4d0bb8fe661b922414ee_82).] [added: Note 3.] | | | [Segment [removed: Information](#if9f982e359be4d0bb8fe661b922414ee_82)] [added: Information](#i3bdcfcee27954b6aae3316a5ec2a29ce_67)] | | | [removed: [151](#if9f982e359be4d0bb8fe661b922414ee_82)] [added: [144](#i3bdcfcee27954b6aae3316a5ec2a29ce_67)] | | |
| [removed: [Note 4.](#if9f982e359be4d0bb8fe661b922414ee_94)] [added: Note 5.] | | | [Fair Value [removed: Measurements](#if9f982e359be4d0bb8fe661b922414ee_94)] [added: Measurements](#i3bdcfcee27954b6aae3316a5ec2a29ce_73)] | | | [removed: [155](#if9f982e359be4d0bb8fe661b922414ee_94)] [added: [149](#i3bdcfcee27954b6aae3316a5ec2a29ce_73)] | | |
| [removed: [Note](#if9f982e359be4d0bb8fe661b922414ee_661) [8](#if9f982e359be4d0bb8fe661b922414ee_661)[.](#if9f982e359be4d0bb8fe661b922414ee_661)] [added: Note 9.] | | | [Deferred Policy Acquisition [removed: Costs](#if9f982e359be4d0bb8fe661b922414ee_661)] [added: Costs](#i3bdcfcee27954b6aae3316a5ec2a29ce_190)] | | | [removed: [194](#if9f982e359be4d0bb8fe661b922414ee_661)] [added: [186](#i3bdcfcee27954b6aae3316a5ec2a29ce_190)] | | |
| [removed: [Note](#if9f982e359be4d0bb8fe661b922414ee_220) [9](#if9f982e359be4d0bb8fe661b922414ee_220)[.](#if9f982e359be4d0bb8fe661b922414ee_220)] [added: Note 10.] | | | [Variable Interest [removed: Entities](#if9f982e359be4d0bb8fe661b922414ee_220)] [added: Entities](#i3bdcfcee27954b6aae3316a5ec2a29ce_196)] | | | [removed: [196](#if9f982e359be4d0bb8fe661b922414ee_220)] [added: [188](#i3bdcfcee27954b6aae3316a5ec2a29ce_196)] | | |
| [removed: [Note 11.](#if9f982e359be4d0bb8fe661b922414ee_226)] [added: Note 12.] | | | [Goodwill and Other Intangible [removed: Assets](#if9f982e359be4d0bb8fe661b922414ee_226)] [added: Assets](#i3bdcfcee27954b6aae3316a5ec2a29ce_802)] | | | [removed: [202](#if9f982e359be4d0bb8fe661b922414ee_226)] [added: [194](#i3bdcfcee27954b6aae3316a5ec2a29ce_802)] | | |
| [removed: [Note 1](#if9f982e359be4d0bb8fe661b922414ee_316)[5](#if9f982e359be4d0bb8fe661b922414ee_316)[.](#if9f982e359be4d0bb8fe661b922414ee_316)] [added: Note 17.] | | | [Contingencies, Commitments and [removed: Guarantees](#if9f982e359be4d0bb8fe661b922414ee_316)] [added: Guarantees](#i3bdcfcee27954b6aae3316a5ec2a29ce_244)] | | | [removed: [232](#if9f982e359be4d0bb8fe661b922414ee_316)] [added: [235](#i3bdcfcee27954b6aae3316a5ec2a29ce_244)] | | |
| [removed: [Note 1](#if9f982e359be4d0bb8fe661b922414ee_337)[7](#if9f982e359be4d0bb8fe661b922414ee_337)[.](#if9f982e359be4d0bb8fe661b922414ee_337)] [added: Note 19.] | | | [Earnings Per Common Share [removed: (EPS)](#if9f982e359be4d0bb8fe661b922414ee_337)] [added: (EPS)](#i3bdcfcee27954b6aae3316a5ec2a29ce_271)] | | | [removed: [238](#if9f982e359be4d0bb8fe661b922414ee_337)] [added: [241](#i3bdcfcee27954b6aae3316a5ec2a29ce_271)] | | |
| [removed: [Note 18.](#if9f982e359be4d0bb8fe661b922414ee_655)] [added: Note 20.] | | | [Statutory Financial Data and [removed: Restrictions](#if9f982e359be4d0bb8fe661b922414ee_655)] [added: Restrictions](#i3bdcfcee27954b6aae3316a5ec2a29ce_808)] | | | [removed: [239](#if9f982e359be4d0bb8fe661b922414ee_655)] [added: [242](#i3bdcfcee27954b6aae3316a5ec2a29ce_808)] | | |
| [SCHEDULE [removed: I](#if9f982e359be4d0bb8fe661b922414ee_865)] [added: I](#i3bdcfcee27954b6aae3316a5ec2a29ce_919)] | | | [Summary of Investments – Other than Investments in Related Parties at December [removed: 31,](#if9f982e359be4d0bb8fe661b922414ee_865) 2022] [added: 31,](#i3bdcfcee27954b6aae3316a5ec2a29ce_919) 2023] | | | [removed: [263](#if9f982e359be4d0bb8fe661b922414ee_865)] [added: [269](#i3bdcfcee27954b6aae3316a5ec2a29ce_919)] | | |
| [SCHEDULE [removed: II](#if9f982e359be4d0bb8fe661b922414ee_868)] [added: II](#i3bdcfcee27954b6aae3316a5ec2a29ce_922)] | | | [Condensed Financial Information of Registrant at December [removed: 31,](#if9f982e359be4d0bb8fe661b922414ee_868) 2022] [added: 31,](#i3bdcfcee27954b6aae3316a5ec2a29ce_922) 2023] and [removed: 2021] [added: 2022] and for the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020] [added: 2021] | | | [removed: [264](#if9f982e359be4d0bb8fe661b922414ee_868)] [added: [270](#i3bdcfcee27954b6aae3316a5ec2a29ce_922)] | | |
| [SCHEDULE [removed: III](#if9f982e359be4d0bb8fe661b922414ee_874)] [added: III](#i3bdcfcee27954b6aae3316a5ec2a29ce_928)] | | | [Supplementary Insurance Information at December [removed: 31,](#if9f982e359be4d0bb8fe661b922414ee_874) 2022] [added: 31,](#i3bdcfcee27954b6aae3316a5ec2a29ce_928) 2023] and [removed: 2021] [added: 2022] and for the years ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020] [added: 2021] | | | [removed: [268](#if9f982e359be4d0bb8fe661b922414ee_874)] [added: [274](#i3bdcfcee27954b6aae3316a5ec2a29ce_928)] | | |
| [SCHEDULE [removed: IV](#if9f982e359be4d0bb8fe661b922414ee_877)] [added: IV](#i3bdcfcee27954b6aae3316a5ec2a29ce_931)] | | | [removed: [Reinsurance](#if9f982e359be4d0bb8fe661b922414ee_877)] [added: [Reinsurance](#i3bdcfcee27954b6aae3316a5ec2a29ce_931)] [for the years [removed: ended](#if9f982e359be4d0bb8fe661b922414ee_880)] [added: ended](#i3bdcfcee27954b6aae3316a5ec2a29ce_934)] [December [removed: 31,](#if9f982e359be4d0bb8fe661b922414ee_877) 2022, 2021] [added: 31,](#i3bdcfcee27954b6aae3316a5ec2a29ce_931) 2023, 2022] and [removed: 2020] [added: 2021] | | | [removed: [269](#if9f982e359be4d0bb8fe661b922414ee_877)] [added: [275](#i3bdcfcee27954b6aae3316a5ec2a29ce_931)] | | |
| [SCHEDULE [removed: V](#if9f982e359be4d0bb8fe661b922414ee_880)] [added: V](#i3bdcfcee27954b6aae3316a5ec2a29ce_934)] | | | [Valuation and Qualifying Accounts for the years ended December [removed: 31,](#if9f982e359be4d0bb8fe661b922414ee_880) 2022, 2021] [added: 31,](#i3bdcfcee27954b6aae3316a5ec2a29ce_934) 2023, 2022] and [removed: 2020] [added: 2021] | | | [removed: [269](#if9f982e359be4d0bb8fe661b922414ee_880)] [added: [275](#i3bdcfcee27954b6aae3316a5ec2a29ce_934)] | | |
We have audited the accompanying consolidated balance sheets of American International Group, Inc. and its subsidiaries (the "Company") as of December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] and the related consolidated statements of income (loss), of comprehensive income (loss), of equity and of cash flows for each of the three years in the period ended December 31, [removed: 2022,] [added: 2023,] including the related notes and financial statement schedules listed in the accompanying index (collectively referred to as the “consolidated financial statements”).
We also have audited 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 Commission (COSO)*.
In our opinion, the consolidated financial statements referred to above 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 three years in the period ended December 31, [removed: 2022] [added: 2023] in conformity with accounting principles generally accepted in the United States of America.
Also 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 COSO*.
As described in Note [removed: 4] [added: 5] to the consolidated financial statements, as of December 31, [removed: 2022,] [added: 2023,] the total fair value of the Company’s level 3 fixed maturity securities, including bonds available for sale and other bond securities, was [removed: $26.4] [added: $28.4] billion, comprised of residential mortgage backed securities, commercial mortgage backed securities, collateralized loan obligations, other asset-backed securities, and fixed maturity securities issued by corporations (including private placements), states, municipalities, and other governmental agencies.
These procedures also included, among others, obtaining independent [removed: third party] [added: third-party] vendor pricing, where available, and the involvement of professionals with specialized skill and knowledge to assist in developing an independent range of prices for a sample of securities.
Developing the independent range of prices involved testing the completeness and accuracy of data provided by management on a sample basis and evaluating [added: the reasonableness of] management’s assumptions noted above.
The independent [removed: third party] [added: third-party] vendor pricing and the independently developed ranges were compared to management’s recorded fair value estimates.
As described in Note [removed: 12] [added: 13] to the consolidated financial statements, loss reserves represent the accumulation of estimates of unpaid claims, including estimates for claims incurred but not reported and loss adjustment expenses, less applicable discount.
As of December 31, [removed: 2022,] [added: 2023,] the Company’s net liability for unpaid losses and loss adjustment expenses was [removed: $43.1] [added: $40.1] billion.
As described in Note [removed: 12] [added: 13] to the consolidated financial statements, management uses a combination of actuarial methods to project ultimate losses for both long-tail and short-tail exposures.
*Valuation of [removed: Embedded Derivatives for] [added: Market Risk Benefits (MRBs) on Individual Retirement] Variable [removed: Annuity] and Fixed Index Annuity [removed: Products] [added: contracts] and [removed: Valuation] [added: the valuation] of [removed: Certain] [added: Embedded Derivatives (EDs) for certain] Guaranteed Benefit Features [removed: for Universal Life Products*][added: on Fixed Index Annuity contracts*]
[removed: The] [added: As disclosed by management, the] fair value of [removed: embedded derivatives] [added: MRBs] contained in certain variable [removed: annuity] and fixed index annuity contracts [added: and the associated EDs for certain guaranteed features on fixed index annuities] is measured based on policyholder behavior and capital market assumptions related to projected [added: cash flows over the expected lives of the contracts.]
The [removed: policyholder behavior] [added: projected cash flows incorporate best estimate] assumptions for [removed: these liabilities include mortality,] [added: policyholder behavior (including] lapses, [removed: withdrawals,] [added: withdrawals] and benefit [removed: utilization,] [added: utilization),] along with an explicit risk margin to reflect a market participant’s estimates of [added: the fair value of] projected cash [removed: flows.][added: flows and policyholder behavior.]
[removed: The] [added: Estimating the underlying cash flows involves judgments regarding] capital market assumptions related to [removed: the embedded derivatives for variable annuity contracts involve judgments regarding] expected market rates of return, market volatility, credit spreads, correlations of certain market variables, fund [removed: performance,] [added: performance] and discount rates.
The principal considerations for our determination that performing procedures relating to the valuation of [removed: embedded derivatives for] [added: MRBs on Individual Retirement] variable [removed: annuity] and fixed index annuity [removed: products] [added: contracts] and [removed: valuation of] [added: EDs for] certain guaranteed benefit features [removed: for universal life products] [added: on fixed index contracts] is a critical audit matter are (i) the significant judgment by management in developing [removed: the aforementioned] policyholder behavior [removed: assumptions,] [added: assumptions relating to the individual retirement variable and fixed index annuity lapses, withdrawals and benefit utilization, along with an explicit risk margin,] as well as [removed: long-term equity volatilities and option budget assumptions, which in turn led] [added: capital market assumptions related] to [added: market volatility, used in the valuation of the MRBs and EDs for certain guaranteed benefit features on fixed index contracts (collectively the “significant assumptions”), (ii)] a high degree of auditor [added: judgment,] subjectivity and [removed: judgment] [added: effort] in performing [removed: the audit] procedures [removed: related to the significant assumptions used in the estimate, (ii) the significant audit effort] and [removed: judgment in] evaluating [removed: the audit evidence relating to the] [added: management’s] significant [removed: assumptions used by management in the valuation of the embedded derivatives and additional policyholder liabilities,] [added: assumptions,] and (iii) the audit effort involved [added: in] the use of professionals with specialized skill and knowledge.
These procedures included testing the effectiveness of controls relating to the development of assumptions used in the valuation of [removed: embedded derivatives for] [added: MRBs on Individual Retirement] variable [removed: annuity] and fixed index annuity [removed: products] [added: contracts] and [removed: valuation of] [added: the EDs for] certain guaranteed benefit features [removed: for universal life products.][added: on fixed index contracts.]
The principal considerations for our determination that performing procedures relating to the [removed: valuation] [added: adoption] of [removed: DAC for universal life and individual retirement variable annuity products] [added: the LDTI standard] is a critical audit matter are (i) the significant judgment by management [removed: to determine] [added: when adopting] the [removed: policyholder behavior assumptions related to mortality, lapse, benefit utilization,] [added: LDTI standard] and [removed: premium persistency, which in turn led to] [added: determining the adoption adjustments, (ii)] a high degree of auditor [added: judgment,] subjectivity and [removed: judgment] [added: effort] in performing [removed: the audit] procedures [removed: related to the significant assumptions used in the estimate, (ii) the significant audit effort] and [removed: judgment in] evaluating [removed: the audit evidence relating to] management’s [removed: policyholder behavior assumptions, and (iii) the audit effort involved] [added: assumptions related to (a)] the [removed: use of professionals with specialized skill and knowledge.]
| 124 | | | AIG \| 2023 Form 10-K | | |
| Note 4. | | | [Held-For-Sale Classification](#i3bdcfcee27954b6aae3316a5ec2a29ce_70) | | | [148](#i3bdcfcee27954b6aae3316a5ec2a29ce_70) | | |
| Note 6. | | | [Investments](#i3bdcfcee27954b6aae3316a5ec2a29ce_121) | | | [168](#i3bdcfcee27954b6aae3316a5ec2a29ce_121) | | |
| Note 7. | | | [Lending Activities](#i3bdcfcee27954b6aae3316a5ec2a29ce_166) | | | [177](#i3bdcfcee27954b6aae3316a5ec2a29ce_166) | | |
| Note 8. | | | [Reinsurance](#i3bdcfcee27954b6aae3316a5ec2a29ce_178) | | | [181](#i3bdcfcee27954b6aae3316a5ec2a29ce_178) | | |
| Note 11. | | | [Derivatives and Hedge Accounting](#i3bdcfcee27954b6aae3316a5ec2a29ce_211) | | | [191](#i3bdcfcee27954b6aae3316a5ec2a29ce_211) | | |
| Note 13. | | | [Insurance Liabilities](#i3bdcfcee27954b6aae3316a5ec2a29ce_220) | | | [195](#i3bdcfcee27954b6aae3316a5ec2a29ce_220) | | |
| Note 14. | | | [Market Risk Benefits](#i3bdcfcee27954b6aae3316a5ec2a29ce_238) | | | [229](#i3bdcfcee27954b6aae3316a5ec2a29ce_238) | | |
| Note 15. | | | [Separate Account Assets and Liabilities](#i3bdcfcee27954b6aae3316a5ec2a29ce_241) | | | [231](#i3bdcfcee27954b6aae3316a5ec2a29ce_241) | | |
| Note 16. | | | [Debt](#i3bdcfcee27954b6aae3316a5ec2a29ce_586) | | | [233](#i3bdcfcee27954b6aae3316a5ec2a29ce_586) | | |
| Note 18. | | | [Equity](#i3bdcfcee27954b6aae3316a5ec2a29ce_247) | | | [237](#i3bdcfcee27954b6aae3316a5ec2a29ce_247) | | |
| Note 21. | | | [Share-Based Compensation Plans](#i3bdcfcee27954b6aae3316a5ec2a29ce_811) | | | [244](#i3bdcfcee27954b6aae3316a5ec2a29ce_811) | | |
| Note 22. | | | [Employee Benefits](#i3bdcfcee27954b6aae3316a5ec2a29ce_814) | | | [247](#i3bdcfcee27954b6aae3316a5ec2a29ce_814) | | |
| Note 23. | | | [Income Taxes](#i3bdcfcee27954b6aae3316a5ec2a29ce_277) | | | [254](#i3bdcfcee27954b6aae3316a5ec2a29ce_277) | | |
| | | | | | | | | |
| | | | | | | | | |
| AIG \| 2023 Form 10-K | | | 125 | | |
*Change in Accounting Principle*
As discussed in Note 1 to the consolidated financial statements, the Company changed the manner in which it accounts for long-duration insurance contracts in 2023.
| 126 | | | AIG \| 2023 Form 10-K | | |
| AIG \| 2023 Form 10-K | | | 127 | | |
As described in Notes 5, 13, and 14 to the consolidated financial statements, the total fair value of the Individual Retirement MRB assets and liabilities were $740 million and $5,225 million, respectively, and the fair value of the EDs for certain guaranteed features on fixed index annuity contracts was $1.5 billion on December 31, 2023.
Certain variable annuity and fixed index annuity contracts contain MRBs related to guaranteed benefit features that management separates from the host contracts and accounts for at fair value.
Estimating the underlying cash flows for these features also involves judgments regarding the capital market assumptions, including expected market rates of return, market volatility, credit spreads, correlations of certain market variables, fund performance and discount rates.
The guaranteed product features in the fixed index annuity contracts that are not MRBs and are accounted for as EDs utilize option pricing models to estimate fair value, taking into account the capital market assumptions for future index growth rates, volatility of the index, future interest rates, and the Company’s ability to adjust the participation rate and the cap on fixed index credited rates in light of market conditions and policyholder behavior assumptions.
These procedures also included, among others, (i) testing management’s process for developing the valuation of the MRBs and EDs for certain guaranteed benefit features on fixed index contracts, (ii) testing, on a sample basis, the completeness and accuracy of data used by management to develop the significant assumptions, (iii) testing that the significant assumptions are accurately reflected in the models, and (iv) the involvement of professionals with specialized skill and knowledge to assist in evaluating the reasonableness of management’s judgments used in developing the significant assumptions based on industry knowledge and data.
*Adoption of the New Accounting Standard for Long-Duration Contracts*
As described above and in Notes 2, 5, 13, and 14 to the consolidated financial statements, the Company has adopted the new accounting standard relating to targeted improvements to the accounting for long-duration contracts (the “LDTI standard”).
The Company adopted the LDTI standard on January 1, 2023 with a transition date of January 1, 2021, using the modified retrospective basis, except for market risk benefits (MRBs) which used a full retrospective basis.
The impact of the adoption of the LDTI standard resulted in a net decrease to beginning total equity of $1,264 million as of January 1, 2021.
The impact of adopting the LDTI standard also resulted in adjustments to the Company’s previously reported consolidated financial statements as of December 31, 2022 and for each of the two years in the period ended December 31, 2022.
These adjustments include a $2 million decrease and $983 million increase to net income for the years ended December 31, 2022 and 2021, respectively, and a $1,219 million increase to total equity as of December 31, 2022.
The adoption adjustments include changes related to MRBs and changes to the discount rate used to measure the liability for future policy benefits.
The method for constructing and applying the locked-in discount rate assumptions on newly issued business is determined based on factors such as product characteristics and the expected timing of cash flows.
Management employs conversion and interpolation methodologies when necessary.
The current discount rate assumption for the liability for future policy benefits, which is derived from market observable yields on upper medium-grade fixed income instruments, is updated quarterly.
The fair value of MRBs incorporate best estimate assumptions for policyholder behavior (including lapses, withdrawals and benefit utilization), along with an explicit risk margin to reflect a market participant’s estimates of the fair value of projected cash flows and policyholder behavior.
The portion of fees attributable to the fair value of expected benefit payments is included within the fair value measurement of these MRBs.
The guaranteed product features in the fixed index annuity contracts that are not MRBs and are accounted for as EDs utilize option pricing models to estimate fair value, taking into account the capital market assumptions for future index growth rates, volatility of the index, future interest rates, and the Company’s ability to adjust the participation rate and the cap on fixed index credited rates in light of market conditions and policyholder behavior assumptions.
In connection with the adoption of the LDTI standard, as of December 31, 2022, the Company recorded the fair value of market risk benefit assets and market risk benefit liabilities of $661 million and $4,305 million, respectively, which includes MRBs related to individual retirement variable and fixed index annuities, and the fair value of EDs related to the fixed index annuity contracts with guaranteed product features included in policyholder contract deposits of $1.1 billion.
| 132 | | | AIG \| 2022 Form 10-K | | |
| [Note 5.](#if9f982e359be4d0bb8fe661b922414ee_151) | | | [Investments](#if9f982e359be4d0bb8fe661b922414ee_151) | | | [174](#if9f982e359be4d0bb8fe661b922414ee_151) | | |
| [Note 6.](#if9f982e359be4d0bb8fe661b922414ee_199) | | | [Lending Activities](#if9f982e359be4d0bb8fe661b922414ee_199) | | | [185](#if9f982e359be4d0bb8fe661b922414ee_199) | | |
| [Note 7.](#if9f982e359be4d0bb8fe661b922414ee_208) | | | [Reinsurance](#if9f982e359be4d0bb8fe661b922414ee_208) | | | [189](#if9f982e359be4d0bb8fe661b922414ee_208) | | |
| [Note 10.](#if9f982e359be4d0bb8fe661b922414ee_223) | | | [Derivatives and Hedge Accounting](#if9f982e359be4d0bb8fe661b922414ee_223) | | | [198](#if9f982e359be4d0bb8fe661b922414ee_223) | | |
| [Note 1](#if9f982e359be4d0bb8fe661b922414ee_229)[2](#if9f982e359be4d0bb8fe661b922414ee_229)[.](#if9f982e359be4d0bb8fe661b922414ee_229) | | | [Insurance Liabilities](#if9f982e359be4d0bb8fe661b922414ee_229) | | | [203](#if9f982e359be4d0bb8fe661b922414ee_229) | | |
| [Note 13.](#if9f982e359be4d0bb8fe661b922414ee_637) | | | [Variable Life and Annuity Contracts](#if9f982e359be4d0bb8fe661b922414ee_637) | | | [227](#if9f982e359be4d0bb8fe661b922414ee_637) | | |
| [Note 14.](#if9f982e359be4d0bb8fe661b922414ee_643) | | | [Debt](#if9f982e359be4d0bb8fe661b922414ee_643) | | | [229](#if9f982e359be4d0bb8fe661b922414ee_643) | | |
| [Note 1](#if9f982e359be4d0bb8fe661b922414ee_322)[6](#if9f982e359be4d0bb8fe661b922414ee_322)[.](#if9f982e359be4d0bb8fe661b922414ee_322) | | | [Equity](#if9f982e359be4d0bb8fe661b922414ee_322) | | | [234](#if9f982e359be4d0bb8fe661b922414ee_322) | | |
| [Note 19.](#if9f982e359be4d0bb8fe661b922414ee_658) | | | [Share-Based Compensation Plans](#if9f982e359be4d0bb8fe661b922414ee_658) | | | [241](#if9f982e359be4d0bb8fe661b922414ee_658) | | |
| [Note](#if9f982e359be4d0bb8fe661b922414ee_340) [20](#if9f982e359be4d0bb8fe661b922414ee_340)[.](#if9f982e359be4d0bb8fe661b922414ee_340) | | | [Employee Benefits](#if9f982e359be4d0bb8fe661b922414ee_340) | | | [244](#if9f982e359be4d0bb8fe661b922414ee_340) | | |
| [Note](#if9f982e359be4d0bb8fe661b922414ee_346) [2](#if9f982e359be4d0bb8fe661b922414ee_346)[1](#if9f982e359be4d0bb8fe661b922414ee_346)[.](#if9f982e359be4d0bb8fe661b922414ee_346) | | | [Income Taxes](#if9f982e359be4d0bb8fe661b922414ee_346) | | | [251](#if9f982e359be4d0bb8fe661b922414ee_346) | | |
| AIG \| 2022 Form 10-K | | | 133 | | |
| 134 | | | AIG \| 2022 Form 10-K | | |
Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements.
As described in Notes 4 and 13 to the consolidated financial statements, certain fixed index annuity and variable annuity contracts contain embedded derivatives that are bifurcated from the host contracts and accounted for separately at fair value in policyholder contract deposits.
As of December 31, 2022, the fair value of these embedded derivatives was $5.7 billion and $0.7 billion for fixed index annuity and variable annuities with guaranteed minimum withdrawal benefits, respectively.
| AIG \| 2022 Form 10-K | | | 135 | | |
cash flows over the expected lives of the contracts.
Estimates of future policyholder behavior assumptions are subjective and based primarily on the Company’s historical experience.
Unobservable inputs used for valuing the embedded derivative include long-term equity volatilities which represent the volatility beyond the period for which observable equity volatilities are available.
With respect to embedded derivatives for fixed index annuity contracts, option pricing models are used to estimate fair value, taking into account the capital market assumptions.
Such models use option budget assumptions which estimate the expected long-term cost of options used to hedge exposures associated with equity price changes.
The option budget determines the future costs of the options, which impacts the growth in account value and the valuation of embedded derivatives.
Additional policyholder liabilities are also established for universal life policies with secondary guarantees, as well as other universal life policies for which profits followed by losses are expected at contract inception.
As of December 31, 2022, the liability for universal life secondary guarantees and similar features was $2.8 billion, which is included within future policy benefits.
The policyholder behavior assumptions for these liabilities include mortality, lapses and premium persistency.
The capital market assumptions used for the liability for universal life secondary guarantees include discount rates and net earned rates.
These procedures also included, among others, the involvement of professionals with specialized skill and knowledge to assist in performing an evaluation of the appropriateness of management’s methodology and the reasonableness of management’s judgments used in developing policyholder behavior, as well as long-term volatilities and option budget assumptions used in estimating the valuation of guaranteed benefit features.
These procedures considered the consistency of the assumptions across products, in relation to prior periods, and in relation to management’s historical experience or observed industry practice, and the continued appropriateness of unchanged assumptions.
Procedures were performed to test the completeness and accuracy of data used by management on a sample basis.
*Valuation of Deferred Policy Acquisition Costs for Universal Life and Individual Retirement Variable Annuity Products*
As described in Note 8 to the consolidated financial statements, as of December 31, 2022, a portion of the $11 billion deferred policy acquisition costs (DAC) for investment-oriented products are associated with universal life and individual retirement variable annuity products.
Policy acquisition costs and policy issuance costs related to investment-oriented products are deferred and amortized, with interest, in relation to the incidence of estimated gross profits to be realized over the estimated lives of the contracts.
Estimated gross profits are affected by a number of factors, including current and expected interest rates, net investment income and spreads, net realized gains and losses, fees, surrender rates, mortality experience, policyholder behavior experience, equity market returns, and volatility.
If the assumptions used for estimated gross profits change, DAC is recalculated using the new assumptions, including actuarial assumptions related to mortality, lapse, benefit utilization, and premium persistency, and any resulting adjustment is included in income.
DAC for investment-oriented products is reviewed by management for recoverability, which involves estimating the future profitability of the current business.
If actual profitability is substantially lower than previously estimated profitability, DAC may be subject to an impairment charge.
These procedures included testing the effectiveness of controls relating to the amortization and recoverability of DAC for universal life and individual retirement variable annuity products, including controls over the development of significant assumptions.
These procedures also included, among others, the involvement of professionals with specialized skill and knowledge to assist in evaluating the appropriateness of management’s methodology and the reasonableness of management’s policyholder behavior assumptions related to mortality, lapse, benefit utilization, and premium persistency, which are used in the calculation of estimated gross profits.
An excerpt. Shown here: all 39 rewritten, 40 of 41 added and 40 of 43 removed. The counts are complete. For every sentence, read Item 7A. Quantitative and Qualitative Disclosures About Market Risk in the FY2023 filing and the FY2022 filing.
Item 1. Business
129 rewritten, 242 added, 78 removed, 335 unchanged
[removed: PRIVACY, DATA PROTECTION AND CYBERSECURITY][added: Business – Regulation – Privacy, Data Protection, Cybersecurity and Artificial Intelligence Requirements, and Part II, Item 7.]
| [added: 12 | | |] AIG \| [removed: 2022] [added: 2023] Form 10-K | | | [removed: 11 | | |]
[removed: ITEM 1 | Business][added: Business – Regulation, Part II, Item 7.]
The EEA and the UK have also taken steps to regulate the use of data and algorithms used for the purpose of [removed: artificial intelligence] [added: AI] and automated decision-making.
European countries, and supranational political organizations like the EU and the Council of Europe, are expected to [removed: take] [added: continue taking] an active role in regulating AI in ways that may impact the insurance industry in the future.
[removed: Insurance] [added: In addition, state insurance] regulators in the United States have [removed: also shown interest] [added: issued and will continue to consider regulations or proposed guidelines] in the use of external data, algorithms and [removed: artificial intelligence] [added: AI] in insurance practices, including underwriting, marketing, and claims practices.
[removed: Climate Change and ESG][added: CLIMATE CHANGE]
In recent years, [added: federal- and state-level lawmakers and] regulators in the United States and in other major countries in which we operate have increased their scrutiny on financial institutions’ and other companies’ [added: governance,] risk oversight, [removed: disclosures] [added: disclosures, plans, policies] and practices in connection with climate [removed: change and other Environmental, Social and Governance (ESG) issues.][added: change.]
Throughout [removed: 2022,] [added: 2023,] there have been active and significant regulatory developments on these issues in the form of newly proposed, issued or implemented [added: laws,] rules, [removed: regulations] [added: regulations, guidance] and frameworks regarding climate change [removed: and other ESG issues] that impose, or will impose [removed: once] [added: if and when] effective, new [removed: requirements, including] requirements [removed: related to climate change-related] [added: and expectations, including in connection with climate-related] governance, risk management, disclosures, stress testing and scenario [removed: planning.][added: analysis.]
[removed: For example, in March 2022,] [added: In addition,] the SEC [removed: released] [added: has] proposed rule changes on climate-related disclosure.
The proposed rule [removed: changes] would require registrants, including public issuers such as us, to include certain climate-related disclosures in registration statements and periodic reports.
The [removed: required information about] [added: proposed] climate-related [removed: risks also] [added: disclosures] would [added: also] include disclosure of a registrant’s greenhouse gas emissions (including Scope 3 [removed: emissions),] [added: emissions) and attestation thereof, as well as] information about climate-related [removed: targets and] [added: targets,] goals, and transition plan, if [removed: any, and would require extensive attestation requirements.][added: any.]
The principal U.S. regulators of these operations include the SEC, [removed: FINRA,] [added: Financial Industry Regulatory Authority (FINRA),] Commodity Futures Trading Commission (CFTC), Municipal Securities Rulemaking Board, state securities commissions, state insurance departments and the Department of Labor (DOL).
In addition, the offering of these products may involve filing and other requirements under the securities laws of the states and other [added: U.S.] jurisdictions where [removed: offered, including the District of Columbia and Puerto Rico.][added: offered.]
| [removed: 12 | | |] AIG \| [removed: 2022] [added: 2023] Form 10-K | | | [added: 13 | | |]
- [removed: DOL Fiduciary Rule - In June 2020,] [added: On October 31, 2023,] the DOL [removed: issued final guidance on] [added: announced proposed changes to] the [added: regulatory] definition of [removed: a “fiduciary”] [added: an investment advice fiduciary] for purposes of transactions with ERISA qualified plans, related plan participants and [removed: Individual Retirement Accounts (IRAs).][added: IRAs.]
[removed: - SEC] [added: *•*SEC] Best Interest Regulation [removed: - On June 30,] [added: *–* In] 2020, Regulation Best Interest (Regulation BI), which establishes new rules regarding the standard of care a broker must meet when making a recommendation to a retail customer in connection with the sale of a security or other covered recommendation, and Form CRS, which requires enhanced disclosure by broker-dealers and investment advisers regarding client relationships and certain conflicts of interest issues, became effective.
Both had been adopted by the SEC in June 2019 as part of a package of final rulemakings and interpretations, at the same time as the SEC issued two interpretations under the [removed: Investment] Advisers [removed: Act of 1940.][added: Act.]
These two SEC interpretations became effective in [removed: July] 2019.
| [added: 14 | | |] AIG \| [removed: 2022] [added: 2023] Form 10-K | | | [removed: 13 | | |]
[removed: - FINRA] [added: *•*FINRA] Standard of Care Development [removed: - Effective June 30,] [added: *–* In] 2020, [removed: The Financial Industry Regulatory Authority (FINRA)] [added: FINRA] Rule 2111 was amended to provide that FINRA’s suitability requirements do not apply to recommendations that are subject to Regulation BI.
As amended, Regulation 187 requires [added: life and annuity] producers to act in their client’s best interest when making point-of-sale and in-force recommendations, and to deliver to the client the written basis for the recommendation, as well as the facts and analysis to support the recommendation.
We make available free of charge, through the Investors section of our corporate website, the reports that we file or furnish with the [removed: Securities and Exchange Commission (SEC)] [added: SEC] (including Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, Proxy Statements on Schedule 14A, any amendments to each of those reports and filings, and other disclosure), corporate governance information (including our Code of Business Conduct and Ethics and any amendments of or waivers from the Code of Business Conduct and Ethics), and select press releases.
| [removed: 14 | | |] AIG \| [removed: 2022] [added: 2023] Form 10-K | | | [added: 15 | | |]
- Our consolidated results of operations, liquidity, financial condition and ratings are subject to the effects of natural and man-made catastrophic [removed: events.][added: events as well as mass torts.]
- A downgrade by one or more of the rating agencies in the Insurer Financial Strength ratings of our insurance [removed: or reinsurance] companies could limit their ability to write or prevent them from writing new business and impair their retention of customers and in-force business, and a downgrade in our credit ratings could adversely affect our business, results of operations, financial condition and liquidity.
| [added: 16 | | |] AIG \| [removed: 2022] [added: 2023] Form 10-K | | | [removed: 15 | | |]
- Our risk management [removed: policies] [added: policies, standards] and procedures may prove to be ineffective and leave us exposed to unidentified or unanticipated risk, which could adversely affect our businesses, results of operations, financial condition and liquidity.
- Increasing scrutiny and evolving expectations from investors, customers, regulators, policymakers and other stakeholders regarding environmental, social and governance [removed: (ESG) matters] [added: matters, including governmental responses to such matters,] may adversely affect our reputation or otherwise adversely impact our business and results of operations.
[removed: -] COVID-19 [added: (including variants)] has adversely affected and may continue to adversely affect our global business, results of operations, financial condition and [removed: liquidity, and its ultimate impact will depend on future developments that are uncertain and cannot be predicted.][added: liquidity.]
We may not be able to [removed: retain and] attract [added: and retain the] key employees and other highly skilled employees we need to support our businesses.
- Changes in accounting principles and financial reporting requirements [removed: will] [added: may] impact our consolidated results of operations and financial condition.
| [removed: 16 | | |] AIG \| [removed: 2022] [added: 2023] Form 10-K | | | [added: 17 | | |]
Weaknesses in economic conditions, including a recessionary environment, poor capital markets performance and market volatility have in the past [removed: led,] [added: led to,] and may in the future lead to, among other consequences, a poor operating environment, erosion of consumer and investor confidence, reduced business volumes, deteriorating liquidity, declines in asset valuations and impacts on policyholder behavior that could influence reserve valuations.
[removed: Further,] [added: In addition,] if our investment managers, including Blackstone [added: Inc. (Blackstone)] and BlackRock, [added: Inc. (BlackRock),] or any other [removed: asset] [added: investment] managers we engage, fail to react appropriately to difficult market or economic conditions, our investment portfolio could incur material losses.
Key ways in which [added: we] have in the past been, and could in the future be, negatively affected by economic conditions include:
- increases in costs associated with third-party reinsurance, or decreased ability to obtain reinsurance on acceptable terms; [removed: and]
- the increased likelihood of, or increased magnitude of, asset impairments caused by market [removed: fluctuations] [added: fluctuations,] deterioration in collateral values or credit deterioration of [removed: borrowers.][added: borrowers; and]
Adverse economic conditions may result from a variety of factors including domestic and global economic and political developments, including [removed: rising] [added: elevated] interest rates, plateauing or decreasing economic growth and business activity, recessions, [added: social inflation,] inflationary or deflationary pressures in developed economies, including the United States, civil unrest, pandemics, [removed: including disruptions caused by COVID-19,] geopolitical tensions, foreign investment restrictions, or military action, such as the armed conflict between Ukraine and Russia and corresponding sanctions imposed by the United States and other [removed: countries,] [added: countries or the conflict in Israel] and [added: the surrounding areas, and] new or evolving legal and regulatory requirements on business investment, hiring, migration, labor supply and global supply chains.
These and other market, economic, regulatory and political factors, including the [removed: impact] [added: prolonged effects] of [added: elevated inflation, turmoil in the global banking sector and related macroeconomic uncertainty, and domestic and international political tension, including] any [removed: new or prolonged] [added: potential U.S.] government [removed: financial stimulus package or the expiration or suspension thereof,] [added: shutdown,] have [added: had] and could [added: continue to] have a material adverse effect on our businesses, results of operations, financial condition, capital and liquidity in many ways, including:
The NAIC and certain U.S. states have adopted or are considering regulations and guidance relating to the use of “big data,” AI, machine learning and other technology innovations in the insurance marketplace.
For example, Colorado and New York have adopted regulations or guidance with respect to the use of external consumer data and information sources in underwriting for life insurance, including the use of algorithms and predictive models.
In December 2023, the NAIC adopted a model bulletin on the use of AI by insurers that sets forth governance, risk management and other requirements that insurers using AI are expected to establish.
On December 9, 2023, the European Parliament and European Council reached a provisional agreement on the European Union Artificial Intelligence Act, which, once formally adopted, will broadly regulate the use of AI within the European Union.
Regulators in several jurisdictions are considering the so-called protection gap as it relates to climate – which is the view that populations are under-insured or that there is insufficient coverage to protect policyholders against the risks associated with climate change.
The proposed changes also included significant changes to existing prohibited transactions exemptions (PTEs) relating to such advice, including PTE 84-24 and PTE 2020-02.
The DOL’s proposed regulation changes would significantly increase the number of recommendations that would be considered fiduciary, including (but not limited to) retirement plan rollover recommendations.
The DOL proposal established a 60-day comment period through January 2, 2024.
Final DOL guidance is expected in 2024.
In December 2022, comprehensive retirement legislation entitled "SECURE 2.0 Act of 2022" (SECURE 2.0) was signed into law.
SECURE 2.0 included many provisions affecting qualified contracts, many of which became effective in 2023, and additional ones that become effective in 2024 or subsequent years.
Some of the SECURE 2.0 provisions that became effective in 2023 include, among others: an increase in the age at which required minimum distributions generally must commence to age 73 from the previous age of 72; elimination of the first day of the month requirement for governmental Section 457(b) plans; and optional treatment of employer contributions as Roth sources.
We are implementing new processes and procedures, where needed, designed to comply with the new requirements.
- Our restructuring initiatives may not yield our expected reductions in expenses and improvements in operational and organizational efficiency.
- increased challenges to insurance policy terms and conditions, such as standard exclusions;
- reduced premium and deposits.
Changes in interest rates have materially and adversely affected and may continue to materially and adversely affect our profitability.
- loss from reduced fee income, and changes in the fair values of Market Risk Benefits (MRBs) and embedded derivatives;
We make assumptions regarding mortality, morbidity, discount rates, persistency and policyholder behavior at various points, including at the time of issuance and in subsequent reporting periods.
An increase in the valuation of the liability could result to the extent emerging and actual experience deviates from these assumptions.
Reinsurance may be unavailable or too expensive relative to its benefit, and may not be adequate to protect us against losses.
The realization of these risks may materially and adversely affect our business, results of operations and financial condition.
*For information regarding the effects of the COVID-19 pandemic on our business, see Business and Operations – “An epidemic, pandemic or other health crisis could materially and adversely affect our business results of operations, financial condition and liquidity.
ceding company to pay the reinsurer (i.e., Fortitude Re) at a later date.
The historical performance of Blackstone, BlackRock or any other investment manager we engage should not be considered as indicative of the future results of our investment portfolio, our future results or any returns expected on AIG Common Stock.
In addition, liquid fixed income assets associated with the Fortitude Re funds withheld asset portfolio were separately transferred to BlackRock for management.
Additionally, from time to time, we consider and engage in discussions with external asset managers about managing other assets in our investment portfolio that are currently managed by us.
If we increase the amount of assets in our investment portfolio managed by external asset managers, it may lead to an increase in investment advisory fees payable by us.
In addition, we may become more reliant on our external asset managers, and such increased dependence may reduce our internal capabilities and expertise or expose us to greater risk, including the risk that external asset managers may fail to meet our performance expectations or otherwise experience disruptions or losses.
AIG Parent’s ability to access funds from our subsidiaries is limited, and our sources of liquidity may be insufficient to meet our needs, including providing capital that may be required by our subsidiaries.
Since September of 2022 when AIG closed on the initial public offering Corebridge’s common stock, we have been selling down our ownership interest.
As of December 31, 2023, AIG holds 52.2 percent of Corebridge common stock.
Pricing for our products is subject to our ability to adequately assess risks and estimate related losses.
We monitor and manage pricing and sales to achieve target returns on new
Additionally, the property and casualty insurance markets are historically cyclical and experience periods of relatively strong premium rates followed by periods of increased competition that push premium rates down.
Guarantees within certain of our Life and Retirement products may increase the volatility of our results.
We employ a capital markets hedging strategy to partially offset the economic impacts of movements in equity, interest rate and credit markets, however, our hedging strategy may not effectively offset movements in our GAAP equity or our statutory surplus and capital requirements and may otherwise be insufficient in relation to our obligations.
Furthermore, we are subject to the risk that changes in policyholder behavior or actual levels of mortality/longevity as compared to assumptions in pricing and reserving, combined with adverse market events, could produce losses not addressed by the risk management techniques employed.
These factors, individually or collectively, may have a material adverse effect on our business, financial condition, results of operations or liquidity including our ability to receive dividends from our operating companies.
Changes in interest rates result in changes to the fair value liability.
concentrations in individual insurers.
In light of the IAIS adoption of the Holistic Framework, the FSB decided in December 2022 to discontinue the annual identification of Global Systemically Important Insurers in favor of instead applying the Holistic Framework to inform the FSB’s consideration of systemic risk in insurance.
As part of ComFrame, the IAIS is developing a risk-based global insurance capital standard (ICS) applicable to IAIGs, with the purpose of creating a common language for supervisory discussions of group solvency of IAIGs.
The IAIS has adopted ICS Version 2.0 for a five-year monitoring phase, with an initial phase that commenced January 2020.
During the initial phase, ICS Version 2.0 is used for confidential reporting to group-wide supervisors and discussion in supervisory colleges, but will not trigger supervisory action.
At the conclusion of the five-year monitoring period, the IAIS has agreed to a second phase of implementation, whereby the ICS will be applied as a group-wide prescribed capital requirement, defined as a solvency control level above which the supervisor does not intervene on capital adequacy grounds.
However, in recognition that the United States and other interested jurisdictions are developing an alternative approach to a group capital calculation that utilizes an aggregation methodology of available capital and required capital of all insurance group members (Aggregation Method or AM), the IAIS is assessing whether the AM provides comparable outcomes to ICS Version 2.0, including by collecting data from interested jurisdictions.
The IAIS aims to be in a position by the end of the monitoring phase to assess whether the AM provides substantially the same outcome as the ICS, in which case it will be considered an outcome-equivalent approach to the ICS.
The standards issued by the FSB and/or the IAIS are not binding on the United States or other jurisdictions around the world unless and until the appropriate local governmental bodies or regulators adopt laws or regulations implementing such standards.
We are subject to various laws and regulations that require financial institutions and other businesses to protect and safeguard personal and other sensitive information and provide notice of their practices relating to the collection, disclosure and other processing of personal information.
We also are subject to U.S. federal and state laws and regulations requiring notification to affected individuals and regulators of a data breach(es).
Below we highlight a few key privacy, data protection and cybersecurity laws and regulations.
In October 2017, the NAIC adopted the Insurance Data Security Model Law (NAIC Data Security Model Law), which, among other things, requires insurers, insurance producers and other entities required to be licensed under state insurance laws to develop and maintain a written information security program, conduct risk assessments, and oversee the data security practices of third-party service providers.
As of December 31, 2022, more than 20 jurisdictions had adopted the NAIC Data Security Model Law.
In addition, on March 1, 2019, the NYDFS’s cybersecurity regulation became fully effective, requiring covered financial institutions, including insurance entities licensed in New York, to, among other things, implement a cybersecurity program designed to protect information systems.
New York released proposed amendments to its cybersecurity regulation in 2022, which include additional obligations for large insurers including enhanced and updated governance, risk assessment, and technology requirements, new notification obligations, and clarifying changes regarding enforcement.
The State of California enacted the California Consumer Privacy Act of 2018 (CCPA), which was effective as of January 1, 2020, and imposed significant and often first-of-their-kind privacy obligations on businesses handling data related to California residents.
The law has a number of exceptions as a result of amendments; however, it does not apply to personal information collected, processed, sold, or disclosed pursuant to the federal Gramm-Leach-Bliley Act (GLBA) and implementing regulations or the California Financial Information Privacy Act (FIPA).
These amendments reduce the impact of the law on AIG in some, but not all, areas.
In addition, exemptions for personal information obtained in the context of certain business-to-business communications or transactions and for personal information pertaining to employees, agents and similar categories of individuals sunset on January 1, 2023.
The California Privacy Rights Act (CPRA) passed in November 2020 became effective January 1, 2023 and amends the CCPA to create additional privacy rights and obligations in California.
Colorado, Connecticut, Utah and Virginia also enacted comprehensive consumer data privacy laws and many other states have proposed similar laws.
These privacy laws impose requirements on covered businesses that are similar to those imposed by the CCPA with respect to privacy notices, data subject rights and data security standards.
In March 2022, the SEC released several proposed rules enhancing disclosure requirements for registered companies covering cybersecurity risk and management.
If enacted, the proposed rules would, among other things, require disclosure by registrants of any material cybersecurity incident on Form 8-K within four business days of determining that the incident the registrant has experienced is material.
They would also require periodic disclosures of, among other things, (i) details on the company’s cybersecurity policies and procedures, (ii) cybersecurity governance and oversight policies, including the board of directors’ oversight of cybersecurity risks and (iii) details of any cybersecurity incident that was previously disclosed on Form 8-K, as well as any undisclosed incidents that were non-material, but have become material in the aggregate.
The EU General Data Protection Regulation (GDPR) took effect in May 2018.
The GDPR’s scope extends to entities established within the EEA (i.e., EU member states plus Iceland, Liechtenstein and Norway) and to certain entities not established in the EEA (in certain instances, if they solicit or target individuals in the EU by offering goods or services to EEA data subjects or monitoring the personal behavior of EEA data subjects (e.g., in an online context)).
The GDPR was also onshored in the UK through the European
Union (Withdrawal) Act 2018, with adjustments as provided in the Data Protection, Privacy and Electronic Communications (Amendments etc.) (EU Exit) Regulations 2019.
Sanctions for non-compliance with the GDPR are onerous, with the potential for fines of up to 4 percent of global revenue for the most serious infringements of the GDPR.
We have sought to address the GDPR’s requirements by demonstrating accountability for compliance with the GDPR’s principles relating to processing of personal data, maintaining records of processing and completing mandatory Data Protection Impact Assessments in connection with higher risk data processing activities.
In April 2021, the European Commission published its Proposal for a Regulation on a European approach for Artificial Intelligence (Artificial Intelligence Act), which recommends a risk-based approach to restricting, regulating and permitting different AI systems.
It is possible that some ESG rules enacted in international jurisdictions where AIG operates could impact AIG Parent.
The DOL’s final rule confirmed use of a five-part test for determining who is an investment advice fiduciary, and also confirmed related exemptions.
In December 2020, the DOL issued the final version of a new prohibited transaction exemption, for parties that qualify as investment advice fiduciaries.
The DOL is reviewing issues relating to its regulation of fiduciary investment advice and may take further regulatory actions.
We continue to monitor developments with respect to the definition of fiduciary “investment advice” to ERISA plans and IRAs and to prohibited transactions exemptions.
In December 2022, Congress enacted comprehensive retirement legislation within the Consolidated Appropriations Act, 2023.
The provisions drew from the House’s proposed Securing a Strong Retirement Act of 2022, the Senate Finance Committee’s proposed Enhancing American Retirement Now (EARN) Act, and the Senate HELP Committee’s proposed Retirement Improvement and Savings Enhancement to Supplement Healthy Investments for the Nest Egg (RISE & SHINE) Act, collectively known as “SECURE 2.0”.
An excerpt. Shown here: 40 of 129 rewritten, 40 of 242 added and 40 of 78 removed. The counts are complete. For every sentence, read Item 1. Business in the FY2023 filing and the FY2022 filing.
Item 3. Legal Proceedings
1 rewritten, 0 added, 0 removed, 0 unchanged
*For a discussion of legal proceedings, see Note [removed: 15] [added: 17] to the Consolidated Financial Statements, which is incorporated herein by reference.*
Cover and table of contents
71 rewritten, 75 added, 33 removed, 299 unchanged
For the fiscal year ended December 31, [removed: 2022][added: 2023]
[removed: ][added: ]
As of June 30, [removed: 2022,] [added: 2023,] the aggregate market value of the registrant's voting and nonvoting common equity held by nonaffiliates was approximately [removed: $35,300,000,000.][added: $36,903,000,000.]
As of February [removed: 10, 2023, 737,247,384] [added: 8, 2024, 680,953,652] shares of the registrant's Common Stock, $2.50 par value per share, were outstanding.
| Portions of the registrant’s definitive proxy statement for the [removed: 2023] [added: 2024] Annual Meeting of Shareholders | | | Part [removed: II, Item 5 and Part] III, Items 10, 11, 12, 13 and 14 | | |
ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED DECEMBER 31, [removed: 2022][added: 2023]
[removed: | [ITEM 1](#if9f982e359be4d0bb8fe661b922414ee_667) | | | [Business](#if9f982e359be4d0bb8fe661b922414ee_667) | | | | | | [2](#if9f982e359be4d0bb8fe661b922414ee_667) | |] [added: ITEM 1] | [added: Business]
| | | | •[Our Global Business [removed: Overview](#if9f982e359be4d0bb8fe661b922414ee_667)] [added: Overview](#i3bdcfcee27954b6aae3316a5ec2a29ce_835)] | | | | | | [removed: [2](#if9f982e359be4d0bb8fe661b922414ee_667)] [added: [2](#i3bdcfcee27954b6aae3316a5ec2a29ce_835)] | | |
| | | | •[Human Capital [removed: Management](#if9f982e359be4d0bb8fe661b922414ee_691)] [added: Management](#i3bdcfcee27954b6aae3316a5ec2a29ce_850)] | | | | | | [removed: [5](#if9f982e359be4d0bb8fe661b922414ee_691)] [added: [5](#i3bdcfcee27954b6aae3316a5ec2a29ce_850)] | | |
| | | | •[Available Information about [removed: AIG](#if9f982e359be4d0bb8fe661b922414ee_700)] [added: AIG](#i3bdcfcee27954b6aae3316a5ec2a29ce_856)] | | | | | | [removed: [14](#if9f982e359be4d0bb8fe661b922414ee_700)] [added: [14](#i3bdcfcee27954b6aae3316a5ec2a29ce_856)] | | |
| [ITEM [removed: 1A](#if9f982e359be4d0bb8fe661b922414ee_703)] [added: 1A](#i3bdcfcee27954b6aae3316a5ec2a29ce_556)] | | | [Risk [removed: Factors](#if9f982e359be4d0bb8fe661b922414ee_703)] [added: Factors](#i3bdcfcee27954b6aae3316a5ec2a29ce_556)] | | | | | | [removed: [15](#if9f982e359be4d0bb8fe661b922414ee_703)] [added: [15](#i3bdcfcee27954b6aae3316a5ec2a29ce_556)] | | |
| [ITEM [removed: 1B](#if9f982e359be4d0bb8fe661b922414ee_733)] [added: 1B](#i3bdcfcee27954b6aae3316a5ec2a29ce_859)] | | | [Unresolved Staff [removed: Comments](#if9f982e359be4d0bb8fe661b922414ee_733)] [added: Comments](#i3bdcfcee27954b6aae3316a5ec2a29ce_859)] | | | | | | [removed: [39](#if9f982e359be4d0bb8fe661b922414ee_733)] [added: [37](#i3bdcfcee27954b6aae3316a5ec2a29ce_859)] | | |
| [ITEM [removed: 3](#if9f982e359be4d0bb8fe661b922414ee_619)] [added: 3](#i3bdcfcee27954b6aae3316a5ec2a29ce_553)] | | | [Legal [removed: Proceedings](#if9f982e359be4d0bb8fe661b922414ee_619)] [added: Proceedings](#i3bdcfcee27954b6aae3316a5ec2a29ce_553)] | | | | | | [removed: [39](#if9f982e359be4d0bb8fe661b922414ee_619)] [added: [40](#i3bdcfcee27954b6aae3316a5ec2a29ce_553)] | | |
| [ITEM [removed: 4](#if9f982e359be4d0bb8fe661b922414ee_628)] [added: 4](#i3bdcfcee27954b6aae3316a5ec2a29ce_568)] | | | [Mine Safety [removed: Disclosures](#if9f982e359be4d0bb8fe661b922414ee_628)] [added: Disclosures](#i3bdcfcee27954b6aae3316a5ec2a29ce_568)] | | | | | | [removed: [39](#if9f982e359be4d0bb8fe661b922414ee_628)] [added: [40](#i3bdcfcee27954b6aae3316a5ec2a29ce_568)] | | |
| [ITEM [removed: 5](#if9f982e359be4d0bb8fe661b922414ee_739)] [added: 5](#i3bdcfcee27954b6aae3316a5ec2a29ce_652)] | | | [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#if9f982e359be4d0bb8fe661b922414ee_739)] [added: Securities](#i3bdcfcee27954b6aae3316a5ec2a29ce_652)] | | | | | | [removed: [40](#if9f982e359be4d0bb8fe661b922414ee_739)] [added: [41](#i3bdcfcee27954b6aae3316a5ec2a29ce_652)] | | |
| [removed: [ITEM 7](#if9f982e359be4d0bb8fe661b922414ee_367)] [added: [ITEM](#i3bdcfcee27954b6aae3316a5ec2a29ce_295) [7](#i3bdcfcee27954b6aae3316a5ec2a29ce_295)] | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#if9f982e359be4d0bb8fe661b922414ee_367)] [added: Operations](#i3bdcfcee27954b6aae3316a5ec2a29ce_295)] | | | | | | [removed: [42](#if9f982e359be4d0bb8fe661b922414ee_367)] [added: [43](#i3bdcfcee27954b6aae3316a5ec2a29ce_295)] | | |
| | | | •[Cautionary Statement Regarding Forward-Looking Information and Factors That May Affect Future [removed: Results](#if9f982e359be4d0bb8fe661b922414ee_370)] [added: Results](#i3bdcfcee27954b6aae3316a5ec2a29ce_298)] | | | | | | [removed: [42](#if9f982e359be4d0bb8fe661b922414ee_370)] [added: [43](#i3bdcfcee27954b6aae3316a5ec2a29ce_298)] | | |
| | | | •[Use of Non-GAAP [removed: Measures](#if9f982e359be4d0bb8fe661b922414ee_376)] [added: Measures](#i3bdcfcee27954b6aae3316a5ec2a29ce_304)] | | | | | | [removed: [45](#if9f982e359be4d0bb8fe661b922414ee_376)] [added: [46](#i3bdcfcee27954b6aae3316a5ec2a29ce_304)] | | |
| | | | •[Critical Accounting [removed: Estimates](#if9f982e359be4d0bb8fe661b922414ee_379)] [added: Estimates](#i3bdcfcee27954b6aae3316a5ec2a29ce_307)] | | | | | | [removed: [47](#if9f982e359be4d0bb8fe661b922414ee_379)] [added: [48](#i3bdcfcee27954b6aae3316a5ec2a29ce_307)] | | |
| | | | •[Consolidated Results of [removed: Operations](#if9f982e359be4d0bb8fe661b922414ee_418)] [added: Operations](#i3bdcfcee27954b6aae3316a5ec2a29ce_361)] | | | | | | [removed: [64](#if9f982e359be4d0bb8fe661b922414ee_418)] [added: [60](#i3bdcfcee27954b6aae3316a5ec2a29ce_361)] | | |
| | | | •[Business Segment [removed: Operations](#if9f982e359be4d0bb8fe661b922414ee_442)] [added: Operations](#i3bdcfcee27954b6aae3316a5ec2a29ce_388)] | | | | | | [removed: [68](#if9f982e359be4d0bb8fe661b922414ee_442)] [added: [65](#i3bdcfcee27954b6aae3316a5ec2a29ce_388)] | | |
| | | | •[Liquidity and Capital [removed: Resources](#if9f982e359be4d0bb8fe661b922414ee_544)] [added: Resources](#i3bdcfcee27954b6aae3316a5ec2a29ce_472)] | | | | | | [removed: [108](#if9f982e359be4d0bb8fe661b922414ee_544)] [added: [104](#i3bdcfcee27954b6aae3316a5ec2a29ce_472)] | | |
| [removed: [ITEM 7A](#if9f982e359be4d0bb8fe661b922414ee_549755817995)] [added: [ITEM](#i3bdcfcee27954b6aae3316a5ec2a29ce_544) [7A](#i3bdcfcee27954b6aae3316a5ec2a29ce_544)] | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#if9f982e359be4d0bb8fe661b922414ee_549755817995)] [added: Risk](#i3bdcfcee27954b6aae3316a5ec2a29ce_544)] | | | | | | [removed: [132](#if9f982e359be4d0bb8fe661b922414ee_549755817995)] [added: [124](#i3bdcfcee27954b6aae3316a5ec2a29ce_544)] | | |
| [ITEM [removed: 8](#if9f982e359be4d0bb8fe661b922414ee_549755817982)] [added: 8](#i3bdcfcee27954b6aae3316a5ec2a29ce_901)] | | | [Financial Statements and Supplementary [removed: Data](#if9f982e359be4d0bb8fe661b922414ee_549755817982)] [added: Data](#i3bdcfcee27954b6aae3316a5ec2a29ce_901)] | | | | | | [removed: [133](#if9f982e359be4d0bb8fe661b922414ee_549755817982)] [added: [125](#i3bdcfcee27954b6aae3316a5ec2a29ce_901)] | | |
| | | | [Reference to Financial Statements and [removed: Schedules](#if9f982e359be4d0bb8fe661b922414ee_549755817982)] [added: Schedules](#i3bdcfcee27954b6aae3316a5ec2a29ce_901)] | | | | | | [removed: [133](#if9f982e359be4d0bb8fe661b922414ee_549755817982)] [added: [125](#i3bdcfcee27954b6aae3316a5ec2a29ce_901)] | | |
| [ITEM [removed: 9](#if9f982e359be4d0bb8fe661b922414ee_823)] [added: 9](#i3bdcfcee27954b6aae3316a5ec2a29ce_910)] | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#if9f982e359be4d0bb8fe661b922414ee_823)] [added: Disclosure](#i3bdcfcee27954b6aae3316a5ec2a29ce_910)] | | | | | | [removed: [256](#if9f982e359be4d0bb8fe661b922414ee_823)] [added: [259](#i3bdcfcee27954b6aae3316a5ec2a29ce_910)] | | |
| [removed: [ITEM](#if9f982e359be4d0bb8fe661b922414ee_5931) [9A](#if9f982e359be4d0bb8fe661b922414ee_5931)] [added: [ITEM](#i3bdcfcee27954b6aae3316a5ec2a29ce_907) [9A](#i3bdcfcee27954b6aae3316a5ec2a29ce_907)] | | | [Controls and [removed: Procedures](#if9f982e359be4d0bb8fe661b922414ee_5931)] [added: Procedures](#i3bdcfcee27954b6aae3316a5ec2a29ce_907)] | | | | | | [removed: [256](#if9f982e359be4d0bb8fe661b922414ee_5931)] [added: [259](#i3bdcfcee27954b6aae3316a5ec2a29ce_907)] | | |
| [ITEM [removed: 9C](#if9f982e359be4d0bb8fe661b922414ee_5943)] [added: 9C](#i3bdcfcee27954b6aae3316a5ec2a29ce_913)] | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#if9f982e359be4d0bb8fe661b922414ee_5943)] [added: Inspections](#i3bdcfcee27954b6aae3316a5ec2a29ce_913)] | | | | | | [removed: [256](#if9f982e359be4d0bb8fe661b922414ee_5943)] [added: [260](#i3bdcfcee27954b6aae3316a5ec2a29ce_913)] | | |
| [ITEM [removed: 10](#if9f982e359be4d0bb8fe661b922414ee_826)] [added: 10](#i3bdcfcee27954b6aae3316a5ec2a29ce_604)] | | | [Directors, Executive Officers and Corporate [removed: Governance](#if9f982e359be4d0bb8fe661b922414ee_826)] [added: Governance](#i3bdcfcee27954b6aae3316a5ec2a29ce_604)] | | | | | | [removed: [257](#if9f982e359be4d0bb8fe661b922414ee_826)] [added: [261](#i3bdcfcee27954b6aae3316a5ec2a29ce_604)] | | |
| [ITEM [removed: 12](#if9f982e359be4d0bb8fe661b922414ee_829)] [added: 12](#i3bdcfcee27954b6aae3316a5ec2a29ce_610)] | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#if9f982e359be4d0bb8fe661b922414ee_829)] [added: Matters](#i3bdcfcee27954b6aae3316a5ec2a29ce_610)] | | | | | | [removed: [257](#if9f982e359be4d0bb8fe661b922414ee_829)] [added: [262](#i3bdcfcee27954b6aae3316a5ec2a29ce_610)] | | |
| [ITEM [removed: 13](#if9f982e359be4d0bb8fe661b922414ee_832)] [added: 13](#i3bdcfcee27954b6aae3316a5ec2a29ce_613)] | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#if9f982e359be4d0bb8fe661b922414ee_832)] [added: Independence](#i3bdcfcee27954b6aae3316a5ec2a29ce_613)] | | | | | | [removed: [257](#if9f982e359be4d0bb8fe661b922414ee_832)] [added: [262](#i3bdcfcee27954b6aae3316a5ec2a29ce_613)] | | |
| [ITEM [removed: 15](#if9f982e359be4d0bb8fe661b922414ee_841)] [added: 15](#i3bdcfcee27954b6aae3316a5ec2a29ce_940)] | | | [removed: [Exhibits](#if9f982e359be4d0bb8fe661b922414ee_841) [](#if9f982e359be4d0bb8fe661b922414ee_841)[and](#if9f982e359be4d0bb8fe661b922414ee_841) [Financial] [added: [Exhibits and Financial] Statement [removed: Schedules](#if9f982e359be4d0bb8fe661b922414ee_841)] [added: Schedules](#i3bdcfcee27954b6aae3316a5ec2a29ce_940)] | | | | | | [removed: [257](#if9f982e359be4d0bb8fe661b922414ee_841)] [added: [263](#i3bdcfcee27954b6aae3316a5ec2a29ce_940)] | | |
| AIG \| [removed: 2022] [added: 2023] Form 10-K | | | 1 | | |
| [removed: Maximizing] [added: Sustaining] Industry Leadership [removed: and Global Footprint] [added: Momentum] | | | | | | | | | Creating Value through Profitable Growth and a Culture of Underwriting and Operational Excellence | | | | | |
| 2 | | | AIG \| [removed: 2022] [added: 2023] Form 10-K | | |
| Highly Engaged Global Workforce of more than [removed: 26,000] [added: 25,000] colleagues committed to excellence who are providing [removed: services] [added: insurance solutions that help businesses and individuals] in approximately [removed: 70] [added: 190] countries and [removed: jurisdictions.] [added: jurisdictions protect their assets and manage risks through AIG operations and network partners.] | | | | | | Balance Sheet Strength and Financial Flexibility as demonstrated by [removed: $40] [added: approximately $45] billion in shareholders’ equity and AIG Parent liquidity sources of [removed: $8.2] [added: $12.1] billion as of December 31, [removed: 2022.] [added: 2023.] | | |
| AIG \| [removed: 2022] [added: 2023] Form 10-K | | | 3 | | |
MD&A [added: – Business Segment Operations] and Note 3 to the Consolidated Financial Statements, and for information regarding the separation of Life and [removed: Retirement and] [added: Retirement,] bankruptcy filing of AIG Financial Products [removed: Corp.,] [added: Corp. and the sale of Validus Re, CRS, AIG Life and Laya,] see Note 1 to the Consolidated Financial Statements.*
| | | | [removed: ] [added: ] | | | | | | | | | [removed: ] [added: ] | | | | | |
| | | | General Insurance includes the following major operating companies: National Union Fire Insurance Company of Pittsburgh, Pa. (National Union); American Home Assurance Company (American Home); Lexington Insurance Company (Lexington); AIG General Insurance Company, [removed: Ltd. (AIG Sonpo);] [added: Ltd.;] AIG Asia Pacific Insurance, Pte, Ltd.; AIG Europe S.A.; American International Group UK Ltd.; [removed: Validus Reinsurance, Ltd. (Validus Re);] Talbot Holdings Ltd. (Talbot); Western World Insurance [removed: Group, Inc.] [added: Company] and Glatfelter Insurance Group (Glatfelter). | | | | | | | | | Life and Retirement includes the following major operating companies: American General Life Insurance Company (AGL); The Variable Annuity Life Insurance Company (VALIC); The United States Life Insurance Company in the City of New York (U.S. [removed: Life); Laya Healthcare Limited] [added: Life)] and AIG [removed: Life Limited.] [added: Life.] | | | | | |
| [ITEM 1](#i3bdcfcee27954b6aae3316a5ec2a29ce_835) | | | [Business](#i3bdcfcee27954b6aae3316a5ec2a29ce_835) | | | | | | [2](#i3bdcfcee27954b6aae3316a5ec2a29ce_835) | | |
| | | | •[Operating Structure](#i3bdcfcee27954b6aae3316a5ec2a29ce_844) | | | | | | [4](#i3bdcfcee27954b6aae3316a5ec2a29ce_844) | | |
| | | | •[How We Generate Revenues and Profitability](#i3bdcfcee27954b6aae3316a5ec2a29ce_847) | | | | | | [5](#i3bdcfcee27954b6aae3316a5ec2a29ce_847) | | |
| | | | •[Regulation](#i3bdcfcee27954b6aae3316a5ec2a29ce_853) | | | | | | [7](#i3bdcfcee27954b6aae3316a5ec2a29ce_853) | | |
| [ITEM 1](#i3bdcfcee27954b6aae3316a5ec2a29ce_4572)[C](#i3bdcfcee27954b6aae3316a5ec2a29ce_4572) | | | [Cybersecurity](#i3bdcfcee27954b6aae3316a5ec2a29ce_4572) | | | | | | [38](#i3bdcfcee27954b6aae3316a5ec2a29ce_4572) | | |
| [ITEM 2](#i3bdcfcee27954b6aae3316a5ec2a29ce_862) | | | [Properties](#i3bdcfcee27954b6aae3316a5ec2a29ce_862) | | | | | | [40](#i3bdcfcee27954b6aae3316a5ec2a29ce_862) | | |
| [ITEM 6](#i3bdcfcee27954b6aae3316a5ec2a29ce_658) | | | [\[Reserved\]](#i3bdcfcee27954b6aae3316a5ec2a29ce_658) | | | | | | [42](#i3bdcfcee27954b6aae3316a5ec2a29ce_658) | | |
| | | | •[Executive Summary](#i3bdcfcee27954b6aae3316a5ec2a29ce_340) | | | | | | [57](#i3bdcfcee27954b6aae3316a5ec2a29ce_340) | | |
| | | | •[Investments](#i3bdcfcee27954b6aae3316a5ec2a29ce_433) | | | | | | [86](#i3bdcfcee27954b6aae3316a5ec2a29ce_433) | | |
| | | | •[Insurance Reserves](#i3bdcfcee27954b6aae3316a5ec2a29ce_451) | | | | | | [96](#i3bdcfcee27954b6aae3316a5ec2a29ce_451) | | |
| | | | •[Enterprise Risk Management](#i3bdcfcee27954b6aae3316a5ec2a29ce_526) | | | | | | [114](#i3bdcfcee27954b6aae3316a5ec2a29ce_526) | | |
| | | | •[Glossary](#i3bdcfcee27954b6aae3316a5ec2a29ce_538) | | | | | | [122](#i3bdcfcee27954b6aae3316a5ec2a29ce_538) | | |
| | | | •[Acronyms](#i3bdcfcee27954b6aae3316a5ec2a29ce_541) | | | | | | [124](#i3bdcfcee27954b6aae3316a5ec2a29ce_541) | | |
| [ITEM](#i3bdcfcee27954b6aae3316a5ec2a29ce_571) 9B | | | [Other Information](#i3bdcfcee27954b6aae3316a5ec2a29ce_571) | | | | | | [260](#i3bdcfcee27954b6aae3316a5ec2a29ce_571) | | |
| [ITEM 11](#i3bdcfcee27954b6aae3316a5ec2a29ce_607) | | | [Executive Compensation](#i3bdcfcee27954b6aae3316a5ec2a29ce_607) | | | | | | [262](#i3bdcfcee27954b6aae3316a5ec2a29ce_607) | | |
| [ITEM 14](#i3bdcfcee27954b6aae3316a5ec2a29ce_616) | | | [Principal Accountant Fees and Services](#i3bdcfcee27954b6aae3316a5ec2a29ce_616) | | | | | | [262](#i3bdcfcee27954b6aae3316a5ec2a29ce_616) | | |
| [ITEM 16](#i3bdcfcee27954b6aae3316a5ec2a29ce_943) | | | [Form 10-K Summary](#i3bdcfcee27954b6aae3316a5ec2a29ce_943) | | | | | | [267](#i3bdcfcee27954b6aae3316a5ec2a29ce_943) | | |
| | | | | | | | | | | | |
| | | | | | | | | | | | |
| | | | | | | | | | | | |
| [Signatures](#i3bdcfcee27954b6aae3316a5ec2a29ce_949) | | | | | | | | | [268](#i3bdcfcee27954b6aae3316a5ec2a29ce_949) | | |
| | | | | | | | | | | | |

| American International Group, Inc. (NYSE: AIG) is a leading global insurance organization. AIG provides insurance solutions that help businesses and individuals in approximately 190 countries and jurisdictions protect their assets and manage risks through AIG operations and network partners. AIG is building on its industry leadership and is positioned to become a top-performing company recognized for the value it provides stakeholders in an environment of profound, complex and dynamic risk. In 2023, AIG delivered an outstanding year, producing financial, strategic and operational achievements that demonstrate continued strength in executing multiple, complex initiatives simultaneously and with quality. | | |
As a leading global property, casualty and specialty insurance organization, we are results oriented and believe that focusing on how we achieve positive outcomes creates an aligned and inclusive culture that enables further progress.
Unifying under one set of clear and directive Purpose and Values empowers AIG colleagues to be conduits of positive change – delivering exceptional client service, enhanced shareholder value and a better experience for everyone we serve.
AIG’s five Values guide our actions:
- Take ownership: we set clear expectations, we are proactive, we are accountable
- Set the standard: we deliver quality—always, we are client-centric, we lead the industry
- Win together: we are stronger together, we are aligned, we are one team
- Be an ally: we strive for inclusion, we listen and learn, we speak with our actions
- Do what’s right: we act with integrity, we lead by example, we lift up our communities
2023 Highlights and 2024 Priorities
| Execution of Multiple, Highly Complex Strategic Initiatives Repositioned AIG’s portfolio of businesses for sustainable, profitable growth with the divestitures of Validus Reinsurance, Ltd. (Validus Re) and Crop Risk Services, Inc. (CRS) and the transfer of Private Client Select to an independent Managing General Agent platform Closed sale of Validus Re, including AlphaCat Managers Ltd. and the Talbot Treaty reinsurance business, for $3.3 billion in cash including pre-closing dividend Closed sale of CRS for gross proceeds of $234 million United General Insurance and AIG Parent leadership teams and their organizations Debuted AIG Next, creating a leaner future-state business model and establishing enterprise-wide standards to drive better outcomes for all stakeholders | | | | | | Continued Balanced Capital Management Supporting Financial Strength, Growth and Shareholder Return Repurchased $3.0 billion of AIG's common stock, par value $2.50 per share (AIG Common Stock) and paid $1.0 billion of dividends Reduced weighted average diluted shares outstanding by 8 percent, reaching 725.2 million shares Increased quarterly common stock dividend payments by 12.5 percent $0.36 per share during the second quarter of 2023 Reduced general borrowings by $1.4 billion | | |
| Strong Performance Resulting from Significant Improvement in Underwriting Income General Insurance achieved $2.3 billion in underwriting income, up 15 percent year over year 2023 combined ratio of 90.6 compared to 91.9 in 2022, and sub-100 in every quarter of 2023 2023 accident year combined ratio, as adjusted(a) of 87.7 improved 1.0 point compared to 88.7 in 2022 | | | | | | Continued Progress Towards Deconsolidation and Separation of Corebridge Financial, Inc. (Corebridge) AIG sold 159.75 million shares of Corebridge common stock in secondary public offerings with gross proceeds of $2.9 billion Corebridge repurchased 17.2 million shares of its common stock from AIG for an aggregate purchase price of $315 million Corebridge distributed dividends on Corebridge common stock totaling $1.1 billion to AIG AIG’s ownership of Corebridge reduced to 52.2 percent as of December 31, 2023 Corebridge closed the sale of Laya Healthcare Limited (Laya) for €691 million ($731 million) and announced the sale of AIG Life Limited (AIG Life) for consideration of £460 million | | |
MD&A – Investments – Investment Strategies.*
Our Compensation and Management Resources Committee of the Board of Directors (CMRC) is responsible for overseeing human capital management practices and programs, including retention, talent development, compensation and benefits, and diversity, equity and inclusion.
Diversity, Equity and Inclusion (DEI). At AIG, we strive to create an inclusive workplace that provides equal opportunities for all colleagues.
We believe in building a culture where everyone is valued and celebrated for who they are and where all perspectives are welcome.
The ERGs are key to fostering an inclusive workplace that provides a safe space for colleagues to engage, learn, give back to our communities, and provide feedback from their perspective to the business.
| | | | | | | | | |
Yes ☐ No ☐
| | | | •[Operating Structure](#if9f982e359be4d0bb8fe661b922414ee_549755817568) | | | | | | [4](#if9f982e359be4d0bb8fe661b922414ee_549755817568) | | |
| | | | •[Regulation](#if9f982e359be4d0bb8fe661b922414ee_694) | | | | | | [7](#if9f982e359be4d0bb8fe661b922414ee_694) | | |
| [ITEM 2](#if9f982e359be4d0bb8fe661b922414ee_736) | | | [Properties](#if9f982e359be4d0bb8fe661b922414ee_736) | | | | | | [39](#if9f982e359be4d0bb8fe661b922414ee_736) | | |
| [ITEM 6](#if9f982e359be4d0bb8fe661b922414ee_742) | | | [\[Reserved\]](#if9f982e359be4d0bb8fe661b922414ee_742) | | | | | | [41](#if9f982e359be4d0bb8fe661b922414ee_742) | | |
| | | | •[Executive Summary](#if9f982e359be4d0bb8fe661b922414ee_382) | | | | | | [60](#if9f982e359be4d0bb8fe661b922414ee_382) | | |
| | | | •[Investments](#if9f982e359be4d0bb8fe661b922414ee_514) | | | | | | [87](#if9f982e359be4d0bb8fe661b922414ee_514) | | |
| | | | •[Insurance Reserves](#if9f982e359be4d0bb8fe661b922414ee_529) | | | | | | [96](#if9f982e359be4d0bb8fe661b922414ee_529) | | |
| | | | •[Enterprise Risk Management](#if9f982e359be4d0bb8fe661b922414ee_592) | | | | | | [117](#if9f982e359be4d0bb8fe661b922414ee_592) | | |
| | | | •[Glossary](#if9f982e359be4d0bb8fe661b922414ee_604) | | | | | | [129](#if9f982e359be4d0bb8fe661b922414ee_604) | | |
| | | | •[Acronyms](#if9f982e359be4d0bb8fe661b922414ee_607) | | | | | | [131](#if9f982e359be4d0bb8fe661b922414ee_607) | | |
| [ITEM 9](#if9f982e359be4d0bb8fe661b922414ee_5931)B | | | [Other Information](#if9f982e359be4d0bb8fe661b922414ee_6539) | | | | | | [256](#if9f982e359be4d0bb8fe661b922414ee_6539) | | |
| [ITEM 11](#if9f982e359be4d0bb8fe661b922414ee_838) | | | [Executive Compensation](#if9f982e359be4d0bb8fe661b922414ee_838) | | | | | | [257](#if9f982e359be4d0bb8fe661b922414ee_838) | | |
| [ITEM 14](#if9f982e359be4d0bb8fe661b922414ee_835) | | | [Principal Accoun](#if9f982e359be4d0bb8fe661b922414ee_835)[tant](#if9f982e359be4d0bb8fe661b922414ee_835) [Fees and Services](#if9f982e359be4d0bb8fe661b922414ee_835) | | | | | | [257](#if9f982e359be4d0bb8fe661b922414ee_835) | | |
| [ITEM 16](#if9f982e359be4d0bb8fe661b922414ee_1099511633546) | | | [Form 10-K Summary](#if9f982e359be4d0bb8fe661b922414ee_1099511633546) | | | | | | [261](#if9f982e359be4d0bb8fe661b922414ee_1099511633546) | | |
| [Signatures](#if9f982e359be4d0bb8fe661b922414ee_859) | | | | | | | | | [262](#if9f982e359be4d0bb8fe661b922414ee_859) | | |
| American International Group, Inc. (AIG) is a leading global insurance organization. We provide a wide range of property casualty insurance, life insurance, retirement solutions and other financial services to customers in approximately 70 countries and jurisdictions. These diverse offerings include products and services that help businesses and individuals protect their assets, manage risks and provide for retirement security. AIG common stock is listed on the New York Stock Exchange. In 2022, AIG delivered strong financial results while executing on strategic imperatives such as our capital management plan; the initial public offering (IPO) of Corebridge Financial, Inc. (NYSE: CRBG); and achieved the exit run-rate savings goal of AIG 200, our global, multi-year effort focused on positioning AIG for the future. Despite global challenges, AIG achieved a sub-100 combined ratio in every quarter of 2022 as a result of disciplined underwriting, new business development and improved retention across the portfolio. | | |
2022 Highlights
| Path to the Future Completion of IPO of Corebridge Financial, Inc. (Corebridge), the largest U.S. IPO in 2022, which created two standalone, market-leading companies Strategic partnership with BlackRock, Inc. (BlackRock) to manage up to $60 billion of assets for AIG and up to $90 billion for Corebridge. As of December 31, 2022, $162 billion of assets have been transferred AIG 200: Achieved exit run-rate savings goal of $1 billion six months ahead of schedule. We continue to execute on our multi-year effort to modernize operating infrastructure and enhance client and distribution partner experiences | | | | | | Continued Progress on Capital Management Initiatives Reduced general borrowings by $9.4 billion Repurchased $5.1 billion of AIG's common stock, par value $2.50 per share (AIG Common Stock) and paid $1.0 billion of dividends | | |
| Strong General Insurance Performance Resulting from Significant Improvement in Underwriting Income General Insurance achieved $2.0 billion in underwriting income, up 94 percent year over year 2022 combined ratio of 91.9 compared to 95.8 in 2021, and sub-100 in every quarter of 2022 2022 accident year combined ratio, as adjusted(a) of 88.7 improved 2.3 points compared to 91.0 in 2021 | | | | | | Successful Completion of Corebridge IPO AIG closed IPO, representing 12.4 percent of Corebridge's common stock. The aggregate gross proceeds of the offering to AIG, before deducting underwriting discounts and commissions and other expenses payable by AIG, were approximately $1.7 billion. After consideration of underwriting discounts, commissions and other related expenses payable by AIG, AIG recorded a $608 million increase in AIG’s shareholder’s equity Following the IPO, AIG owns approximately 77.7 percent of the outstanding common stock of Corebridge Corebridge established capital structure and paid $297 million of dividends to its shareholders in 2022, post IPO | | |
MD&A – Investments.*
AIG places a strong emphasis on diversity and inclusion in its learning programs.
We have delivered conscious inclusion training to over 59 percent of people managers to build their awareness of bias and its impact on team members and to hone their empathy skills to support diverse teams.
In addition, the Company also released *Hiring & Developing Top Talent*, an eLearning series for people managers and talent acquisition professionals focused on exploring hidden bias in talent acquisition and development.
Diversity, Equity and Inclusion (DEI). AIG is committed to creating an inclusive workplace focused on attracting, retaining and developing diverse talent that fosters a culture of belonging for all employees.
The ERGs are key to supporting a culture of inclusion and belonging at AIG and do so by connecting colleagues, supporting mental health wellness, promoting intersectionality, and giving back to our communities.
To support the attraction and development of diverse talent, AIG took several proactive steps in 2022, including enhancing partnerships with diverse organizations.
Additionally, AIG's Accelerated Leadership Development program matches mid-level underrepresented talent in AIG’s leadership pipeline with senior executive mentors who coach them on essential senior management and executive leadership skills.
The NAIC has proposed that provisions of the December 2020 amendments to the Holding Company Models that authorize the GCC and LST will become accreditation standards effective as of January 1, 2026, and, if this occurs, states will be required to adopt significant elements of the Holding Company Models that authorize the GCC and LST by January 1, 2026 to remain accredited by the NAIC.
In recent years, insurance regulators have also emphasized the investigation of alleged improper insurance pricing and sales practices by insurers, including, for example, race-based underwriting or sales practices, misleading sales presentations by insurance agents, targeting of the elderly or other vulnerable adults, and the suitability of products for potential customers.
U.S. state regulators have five years from the dates the covered agreements were signed to adopt reinsurance collateral reforms and a group capital assessment, which has led a number of states to adopt the NAIC’s GCC well in advance of the January 1, 2026 target implementation date.
AIG Federal Savings Bank, our trust-only federal thrift subsidiary, is supervised and regulated by the Office of the Comptroller of the Currency.
An excerpt. Shown here: 40 of 71 rewritten, 40 of 75 added and all 33 removed. The counts are complete. For every sentence, read Cover and table of contents in the FY2023 filing and the FY2022 filing.
Item 1B. Unresolved Staff Comments
0 rewritten, 33 added, 0 removed, 1 unchanged
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| AIG \| 2023 Form 10-K | | | 37 | | |
ITEM 1C | Cybersecurity
ITEM 1C | Cybersecurity
CYBERSECURITY RISK MANAGEMENT
AIG maintains a documented Information Security Program (the Program) that includes risk assessments regularly conducted by us and third-party experts to evaluate potential security threats that may have a negative impact on the organization, detect potential vulnerabilities and mitigate any identified security risks.
The Program is informed by industry standards and frameworks and is designed to protect the confidentiality, integrity, and availability of AIG’s information assets and systems that store, process or transmit information.
The AIG Chief Information Security Officer (CISO) provides oversight and direction for the Program, including adjustments in response to changes in technology, internal or external threats, business processes, and regulatory or statutory requirements and communicates the information security risk posture of AIG to senior management and the AIG Board of Directors.
The Program includes the following key elements:
- Network, Systems and Data Security – The Company deploys technical and organizational safeguards that are designed to protect the Company’s networks, systems, and data from cybersecurity threats, including firewalls, intrusion prevention and detection systems, anti-malware functionality, and access controls.
- Threat and Vulnerability Management – The Company maintains a threat and vulnerability management program that leverages continuous threat intelligence to seek to proactively identify, assess, and mitigate evolving cybersecurity risks.
This program incorporates vulnerability scanning, remediation management, bug bounty, penetration testing, and threat response capabilities, all designed to safeguard our information assets and ensure business continuity.
- Cybersecurity Incident Monitoring and Response – The Company has established and maintains incident response plans that address the Company’s response to a cybersecurity incident, utilizing a cross-functional approach.
- Third Party Assessment and Oversight – The Company maintains a third-party risk management program designed to identify and manage cybersecurity risks from third-party service providers, including initial due diligence and assessment of the service provider’s control environment as well as periodic re-assessments.
- Security Training and Awareness – The Company provides ongoing education and training to employees regarding information security threats, and their role and responsibility in detecting and responding to such threats.
In addition to the above, where appropriate, AIG employs third-party experts to evaluate our cybersecurity risk management program.
The Company conducts annual external penetration tests to simulate real-world attacks against the Company’s networks and applications which supplement our continuous internal application security assessments.
These independent evaluations help uncover potential security vulnerabilities for remediation by our cybersecurity team.
We also operate a bug bounty program through a crowdsourced security platform to incentivize responsible disclosure of software defects by global security researchers.
The Program is evaluated on an ongoing basis both internally and through the use of third-party audit firms to address and protect against the evolving cyber threat landscape and seeks to align to industry standards such as the National Institute of Standards and Technology Cybersecurity Framework, as well as applicable legal and regulatory guidance and mandates related to all AIG stakeholders, including investors, customers, and employees.
Control adequacy and design are reviewed at least annually, and independent audits and penetration tests assist in identifying areas for continued focus, improvement and/or inclusion, and are designed to provide assurance that controls are appropriately designed and operating effectively.
Additionally, the Company's Internal Audit group performs independent testing of the Company’s control environment, including key components of the Program.
Board Oversight and Governance
AIG's Board of Directors (the Board) oversees the Program and management of risks from cybersecurity threats and reviews and monitors AIG's business and technology strategy, including the policies, processes and practices that the Company’s management implements to address risks from cybersecurity threats.
The Board believes that all directors are responsible for oversight of these matters given the increasing importance of cybersecurity to AIG’s risk profile, as well as the significant role the Company’s technology strategy plays in its strategic priorities.
The Chief Information Officer (CIO), CISO and Chief Risk Officer provide updates to the Board as appropriate.
Global Committees
Group Risk Committee (GRC): The GRC is a committee comprised of senior management and is responsible for assessing significant risk issues on a global basis to protect AIG’s financial strength, optimize AIG’s intrinsic value, and protect AIG’s reputation.
The risks considered by the GRC include those relating to cybersecurity.
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| 38 | | | AIG \| 2023 Form 10-K | | |
Item 1C. Cybersecurity
0 rewritten, 34 added, 0 removed, 0 unchanged
New section this year
Technology Risk and Controls Committee (TRCC): The TRCC is used as a platform to assess risk and controls components across the information technology (IT) landscape including cybersecurity.
It manages the risk assessment process, escalation and implementation of risk acceptance thresholds with the help of the GRC.
Regional, Country Risk and IT Risk Committees
- Asia Pacific (APAC) Technology Risk and Controls (TRC) Forum
- APAC - TRC Zone / Country Monthly Forums
- Japan IT Risk Committee
- Europe, Middle East and Africa region/UK and Latin America and Caribbean TRC Forum
The above forums are set up for regional focus on IT, cybersecurity, regulations and overall issue management.
The forums engage with the Company's relevant IT leaders and functional leaders within Enterprise Risk Management, Legal, Compliance, and Internal Audit.
Each of the Board and regional and country leadership boards may receive periodic presentations and reports on cybersecurity risks.
In the event of a material cybersecurity incident, the Board will receive prompt information and ongoing updates about the incident.
The Company has an established issue escalation protocol for technology incidents, including cyber related incidents.
The Company’s technology incidents and risks are tracked and rated.
Items that are rated as "critical" are discussed in the TRCC, and escalated to the GRC as appropriate.
At least once each year, the Board discusses the Company’s approach to cybersecurity risk management with the Company’s Global Chief Information Security Officer.
The CISO and regional/country information security officers regularly present to the Company’s regional and country leadership boards on material cyber risks and the Company’s information security posture and strategy.
The CISO works collaboratively with business and functional colleagues to implement a program designed to protect the Company’s information system from cybersecurity threats and promptly respond to potential cybersecurity incidents.
Multidisciplinary teams are deployed to respond to cybersecurity incidents in accordance with the Company’s incident response plans.
Through ongoing communication from these teams, the CISO monitors the prevention, detection, mitigation and remediation of cybersecurity incidents in real time, and reports such incidents to the Board when appropriate.
The CISO reports to the CIO and is principally responsible for overseeing the Program, in partnership with other business leaders across the Company including regional information security and technology officers.
The Company’s cybersecurity personnel maintain current knowledge through specific training programs, professional certifications, and participation in industry groups (e.g., Financial Services Sector Coordinating Council, Financial Services Information Sharing and Analysis Center, Analysis and Resilience Center, Securities Industry and Financial Markets Association, Cybersecurity and Infrastructure Security Agency, etc.).
Company cybersecurity personnel expand and test their knowledge of cyber threats and countermeasures through additional on-the-job training and quarterly sponsored simulated exercises to practice their response to real-life threats.
In addition, personnel are encouraged to obtain industry approved certifications as appropriate for their roles and responsibilities.
Below are some examples of certifications held by the Company’s cybersecurity personnel: Certified in the Governance of Enterprise IT, Certified Information Systems Security Professional, Certified Information Security Manager, Certified Risk Information Systems Control, Global Information Assurance Certification (GIAC) Certified Incident Handler, GIAC Assessing and Auditing Wireless Networks, and GIAC Continuous Monitoring Certification.
Our CISO has more than 30 years’ leadership experience in the field of information technology, cybersecurity, and adjacent roles spanning both military, corporate, and advisory roles.
He maintains multiple professional certifications and has completed various academic and professional training courses, including the Federal Bureau of Investigation CISO Academy.
In addition, he continues to serve on cybersecurity advisory councils and on the faculty of educational institutions focused on network security and information technology.
There have been no material cybersecurity incidents that have affected AIG for the period covered by this annual report.
*For a discussion regarding risks associated with cybersecurity threats, see Part I, Item 1A.
Risk Factors – Business and Operations – "Our risk management policies, standards and procedures may prove to be ineffective and leave us exposed to unidentified or unanticipated risk, which could adversely affect our businesses, results of operations, financial condition and liquidity" and “We are exposed to certain risks if we are unable to maintain the availability of our critical technology systems and data and safeguard the confidentiality and integrity of our data, which could compromise our ability to conduct business and adversely affect our consolidated business, results of operations, financial condition and liquidity.”*
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| AIG \| 2023 Form 10-K | | | 39 | | |
ITEM 2 | Properties
Item 2. Properties
2 rewritten, 1 added, 2 removed, 5 unchanged
We operate from approximately 130 offices in the United States and approximately [removed: 250] [added: 240] offices in approximately 40 foreign countries.
As of December 31, [removed: 2022,] [added: 2023,] approximately 8 percent of our consolidated assets were located outside the U.S. and Canada.
We own 9 offices in the United States and 40 offices in 7 foreign countries.
We own 12 office buildings in the United States.
Our General Insurance companies own offices in 10 foreign countries including Bermuda, Ecuador, Japan, Mexico, the UK and Venezuela.
Item 4. Mine Safety Disclosures
1 rewritten, 0 added, 0 removed, 7 unchanged
| [added: 40 | | |] AIG \| [removed: 2022] [added: 2023] Form 10-K | | | [removed: 39 | | |]
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
11 rewritten, 11 added, 10 removed, 14 unchanged
There were approximately [removed: 19,509 stockholders] [added: 18,502 shareholders] of record of AIG Common Stock as of February [removed: 10, 2023.][added: 8, 2024.]
The following table provides information about purchases made by or on behalf of AIG or any “affiliated purchaser” (as defined in Rule 10b-18(a)(3) under the Securities Exchange Act of 1934 (the Exchange Act)) of AIG Common Stock during the three months ended December 31, [removed: 2022:][added: 2023:]
| Period | | | Total Number of Shares Repurchased | | | | | | Average Price Paid per [removed: Share] [added: Share*] | | | | | | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | | | | | | Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (in millions) | | | | | |
On [removed: May 3, 2022,] [added: August 1, 2023,] the Board of Directors authorized the repurchase of [removed: $6.5] [added: $7.5] billion of AIG Common Stock (inclusive of the approximately [removed: $1.5] [added: $2.15] billion of expected remaining authorization [added: under the Board's prior share repurchase authorization] upon expiration of the [removed: then-current] [added: current] 10b5-1 Plan as of [removed: May 20, 2022).][added: August 7, 2023).]
As of December 31, [removed: 2022,] [added: 2023,] approximately [removed: $3.8] [added: $6.2] billion remained under the authorization.
*For additional information on our share purchases, see Note [removed: 16] [added: 18] to the Consolidated Financial Statements.*
| [removed: 40 | | |] AIG \| [removed: 2022] [added: 2023] Form 10-K | | | [added: 41 | | |]
The following Performance Graph compares the cumulative total shareholder return on AIG Common Stock for a five-year period (December 31, [removed: 2017] [added: 2018] to December 31, [removed: 2022)] [added: 2023)] with the cumulative total return of the S&P’s 500 stock index (which includes AIG), the S&P Property and Casualty Insurance Index and the S&P Life and Health Insurance Index.
Value of $100 Invested on December 31, [removed: 2017][added: 2018]
[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] | | |
See Part III, Item 12.
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
| October 1-31 | | | 2,787,099 | | | $ | | | 60.72 | | | | | | 2,787,099 | | | | | | $ | | | 7,038 | | |
| November 1-30 | | | 6,703,311 | | | | | | 64.26 | | | | | | 6,703,311 | | | | | | | | | 6,608 | | |
| December 1-31 | | | 6,685,175 | | | | | | 66.51 | | | | | | 6,685,175 | | | | | | | | | 6,163 | | |
| Total | | | 16,175,585 | | | $ | | | 64.58 | | | | | | 16,175,585 | | | | | | $ | | | 6,163 | | |
*Excludes excise tax of $27 million due to the Inflation Reduction Act of 2022 for the year ended December 31, 2023.
| AIG | | | $ | | | 100.00 | | | | | | $ | | | 133.58 | | | | | | $ | | | 102.52 | | | | | | $ | | | 157.80 | | | | | | $ | | | 179.49 | | | | | | $ | | | 196.94 | | |
| S&P 500 | | | | | | 100.00 | | | | | | | | | 131.49 | | | | | | | | | 155.68 | | | | | | | | | 200.37 | | | | | | | | | 164.08 | | | | | | | | | 207.21 | | |
| S&P 500 Property & Casualty Insurance Index | | | | | | 100.00 | | | | | | | | | 125.87 | | | | | | | | | 134.63 | | | | | | | | | 160.58 | | | | | | | | | 190.89 | | | | | | | | | 211.53 | | |
| S&P 500 Life & Health Insurance | | | | | | 100.00 | | | | | | | | | 123.18 | | | | | | | | | 111.51 | | | | | | | | | 152.41 | | | | | | | | | 168.18 | | | | | | | | | 176.00 | | |
Our table of equity compensation plans will be included in the definitive proxy statement for AIG’s 2023 Annual Meeting of Shareholders.
The definitive proxy statement will be filed with the SEC no later than 120 days after the end of AIG’s fiscal year pursuant to Regulation 14A.
| October 1-31 | | | 4,698,357 | | | $ | | | 51.97 | | | | | | 4,698,357 | | | | | | $ | | | 4,329 | | |
| November 1-30 | | | 3,793,917 | | | | | | 60.21 | | | | | | 3,793,917 | | | | | | | | | 4,101 | | |
| December 1-31 | | | 4,896,176 | | | | | | 62.59 | | | | | | 4,896,176 | | | | | | | | | 3,794 | | |
| Total | | | 13,388,450 | | | $ | | | 58.19 | | | | | | 13,388,450 | | | | | | $ | | | 3,794 | | |
| AIG | | | $ | | | 100.00 | | | | | | $ | | | 67.91 | | | | | | $ | | | 90.72 | | | | | | $ | | | 69.62 | | | | | | $ | | | 107.16 | | | | | | $ | | | 121.89 | | |
| S&P 500 | | | | | | 100.00 | | | | | | | | | 95.62 | | | | | | | | | 125.72 | | | | | | | | | 148.85 | | | | | | | | | 191.58 | | | | | | | | | 156.88 | | |
| S&P 500 Property & Casualty Insurance Index | | | | | | 100.00 | | | | | | | | | 95.31 | | | | | | | | | 119.97 | | | | | | | | | 128.31 | | | | | | | | | 153.05 | | | | | | | | | 181.93 | | |
| S&P 500 Life & Health Insurance | | | | | | 100.00 | | | | | | | | | 79.23 | | | | | | | | | 97.60 | | | | | | | | | 88.35 | | | | | | | | | 120.76 | | | | | | | | | 133.25 | | |
Item 6. [Reserved]
1,051 rewritten, 628 added, 758 removed, 1,485 unchanged
| [added: 42 | | |] AIG \| [removed: 2022] [added: 2023] Form 10-K | | | [removed: 41 | | |]
Forward-looking statements are often preceded by, followed by or include words such as “will,” “believe,” “anticipate,” “expect,” “expectations,” “intend,” “plan,” “strategy,” “prospects,” “project,” “anticipate,” “should,” “guidance,” “outlook,” “confident,” “focused on achieving,” “view,” “target,” “goal,” [removed: “estimate,”] [added: “estimate”] and other words of similar meaning in connection with a discussion of future operating or financial performance.
| [removed: 42 | | |] AIG \| [removed: 2022] [added: 2023] Form 10-K | | | [added: 43 | | |]
Factors that could cause AIG’s actual results to differ, possibly materially, from those in specific projections, [added: targets,] goals, [added: plans,] assumptions and [added: other] forward-looking statements include, without limitation:
- the [removed: effects] [added: impact] of [added: adverse developments affecting] economic conditions in the markets in which AIG and its businesses operate in the U.S. and [removed: globally and any changes therein,] [added: globally,] including [added: adverse developments related to] financial market conditions, macroeconomic trends, fluctuations in interest rates and foreign currency exchange rates, inflationary [added: pressures, including social inflation,] pressures [removed: and] [added: on the commercial real estate market,] an economic slowdown or recession, [removed: each of which may also be affected by] [added: any potential U.S. federal government shutdown and] geopolitical events or conflicts, including the conflict between Russia and [removed: Ukraine;][added: Ukraine and the conflict in Israel and the surrounding areas;]
- [removed: the] occurrence of catastrophic events, both natural and man-made, including [removed: geopolitical events and conflicts, civil unrest and] the effects of climate [removed: change;][added: change, geopolitical events and conflicts and civil unrest;]
- disruptions in the availability [added: or accessibility] of AIG's or a third party’s information technology [removed: infrastructure,] [added: systems,] including hardware and software, [removed: resulting from] [added: infrastructure or networks, and the inability to safeguard the confidentiality and integrity of customer, employee or company data due to] cyberattacks, data security breaches, or infrastructure vulnerabilities;
- AIG’s ability to successfully dispose of, monetize and/or acquire businesses or assets or successfully integrate acquired [removed: businesses;][added: businesses, and the anticipated benefits thereof;]
- the effects of sanctions, including those related to the conflict between Russia and [removed: Ukraine] [added: Ukraine,] and the failure to comply with those sanctions;
- the impact of [removed: COVID-19] [added: epidemics, pandemics] and [removed: its variants or] other [removed: pandemics] [added: public health crises] and responses thereto; [added: and]
- AIG’s ability to effectively execute on [removed: environmental, social and governance] [added: sustainability] targets and standards; [removed: and]
Risk Factors of this Annual Report; [removed: and][added: and.]
| [added: 44 | | |] AIG \| [removed: 2022] [added: 2023] Form 10-K | | | [removed: 43 | | |]
| [Use of Non-GAAP [removed: Measures](#if9f982e359be4d0bb8fe661b922414ee_376)] [added: Measures](#i3bdcfcee27954b6aae3316a5ec2a29ce_304)] | | | [removed: [45](#if9f982e359be4d0bb8fe661b922414ee_376)] [added: [46](#i3bdcfcee27954b6aae3316a5ec2a29ce_304)] | | |
| [Critical Accounting [removed: Estimates](#if9f982e359be4d0bb8fe661b922414ee_379)] [added: Estimates](#i3bdcfcee27954b6aae3316a5ec2a29ce_307)] | | | [removed: [47](#if9f982e359be4d0bb8fe661b922414ee_379)] [added: [48](#i3bdcfcee27954b6aae3316a5ec2a29ce_307)] | | |
| [removed: AIG['s Outlook – Industry and Economic Factors](#if9f982e359be4d0bb8fe661b922414ee_409) | | | [61](#if9f982e359be4d0bb8fe661b922414ee_409)] [added: INDUSTRY AND ECONOMIC FACTORS] | | |
| [Consolidated Results of [removed: Operations](#if9f982e359be4d0bb8fe661b922414ee_418)] [added: Operations](#i3bdcfcee27954b6aae3316a5ec2a29ce_361)] | | | [removed: [64](#if9f982e359be4d0bb8fe661b922414ee_418)] [added: [60](#i3bdcfcee27954b6aae3316a5ec2a29ce_361)] | | |
| [Business Segment [removed: Operations](#if9f982e359be4d0bb8fe661b922414ee_442)] [added: Operations](#i3bdcfcee27954b6aae3316a5ec2a29ce_388)] | | | [removed: [68](#if9f982e359be4d0bb8fe661b922414ee_442)] [added: [65](#i3bdcfcee27954b6aae3316a5ec2a29ce_388)] | | |
| [removed: [Life] [added: Life] and [removed: Retirement](#if9f982e359be4d0bb8fe661b922414ee_463)] [added: Retirement:] | | | [removed: [75](#if9f982e359be4d0bb8fe661b922414ee_463)] | | | [added: | | | | | | | | | | | |]
[removed: | [Life and Annuity Future Policy Benefits, Policyholder Contract Deposits and DAC](#if9f982e359be4d0bb8fe661b922414ee_535) | | | [100](#if9f982e359be4d0bb8fe661b922414ee_535) | | |][added: LIFE AND ANNUITY FUTURE POLICY BENEFITS, POLICYHOLDER CONTRACT DEPOSITS AND MARKET RISK BENEFITS]
[added: ITEM 7] | [removed: [Liquidity] [added: Liquidity] and Capital [removed: Resources](#if9f982e359be4d0bb8fe661b922414ee_544) | | | [108](#if9f982e359be4d0bb8fe661b922414ee_544) | | |][added: Resources]
[removed: | [Liquidity and Capital Resources Highlights](#if9f982e359be4d0bb8fe661b922414ee_550) | | | [109](#if9f982e359be4d0bb8fe661b922414ee_550) | | |][added: LIQUIDITY AND CAPITAL RESOURCES HIGHLIGHTS OF COREBRIDGE]
| [Analysis of Sources and Uses of [removed: Cash](#if9f982e359be4d0bb8fe661b922414ee_553)] [added: Cash](#i3bdcfcee27954b6aae3316a5ec2a29ce_484)] | | | [removed: [110](#if9f982e359be4d0bb8fe661b922414ee_553)] [added: [106](#i3bdcfcee27954b6aae3316a5ec2a29ce_484)] | | |
| [Liquidity and Capital Resources of AIG Parent and [removed: Subsidiaries](#if9f982e359be4d0bb8fe661b922414ee_556)] [added: Subsidiaries](#i3bdcfcee27954b6aae3316a5ec2a29ce_487)] | | | [removed: [110](#if9f982e359be4d0bb8fe661b922414ee_556)] [added: [107](#i3bdcfcee27954b6aae3316a5ec2a29ce_487)] | | |
| [Off-Balance Sheet Arrangements and Commercial [removed: Commitments](#if9f982e359be4d0bb8fe661b922414ee_565)] [added: Commitments](#i3bdcfcee27954b6aae3316a5ec2a29ce_496)] | | | [removed: [113](#if9f982e359be4d0bb8fe661b922414ee_565)] [added: [110](#i3bdcfcee27954b6aae3316a5ec2a29ce_496)] | | |
[removed: | [Repurchases] [added: Repurchases] of AIG Common [removed: Stock](#if9f982e359be4d0bb8fe661b922414ee_586) | | | [116](#if9f982e359be4d0bb8fe661b922414ee_586) | | |][added: Stock(a)]
| [Risk Appetite, Limits, Identification and [removed: Measurement](#if9f982e359be4d0bb8fe661b922414ee_802)] [added: Measurement](#i3bdcfcee27954b6aae3316a5ec2a29ce_979)] | | | [removed: [117](#if9f982e359be4d0bb8fe661b922414ee_802)] [added: [114](#i3bdcfcee27954b6aae3316a5ec2a29ce_979)] | | |
| [removed: 44 | | |] AIG \| [removed: 2022] [added: 2023] Form 10-K | | | [added: 45 | | |]
Book value per common share, excluding accumulated other comprehensive income (loss) (AOCI) adjusted for the cumulative unrealized gains and losses related to Fortitude Re funds withheld assets and deferred tax assets (DTA) (Adjusted book value per common share) is used to show the amount of our net worth on a per-common share basis after eliminating items that can fluctuate significantly from period to period including changes in fair value [added: (1)] of AIG’s available for sale securities portfolio, [added: (2) of market risk benefits attributable to our own credit risk and (3) due to discount rates used to measure traditional and limited payment long-duration insurance contracts,] foreign currency translation adjustments and U.S. tax attribute deferred tax assets.
We believe this measure is useful to investors because it eliminates items that can fluctuate significantly from period to period, including changes in fair value [added: (1)] of [removed: our] [added: AIG’s] available for sale securities portfolio, [added: (2) of market risk benefits attributable to our own credit risk and (3) due to discount rates used to measure traditional and limited payment long-duration insurance contracts,] foreign currency translation adjustments and U.S. tax attribute deferred tax assets.
| [added: 46 | | |] AIG \| [removed: 2022] [added: 2023] Form 10-K | | | [removed: 45 | | |]
- changes in benefit reserves [removed: and deferred policy acquisition costs (DAC), value of business acquired (VOBA), and deferred sales inducements (DSI)] related to net realized gains and losses;
- all net realized gains and losses except earned income (periodic settlements and changes in settlement accruals) on derivative instruments used for [removed: non- qualifying] [added: non-qualifying] (economic) hedging or for asset replication.
| [removed: 46 | | |] AIG \| [removed: 2022] [added: 2023] Form 10-K | | | [added: 47 | | |]
| •loss reserves; [removed: •future] [added: •valuation of future] policy [removed: benefits for life] [added: benefit liabilities] and [removed: accident] [added: recognition of measurement gains] and [removed: health insurance contracts; •guaranteed] [added: losses; •valuation of MRBs related to guaranteed] benefit features of variable annuity, fixed annuity and fixed index annuity products; •valuation of embedded derivative liabilities for fixed index annuity and [added: index universal] life products; [removed: •estimated gross profits to value deferred acquisition costs and unearned revenue for investment-oriented products;] •reinsurance assets, including the allowance for credit losses and disputes; •goodwill impairment; •allowance for credit losses on certain investments, primarily on loans and available for sale fixed maturity securities; •fair value measurements of certain financial assets and financial liabilities; and •income taxes, in particular the recoverability of our deferred tax asset and establishment of provisions for uncertain tax positions. | | |
Because these estimates are subject to the outcome of future [removed: events, changes in estimates are common given that] [added: events and because] loss trends vary and time is often required for changes in trends to be recognized and [removed: confirmed.][added: confirmed, changes in estimates are common.]
| [added: 48 | | |] AIG \| [removed: 2022] [added: 2023] Form 10-K | | | [removed: 47 | | |]
IBNR for claims arising from catastrophic events or events of unusual severity would be determined [removed: in close collaboration with] [added: taking into account information known by] the claims [removed: department’s knowledge of known information,] [added: department,] using alternative techniques or expected percentages of ultimate loss emergence based on historical emergence of similar events or claim types.
| [removed: 48 | | |] AIG \| [removed: 2022] [added: 2023] Form 10-K | | | [added: 49 | | |]
| [added: 50 | | |] AIG \| [removed: 2022] [added: 2023] Form 10-K | | | [removed: 49 | | |]
- AIG's ability to effectively implement restructuring initiatives and potential cost-savings opportunities;
- AIG's ability to effectively implement technological advancements, including the use of artificial intelligence (AI), and respond to competitors' AI and other technology initiatives;
- AIG’s ability to address evolving stakeholder expectations and regulatory requirements with respect to environmental, social and governance matters;
| [Overview](#i3bdcfcee27954b6aae3316a5ec2a29ce_343) | | | [57](#i3bdcfcee27954b6aae3316a5ec2a29ce_343) | | |
| [General Insurance](#i3bdcfcee27954b6aae3316a5ec2a29ce_391) | | | [66](#i3bdcfcee27954b6aae3316a5ec2a29ce_391) | | |
| [Other Operations](#i3bdcfcee27954b6aae3316a5ec2a29ce_430) | | | [84](#i3bdcfcee27954b6aae3316a5ec2a29ce_430) | | |
| [Investments](#i3bdcfcee27954b6aae3316a5ec2a29ce_433) | | | [86](#i3bdcfcee27954b6aae3316a5ec2a29ce_433) | | |
| [Overview](#i3bdcfcee27954b6aae3316a5ec2a29ce_436) | | | [86](#i3bdcfcee27954b6aae3316a5ec2a29ce_436) | | |
| [Investment Highlights](#i3bdcfcee27954b6aae3316a5ec2a29ce_439) in 2023 | | | [86](#i3bdcfcee27954b6aae3316a5ec2a29ce_439) | | |
| [Investment Strategies](#i3bdcfcee27954b6aae3316a5ec2a29ce_442) | | | [86](#i3bdcfcee27954b6aae3316a5ec2a29ce_442) | | |
| [Credit Ratings](#i3bdcfcee27954b6aae3316a5ec2a29ce_445) | | | [88](#i3bdcfcee27954b6aae3316a5ec2a29ce_445) | | |
| [Loss Reserves](#i3bdcfcee27954b6aae3316a5ec2a29ce_451) | | | [96](#i3bdcfcee27954b6aae3316a5ec2a29ce_451) | | |
| [Liquidity and Capital Resources](#i3bdcfcee27954b6aae3316a5ec2a29ce_472) | | | [104](#i3bdcfcee27954b6aae3316a5ec2a29ce_472) | | |
| [Overview](#i3bdcfcee27954b6aae3316a5ec2a29ce_475) | | | [104](#i3bdcfcee27954b6aae3316a5ec2a29ce_475) | | |
| [Liquidity and Capital Resources Highlights](#i3bdcfcee27954b6aae3316a5ec2a29ce_478) | | | [104](#i3bdcfcee27954b6aae3316a5ec2a29ce_478) | | |
| [Liquidity and Capital Resources Highlights of Corebridge](#i3bdcfcee27954b6aae3316a5ec2a29ce_481) | | | [106](#i3bdcfcee27954b6aae3316a5ec2a29ce_481) | | |
| [Credit Facilities](#i3bdcfcee27954b6aae3316a5ec2a29ce_490) | | | [108](#i3bdcfcee27954b6aae3316a5ec2a29ce_490) | | |
| [Contractual Obligations](#i3bdcfcee27954b6aae3316a5ec2a29ce_493) | | | [109](#i3bdcfcee27954b6aae3316a5ec2a29ce_493) | | |
| [Debt](#i3bdcfcee27954b6aae3316a5ec2a29ce_499) | | | [111](#i3bdcfcee27954b6aae3316a5ec2a29ce_499) | | |
| [Credit Ratings](#i3bdcfcee27954b6aae3316a5ec2a29ce_505) | | | [112](#i3bdcfcee27954b6aae3316a5ec2a29ce_505) | | |
| [Financial Strength Ratings](#i3bdcfcee27954b6aae3316a5ec2a29ce_508) | | | [112](#i3bdcfcee27954b6aae3316a5ec2a29ce_508) | | |
| [Regulation and Supervision](#i3bdcfcee27954b6aae3316a5ec2a29ce_511) | | | [113](#i3bdcfcee27954b6aae3316a5ec2a29ce_511) | | |
| [Dividends](#i3bdcfcee27954b6aae3316a5ec2a29ce_514) | | | [113](#i3bdcfcee27954b6aae3316a5ec2a29ce_514) | | |
| [Repurchases of AIG Common Stock](#i3bdcfcee27954b6aae3316a5ec2a29ce_517) | | | [113](#i3bdcfcee27954b6aae3316a5ec2a29ce_517) | | |
| [Dividend Restrictions](#i3bdcfcee27954b6aae3316a5ec2a29ce_520) | | | [113](#i3bdcfcee27954b6aae3316a5ec2a29ce_520) | | |
| [Overview](#i3bdcfcee27954b6aae3316a5ec2a29ce_529) | | | [114](#i3bdcfcee27954b6aae3316a5ec2a29ce_529) | | |
| [Risk Governance Structure](#i3bdcfcee27954b6aae3316a5ec2a29ce_976) | | | [114](#i3bdcfcee27954b6aae3316a5ec2a29ce_976) | | |
| [Credit Risk Management](#i3bdcfcee27954b6aae3316a5ec2a29ce_982) | | | [115](#i3bdcfcee27954b6aae3316a5ec2a29ce_982) | | |
| [Market Risk Management](#i3bdcfcee27954b6aae3316a5ec2a29ce_532) | | | [115](#i3bdcfcee27954b6aae3316a5ec2a29ce_532) | | |
| [Liquidity Risk Management](#i3bdcfcee27954b6aae3316a5ec2a29ce_985) | | | [117](#i3bdcfcee27954b6aae3316a5ec2a29ce_985) | | |
| [Operational Risk Management](#i3bdcfcee27954b6aae3316a5ec2a29ce_988) | | | [117](#i3bdcfcee27954b6aae3316a5ec2a29ce_988) | | |
| [Insurance Risks](#i3bdcfcee27954b6aae3316a5ec2a29ce_991) | | | [118](#i3bdcfcee27954b6aae3316a5ec2a29ce_991) | | |
| [Glossary](#i3bdcfcee27954b6aae3316a5ec2a29ce_538) | | | [122](#i3bdcfcee27954b6aae3316a5ec2a29ce_538) | | |
| [Acronyms](#i3bdcfcee27954b6aae3316a5ec2a29ce_541) | | | [124](#i3bdcfcee27954b6aae3316a5ec2a29ce_541) | | |
- net change in market risk benefits (MRBs);
Benefit liabilities are subsequently remeasured periodically to reflect changes in policy assumptions and actual versus expected experience and are recognized as remeasurement gains and losses, a component of policyholder benefits.
Liabilities are accreted using an upper-medium grade (low credit risk) fixed income instrument yield that is locked-in at policy issuance.
The liabilities are remeasured at the balance sheet date using a current upper-medium grade yield with changes in the liabilities reported in Other comprehensive income (loss) (OCI).
GMxBs are recognized as MRBs and can be assets or liabilities, and represent the expected value of benefits in excess of the projected account value, with changes in fair value of MRBs recognized in the Consolidated Statements of Income (Loss) and the portion of the fair value change attributable to our own credit risk recognized in OCI.
| Fair Value Methodology | | | Guaranteed minimum benefits on annuity products are market risk benefits that are required to be measured at fair value with changes in the fair value of the liabilities recorded in changes in the fair value of market risk benefits, except for changes related to the Company's own credit risk which are recorded in AOCI. The fair value of these benefits is based on assumptions that a market participant would use in valuing these MRBs. The Company applies a non-option-based approach for variable products, and an option-based approach for fixed index and fixed products. Under the non-option-based approach, a portion of actual fees (i.e., attributed fees) is determined such that the present value of expected benefits less attributed fees is zero at issue. This calculated ratio is locked in and utilized in each policy valuation going forward and results in an MRB value of zero at policy issue. Under the option-based approach, the MRB value at issue represents the present value of expected benefits after account value exhaustion. There is no calculated attributed fee ratio under this approach; as such, the calculated MRB liability at inception requires an equal and offsetting adjustment to the underlying host contract. Consistent with the non-option-based approach, this results in no gains or losses recognized upon policy issuance. The fair value of the market risk benefits, which are Level 3 assets and liabilities, is based on a risk-neutral framework and incorporates actuarial and capital market assumptions related to projected cash flows over the expected lives of the contracts. *For additional information on how we value for MRBs, see Note 14 to the Consolidated Financial Statements, and for information on fair value measurement of these MRBs, including how we incorporate our own non-performance risk, see Note 5 to the Consolidated Financial Statements.* | | |
| | | | | | | |
| --- | --- | --- | --- | --- | --- | --- |
- changes in judgments concerning potential cost-saving opportunities;
- AIG's ability to effectively implement changes under AIG 200, including the ability to realize cost savings;
| | | | | | |
| --- | --- | --- | --- | --- | --- |
| [Executive Summary](#if9f982e359be4d0bb8fe661b922414ee_382) | | | [60](#if9f982e359be4d0bb8fe661b922414ee_382) | | |
| [Overview](#if9f982e359be4d0bb8fe661b922414ee_385) | | | [60](#if9f982e359be4d0bb8fe661b922414ee_385) | | |
| [General Insurance](#if9f982e359be4d0bb8fe661b922414ee_445) | | | [69](#if9f982e359be4d0bb8fe661b922414ee_445) | | |
| [Other Operations](#if9f982e359be4d0bb8fe661b922414ee_511) | | | [85](#if9f982e359be4d0bb8fe661b922414ee_511) | | |
| [Investments](#if9f982e359be4d0bb8fe661b922414ee_514) | | | [87](#if9f982e359be4d0bb8fe661b922414ee_514) | | |
| [Overview](#if9f982e359be4d0bb8fe661b922414ee_517) | | | [87](#if9f982e359be4d0bb8fe661b922414ee_517) | | |
| [Investment Highlights](#if9f982e359be4d0bb8fe661b922414ee_520) in 2022 | | | [87](#if9f982e359be4d0bb8fe661b922414ee_520) | | |
| [Investment Strategies](#if9f982e359be4d0bb8fe661b922414ee_523) | | | [87](#if9f982e359be4d0bb8fe661b922414ee_523) | | |
| [Credit Ratings](#if9f982e359be4d0bb8fe661b922414ee_526) | | | [89](#if9f982e359be4d0bb8fe661b922414ee_526) | | |
| [Insurance Reserves](#if9f982e359be4d0bb8fe661b922414ee_529) | | | [96](#if9f982e359be4d0bb8fe661b922414ee_529) | | |
| [Loss Reserves](#if9f982e359be4d0bb8fe661b922414ee_529) | | | [96](#if9f982e359be4d0bb8fe661b922414ee_529) | | |
| [Overview](#if9f982e359be4d0bb8fe661b922414ee_547) | | | [108](#if9f982e359be4d0bb8fe661b922414ee_547) | | |
| [Credit Facilities](#if9f982e359be4d0bb8fe661b922414ee_559) | | | [111](#if9f982e359be4d0bb8fe661b922414ee_559) | | |
| [Contractual Obligations](#if9f982e359be4d0bb8fe661b922414ee_562) | | | [112](#if9f982e359be4d0bb8fe661b922414ee_562) | | |
| [Debt](#if9f982e359be4d0bb8fe661b922414ee_568) | | | [114](#if9f982e359be4d0bb8fe661b922414ee_568) | | |
| [Credit Ratings](#if9f982e359be4d0bb8fe661b922414ee_571) | | | [115](#if9f982e359be4d0bb8fe661b922414ee_571) | | |
| [Financial Strength Ratings](#if9f982e359be4d0bb8fe661b922414ee_574) | | | [115](#if9f982e359be4d0bb8fe661b922414ee_574) | | |
| [Regulation and Supervision](#if9f982e359be4d0bb8fe661b922414ee_580) | | | [116](#if9f982e359be4d0bb8fe661b922414ee_580) | | |
| [Dividends](#if9f982e359be4d0bb8fe661b922414ee_583) | | | [116](#if9f982e359be4d0bb8fe661b922414ee_583) | | |
| [Dividend Restrictions](#if9f982e359be4d0bb8fe661b922414ee_589) | | | [116](#if9f982e359be4d0bb8fe661b922414ee_589) | | |
| [Enterprise Risk Management](#if9f982e359be4d0bb8fe661b922414ee_592) | | | [117](#if9f982e359be4d0bb8fe661b922414ee_592) | | |
| [Overview](#if9f982e359be4d0bb8fe661b922414ee_595) | | | [117](#if9f982e359be4d0bb8fe661b922414ee_595) | | |
| [Risk Governance Structure](#if9f982e359be4d0bb8fe661b922414ee_799) | | | [117](#if9f982e359be4d0bb8fe661b922414ee_799) | | |
| [Credit Risk Management](#if9f982e359be4d0bb8fe661b922414ee_805) | | | [118](#if9f982e359be4d0bb8fe661b922414ee_805) | | |
| [Market Risk Management](#if9f982e359be4d0bb8fe661b922414ee_808) | | | [119](#if9f982e359be4d0bb8fe661b922414ee_808) | | |
| [Liquidity Risk Management](#if9f982e359be4d0bb8fe661b922414ee_811) | | | [122](#if9f982e359be4d0bb8fe661b922414ee_811) | | |
| [Operational Risk Management](#if9f982e359be4d0bb8fe661b922414ee_814) | | | [123](#if9f982e359be4d0bb8fe661b922414ee_814) | | |
| [Insurance Risks](#if9f982e359be4d0bb8fe661b922414ee_817) | | | [123](#if9f982e359be4d0bb8fe661b922414ee_817) | | |
| [Glossary](#if9f982e359be4d0bb8fe661b922414ee_604) | | | [129](#if9f982e359be4d0bb8fe661b922414ee_604) | | |
| [Acronyms](#if9f982e359be4d0bb8fe661b922414ee_607) | | | [131](#if9f982e359be4d0bb8fe661b922414ee_607) | | |
ITEM 7 | Critical Accounting Estimates
| Line of Business or Category | | | Key Assumptions | | |
The assumptions also include margins for adverse deviation, principally for key assumptions such as mortality and interest rates used to discount cash flows, to reflect uncertainty given that actual experience might deviate from these assumptions.
Establishing margins at contract inception requires management judgment.
An excerpt. Shown here: 40 of 1,051 rewritten, 40 of 628 added and 40 of 758 removed. The counts are complete. For every sentence, read Item 6. [Reserved] in the FY2023 filing and the FY2022 filing.
Item 8. Report of Independent Registered Public Accounting Firm
1,814 rewritten, 2,053 added, 768 removed, 2,403 unchanged
As described in Note [removed: 21] [added: 23] to the consolidated financial statements, as of December 31, [removed: 2022,] [added: 2023,] the Company had a net U.S. federal deferred tax asset of [removed: $13.9] [added: $13.6] billion, [removed: $5.2] [added: $4.6] billion of which related to U.S. tax attributes of AIG's consolidated federal income tax group with a limited carryforward period.
As of December 31, [removed: 2022,] [added: 2023,] management determined that it is no longer more-likely-than-not that [removed: $713] [added: $300] million of the Company’s deferred tax assets related to tax attribute carryforwards of AIG's consolidated federal income tax group will be utilized prior to [removed: expiration.][added: expiration and reduced their beginning of the year valuation allowance by $405 million.]
The principal considerations for our determination that performing procedures relating to the recoverability of the U.S. federal deferred tax asset is a critical audit matter are (i) the significant judgment by management when developing their estimate of the recoverability, which in turn led to a high degree of auditor subjectivity and judgment in performing the audit procedures relating to the forecasts of future income for [removed: each of] the [removed: businesses,] [added: non-life business,] assumptions about future macroeconomic and company specific conditions and events, tax attribute carryforward periods, and tax planning strategies, (ii) the significant audit effort and judgment in evaluating the audit evidence related to the recoverability of the U.S. federal deferred tax asset, and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.
| AIG \| [removed: 2022] [added: 2023] Form 10-K | | | 137 | | |
| *(in millions, except for share data)* | | | December 31, [removed: 2022] [added: 2023] | | | | | | [removed: December] [added: December] 31, [removed: 2021] [added: 2022] | | | | | |
| Bonds available for sale, at fair value, net of allowance for credit losses of [removed: $186] [added: $162] in [removed: 2022] [added: 2023] and [removed: $98] [added: $186] in [removed: 2021] [added: 2022] (amortized cost: [removed: 2022] [added: 2023] - [removed: $255,993; 2021] [added: $253,035; 2022] - [removed: $259,210)*] [added: $255,993)*] | | | $ | | | [removed: 226,156] [added: 231,733] | | | $ | | | [removed: 277,202] [added: 226,156] | | |
| Other bond securities, at fair value (See Note [removed: 5)*] [added: 6)*] | | | | | | [removed: 4,485] [added: 5,241] | | | | | | [removed: 6,278] [added: 4,485] | | |
| Equity securities, at fair value (See Note [removed: 5)*] [added: 6)*] | | | | | | [removed: 575] [added: 728] | | | | | | [removed: 739] [added: 575] | | |
| Mortgage and other loans receivable, net of allowance for credit losses of [removed: $38,351] [added: $38,473] in [removed: 2022] [added: 2023] and [removed: $629] [added: $38,351] in [removed: 2021*] [added: 2022*] | | | | | | [removed: 49,605] [added: 51,553] | | | | | | [removed: 46,048] [added: 49,605] | | |
| Other invested assets (portion measured at fair value: [removed: 2022] [added: 2023] - [removed: $12,042; 2021] [added: $11,733; 2022] - [removed: $10,504)*] [added: $12,042)*] | | | | | | [removed: 15,953] [added: 16,217] | | | | | | [removed: 15,668] [added: 15,953] | | |
| Short-term investments, including restricted cash of [removed: $140] [added: $4] in [removed: 2022] [added: 2023] and [removed: $197] [added: $140] in [removed: 2021] [added: 2022] (portion measured at fair value: [removed: 2022] [added: 2023] - [removed: $5,708; 2021] [added: $10,772; 2022] - [removed: $4,426)*] [added: $5,708)*] | | | | | | [removed: 12,376] [added: 17,200] | | | | | | [removed: 13,357] [added: 12,376] | | |
| Total investments | | | | | | [removed: 309,150] [added: 322,672] | | | | | | [removed: 359,292] [added: 309,150] | | |
| [removed: Cash*] [added: Cash] | | | | | | [removed: 2,043] [added: $] | [added: 2,155] | | | | | [removed: 2,198] [added: $] | [added: 2,043] | | [added: | | | $ | 2,198 | |]
| Accrued investment income* | | | | | | [removed: 2,376] [added: 2,588] | | | | | | [removed: 2,239] [added: 2,376] | | |
| Premiums and other receivables, net of allowance for credit losses and disputes of [removed: $169] [added: $139] in [removed: 2022] [added: 2023] and [removed: $185] [added: $169] in [removed: 2021] [added: 2022] | | | | | | [removed: 13,243] [added: 10,561] | | | | | | [removed: 12,409] [added: 13,243] | | |
| [removed: Reinsurance] [added: Reinsurance] assets - Fortitude Re, net of allowance for credit losses and [removed: disputes of $0 in 2022 and $0 in 2021] [added: disputes(c)] | | | | | | [removed: 32,159] | | | | | | [removed: 33,365] | | | [added: | | | | | | | | | | | | | | |]
| [removed: Reinsurance] [added: Reinsurance] assets - other, net of allowance for credit losses and [removed: disputes of $295 in 2022 and $333 in 2021] [added: disputes(a)] | | | | | | [removed: 39,434] | | | | | | [removed: 40,919] | | | [added: | | | | | | | | | | | | | | |]
| Deferred income taxes | | | | | | [removed: 15,144] | | | | | | [removed: 11,714] [added: 47] | | | [added: | | | — | | | | | | 47 | | |]
[removed: |] Deferred [removed: policy acquisition costs | | | | | | 15,518 | | | | | | 10,514 | | |][added: Policy Acquisition Costs]
| Other assets, net of allowance for credit losses of $49 in [removed: 2022] [added: 2023] and $49 in [removed: 2021,] [added: 2022,] including restricted cash of [removed: $33] [added: $45] in [removed: 2022] [added: 2023] and [removed: $32] [added: $33] in [removed: 2021] [added: 2022] (portion measured at fair value: [removed: 2022] [added: 2023] - [removed: $621; 2021] [added: $754; 2022] - [removed: $957)*] [added: $621)*] | | | | | | [removed: 12,714] [added: 13,089] | | | | | | [removed: 14,351] [added: 12,384] | | |
| Separate account assets, at fair value | | | | | | [removed: 84,853] [added: 91,005] | | | | | | [removed: 109,111] [added: 84,853] | | |
| Total assets | | | [removed: $] | | | [removed: 526,634] [added: 526,634] | | | [removed: $] | | | [removed: 596,112] [added: (4,406)] | | | [added: | | | 522,228 | | |]
| Liability for unpaid losses and loss adjustment expenses, including allowance for credit losses of $14 in [removed: 2022] [added: 2023] and $14 in [removed: 2021] [added: 2022] | | | $ | | | [removed: 75,167] [added: 70,393] | | | $ | | | [removed: 79,026] [added: 75,167] | | |
| Unearned premiums | | | | | | [removed: 18,338] [added: 17,387] | | | | | | [removed: 19,313] [added: 18,338] | | |
| Future policy benefits for life and accident and health insurance contracts | | | | | | [removed: 59,223] [added: 59,223] | | | | | | [removed: 59,950] [added: (7,309)] | | | [added: | | | 51,914 | | |]
| Other policyholder funds | | | | | | [removed: 3,909] [added: 3,909] | | | | | | [removed: 3,476] [added: (446)] | | | [added: | | | 3,463 | | |]
| Fortitude Re funds withheld payable (portion measured at fair value: [removed: 2022] [added: 2023] - [removed: $(2,235); 2021] [added: $(1,226); 2022] - [removed: $5,922)] [added: $(2,235))] | | | | | | [removed: 30,383] [added: 29,484] | | | | | | [removed: 40,771] [added: 30,383] | | |
| Other liabilities (portion measured at fair value: [removed: 2022] [added: 2023] - [removed: $343; 2021] [added: $624; 2022] - [removed: $586)*] [added: $343)*] | | | | | | [removed: 26,456] [added: 25,958] | | | | | | [removed: 28,704] [added: 26,757] | | |
| Short-term and long-term debt, of which [added: $250 and] $1,500 is short-term debt in [added: 2023 and] 2022 (portion measured at fair value: [removed: 2022] [added: 2023] - [removed: $56; 2021] [added: $53; 2022] - [removed: $1,871)] [added: $56)] | | | | | | [removed: 21,299] [added: 19,796] | | | | | | [removed: 23,741] [added: 21,299] | | |
| Debt of consolidated investment entities* | | | | | | [removed: 5,880] [added: 2,591] | | | | | | [removed: 6,422] [added: 5,880] | | |
| Separate account liabilities | | | | | | [removed: 84,853] [added: 91,005] | | | | | | [removed: 109,111] [added: 84,853] | | |
| Total liabilities | | | | | | [removed: 484,399] [added: 484,399] | | | | | | [removed: 527,200] [added: (5,625)] | | | [added: | | | 478,774 | | |]
| Contingencies, commitments and guarantees (See Note [removed: 15)] [added: 17)] | | | | | | | | | | | | | | |
| Series A non-cumulative preferred stock and additional paid in capital, $5.00 par value; 100,000,000 shares authorized; shares issued: [removed: 2022] [added: 2023] - 20,000 and [removed: 2021] [added: 2022] - 20,000; liquidation preference $500 | | | | | | 485 | | | | | | 485 | | |
| Common stock, $2.50 par value; 5,000,000,000 shares authorized; shares issued: [removed: 2022] [added: 2023] - 1,906,671,492 and [removed: 2021] [added: 2022] - 1,906,671,492 | | | | | | 4,766 | | | | | | 4,766 | | |
| Treasury stock, at cost; [removed: 2022] [added: 2023] - [removed: 1,172,543,436] [added: 1,217,831,721] shares; [removed: 2021] [added: 2022] - [removed: 1,087,984,129] [added: 1,172,543,436] shares of common stock | | | | | | [removed: (56,473)] [added: (59,189)] | | | | | | [removed: (51,618)] [added: (56,473)] | | |
| Additional paid-in capital | | | | | | [removed: 80,284] [added: 80,284] | | | | | | [removed: 81,851] [added: (369)] | | | [added: | | | 79,915 | | |]
| Retained earnings | | | | | | [removed: 33,032] [added: 33,032] | | | | | | [removed: 23,785] [added: 1,861] | | | [added: | | | 34,893 | | |]
| Accumulated other comprehensive income (loss) | | | | | | [removed: (22,092)] [added: (22,092)] | | | | | | [removed: 6,687] [added: (524)] | | | [added: | | | (22,616) | | |]
| Total AIG [removed: shareholders’] [added: Shareholders'] equity | | | | | | [removed: 40,002] [added: 40,002] | | | | | | [removed: 65,956] [added: 968] | | | [added: | | | 40,970 | | |]
discount rate assumption for the liability for future policy benefits, (b) the individual retirement variable annuity policyholder behavior assumptions related to lapses, withdrawals, benefit utilization, an explicit risk margin, and capital market assumptions related to long-term equity volatilities used in determining the attributed fee at policy inception date in the valuation of MRBs, (c) the individual retirement variable annuity and fixed index annuity policyholder behavior assumptions related to lapses, withdrawals, benefit utilization, along with an explicit risk margin, as well as capital market assumptions related to long-term equity volatilities and individual retirement fixed index annuity option budget assumptions used in the valuation of MRBs, and (d) the individual retirement fixed index annuity policyholder behavior assumptions related to lapses, withdrawals, benefit utilization, along with an explicit risk margin, as well as capital market assumptions related to the option budget assumptions used in the valuation of the EDs for certain guaranteed benefit features on fixed index contracts, and (iii) the audit effort involved the use of professionals with specialized skills and knowledge.
These procedures included testing the effectiveness of controls related to management’s adoption of the LDTI standard, including controls over determining the adoption adjustments.
These procedures also included, among others, (i) evaluating management’s process for adopting the LDTI standard and for determining the adoption adjustments, (ii) testing the relevance and reliability of the external data used by management to develop the discount rate assumption for the liability for future policy benefit, (iii) testing, on a sample basis, the completeness and accuracy of the data used by management to develop and update the aforementioned policyholder behavior and capital market assumptions, and (iv) the use of professionals with specialized skill and knowledge to assist in (a) evaluating the reasonableness of the current discount rate assumption based on the consideration of the Company’s experience, industry trends, and market conditions, as applicable, and (b) evaluating the reasonableness of the aforementioned policyholder behavior and capital market assumptions used to determine the attributed fee at policy inception, the fair value of MRBs and EDs for certain guaranteed benefit features on fixed index contracts based on the consideration of the Company’s historical and actual experience, industry trends, and market conditions, as applicable, in connection with adopting the LDTI standard.
Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements.
February 14, 2024
| AIG \| 2023 Form 10-K | | | 129 | | |
| Reinsurance assets - Fortitude Re, net of allowance for credit losses and disputes of $0 in 2023 and $0 in 2022 | | | | | | 30,612 | | | | | | 30,751 | | |
| Reinsurance assets - other, net of allowance for credit losses and disputes of $236 in 2023 and $295 in 2022 | | | | | | 36,914 | | | | | | 38,971 | | |
| Deferred income taxes | | | | | | 14,445 | | | | | | 14,804 | | |
| Market risk benefit assets, at fair value | | | | | | 912 | | | | | | 796 | | |
| Assets held for sale | | | | | | 2,268 | | | | | | — | | |
| Total assets | | | $ | | | 539,306 | | | $ | | | 522,228 | | |
| Future policy benefits for life and accident and health insurance contracts | | | | | | 58,576 | | | | | | 51,914 | | |
| Policyholder contract deposits (portion measured at fair value: 2023 - $7,997; 2022 - $5,408) | | | | | | 161,979 | | | | | | 155,984 | | |
| Market risk benefit liabilities, at fair value | | | | | | 5,705 | | | | | | 4,736 | | |
| Liabilities held for sale | | | | | | 1,775 | | | | | | — | | |
| Total liabilities | | | | | | 488,005 | | | | | | 478,774 | | |
| Additional paid-in capital | | | | | | 75,810 | | | | | | 79,915 | | |
| Retained earnings | | | | | | 37,516 | | | | | | 34,893 | | |
| Accumulated other comprehensive loss | | | | | | (14,037) | | | | | | (22,616) | | |
| Total AIG shareholders’ equity | | | | | | 45,351 | | | | | | 40,970 | | |
| Non-redeemable noncontrolling interests | | | | | | 5,950 | | | | | | 2,484 | | |
| Total equity | | | | | | 51,301 | | | | | | 43,454 | | |
| Total liabilities and equity | | | $ | | | 539,306 | | | $ | | | 522,228 | | |
| 130 | | | AIG \| 2023 Form 10-K | | |
| Premiums | | | | | | | | | | | | | | | | | | $ | | | 33,254 | | | $ | | | 31,856 | | | $ | | | 31,285 | | |
| Policy fees | | | | | | | | | | | | | | | | | | | | | 2,797 | | | | | | 2,913 | | | | | | 3,005 | | |
| Total net realized gains (losses) | | | | | | | | | | | | | | | | | | | | | (4,608) | | | | | | 7,064 | | | | | | 2,271 | | |
| Total revenues | | | | | | | | | | | | | | | | | | | | | 46,802 | | | | | | 54,450 | | | | | | 52,157 | | |
| Policyholder benefits and losses incurred (including remeasurement losses of $342, $304 and $247 for the years ended December 31, 2023, 2022 and 2021, respectively) | | | | | | | | | | | | | | | | | | | | | 24,755 | | | | | | 22,176 | | | | | | 23,785 | | |
| Change in the fair value of market risk benefits, net | | | | | | | | | | | | | | | | | | | | | 2 | | | | | | (958) | | | | | | (447) | | |
| Interest credited to policyholder account balances | | | | | | | | | | | | | | | | | | | | | 4,424 | | | | | | 3,744 | | | | | | 3,570 | | |
| General operating and other expenses | | | | | | | | | | | | | | | | | | | | | 8,499 | | | | | | 9,122 | | | | | | 8,728 | | |
| Total benefits, losses and expenses | | | | | | | | | | | | | | | | | | | | | 42,944 | | | | | | 40,151 | | | | | | 38,810 | | |
| Income from continuing operations before income tax expense (benefit) | | | | | | | | | | | | | | | | | | | | | 3,858 | | | | | | 14,299 | | | | | | 13,347 | | |
| Deferred | | | | | | | | | | | | | | | | | | | | | (511) | | | | | | 2,508 | | | | | | 2,486 | | |
| Income tax expense (benefit) | | | | | | | | | | | | | | | | | | | | | (20) | | | | | | 3,025 | | | | | | 2,441 | | |
| Income from continuing operations | | | | | | | | | | | | | | | | | | | | | 3,878 | | | | | | 11,274 | | | | | | 10,906 | | |
| Net income | | | | | | | | | | | | | | | | | | | | | 3,878 | | | | | | 11,273 | | | | | | 10,906 | | |
| Net income from continuing operations attributable to noncontrolling interests | | | | | | | | | | | | | | | | | | | | | 235 | | | | | | 1,046 | | | | | | 539 | | |
February 17, 2023
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Policyholder contract deposits (portion measured at fair value: 2022 - $7,146; 2021 - $9,736) | | | | | | 158,891 | | | | | | 156,686 | | |
| Deferred | | | | | | | | | | | | | | | | | | | | | 2,489 | | | | | | 2,221 | | | | | | (1,677) | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Balance, January 1, 2020 | | | $ | | | 485 | | | $ | | | 4,766 | | | $ | | | (48,987) | | | $ | | | 81,345 | | | $ | | | 23,084 | | | $ | | | 4,982 | | | $ | | | 65,675 | | | $ | | | 1,752 | | | $ | | | 67,427 | | |
| Other | | | | | | — | | | | | | — | | | | | | (7) | | | | | | 344 | | | | | | (17) | | | | | | — | | | | | | 320 | | | | | | (8) | | | | | | 312 | | |
| Other comprehensive loss | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (5,725) | | | | | | (5,725) | | | | | | (105) | | | | | | (5,830) | | |
| Net increase due to divestitures and acquisitions | | | | | | — | | | | | | — | | | | | | — | | | | | | 470 | | | | | | — | | | | | | (1,099) | | | | | | (629) | | | | | | 2,342 | | | | | | 1,713 | | |
| Balance, December 31, 2021 | | | $ | | | 485 | | | $ | | | 4,766 | | | $ | | | (51,618) | | | $ | | | 81,851 | | | $ | | | 23,785 | | | $ | | | 6,687 | | | $ | | | 65,956 | | | $ | | | 2,956 | | | $ | | | 68,912 | | |
| Other comprehensive loss | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (30,819) | | | | | | (30,819) | | | | | | (2,583) | | | | | | (33,402) | | |
| Balance, December 31, 2022 | | | $ | | | 485 | | | $ | | | 4,766 | | | $ | | | (56,473) | | | $ | | | 80,284 | | | $ | | | 33,032 | | | $ | | | (22,092) | | | $ | | | 40,002 | | | $ | | | 2,233 | | | $ | | | 42,235 | | |
AIG companies serve commercial and individual customers through one of the most extensive worldwide property‑casualty networks of any insurer.
In addition, AIG Life and Retirement companies are leading providers of life insurance and retirement services in the United States.
AIG Common Stock, par value $2.50 per share (AIG Common Stock), is listed on the New York Stock Exchange (NYSE: AIG).
As a result of the consummation of the IPO on September 19, 2022, this exchange right of Blackstone was terminated.
Also in November 2021, Corebridge declared a dividend payable to AIG Parent in the amount of $8.3 billion.
In connection with such dividend, Corebridge issued a promissory note to AIG Parent in the amount of $8.3 billion (the Intercompany Note).
The Intercompany Note was repaid to AIG Parent prior to the IPO of Corebridge with the proceeds of (i) the issuance by Corebridge, on April 5, 2022, of senior unsecured notes in the aggregate principal amount of $6.5 billion, (ii) the issuance by Corebridge, on August 23, 2022, of $1.0 billion aggregate principal amount of 6.875% Fixed-to-Fixed Reset Rate Junior
Subordinated Notes due 2052, and (iii) a portion of the $1.5 billion borrowing under Corebridge's $1.5 billion 3-Year Delayed Draw Term Loan Agreement.
Following the IPO, AIG owns 77.7 percent of the outstanding common stock of Corebridge and continues to consolidate the assets, liabilities, and results of operations of Corebridge in AIG’s Consolidated Financial Statements.
In 2021, AIG entered into a long-term asset management relationship with Blackstone, pursuant to which Blackstone is initially managing $50 billion of Corebridge’s existing investment portfolio, with that amount increasing to an aggregate of $92.5 billion over the next five years.
Our Investment Management Agreements with BlackRock
Since April 2022, AIG and Corebridge insurance company subsidiaries have entered into separate investment management agreements with BlackRock.
Certain additional insurance company subsidiaries will also enter into such investment management agreements over the coming months.
We have since transferred the management of $162 billion of our investments in liquid fixed income and certain private placement assets, including $98 billion of the Corebridge investment portfolio, to BlackRock under such investment management agreements as of December 31, 2022.
Fortitude Holdings
On June 2, 2020, we completed the sale of a majority of the interests in Fortitude Group Holdings, LLC (Fortitude Holdings) to Carlyle FRL, L.P. (Carlyle FRL), an investment fund advised by an affiliate of The Carlyle Group Inc. (Carlyle), and T&D United Capital Co., Ltd. (T&D), a subsidiary of T&D Holdings, Inc., under the terms of a membership interest purchase agreement entered into on November 25, 2019 (the Purchase Agreement) by and among AIG, Fortitude Holdings, Carlyle FRL, Carlyle, T&D and T&D Holdings, Inc. (the Majority Interest Fortitude Sale).
AIG established Fortitude Reinsurance Company Ltd. (Fortitude Re), a wholly owned subsidiary of Fortitude Holdings, in 2018 in a series of reinsurance transactions related to AIG’s Run-Off operations.
As of closing of the Majority Interest Fortitude Sale, these reinsurance transactions are no longer considered affiliated transactions and Fortitude Re is the reinsurer of the majority of AIG’s Run-Off operations.
As these reinsurance transactions are structured as modified coinsurance and loss portfolio transfers with funds withheld, AIG continues to reflect the invested assets, which consist mostly of available for sale securities, supporting Fortitude Re’s obligations, in AIG’s financial statements.
As a result of completion of the Majority Interest Fortitude Sale, AIG retained a 3.5 percent ownership interest in Fortitude Holdings and one seat on its Board of Managers and received $2.2 billion of proceeds.
AIG recorded a total after-tax reduction to total AIG shareholders’ equity of $4.3 billion related to the sale of the majority interest in and deconsolidation of Fortitude Holdings in the second quarter of 2020.
Upon closing of the Majority Interest Fortitude Sale, AIG entered into a transition services agreement with Fortitude Holdings for the provision of transition services for a period after closing, and letter of credit agreements with certain financial institutions, which issued letters of credit in support of certain General Insurance subsidiaries that have reinsurance agreements in place with Fortitude Re in the amount of $600 million.
At December 31, 2022, the letter of credit agreements were cancelled and the transition services provided by AIG are de minimis.
- estimated gross profits to value deferred acquisition costs and unearned revenue for investment-oriented products;
Note 5. Investments
Note 6. Lending Activities
Note 7. Reinsurance
Note 9. Variable Interest Entities
An excerpt. Shown here: 40 of 1,814 rewritten, 40 of 2,053 added and 40 of 768 removed. The counts are complete. For every sentence, read Item 8. Report of Independent Registered Public Accounting Firm in the FY2023 filing and the FY2022 filing.
Item 9A. Controls and Procedures
6 rewritten, 6 added, 0 removed, 8 unchanged
In connection with the preparation of this Annual Report on Form 10-K, an evaluation was carried out by AIG management, with the participation of AIG’s Chief Executive Officer and Chief Financial Officer, of the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act), as of December 31, [removed: 2022.][added: 2023.]
Based on this evaluation, AIG’s Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of December 31, [removed: 2022.][added: 2023.]
AIG management conducted an assessment of the effectiveness of our internal control over financial reporting as of December 31, [removed: 2022] [added: 2023] based on the criteria established in the 2013 Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
AIG management has concluded that, as of December 31, [removed: 2022,] [added: 2023,] our internal control over financial reporting was effective based on the criteria articulated in the 2013 Internal Control – Integrated Framework issued by the COSO.
The effectiveness of our internal control over financial reporting as of December 31, [removed: 2022] [added: 2023] has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report, which is included in this Annual Report on Form 10-K.
There have been no [added: other] changes in our internal control over financial reporting [added: (as defined in Rule 13a-15(f))] that have occurred during the quarter ended December 31, [removed: 2022] [added: 2023] that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
During the first quarter of 2023, AIG adopted Targeted Improvements to the Accounting for Long-Duration Contracts (LDTI), which resulted in a change to our recognition and measurement of long-duration contracts.
In connection with the adoption of this standard, AIG changed processes, systems and controls related to certain of our long-duration contracts.
Many of these controls are similar to those previously maintained under the historical GAAP framework but have been updated to reflect changes necessitated by the adoption of LDTI.
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| AIG \| 2023 Form 10-K | | | 259 | | |
Item 9B. Other Information
0 rewritten, 6 added, 1 removed, 0 unchanged
Our officers and directors (as defined in Rule 16a-1 under the Exchange Act) may, with Board approval, enter into plans for the purchase or sale of AIG Common Stock that are intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act.
Other than as described below, during the three months ended December 31, 2023, none of the Company’s directors or officers adopted or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408 of Regulation S-K.
- Peter Zaffino, our Chairman & CEO, adopted a new trading plan effective December 15, 2023.
The plan’s maximum duration is until July 24, 2024, and first trades may not occur until March 15, 2024, at the earliest.
The trading plan is intended to permit Mr. Zaffino to exercise up to 333,000 stock options expiring on July 24, 2024 and immediately sell the acquired shares.
The Rule 10b5-1 trading arrangement described above was adopted and precleared in accordance with AIG’s Insider Trading Policy and actual sale transactions made pursuant to such trading arrangements will be disclosed publicly in future Section 16 filings with the SEC.
Not applicable.
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
0 rewritten, 1 added, 1 removed, 6 unchanged
| 260 | | | AIG \| 2023 Form 10-K | | |
| 256 | | | AIG \| 2022 Form 10-K | | |
Item 10. Directors, Executive Officers and Corporate Governance
1 rewritten, 63 added, 0 removed, 0 unchanged
[removed: All] [added: Other] information required by Items 10, 11, 12, 13 and 14 of this Form 10-K [added: but not included herein] is incorporated by reference from the definitive proxy statement for AIG’s [removed: 2023] [added: 2024] Annual Meeting of Shareholders, which will be filed with the SEC not later than 120 days after the close of the fiscal year pursuant to Regulation 14A.
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| Our Executive Officers | | |
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| Name | | | Current Title and Other Business Experience Since 2019 | | | | | |
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| Peter Zaffino Age: 57 SERVED AS OFFICER SINCE 2017 | | | •Chairman, President & Chief Executive Officer (since 2022) •President (since 2020) and Chief Executive Officer (since 2021) •Executive Vice President & Global Chief Operating Officer and Chief Executive Officer, General Insurance (2017-2019) •Executive Vice President & Global Chief Operating Officer (2017-2021) | | | | | |
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| Don Bailey Age: 58 SERVED AS OFFICER SINCE 2023 | | | •Executive Vice President and Chief Executive Officer, North America Insurance (since 2024) •Executive Vice President, Global Head of Distribution and Field Operations (2023) •Partner, Bristlecone Partners (2017-2023) | | | | | |
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| Thomas Bolt Age: 67 SERVED AS OFFICER SINCE 2022 | | | •Executive Vice President, Chief Risk Officer (since 2022) •Senior Vice President, Chief Underwriting Officer, General Insurance (2018-2022) | | | | | |
| | | | | | | | | |
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| Ed Dandridge Age: 59 SERVED AS OFFICER SINCE 2023 | | | •Executive Vice President and Chief Marketing & Communications Officer (since 2023) •President, ScaleWith (2023) •Senior Vice President, Chief Communications Officer, Boeing (2020-2022) •Chief Marketing and Communications Officer, General Insurance, AIG PC Global Services, Inc. (2018-2020) | | | | | |
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| Ted Devine Age: 60 SERVED AS OFFICER SINCE 2023 | | | •Executive Vice President, Chief Administrative Officer (since 2024) •Global Head of AIG 200 (2021-2023) •Chief Executive Officer, Insureon (2012-2020) | | | | | |
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| Charlie Fry Age: 51 SERVED AS OFFICER SINCE 2022 | | | •Executive Vice President, Reinsurance and Risk Capital Optimization (since 2022) •Chief Executive Officer of Acacia Holdings Ltd. (2020-2022) •Senior Vice President, Global Head of Reinsurance Strategy and Head of Global Portfolio Management for General Insurance (2017-2020) | | | | | |
| | | | | | | | | |
| Rose Marie Glazer Age: 57 SERVED AS OFFICER SINCE 2022 | | | •Executive Vice President, General Counsel and Interim Chief Human Resources & Diversity Officer (since 2023) •Executive Vice President, Chief Human Resources & Diversity Officer (2023) •Executive Vice President, Chief Human Resources Officer (2022) •Executive Vice President, Chief Human Resources Officer & Corporate Secretary (2022) •Senior Vice President, Deputy General Counsel & Corporate Secretary (2019-2021) •Vice President, Deputy General Counsel & Corporate Secretary (2017-2019) | | | | | |
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| Jon Hancock Age: 58 SERVED AS OFFICER SINCE 2024 | | | •Executive Vice President, Chief Executive Officer, International Insurance (since 2024) •Chief Executive Officer, International General Insurance (2020-2023) •Director of Performance Management, Lloyd's (2016-2020) | | | | | |
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| AIG \| 2023 Form 10-K | | | 261 | | |
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An excerpt. Shown here: all 1 rewritten, 40 of 63 added and all 0 removed. The counts are complete. For every sentence, read Item 10. Directors, Executive Officers and Corporate Governance in the FY2023 filing and the FY2022 filing.
Item 14. Principal Accountant Fees and Services
0 rewritten, 3 added, 0 removed, 4 unchanged
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| 262 | | | AIG \| 2023 Form 10-K | | |
Item 15. Exhibits and Financial Statement Schedules
54 rewritten, 23 added, 15 removed, 50 unchanged
[removed: *See] [added: See] accompanying Index to Financial [removed: Statements.*][added: Statements.]
| | | | [removed: [(1) Purchase] [added: [(4](https://www.sec.gov/Archives/edgar/data/5272/000000527223000033/q22023exhibit101.htm)[6](https://www.sec.gov/Archives/edgar/data/5272/000000527223000033/q22023exhibit101.htm)[) Letter] Agreement, dated [removed: as of July 14, 2021,] [added: June 19, 2023,] between AIG and [removed: Aztec Holdco LLC (an affiliate of Blackstone Inc.)](https://www.sec.gov/Archives/edgar/data/5272/000110465921101301/exhibit104.htm)] [added: Sabra Purtill*](https://www.sec.gov/Archives/edgar/data/5272/000000527223000033/q22023exhibit101.htm)] | | | Incorporated by [removed: reference] [added: Reference] to Exhibit [removed: 10.4] [added: 10.1] to AIG’s Quarterly Report on Form [removed: 10-Q] [added: 10-Q,] filed with the SEC on August [removed: 6, 2021] [added: 2, 2023] (File No. 1-8787). | | |
| | | | [removed: (1) [Description] [added: [(1) Description] of Registrant’s [removed: Securities](https://www.sec.gov/Archives/edgar/data/5272/000000527223000007/q42022exhibit41.htm)] [added: Securities](https://www.sec.gov/Archives/edgar/data/5272/000000527224000023/q42023exhibit41.htm)] | | | Filed herewith. | | |
| | | | (2) [removed: [AIG](https://www.sec.gov/Archives/edgar/data/5272/000104746912005310/a2209238zex-10_14.htm) [2010] [added: [AIG 2010] Stock Incentive Plan](https://www.sec.gov/Archives/edgar/data/5272/000104746912005310/a2209238zex-10_14.htm) [Non-Employee [removed: Director](https://www.sec.gov/Archives/edgar/data/5272/000104746912005310/a2209238zex-10_14.htm) [Deferred] [added: Director Deferred] Stock Units](https://www.sec.gov/Archives/edgar/data/5272/000104746912005310/a2209238zex-10_14.htm) [removed: [](https://www.sec.gov/Archives/edgar/data/5272/000104746912005310/a2209238zex-10_14.htm)[(DSU](https://www.sec.gov/Archives/edgar/data/5272/000104746912005310/a2209238zex-10_14.htm)[)](https://www.sec.gov/Archives/edgar/data/5272/000104746912005310/a2209238zex-10_14.htm)] [added: [](https://www.sec.gov/Archives/edgar/data/5272/000104746912005310/a2209238zex-10_14.htm)[(DSU)](https://www.sec.gov/Archives/edgar/data/5272/000104746912005310/a2209238zex-10_14.htm)] [Award Agreement*](https://www.sec.gov/Archives/edgar/data/5272/000104746912005310/a2209238zex-10_14.htm) | | | Incorporated by reference to Exhibit 10.14 to AIG’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2012 (File No. 1-8787). | | |
| | | | (6) [Master Transaction Agreement, dated as of April 19, 2011, by and [removed: a](https://www.sec.gov/Archives/edgar/data/5272/000104746911004647/a2203832zex-10_6.htm)[mong] [added: among] American Home Assurance Company, Chartis Casualty Company (f/k/a American International South Insurance Company), Chartis Property Casualty Company (f/k/a AIG Casualty Company), Commerce and Industry Insurance Company, Granite State Insurance Company, Illinois National Insurance Co., National Union Fire Insurance Company of Pittsburgh, Pa., New Hampshire Insurance Company, The Insurance Company of the State of Pennsylvania, Chartis Select Insurance Company (f/k/a AIG Excess Liability Insurance Company Ltd.), Chartis Specialty Insurance Company (f/k/a American International Specialty Lines Insurance Company), Landmark Insurance Company, Lexington Insurance Company, AIU Insurance Company, American International Reinsurance Company, Ltd. and American Home Assurance Company, National Union Fire Insurance Company of Pittsburgh, Pa., New Hampshire Insurance Company and Chartis Overseas Limited acting as members of the Chartis Overseas Association as respects business written or assumed by or from affiliated companies of Chartis Inc. (collectively, the Reinsureds), Eaglestone Reinsurance Company and National Indemnity Company](https://www.sec.gov/Archives/edgar/data/5272/000104746911004647/a2203832zex-10_6.htm) | | | Incorporated by reference to Exhibit 10.6 to AIG’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2011 (File No. 1-8787). | | |
| | | | [removed: (7) [AIG 2013 Long-Term] [added: (15) [Form of Long Term] Incentive [removed: Plan (as amended September 2015)*](https://www.sec.gov/Archives/edgar/data/5272/000000527216000035/exhibit10.35.htm)] [added: Stock Option Award Agreement](https://www.sec.gov/Archives/edgar/data/5272/000000527218000022/exhibit10.htm) [(as of](https://www.sec.gov/Archives/edgar/data/5272/000000527218000022/exhibit10.htm) [December](https://www.sec.gov/Archives/edgar/data/5272/000000527218000022/exhibit10.htm) [2017)](https://www.sec.gov/Archives/edgar/data/5272/000000527218000022/exhibit10.htm)[*](https://www.sec.gov/Archives/edgar/data/5272/000000527218000022/exhibit10.htm)] | | | Incorporated by reference to Exhibit [removed: 10.35] [added: 10.60] to AIG’s Annual Report on Form 10-K for the year ended December 31, [removed: 2015] [added: 2017] (File No. 1-8787). | | |
| | | | [removed: (8)] [added: (9)] [Form of [removed: 2015 Performance Share Units] [added: AIG 2013 Omnibus Incentive Plan Non-Employee Director DSU] Award [removed: Agreement*](https://www.sec.gov/Archives/edgar/data/5272/000000527215000006/Exhibit10.5.htm)] [added: Agreement*](https://www.sec.gov/Archives/edgar/data/5272/000000527217000017/Exhibit10.52.htm)] | | | Incorporated by reference to Exhibit [removed: 10.5] [added: 10.52] to AIG’s [removed: Quarterly] [added: Annual] Report on Form [removed: 10-Q] [added: 10-K] for the [removed: quarter] [added: year] ended [removed: March] [added: December] 31, [removed: 2015] [added: 2016] (File No. 1-8787). | | |
| | | | [removed: (9) [AIG Clawback Policy*](https://www.sec.gov/Archives/edgar/data/5272/000119312513129417/d509859dex103.htm)] [added: [(18) Form of the 2033 Notes (included in Exhibit 4.17)](https://www.sec.gov/Archives/edgar/data/5272/000110465923037145/tm2310575d1_ex4-1.htm)] | | | Incorporated by reference to Exhibit [removed: 10.3] [added: 4.1] to [removed: AIG’s] [added: AIG's] Current Report on Form [removed: 8-K] [added: 8-K,] filed with the SEC on March 27, [removed: 2013] [added: 2023] (File No. 1-8787). | | |
| | | | [removed: (10)] [added: (21)] [AIG [removed: Annual Short-Term Incentive] [added: 2012 Executive Severance] Plan (as amended and restated [removed: effective March 1, 2016)*](https://www.sec.gov/Archives/edgar/data/5272/000000527217000017/Exhibit10.43.htm)] [added: February 2021)*](https://www.sec.gov/Archives/edgar/data/5272/000110465921025742/tm211178d1_ex10-35.htm)] | | | Incorporated by reference to Exhibit [removed: 10.43 on] [added: 10.35 to] AIG’s Annual Report on Form [removed: 10-K for] [added: 10-K, filed with] the [removed: year ended December 31, 2016] [added: SEC on February 19, 2021] (File No. 1-8787). | | |
| | | | [removed: (11)] [added: (8)] [AIG 2013 Omnibus Incentive Plan*](https://www.sec.gov/Archives/edgar/data/5272/000119312513142134/d497538ddef14a.htm) | | | Incorporated by reference to Appendix B in AIG’s Definitive Proxy Statement on Schedule 14A, dated April 4, 2013 (File No. 1-8787). | | |
| | | | [removed: (12)] [added: (26)] [Form of AIG [removed: 2013] [added: 2021] Omnibus Incentive Plan Non-Employee Director DSU Award [removed: Agreement*](https://www.sec.gov/Archives/edgar/data/5272/000000527217000017/Exhibit10.52.htm)] [added: Agreement*](https://www.sec.gov/Archives/edgar/data/5272/000110465922024701/tm224140d1_ex10-41.htm)] | | | Incorporated by reference to Exhibit [removed: 10.52] [added: 10.41] to [removed: AIG’s] [added: AIG's] Annual Report on Form [removed: 10-K for] [added: 10-K, filed with] the [removed: year ended December 31, 2016] [added: SEC on February 17, 2022] (File No. 1-8787). | | |
| | | | [removed: (13)] [added: (10)] [Aggregate Excess of Loss Reinsurance Agreement, dated January 20, 2017, by and between AIG Assurance Company, AIG Property Casualty Company, AIG Specialty Insurance Company, AIU Insurance Company, American Home Assurance Company, Commerce and Industry Insurance Company, Granite State Insurance Company, Illinois National Insurance Co., Lexington Insurance Company, National Union Fire Insurance Company of Pittsburgh, Pa., New Hampshire Insurance Company and The Insurance Company Of The State Of Pennsylvania and National Indemnity Company (portions of this exhibit have been redacted pursuant to a request for confidential treatment)](https://www.sec.gov/Archives/edgar/data/5272/000119312517043498/d290381dex101.htm) | | | Incorporated by reference to Exhibit 10.1 to AIG's Current Report on Form 8-K filed with the SEC on February 14, 2017 (File No. 1-8787). | | |
| | | | [removed: (14)] [added: (11)] [Trust Agreement, dated January 20, 2017, by and among National Union Fire Insurance Company of Pittsburgh, Pa., National Indemnity Company, and Wells Fargo Bank, National Association (portions of this exhibit have been redacted pursuant to a request for confidential treatment)](https://www.sec.gov/Archives/edgar/data/5272/000119312517043498/d290381dex102.htm) | | | Incorporated by reference to Exhibit 10.2 to AIG's Current Report on Form 8-K filed with the SEC on February 14, 2017 (File No. 1-8787). | | |
| | | | [removed: (15)] [added: (12)] [Parental Guarantee Agreement, dated January 20, 2017, by Berkshire Hathaway Inc. in favor of National Union Fire Insurance Company of Pittsburgh, Pa.](https://www.sec.gov/Archives/edgar/data/5272/000119312517043498/d290381dex103.htm) | | | Incorporated by reference to Exhibit 10.3 to AIG's Current Report on Form 8-K filed with the SEC on February 14, 2017 (File No. 1-8787). | | |
| | | | [removed: (16)] [added: (19)] [Form of AIG Long Term Incentive Award Agreement (as of [removed: March 2017)*](https://www.sec.gov/Archives/edgar/data/5272/000119312517087564/d303501dex102.htm)] [added: January 2020)*](https://www.sec.gov/Archives/edgar/data/5272/000110465920023889/exhibit1049.htm)] | | | Incorporated by reference to Exhibit [removed: 10.2] [added: 10.49] to AIG’s [removed: Current] [added: Annual] Report on Form [removed: 8-K] [added: 10-K,] filed with the SEC on [removed: March 17, 2017] [added: February 21, 2020] (File No. 1-8787). | | |
| | | | [removed: (17)] [added: (13)] [Form of Stock Option Award Agreement, between American International Group, Inc. and Brian Duperreault*](https://www.sec.gov/Archives/edgar/data/5272/000119312517169615/d357394dex102.htm) | | | Incorporated by reference to Exhibit 10.2 to AIG’s Current Report on Form 8-K filed with the SEC on May 15, 2017 (File No. 1-8787). | | |
| | | | [removed: (18)] [added: (14)] [Form of Stock Option Award Agreement, between American International Group, Inc. and Peter Zaffino*](https://www.sec.gov/Archives/edgar/data/5272/000119312517222443/d406419dex102.htm) | | | Incorporated by reference to Exhibit 10.2 to AIG’s Current Report on Form 8-K filed with the SEC on July 6, 2017 (File No. 1-8787). | | |
| | | | [removed: (19) [Form of] [added: (25) [AIG] Long Term Incentive [removed: Stock Option] [added: Plan Form of] Award [removed: Agreement*](https://www.sec.gov/Archives/edgar/data/5272/000000527218000022/exhibit10.htm)] [added: Agreement (September 2021)*](https://www.sec.gov/Archives/edgar/data/5272/000110465921134956/exhibit104.htm)] | | | Incorporated by reference to Exhibit [removed: 10.60] [added: 10.4] to AIG’s [removed: Annual] [added: Quarterly] Report on Form [removed: 10-K for] [added: 10-Q, filed with] the [removed: year ended December 31, 2017] [added: SEC on November 5, 2021] (File No. 1-8787). | | |
| | | | [removed: (20)] [added: (24)] [AIG Long Term Incentive Plan [removed: (as amended March 2018)*](https://www.sec.gov/Archives/edgar/data/5272/000000527218000031/exhibit10.htm)] [added: Form of Award Agreement (April 2021)*](https://www.sec.gov/Archives/edgar/data/5272/000110465921062977/exhibit10-7.htm)] | | | Incorporated by reference to Exhibit [removed: 10.2] [added: 10.7] to AIG’s Quarterly Report on Form [removed: 10-Q for] [added: 10-Q, filed with] the [removed: quarter ended March 31, 2018] [added: SEC on May 7, 2021] (File No. 1-8787). | | |
| | | | [removed: (21)] [added: (16)] [Description of Non-Management Director Compensation*](https://www.sec.gov/Archives/edgar/data/5272/000110465922039463/tm222679-1_def14a.htm#tCOD) | | | Incorporated by reference to “Compensation of Directors” in AIG’s Definitive Proxy Statement on Schedule 14A, dated March 29, [removed: 2022] [added: 2023] (File No. 1-8787). | | |
| | | | [removed: (22)] [added: (17)] [Letter Agreement, dated May 10, 2018, between AIG and Mark Lyons*](https://www.sec.gov/Archives/edgar/data/5272/000114420418064677/tv509021_ex10-1.htm) | | | Incorporated by reference to Exhibit 10.1 to AIG’s Current Report on Form 8-K/A, Amendment No. 1, filed with the SEC on December 14, 2018 (File No. 1-8787). | | |
| | | | [removed: (23)] [added: (18)] [Non-Solicitation and Non-Disclosure Agreement, dated May 13, 2018, between AIG and Mark Lyons*](https://www.sec.gov/Archives/edgar/data/5272/000114420418064677/tv509021_ex10-2.htm) | | | Incorporated by reference to Exhibit 10.2 to AIG’s Current Report on Form 8-K/A, Amendment No. 1, filed with the SEC on December 14, 2018 (File No. 1-8787). | | |
| | | | [removed: (24)] [added: (30)] [Form of [removed: AIG Long Term] [added: Long-Term] Incentive Award Agreement (as of [removed: April 2019)*](https://www.sec.gov/Archives/edgar/data/5272/000000527219000031/exhibit10.htm)] [added: March 2022)*](https://www.sec.gov/Archives/edgar/data/0000005272/000110465922056167/tmb-20220419xex10d4.htm)] | | | Incorporated by [removed: reference] [added: Reference] to Exhibit [removed: 10.1] [added: 10.4] to AIG’s Quarterly Report on Form 10-Q, filed with the SEC on May [removed: 7, 2019 (File No. 1-8787).] [added: 5, 2022.] | | |
| | | | [removed: (25) [Form] [added: [(](https://www.sec.gov/Archives/edgar/data/5272/000000527223000045/q32023exhibit102.htm)[48](https://www.sec.gov/Archives/edgar/data/5272/000000527223000045/q32023exhibit102.htm)[) Form] of AIG [removed: Long Term] [added: 2021 Omnibus] Incentive [added: Plan Non-Employee Director Deferred Stock Units] Award [removed: Agreement (as of January 2020)*](https://www.sec.gov/Archives/edgar/data/5272/000110465920023889/exhibit1049.htm)] [added: Agreement*](https://www.sec.gov/Archives/edgar/data/5272/000000527223000045/q32023exhibit102.htm)] | | | Incorporated by [removed: reference] [added: Reference] to Exhibit [removed: 10.49] [added: 10.2] to AIG’s [removed: Annual] [added: Quarterly] Report on Form [removed: 10-K,] [added: 10-Q,] filed with the SEC on [removed: February 21, 2020] [added: November 2, 2023] (File No. 1-8787). | | |
| | | | [removed: (26)] [added: (20)] [Amended and Restated Combination Coinsurance and Modified Coinsurance Agreement by and between American General Life Insurance Company and Fortitude Reinsurance Company, Ltd., effective as of June 1, 2020 (portions of this exhibit have been redacted pursuant to a request for confidential treatment)](https://www.sec.gov/Archives/edgar/data/5272/000110465920090177/exhibit101.htm) | | | Incorporated by reference to Exhibit 10.1 to AIG’s Quarterly Report on Form 10-Q, filed with the SEC on August 4, 2020 (File No. 1-8787). | | |
| | | | [removed: (27)] [added: (22)] [AIG [removed: 2012 Executive Severance] [added: Non-Qualified Retirement Income] Plan (as amended and restated February [removed: 2021)*](https://www.sec.gov/Archives/edgar/data/5272/000110465921025742/tm211178d1_ex10-35.htm)] [added: 2021)*](https://www.sec.gov/Archives/edgar/data/5272/000110465921025742/tm211178d1_ex10-37.htm)] | | | Incorporated by reference to Exhibit [removed: 10.35] [added: 10.37] to AIG’s Annual Report on Form 10-K, filed with the SEC on February 19, 2021 (File No. 1-8787). | | |
| | | | (28) [removed: [AIG Long Term Incentive Plan (as amended] [added: [Letter Agreement, dated December 7, 2021, between AIG] and [removed: restated February 2021)*](https://www.sec.gov/Archives/edgar/data/5272/000110465921025742/tm211178d1_ex10-36.htm)] [added: Shane Fitzsimons*](https://www.sec.gov/Archives/edgar/data/5272/000110465921148166/tm2134997d1_ex10-1.htm)] | | | Incorporated by reference to Exhibit [removed: 10.36] [added: 10.1] to AIG’s [removed: Annual] [added: Current] Report on Form [removed: 10-K,] [added: 8-K/A, Amendment No. 1,] filed with the SEC on [removed: February 19,] [added: December 9,] 2021 (File No. 1-8787). | | |
| | | | [removed: (29) [AIG Non-Qualified Retirement Income Plan (as amended] [added: [(4](https://www.sec.gov/Archives/edgar/data/5272/000000527223000045/q32023exhibit101.htm)[7](https://www.sec.gov/Archives/edgar/data/5272/000000527223000045/q32023exhibit101.htm)[) Transition Agreement, dated September 1, 2023, between AIG] and [removed: restated February 2021)*](https://www.sec.gov/Archives/edgar/data/5272/000110465921025742/tm211178d1_ex10-37.htm)] [added: Lucy Fato*](https://www.sec.gov/Archives/edgar/data/5272/000000527223000045/q32023exhibit101.htm)] | | | Incorporated by [removed: reference] [added: Reference] to Exhibit [removed: 10.37] [added: 10.1] to AIG’s [removed: Annual] [added: Quarterly] Report on Form [removed: 10-K,] [added: 10-Q,] filed with the SEC on [removed: February 19, 2021] [added: November 2, 2023] (File No. 1-8787). | | |
| | | | [removed: (30)] [added: (23)] [American International Group, Inc. 2021 Omnibus Incentive Plan](https://www.sec.gov/Archives/edgar/data/5272/000110465921044034/tm218784d3_def14a.htm#a047) | | | Incorporated by reference to Appendix B to AIG’s Definitive Proxy Statement filed with the Commission on March 30, 2021 (File No. 001-08787). | | |
| | | | [removed: (31) [AIG Long Term Incentive Plan (as amended] [added: (38) [Trademark License Agreement, dated as of September 14, 2022, by] and [removed: restated April 2021)*](https://www.sec.gov/Archives/edgar/data/5272/000110465921062977/exhibit10-6.htm)] [added: between American International Group, Inc. and Corebridge Financial, Inc.](https://www.sec.gov/Archives/edgar/data/0000005272/000000527222000027/q32022exhibit106.htm)] | | | Incorporated by [removed: reference] [added: Reference] to Exhibit 10.6 to AIG’s Quarterly Report on Form 10-Q, filed with the SEC on [removed: May 7, 2021] [added: November 2, 2022] (File No. 1-8787). | | |
| | | | [removed: (32) [AIG Long Term Incentive Plan Form] [added: (39) [Intellectual Property Assignment Agreement, dated as] of [removed: Award Agreement (April 2021)*](https://www.sec.gov/Archives/edgar/data/5272/000110465921062977/exhibit10-7.htm)] [added: September 14, 2022, by and between American International Group, Inc. and Corebridge Financial, Inc.](https://www.sec.gov/Archives/edgar/data/0000005272/000000527222000027/q32022exhibit107.htm)] | | | Incorporated by [removed: reference] [added: Reference] to Exhibit 10.7 to AIG’s Quarterly Report on Form 10-Q, filed with the SEC on [removed: May 7, 2021] [added: November 2, 2022] (File No. 1-8787). | | |
| | | | [removed: (33) [AIG Long Term Incentive Plan (as amended and restated] [added: (35) [Separation Agreement, dated as of] September [removed: 2021)*](https://www.sec.gov/Archives/edgar/data/5272/000110465921134956/exhibit103.htm)] [added: 14, 2022, by and between American International Group, Inc. and Corebridge Financial, Inc](https://www.sec.gov/Archives/edgar/data/0000005272/000000527222000027/tm2228843d1_ex10-3.htm).] | | | Incorporated by [removed: reference] [added: Reference] to Exhibit 10.3 to AIG’s Quarterly Report on Form 10-Q, filed with the SEC on November [removed: 5, 2021] [added: 2, 2022] (File No. 1-8787). | | |
| | | | [removed: (34) [AIG Long Term Incentive Plan Form] [added: (36) [Registration Rights Agreement, dated as] of [removed: Award Agreement (September 2021)*](https://www.sec.gov/Archives/edgar/data/5272/000110465921134956/exhibit104.htm)] [added: September 14, 2022, by and between American International Group, Inc. and Corebridge Financial, Inc.](https://www.sec.gov/Archives/edgar/data/0000005272/000000527222000027/tm2228843d1_ex10-4.htm)] | | | Incorporated by [removed: reference] [added: Reference] to Exhibit 10.4 to AIG’s Quarterly Report on Form 10-Q, filed with the SEC on November [removed: 5, 2021] [added: 2, 2022] (File No. 1-8787). | | |
| | | | [removed: (35) [Form of AIG 2021 Omnibus Incentive Plan Non-Employee Director DSU] [added: [(4](https://www.sec.gov/Archives/edgar/data/5272/000000527223000007/q42022exhibit1056.htm)[4](https://www.sec.gov/Archives/edgar/data/5272/000000527223000007/q42022exhibit1056.htm)[) RSU] Award [removed: Agreement*](https://www.sec.gov/Archives/edgar/data/5272/000110465922024701/tm224140d1_ex10-41.htm)] [added: Agreement, between American International Group, Inc. and Peter Zaffino*](https://www.sec.gov/Archives/edgar/data/5272/000000527223000007/q42022exhibit1056.htm)] | | | Incorporated by reference to Exhibit [removed: 10.41 to AIG's] [added: 10.56 on AIG’s] Annual Report on Form [removed: 10-K,] [added: 10-K for the year ended December 31, 2022,] filed with the SEC on February 17, [removed: 2022] [added: 2023] (File No. 1-8787). | | |
| | | | [removed: (36)] [added: (27)] [Credit Agreement, dated as of November 19, 2021, among AIG, the subsidiary borrowers party thereto, the lenders party thereto, Bank of America, N.A., as Administrative Agent, and each Several L/C Agent party thereto](https://www.sec.gov/Archives/edgar/data/5272/000110465921142510/tm2133560d1_ex10-1.htm) | | | Incorporated by reference to Exhibit 10.1 to AIG’s Current Report on Form 8-K filed with the SEC on November 22, 2021 (File No. 1-8787). | | |
| | | | [removed: (37) [Letter Agreement,] [added: (45) [Settlement Agreement and Release,] dated [removed: December 7, 2021,] [added: January 29, 2023, by and] between [removed: AIG] [added: American International Group, Inc.] and [removed: Shane Fitzsimons*](https://www.sec.gov/Archives/edgar/data/5272/000110465921148166/tm2134997d1_ex10-1.htm)] [added: Mark Lyons*](https://www.sec.gov/Archives/edgar/data/5272/000095010323001387/dp187861_ex9901.htm)] | | | Incorporated by [removed: reference] [added: Reference] to Exhibit [removed: 10.1] [added: 99.1] to AIG’s Current Report on Form [removed: 8-K/A, Amendment No. 1,] [added: 8-K,] filed with the SEC on [removed: December 9, 2021] [added: January 30, 2023] (File No. 1-8787). | | |
| | | | [removed: (38) [18-Month] [added: (29) [3-Year] Delayed Draw Term Agreement, dated as of February 25, 2022, among SAFG Retirement Services, Inc., as borrower, the lenders party thereto and the administrative agent party [removed: thereto](https://www.sec.gov/Archives/edgar/data/0000005272/000110465922056167/tmb-20220419xex10d1.htm)] [added: thereto](https://www.sec.gov/Archives/edgar/data/0000005272/000110465922056167/tmb-20220419xex10d2.htm)] | | | Incorporated by Reference to Exhibit [removed: 10.1] [added: 10.2] to AIG’s Quarterly Report on Form 10-Q, filed with the SEC on May 5, 2022. | | |
| | | | [removed: (39) [3-Year Delayed Draw Term Agreement,] [added: (34) [Amendment Letter,] dated as of [removed: February 25,] [added: August 24,] 2022, [added: to the 3-Year Delayed Draw Term Loan Agreement] among [removed: SAFG Retirement Services,] [added: Corebridge Financial,] Inc., [removed: as borrower,] the lenders party [removed: thereto] [added: thereto,] and [removed: the] [added: JPMorgan Chase Bank, N.A., as] administrative [removed: agent party thereto](https://www.sec.gov/Archives/edgar/data/0000005272/000110465922056167/tmb-20220419xex10d2.htm)] [added: agent](https://www.sec.gov/Archives/edgar/data/0000005272/000000527222000027/q32022exhibit101.htm)] | | | Incorporated by Reference to Exhibit [removed: 10.2] [added: 10.1] to AIG’s Quarterly Report on Form 10-Q, filed with the SEC on [removed: May 5, 2022.] [added: November 2, 2022 (File No. 1-8787).] | | |
| | | | [removed: (42)] [added: (31)] [Revolving Credit Agreement, dated as of May 12, 2022 among Corebridge Financial, Inc., the subsidiary borrowers thereto, the lenders party thereto, and JPMorgan Chase Bank, N.A., as administrative agent, and the several L/C agent party thereto](https://www.sec.gov/Archives/edgar/data/5272/000110465922060256/tm2215339d2_ex10-1.htm) | | | Incorporated by reference Exhibit 10.1 to AIG’s Current Report on Form 8-K, filed with the SEC on May 13, 2022 (File No. 1-8787). | | |
| | | | [removed: (43)] [added: (32)] [Amendment Letter, dated as of May 12, 2022, to the Credit Agreement among AIG, the subsidiary borrowers party thereto, the lenders party thereto, and Bank of America, N.A., as administrative agent, and each several L/C agent party thereto](https://www.sec.gov/Archives/edgar/data/0000005272/000000527222000021/tm2216386d2_ex10-2.htm) | | | Incorporated by Reference to Exhibit 10.2 to AIG’s Quarterly Report on Form 10-Q, filed with the SEC on August [removed: 8,] [added: 9,] 2022 (File No. 1-8787). | | |
| | | | [(3) Form of depositary receipt representing the Depository Shares (included in Exhibit A to Exhibit 4.2)](https://www.sec.gov/Archives/edgar/data/5272/000114420419013931/tv516065_ex4-2.htm) | | | Incorporated by reference to Exhibit 4.2 to AIG’s Current Report on Form 8-K filed with the SEC on March 14, 2019 (File No. 1-8787). | | |
| AIG \| 2023 Form 10-K | | | 263 | | |
| | | | [(19) Seventh Supplemental Indenture, dated September 15, 2023, between Corebridge Financial, Inc. and The Bank of New York Mellon, as Trustee, relating to the 2033 Notes (2033 Corebridge Notes)](https://www.sec.gov/Archives/edgar/data/5272/000000527224000023/q42023exhibit419.htm) | | | Filed herewith. | | |
| | | | [(20) Form of the 2033 Corebridge Notes (included in Exhibit 4.19)](https://www.sec.gov/Archives/edgar/data/5272/000000527224000023/q42023exhibit419.htm) | | | Filed herewith. | | |
| | | | [(21) Eighth Supplemental Indenture, dated December 8, 2023, between Corebridge Financial, Inc. and The Bank of New York Mellon, as Trustee, relating to the 2034 Notes (2034 Notes)](https://www.sec.gov/Archives/edgar/data/5272/000000527224000023/q42023exhibit421.htm) | | | Filed herewith. | | |
| | | | [(22) Form of the 2034 Notes (included in Exhibit 4.21)](https://www.sec.gov/Archives/edgar/data/5272/000000527224000023/q42023exhibit421.htm) | | | Filed herewith. | | |
| | | | [(2](https://www.sec.gov/Archives/edgar/data/5272/000110465922093747/tm2224313d1_ex4-2.htm)[4](https://www.sec.gov/Archives/edgar/data/5272/000110465922093747/tm2224313d1_ex4-2.htm)[) First Supplemental Indenture, dated August 23, 2022, between Corebridge Financial, Inc. and The Bank of New York Mellon, as Trustee, relating to the Hybrid Notes](https://www.sec.gov/Archives/edgar/data/5272/000110465922093747/tm2224313d1_ex4-2.htm) [](https://www.sec.gov/Archives/edgar/data/5272/000110465922093747/tm2224313d1_ex4-2.htm)[(Hybrid Notes)](https://www.sec.gov/Archives/edgar/data/5272/000110465922093747/tm2224313d1_ex4-2.htm) | | | Incorporated by reference to Exhibit 4.2 to AIG’s Current Report on Form 8-K, filed with the SEC on August 23, 2022. | | |
| | | | [(25) Form of Hybrid Notes (included in Exhibit 4.24)](https://www.sec.gov/Archives/edgar/data/5272/000110465922093747/tm2224313d1_ex4-2.htm) | | | Incorporated by reference to Exhibit 4.2 to AIG’s Current Report on Form 8-K, filed with the SEC on August 23, 2022. | | |
| | | | (7) [AIG Clawback Policy](https://www.sec.gov/Archives/edgar/data/5272/000000527224000023/q42023exhibit107.htm) [(as amended and restated](https://www.sec.gov/Archives/edgar/data/5272/000000527224000023/q42023exhibit107.htm) [effective](https://www.sec.gov/Archives/edgar/data/5272/000000527224000023/q42023exhibit107.htm) [December](https://www.sec.gov/Archives/edgar/data/5272/000000527224000023/q42023exhibit107.htm) [1,](https://www.sec.gov/Archives/edgar/data/5272/000000527224000023/q42023exhibit107.htm) [2023)](https://www.sec.gov/Archives/edgar/data/5272/000000527224000023/q42023exhibit107.htm)[*](https://www.sec.gov/Archives/edgar/data/5272/000000527224000023/q42023exhibit107.htm) | | | Filed herewith. | | |
| 264 | | | AIG \| 2023 Form 10-K | | |
| | | | | | | | | |
| | | | | | | | | |
| AIG \| 2023 Form 10-K | | | 265 | | |
| | | | | | | | | |
| | | | | | | | | |
| | | | [(49) Financial Restatement Compensation Recoupment Policy (effective as of September 11, 2023)](https://www.sec.gov/Archives/edgar/data/5272/000000527224000023/q42023exhibit1049.htm) | | | Filed herewith. | | |
| | | | [(50) AIG Long Term Incentive Plan (as amended and restated effective February 1, 2024)*](https://www.sec.gov/Archives/edgar/data/5272/000000527224000023/q42023exhibit1050.htm) | | | Filed herewith. | | |
| | | | (51) [AIG Annual Short-Term Incentive Plan (as amended and restated effective](https://www.sec.gov/Archives/edgar/data/5272/000000527224000023/q42023exhibit1051.htm) [February 1, 2024](https://www.sec.gov/Archives/edgar/data/5272/000000527224000023/q42023exhibit1051.htm)[)*](https://www.sec.gov/Archives/edgar/data/5272/000000527224000023/q42023exhibit1051.htm) | | | Filed herewith. | | |
| 266 | | | AIG \| 2023 Form 10-K | | |
| | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Exhibit Number | | | Description | | | Location | | |
| | | | | | | | | |
| AIG \| 2022 Form 10-K | | | 257 | | |
| 2 | | | Plan of acquisition, reorganization, arrangement, liquidation or succession | | | | | |
| | | | (3) Form of depositary receipt representing the Depository Shares (included in Exhibit A to Exhibit 4.2) | | | | | |
| 258 | | | AIG \| 2022 Form 10-K | | |
| AIG \| 2022 Form 10-K | | | 259 | | |
| | | | (40) [AIG Long-Term Incentive Plan (as amended and restated March 2022)*](https://www.sec.gov/Archives/edgar/data/0000005272/000110465922056167/tmb-20220419xex10d3.htm) | | | Incorporated by Reference to Exhibit 10.3 to AIG’s Quarterly Report on Form 10-Q, filed with the SEC on May 5, 2022. | | |
| | | | (41) [Form of Long-Term Incentive Award Agreement (as of March 2022)*](https://www.sec.gov/Archives/edgar/data/0000005272/000110465922056167/tmb-20220419xex10d4.htm) | | | Incorporated by Reference to Exhibit 10.4 to AIG’s Quarterly Report on Form 10-Q, filed with the SEC on May 5, 2022. | | |
| 260 | | | AIG \| 2022 Form 10-K | | |
| | | | (51) [Intellectual Property Assignment Agreement, dated as of September 14, 2022, by and between American International Group, Inc. and Corebridge Financial, Inc.](https://www.sec.gov/Archives/edgar/data/0000005272/000000527222000027/q32022exhibit107.htm) | | | Incorporated by Reference to Exhibit 10.7 to AIG’s Quarterly Report on Form 10-Q, filed with the SEC on November 2, 2022 (File No. 1-8787). | | |
| | | | (52) [Grantback License Agreement, dated as of September 14, 2022, by and between American International Group, Inc. and Corebridge Financial, Inc.](https://www.sec.gov/Archives/edgar/data/0000005272/000000527222000027/q32022exhibit108.htm) | | | Incorporated by Reference to Exhibit 10.8 to AIG’s Quarterly Report on Form 10-Q, filed with the SEC on November 2, 2022 (File No. 1-8787). | | |
| | | | (53) [Employee Matters Agreement, dated as of September 14, 2022, by and between American International Group, Inc. and Corebridge Financial, Inc.](https://www.sec.gov/Archives/edgar/data/0000005272/000000527222000027/q32022exhibit109.htm) | | | Incorporated by Reference to Exhibit 10.9 to AIG’s Quarterly Report on Form 10-Q, filed with the SEC on November 2, 2022 (File No. 1-8787). | | |
| | | | (54) [Tax Matters Agreement, dated as of September 14, 2022, by and between American International Group, Inc. and Corebridge Financial, Inc.](https://www.sec.gov/Archives/edgar/data/0000005272/000000527222000027/tm2228843d1_ex10-10.htm) | | | Incorporated by Reference to Exhibit 10.10 to AIG’s Quarterly Report on Form 10-Q, filed with the SEC on November 2, 2022 (File No. 1-8787). | | |
| | | | (55) [Employment Agreement, dated as of November 10, 2022, by and between American International Group, Inc. and Peter Zaffino*](https://www.sec.gov/Archives/edgar/data/5272/000000527223000007/q42022exhibit1055.htm) | | | Filed herewith. | | |
| | | | (56) [RSU Award Agreement, between American International Group, Inc. and Peter Zaffino*](https://www.sec.gov/Archives/edgar/data/5272/000000527223000007/q42022exhibit1056.htm) | | | Filed herewith. | | |
| 32 | | | [Section 1350 Certifications](https://www.sec.gov/Archives/edgar/data/5272/000000527223000007/q42022exhibit32.htm) | | | Filed herewith. | | |
An excerpt. Shown here: 40 of 54 rewritten, all 23 added and all 15 removed. The counts are complete. For every sentence, read Item 15. Exhibits and Financial Statement Schedules in the FY2023 filing and the FY2022 filing.
Item 16. Form 10-K Summary
126 rewritten, 56 added, 53 removed, 156 unchanged
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this Annual Report on Form 10-K to be signed on its behalf by the undersigned, thereunto duly authorized, on the [removed: 17th] [added: 14th] of February, [removed: 2023.][added: 2024.]
[removed: KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Peter Zaffino and Sabra] Purtill, and each of them severally, his or her true and lawful attorney-in-fact, with full power of substitution and resubstitution, to sign in his or her name, place and stead, in any and all capacities, to do any and all things and execute any and all instruments that such attorney may deem necessary or advisable under the Securities Exchange Act of 1934, as amended, and any rules, regulations and requirements of the U.S. Securities and Exchange Commission in connection with this Annual Report on Form 10-K and any and all amendments hereto, as fully for all intents and purposes as he or she might or could do in person, and hereby ratifies and confirms all said attorneys-in-fact and agents, each acting alone, and his or her substitute or substitutes, may lawfully do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this Annual Report on Form 10-K has been signed below by the following persons on behalf of the Registrant and in the capacities indicated on the [removed: 17th] [added: 14th] of February, [removed: 2023.][added: 2024.]
| /S/ SABRA [added: R.] PURTILL | | | | | | Executive Vice President and [removed: Interim] Chief Financial Officer (Principal Financial Officer) | | |
| (Sabra [added: R.] Purtill) | | | | | | | | |
| At December 31, [removed: 2022] [added: 2023] | | | | | | | | | | | | | | | | | | Amount at which shown in the Balance sheet | | |
| U.S. government and government sponsored entities | | | $ | | | [removed: 7,094] [added: 5,885] | | | $ | | | [removed: 6,619] [added: 5,616] | | | $ | | | [removed: 6,619] [added: 5,616] | | |
| Obligations of states, municipalities and political subdivisions | | | | | | [removed: 13,306] [added: 11,479] | | | | | | [removed: 12,210] [added: 10,754] | | | | | | [removed: 12,210] [added: 10,754] | | |
| Non-U.S. governments | | | | | | [removed: 15,199] [added: 13,705] | | | | | | [removed: 13,551] [added: 12,490] | | | | | | [removed: 13,551] [added: 12,490] | | |
| All other corporate debt securities | | | | | | [removed: 139,538] [added: 134,244] | | | | | | [removed: 121,041] [added: 121,252] | | | | | | [removed: 121,041] [added: 121,252] | | |
| Mortgage-backed, asset-backed and collateralized | | | | | | [removed: 62,246] [added: 69,624] | | | | | | [removed: 58,030] [added: 66,774] | | | | | | [removed: 58,030] [added: 66,774] | | |
| Banks, trust and insurance companies | | | | | | [removed: 155] [added: 441] | | | | | | [removed: 155] [added: 441] | | | | | | [removed: 155] [added: 441] | | |
| Industrial, miscellaneous and all other | | | | | | [removed: 172] [added: 77] | | | | | | [removed: 172] [added: 77] | | | | | | [removed: 172] [added: 77] | | |
| Total common stock | | | | | | [removed: 328] [added: 519] | | | | | | [removed: 328] [added: 519] | | | | | | [removed: 328] [added: 519] | | |
| Preferred stock | | | | | | [removed: 32] [added: 57] | | | | | | [removed: 32] [added: 57] | | | | | | [removed: 32] [added: 57] | | |
| Mutual funds | | | | | | [removed: 215] [added: 152] | | | | | | [removed: 215] [added: 152] | | | | | | [removed: 215] [added: 152] | | |
| Total equity securities and mutual funds | | | | | | [removed: 575] [added: 728] | | | | | | [removed: 575] [added: 728] | | | | | | [removed: 575] [added: 728] | | |
| Mortgage and other loans receivable, net of allowance | | | | | | [removed: 49,605] [added: 51,553] | | | | | | [removed: 46,007] [added: 48,536] | | | | | | [removed: 49,605] [added: 51,553] | | |
| Other invested assets | | | | | | [removed: 16,739] [added: 17,070] | | | | | | [removed: 15,953] [added: 16,217] | | | | | | [removed: 15,953] [added: 16,217] | | |
| Short-term investments, at cost (approximates fair value) | | | | | | [removed: 12,376] [added: 17,200] | | | | | | [removed: 12,376] [added: 17,200] | | | | | | [removed: 12,376] [added: 17,200] | | |
| Derivative assets(b) | | | | | | [removed: 514] [added: 511] | | | | | | [removed: 514] [added: 511] | | | | | | [removed: 514] [added: 511] | | |
| *(in millions)* | | | | | | [removed: 2022] [added: 2023] | | | | | | [added: 2022 | | | | | |] 2021 | | |
| Short-term investments | | | $ | | | [removed: 3,389] [added: 7,782] | | | $ | | | [removed: 4,332] [added: 3,389] | | |
| Other investments | | | | | | [removed: 1,930] [added: 758] | | | | | | [removed: 6,671] [added: 1,930] | | |
| Total investments | | | | | | [removed: 5,319] [added: 8,540] | | | | | | [removed: 11,003] [added: 5,319] | | |
| Cash | | | | | | [removed: 5] [added: 10] | | | | | | [removed: 3] [added: 5] | | |
| Loans to subsidiaries(a) | | | | | | [removed: 84] [added: —] | | | | | | [removed: 45,415] [added: 84] | | |
| Due from affiliates - net(a) | | | | | | [removed: 1,224] [added: 1,371] | | | | | | [removed: 1,941] [added: 1,224] | | |
| Intercompany tax receivable(a) | | | | | | [removed: 329] [added: 751] | | | | | | [removed: 426] [added: 329] | | |
| Deferred income taxes | | | | | | [removed: 4,992] [added: 4,566] | | | | | | [removed: 5,845] [added: 4,992] | | |
| Investment in consolidated subsidiaries(a) | | | | | | [removed: 43,855] [added: 42,655] | | | | | | [removed: 29,713] [added: 44,823] | | |
| Other assets | | | | | | [removed: 250] [added: 909] | | | | | | [removed: 406] [added: 250] | | |
| Due to affiliates(a) | | | $ | | | [removed: 1,195] [added: 703] | | | $ | | | [removed: 2,992] [added: 1,195] | | |
| Intercompany tax payable(a) | | | | | | [removed: 1,633] [added: 767] | | | | | | [removed: 2,193] [added: 1,633] | | |
| Notes and bonds payable | | | | | | [removed: 10,323] [added: 9,098] | | | | | | [removed: 19,633] [added: 10,323] | | |
| Junior subordinated debt | | | | | | [removed: 991] [added: 992] | | | | | | [removed: 1,164] [added: 991] | | |
| Loans from subsidiaries(a) | | | | | | [removed: 521] [added: 443] | | | | | | [removed: 739] [added: 521] | | |
| Other liabilities | | | | | | [removed: 1,375] [added: 1,430] | | | | | | [removed: 2,057] [added: 1,375] | | |
| Total liabilities | | | | | | [removed: 16,056] [added: 13,451] | | | | | | [removed: 28,796] [added: 16,056] | | |
| Treasury stock | | | | | | [removed: (56,473)] [added: (59,189)] | | | | | | [removed: (51,618)] [added: (56,473)] | | |
KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Peter Zaffino and Sabra R.
| /S/ JAMES DUNNE III | | | | | | Director | | |
| (James Dunne III) | | | | | | | | |
| /S/ DIANA M. MURPHY | | | | | | Director | | |
| (Diana M. Murphy) | | | | | | | | |
| /S/ VANESSA A. WITTMAN | | | | | | Director | | |
| (Vanessa A. Wittman) | | | | | | | | |
| Public utilities | | | | | | 23,336 | | | | | | 20,088 | | | | | | 20,088 | | |
| Total fixed maturity securities | | | | | | 258,273 | | | | | | 236,974 | | | | | | 236,974 | | |
| Total investments | | | $ | | | 345,335 | | | $ | | | 320,166 | | | $ | | | 323,183 | | |
| *(in millions)* | | | | | | 2023 | | | | | | 2022 | | |
| Total assets | | | $ | | | 58,802 | | | $ | | | 57,026 | | |
| Retained earnings | | | | | | 37,516 | | | | | | 34,893 | | |
| 270 | | | AIG \| 2023 Form 10-K | | |
| Net income (loss) | | | | | | 3,643 | | | | | | 10,209 | | | | | | 10,367 | | |
| Net income (loss) | | | $ | | | 3,643 | | | $ | | | 10,227 | | | $ | | | 10,367 | | |
| AIG \| 2023 Form 10-K | | | 271 | | |
| *(in millions)* | | | | | | 2023 | | | | | | 2022 | | | | | | 2021 | | |
| *(in millions)* | | | | | | 2023 | | | | | | 2022 | | | | | | 2021 | | |
| | | | | | | | | | | | | | | | | | | | | |
| 272 | | | AIG \| 2023 Form 10-K | | |
| AIG \| 2023 Form 10-K | | | 273 | | |
| 2023 | | | | | | | | | | | | | | | | | | | | | | | | | | |
| General Insurance | | | $ | | | 2,075 | | | $ | | | 66,805 | | | $ | | | 17,374 | | | $ | | | — | | |
| Life and Retirement | | | | | | 10,010 | | | | | | 57,108 | | | | | | 11 | | | | | | 1,194 | | |
| | | | $ | | | 12,085 | | | $ | | | 128,969 | | | $ | | | 17,387 | | | $ | | | 1,006 | | |
| | | | $ | | | 12,857 | | | $ | | | 127,081 | | | $ | | | 18,338 | | | $ | | | 1,456 | | |
| 2023 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| General Insurance | | | $ | | | 25,091 | | | $ | | | 3,022 | | | $ | | | 14,775 | | | $ | | | 3,623 | | | $ | | | 4,344 | | | $ | | | 26,719 | | |
| Life and Retirement | | | | | | 10,898 | | | | | | 9,786 | | | | | | 14,202 | | | | | | 1,061 | | | | | | 2,409 | | | | | | — | | |
| Other Operations(a) | | | | | | 62 | | | | | | 1,784 | | | | | | 202 | | | | | | 124 | | | | | | 1,746 | | | | | | 487 | | |
| | | | $ | | | 36,051 | | | $ | | | 14,592 | | | $ | | | 29,179 | | | $ | | | 4,808 | | | $ | | | 8,499 | | | $ | | | 27,206 | | |
| Life and Retirement | | | | | | 8,419 | | | | | | 8,347 | | | | | | 10,801 | | | | | | 1,021 | | | | | | 2,431 | | | | | | — | | |
| | | | $ | | | 34,769 | | | $ | | | 11,767 | | | $ | | | 25,920 | | | $ | | | 4,557 | | | $ | | | 9,122 | | | $ | | | 26,760 | | |
| Life and Retirement | | | | | | 9,060 | | | | | | 9,521 | | | | | | 11,359 | | | | | | 958 | | | | | | 2,573 | | | | | | — | | |
| | | | $ | | | 34,290 | | | $ | | | 14,612 | | | $ | | | 27,355 | | | $ | | | 4,524 | | | $ | | | 8,728 | | | $ | | | 26,417 | | |
| 274 | | | AIG \| 2023 Form 10-K | | |
| 2023 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Long-duration insurance in-force | | | $ | | | 1,308,474 | | | $ | | | 363,471 | | | $ | | | 173 | | | $ | | | 945,176 | | | — | | | % | | |
| General Insurance companies | | | $ | | | 30,781 | | | $ | | | 12,268 | | | $ | | | 7,050 | | | $ | | | 25,563 | | | 27.6 | | | % | | |
| AIG \| 2022 Form 10-K | | | 261 | | |
| S/ WILLIAM G. JURGENSEN | | | | | | Director | | |
| (William G. Jurgensen) | | | | | | | | |
| /S/ DOUGLAS M. STEENLAND | | | | | | Director | | |
| (Douglas M. Steenland) | | | | | | | | |
| /S/ THERESE M. VAUGHAN | | | | | | Director | | |
| (Therese M. Vaughan) | | | | | | | | |
| 262 | | | AIG \| 2022 Form 10-K | | |
| Public utilities | | | | | | 23,095 | | | | | | 19,190 | | | | | | 19,190 | | |
| Total fixed maturity securities | | | | | | 260,478 | | | | | | 230,641 | | | | | | 230,641 | | |
| Total investments | | | $ | | | 340,287 | | | $ | | | 306,066 | | | $ | | | 309,664 | | |
| AIG \| 2022 Form 10-K | | | 263 | | |
| Total assets | | | $ | | | 56,058 | | | $ | | | 94,752 | | |
| Retained earnings | | | | | | 33,032 | | | | | | 23,785 | | |
| 264 | | | AIG \| 2022 Form 10-K | | |
| Net income (loss) | | | | | | 10,258 | | | | | | 9,388 | | | | | | (5,942) | | |
| Net income (loss) | | | $ | | | 10,276 | | | $ | | | 9,388 | | | $ | | | (5,944) | | |
| AIG \| 2022 Form 10-K | | | 265 | | |
| Sales of divested businesses | | | | | | — | | | | | | — | | | | | | 2,225 | | |
| 266 | | | AIG \| 2022 Form 10-K | | |
| | | | $ | | | 15,518 | | | $ | | | 134,390 | | | $ | | | 18,338 | | | $ | | | 1,456 | | |
| General Insurance | | | $ | | | 2,428 | | | $ | | | 75,500 | | | $ | | | 19,209 | | | $ | | | — | | |
| Life and Retirement | | | | | | 8,086 | | | | | | 57,749 | | | | | | 68 | | | | | | 1,460 | | |
| | | | $ | | | 10,514 | | | $ | | | 138,976 | | | $ | | | 19,313 | | | $ | | | 1,549 | | |
| Life and Retirement | | | | | | 8,480 | | | | | | 8,347 | | | | | | 11,340 | | | | | | 1,130 | | | | | | 2,504 | | | | | | — | | |
| | | | $ | | | 34,829 | | | $ | | | 11,767 | | | $ | | | 26,480 | | | $ | | | 4,970 | | | $ | | | 9,195 | | | $ | | | 26,760 | | |
| Life and Retirement | | | | | | 9,080 | | | | | | 9,521 | | | | | | 11,944 | | | | | | 973 | | | | | | 2,636 | | | | | | — | | |
| | | | $ | | | 34,310 | | | $ | | | 14,612 | | | $ | | | 27,945 | | | $ | | | 4,573 | | | $ | | | 8,790 | | | $ | | | 26,417 | | |
| 2020 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| General Insurance | | | $ | | | 23,662 | | | $ | | | 2,925 | | | $ | | | 16,803 | | | $ | | | 3,538 | | | $ | | | 4,345 | | | $ | | | 22,959 | | |
| Life and Retirement | | | | | | 7,498 | | | | | | 8,881 | | | | | | 10,435 | | | | | | 632 | | | | | | 2,522 | | | | | | — | | |
| Other Operations(a) | | | | | | 280 | | | | | | 1,825 | | | | | | 1,190 | | | | | | 41 | | | | | | 1,529 | | | | | | 497 | | |
| | | | $ | | | 31,440 | | | $ | | | 13,631 | | | $ | | | 28,428 | | | $ | | | 4,211 | | | $ | | | 8,396 | | | $ | | | 23,456 | | |
| Total | | | $ | | | 36,791 | | | $ | | | 13,389 | | | $ | | | 8,455 | | | $ | | | 31,857 | | | 26.5 | | | % | | |
| Life and Retirement companies | | | | | | 4,596 | | | | | | 1,220 | | | | | | 2,265 | | | | | | 5,641 | | | 40.2 | | | | | |
| Total | | | $ | | | 34,875 | | | $ | | | 12,521 | | | $ | | | 8,905 | | | $ | | | 31,259 | | | 28.5 | | | % | | |
| 2020 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Long-duration insurance in-force | | | $ | | | 1,243,389 | | | $ | | | 349,453 | | | $ | | | 225 | | | $ | | | 894,161 | | | — | | | % | | |
| General Insurance companies | | | $ | | | 28,596 | | | $ | | | 10,435 | | | $ | | | 5,984 | | | $ | | | 24,145 | | | 24.8 | | | % | | |
| Life and Retirement companies | | | | | | 4,381 | | | | | | 1,061 | | | | | | 1,058 | | | | | | 4,378 | | | 24.2 | | | | | |
An excerpt. Shown here: 40 of 126 rewritten, 40 of 56 added and 40 of 53 removed. The counts are complete. For every sentence, read Item 16. Form 10-K Summary in the FY2023 filing and the FY2022 filing.