American International Group 10-K 2025-12-31

Filed 2026-02-12. 24 sections, 1175K characters. Original on sec.gov · Markdown · JSON

What changed since the 2024-12-31 10-KNew, removed and reworded risk factor headings, then every item sentence by sentence.

Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 10-K

☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2025

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number 1-8787

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American International Group, Inc.

(Exact name of registrant as specified in its charter)

Delaware13-2592361
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
1271 Avenue of the Americas, New York, New York10020
(Address of principal executive offices)(Zip Code)

Registrant’s telephone number, including area code: (212) 770-7000

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Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading SymbolName of each exchange on which registered
Common Stock, Par Value $2.50 Per ShareAIGNew York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act: None

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Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☑ No ☐

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐ No ☑

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☑ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☑ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☑Accelerated filer ☐
Non-accelerated filer ☐Smaller reporting company ☐
Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☑

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

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

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ☑

As of June 30, 2025, the aggregate market value of the registrant's voting and nonvoting common equity held by nonaffiliates was approximately $47,910 million.

As of February 6, 2026, 536,559,663 shares of the registrant's Common Stock, $2.50 par value per share, were outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the registrant’s definitive proxy statement for the 2026 Annual Meeting of Shareholders are incorporated by reference into Part III of this annual report.

AMERICAN INTERNATIONAL GROUP, INC.

ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED DECEMBER 31, 2025

TABLE OF CONTENTS

FORM 10-K

Item NumberDescriptionPage
Part I
ITEM 1Business2
•Available Information about AIG2
•Operating Structure3
•How We Generate Revenues and Profitability4
•Human Capital Management4
•Regulation5
ITEM 1ARisk Factors11
ITEM 1BUnresolved Staff Comments29
ITEM 1CCybersecurity30
ITEM 2Properties31
ITEM 3Legal Proceedings31
ITEM 4Mine Safety Disclosures31
Part II
ITEM 5Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities32
ITEM 6[Reserved]33
ITEM 7Management’s Discussion and Analysis of Financial Condition and Results of Operations34
•Cautionary Note on Forward-Looking Statements34
•Executive Summary37
•Critical Accounting Estimates38
•Consolidated Results of Operations43
•Business Segment Operations44
•Use of Non-GAAP Measures49
•Investments54
•Insurance Reserves60
•Liquidity and Capital Resources63
•Enterprise Risk Management69
•Glossary76
•Acronyms78
ITEM 7AQuantitative and Qualitative Disclosures About Market Risk78
ITEM 8Financial Statements and Supplementary Data79
Reference to Financial Statements and Schedules79
ITEM 9Changes in and Disagreements with Accountants on Accounting and Financial Disclosure169
ITEM 9AControls and Procedures169
ITEM 9BOther Information169
ITEM 9CDisclosure Regarding Foreign Jurisdictions that Prevent Inspections169
Part III
ITEM 10Directors, Executive Officers and Corporate Governance170
ITEM 11Executive Compensation171
ITEM 12Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters171
ITEM 13Certain Relationships and Related Transactions, and Director Independence171
ITEM 14Principal Accountant Fees and Services171
Part IV
ITEM 15Exhibits and Financial Statement Schedules172
ITEM 16Form 10-K Summary174
Signatures175
AIG | 2025 Form 10-K1
Part I

ITEM 1 | Business

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American International Group, Inc. (NYSE: AIG) is a leading global insurance organization. AIG provides insurance solutions that help businesses and individuals in over 200 countries and jurisdictions protect their assets and manage risks through AIG operations, licenses and authorizations as well as network partners.

World-Class Underwriting and Claims Expertise executed through franchises that are among the leaders in their geographies and segments, providing differentiated service.Global Reach and Breadth of Loyal Customers including millions of clients in over 200 countries and jurisdictions, ranging from individuals to small and medium-sized businesses to multi-national Fortune 500 companies.Broad and Long-Standing Distribution Relationships with brokers, agents, advisors, marketplaces and other distributors strengthened through AIG’s dedication to quality.
Global Workforce of more than 22,000 colleagues committed to taking ownership, setting the standard, winning together, being allies and doing what's right.Balance Sheet Strength and Financial Flexibility with approximately $41 billion in shareholders’ equity and AIG Parent liquidity sources of $9.3 billion as of December 31, 2025.

In this Annual Report, unless otherwise mentioned or unless the context indicates otherwise, we use the terms “AIG,” the “Company,” “we,” “us” and “our” to refer to American International Group, Inc., a Delaware corporation, and its consolidated subsidiaries. We use the term “AIG Parent” to refer solely to American International Group, Inc., and not to any of its consolidated subsidiaries.

Available Information about AIG

Our corporate website is www.aig.com. We make available free of charge, through our corporate website, the reports that we file or furnish with the 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), and 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). Additionally, all of our reports filed with the SEC are available on the SEC's website at sec.gov.

Except for the documents specifically incorporated by reference into this Annual Report on Form 10-K, information contained on our website or that can be accessed through our website is not incorporated by reference into this Annual Report on Form 10-K.

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Operating Structure

We report the results of our businesses through three segments and Other Operations. The three segments are North America Commercial, International Commercial and Global Personal. Other Operations predominantly consists of Net investment income from our AIG Parent liquidity portfolio, Corebridge Financial, Inc. (Corebridge) dividend income, corporate General operating expenses, and Interest expense. Our General Insurance business (General Insurance) consists of our three segments and the Net investment income related to our insurance operations.

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, Ltd.; AIG Asia Pacific Insurance Pte. Ltd.; AIG Europe S.A.; American International Group UK Limited; Talbot Underwriting Ltd. (Talbot); Western World Insurance Company and Glatfelter Insurance Group (Glatfelter).

COMMERCIAL LINES PRODUCTS

Property & Short Tail: Products include commercial and industrial property, including business interruption, as well as package insurance products and services that cover exposures to man-made and natural disasters.

Casualty: Products include general liability, environmental, commercial automobile liability, workers’ compensation, excess casualty and crisis management insurance products. Casualty also includes risk-sharing and other customized structured programs for large corporate and multinational customers.

Financial Lines: Products include professional liability insurance for a range of businesses and risks, including directors and officers, mergers and acquisitions, fidelity, employment practices, fiduciary liability, cyber risk, kidnap and ransom, and errors and omissions insurance.

Global Specialty: Products include marine, energy-related property insurance products, aviation, political risk, trade credit and trade finance.

PERSONAL INSURANCE PRODUCTS

Global Accident & Health: Products include group personal accident and business travel products for employees, associations and other organizations, and voluntary and sponsor-paid personal accident and supplemental health products for individuals.

Personal Lines: Products include personal auto and homeowners in selected markets, comprehensive extended warranty, device protection insurance, home warranty and related services, and insurance for high net-worth individuals offered through Private Client Select (PCS) in the U.S. that covers auto, homeowners, umbrella, yacht, fine art and collections.

COMPETITION

General Insurance operates in a highly competitive industry against global, national and local insurers and reinsurers and underwriting syndicates in specific market areas and product types. Insurance companies compete through a combination of risk acceptance criteria, product pricing, service levels and terms and conditions. General Insurance seeks to differentiate itself in the markets where we participate by providing leading expertise and insight to clients, distribution partners and other stakeholders, delivering underwriting excellence and value-driven insurance solutions and providing high quality, tailored end-to-end support to stakeholders. In doing so, we leverage our world-class global franchise, multinational capabilities, balance sheet strength and financial flexibility.

For additional information on our segments, see Note 3 to the Consolidated Financial Statements.

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How We Generate Revenues and Profitability

We earn revenues primarily from insurance premiums and income from investments.

Our expenses consist of losses and loss adjustment expenses incurred, commissions and other costs of selling and servicing our products, interest expense and general operating expenses.

Our profitability is dependent on our ability to properly price and manage risk on insurance products, including establishing loss reserves, to manage our portfolio of investments effectively and to control costs through expense discipline.

For additional information on loss reserves and prior year loss development, see Part II, Item 7. MD&A – Critical Accounting Estimates – Loss Reserves, Part II, Item 7. MD&A – Insurance Reserves – Liability for Unpaid Losses and Loss Adjustment Expenses (Loss Reserves), and Note 13 to the Consolidated Financial Statements.

For additional information on investment strategies, see Part II, Item 7. MD&A – Investments – Investment Strategies.

Human Capital Management

Our talented and dedicated colleagues are our greatest asset and support our culture of underwriting expertise and excellence. To this end, we place significant focus on human capital management; namely retaining, developing and attracting high caliber talent.

The Compensation and Management Resources Committee of our Board of Directors (CMRC) is responsible for overseeing human capital management practices and programs, including retention, talent development and compensation and benefits. Management periodically reports to the CMRC on our various human capital management initiatives and metrics, including succession planning for key roles.

At December 31, 2025, we had approximately 22,100 employees based in approximately 45 countries, of which 27 percent are located in North America, 47 percent are in the Asia Pacific region and the remaining 26 percent are in the European, Middle East and Africa (EMEA region) and Latin America.

We believe that we foster a constructive and healthy work environment for our employees. The key programs and initiatives that are designed to attract, develop and retain our workforce include:

Competitive Compensation and Benefits. We seek to align compensation with individual and Company performance and provide the appropriate market-competitive incentives to attract, retain and motivate employees to achieve outstanding results.

Management and the CMRC engage the services of third-party compensation consultants to help monitor the competitiveness of our incentive programs. We provide a performance-driven compensation structure that consists of base salary and, for eligible employees, short- and long-term incentives. We also offer comprehensive benefits to support the health, wellness, work-life balance and retirement preparedness/savings needs of our employees, including, for eligible employees, subsidized health care plans, life and disability insurance, wellness and mental health benefits, a legal assistance plan, paid time off, 16 hours of paid volunteer time off, 2:1 matching grants for eligible charitable donations, parental and bonding leave and both matching and Company 401(k) contributions for eligible employees.

Health and Wellness. The health, safety and wellness of our employees is a priority. We offer numerous benefits and wellness programs focused on the physical, social and financial wellness of our employees. Nearly every country in which we operate has an Employee Assistance Program (EAP), which provides employees with confidential counselling, mental health resources and information to help employees and their dependents through times of stress and anxiety. In many countries where local market and regulations permit, our EAP and other programs also offer work-life balance assistance, eldercare advice, bereavement support, and legal and financial guidance.

We also maintain the AIG Compassionate Colleagues Fund (the Fund), which enables the Company and its employees to provide direct relief to help eligible colleagues overcome unforeseen financial hardships and disasters. Since its inception in 2021, the Fund has provided more than 3,600 grants to employees in 19 countries.

Talent Development. Equipping our people with the skills and capabilities to be successful and contribute to AIG is another priority. We do this by giving our employees access to meaningful tools, learning opportunities and resources to assist in their professional development no matter where they are in their career paths.

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We offer extensive online learning programs through a global learning management system. Through these programs, employees can increase their insurance and business knowledge, build critical job skills and earn continuing education credits. We also offer a series of live, interactive learning opportunities that focus on providing employees with a strong foundation of core skills including communication, collaboration, coaching, change agility and problem solving. In addition, we offer tuition and certification training reimbursement to encourage employees to enhance their education and skills.

Additionally, we focus on building managerial capability for people managers through a series of interactive learning experiences focused on skills needed to lead teams effectively and achieve business priorities. To assess leadership skills and capabilities, we use distinct leadership assessment tools, including 360 degree feedback, which develops self-awareness and builds personalized leadership development goals.

We place significant importance on promoting internal talent and succession planning. We use a globally consistent streamlined process to help identify a pipeline of talent for positions at all levels of the organization and the actions needed to support their development. In 2025, 38 percent of all our open positions were filled with internal talent.

Culture of Inclusion and Integrity. 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 where all perspectives are welcome. Our business is built on the fundamental Value of “Do What’s Right” and we strive to uphold the highest standards of integrity.

Regulation

GENERAL

Our insurance subsidiaries are subject to extensive regulation and supervision in the jurisdictions in which our insurance businesses are located or operate. Insurance regulatory authorities in those jurisdictions are the primary regulators for those businesses; however, our operations are subject to regulation by many different types of regulatory authorities, including insurance, securities and derivatives regulators in the United States (U.S.) and abroad.

Insurance regulators, other regulatory authorities, law enforcement agencies, and other governmental authorities from time to time make inquiries and conduct examinations or investigations regarding our compliance, as well as compliance by other companies in our industry, with applicable laws. In addition, regulation, legislation and administrative policies that are not limited in application solely to the insurance market may significantly affect the insurance industry and certain of our operations, including regulation, legislation and administrative policies related to privacy, cybersecurity, government sanctions, anti-discrimination, financial services, securities, taxation and climate change. See Item 1A. Risk Factors – Regulation – "Our businesses are heavily regulated and changes in laws and regulations may affect our operations, increase our insurance subsidiary capital requirements or reduce our profitability".

We expect that the U.S. and international laws and regulations applicable to us and our regulated entities will continue to evolve for the foreseeable future. See Item 1A. Risk Factors – Regulation – "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".

FINANCIAL, MARKET CONDUCT & CORPORATE GOVERNANCE OVERSIGHT

The method of insurance regulation of our insurance subsidiaries varies, but generally has its source in statutes that delegate regulatory and supervisory powers to a state insurance official (in the United States) or another governmental agency (outside the United States). The regulation and supervision relate primarily to the financial condition of the insurers, corporate conduct and market conduct activities. In general, such regulation is for the protection of policyholders rather than the creditors or equity owners of these companies. Financial, market conduct and corporate conduct oversight varies by jurisdiction, but can include activities such as:

(a)approval of policy language and rates;

(b)advertising practices;

(c)establishing minimum capital and liquidity requirements;

(d)licensing of insurers and their agents;

(e)requiring registration and periodic reporting by insurance companies that are licensed in the jurisdiction;

(f)evaluating and, in some cases, requiring regulatory approval of, certain transactions between insurance company subsidiaries and their affiliates;

(g)imposing restrictions and limitations on the amount of, or requiring approval for, dividends or other distributions payable by an insurance company;

(h)enforcing rules related to outsourcing of material functions;

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ITEM 1 | Business

(i)requiring deposits of cash or securities for the benefit of policyholders;

(j)establishing requirements for acceptability of reinsurers and credit for reinsurance;

(k)establishing requirements for insurance reserves; and

(l)enterprise risk management (including technology risk management) and corporate governance requirements.

Our insurance subsidiaries are generally subject to laws and regulations that prescribe the type, quality and concentration of investments they can make and permissible investment practices, including with respect to derivatives, securities lending and repurchase transactions. In non-U.S. jurisdictions, our insurance subsidiaries may also be subject to laws requiring certain amounts and types of local investment.

Insurance laws in many jurisdictions also provide that no person, corporation or other entity may acquire "control" (as defined in such laws) of an insurance company, or a controlling interest in (or prescribed percentage of capital of) any direct or indirect parent company of an insurance company, without the prior approval of, or notice to, such insurance company’s domiciliary insurance regulator.

As a holding company with no significant business operations of its own, AIG Parent depends on dividends from our subsidiaries to meet our obligations. U.S. state insurance laws typically provide that dividends in excess of certain prescribed limits are considered to be extraordinary dividends and require prior approval or non-disapproval from the applicable insurance regulator. Outside the U.S., insurers, subject to certain exceptions, are permitted to pay dividends subject to maintaining prescribed capital and solvency requirements and ensuring that dividends are made out of profits/retained earnings.

Further, as part of their regulatory oversight processes, insurance regulators conduct periodic examinations of our insurance subsidiaries. Such examinations can cover a broad scope of the insurance subsidiary’s operations, including the financial strength of the insurance subsidiary; sales, marketing and claims handling practices; risk management; capital and liquidity management; and information technology operations (including emerging technology risks).

Insurance and securities regulators and other law enforcement agencies and attorneys general also, from time to time, make inquiries, issue data calls and conduct examinations or investigations regarding compliance with insurance and other laws or for informational purposes that can be company-specific or part of a broader industry-wide effort.

Noncompliance with such applicable laws, regulations or guidance could have a material adverse effect on our business or results of operations.

REGULATORY REGIMES

United States

States

In the U.S., the insurance industry is largely regulated by individual states’ and territories’ insurance regulators. The National Association of Insurance Commissioners (NAIC), a standard-setting and regulatory support organization created and governed by the chief insurance regulators from the 50 states, the District of Columbia and five U.S. territories, assists state insurance regulators in establishing standards and best practices, conducting peer reviews and coordinating regulatory oversight. The NAIC itself is not a regulator, and the model laws and regulations it promulgates only become effective in a state once formally adopted by such state and are subject to revision by each state. Examples of NAIC models adopted in substantial part by all states include:

  • The Risk-Based Capital (RBC) for Insurers Model Act, which incorporates an RBC formula calculated in accordance with instructions updated annually by the NAIC that is designed to measure the adequacy of an insurer’s total adjusted capital, as calculated pursuant to the RBC formula, in relation to certain risks inherent in its business, and authorizes certain regulatory actions regarding insurers whose RBC levels fall below specific thresholds. The RBC levels of each of our U.S. domiciled insurance companies exceeded each of these specific thresholds as of December 31, 2025. In addition to RBC requirements, U.S. state insurance laws prescribe certain minimum capital and surplus requirements for insurance companies domiciled or licensed in each state. If any of our insurance entities fell below prescribed levels of statutory capital and surplus, it would be our intention to provide appropriate capital or other types of support to that entity. For additional information regarding our liquidity sources, see Part II, Item 7. MD&A – Liquidity and Capital Resources – Liquidity and Capital Resources of AIG Parent and Subsidiaries – Insurance Companies.
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  • The Insurance Holding Company System Regulatory Act and the Insurance Holding Company System Model Regulation (together, the Holding Company Models) include: provisions authorizing insurance commissioners to act as global group-wide supervisors for internationally active insurance groups and participate in supervisory colleges; standards for transactions between a domestic insurance company and its affiliates and regulatory approval requirements for certain of such transactions; requirements for obtaining regulatory approval for acquiring control of a domestic insurance company; and the requirement that the ultimate controlling person of a U.S. insurer file an annual enterprise risk report with its lead state regulator identifying risks likely to have a material adverse effect upon the financial condition or liquidity of its licensed insurers or the insurance holding company system as a whole, among other requirements. The New York State Department of Financial Services (NYDFS) is AIG’s lead U.S.-state regulator, and leads AIG’s Supervisory College meetings, which consist of AIG’s key global regulators.

  • In December 2020, the NAIC amended the Holding Company Models to incorporate a Group Capital Calculation (GCC) requirement, which requires the ultimate controlling person of every U.S. insurer to submit GCC reports to the insurance group’s lead state insurance regulator on an annual basis unless an exemption applies. These GCC provisions were incorporated in New York State laws in August 2023, making AIG formally subject to the GCC beginning in 2024. The GCC is intended to serve as an analytical tool for evaluating a firm’s capital position at the group level and is not intended as a prescribed group capital requirement.

  • The Risk Management and Own Risk and Solvency Assessment Model Act, which requires that insurers maintain a risk management framework, conduct an internal own risk and solvency assessment of the insurer’s material risks in normal and stressed environments, and submit annual Own Risk and Solvency Assessment (ORSA) summary reports to the insurance group’s lead U.S.-state regulator.

  • The Corporate Governance Annual Disclosure Model Act (CGAD), which requires insurers to submit an annual filing regarding their corporate governance structure, policies and practices.

The NAIC also provides standardized insurance industry accounting and reporting guidance through the NAIC Accounting Manual, which establishes statutory accounting principles applicable to insurance companies. Statutory accounting principles promulgated by the NAIC may be modified by individual state laws, regulations and permitted practices granted by our domiciliary insurance regulators.

The NAIC is currently engaged in a multi-pronged effort to determine whether additional standards, safeguards or disclosures are required in connection with certain investments by U.S. insurance companies, including related party investments, private credit and other complex assets.

U.S. states have state insurance guaranty associations in which insurers admitted in the state are required by law to be members. Member insurers may be assessed by the associations for certain obligations of insolvent insurance companies to policyholders and claimants. The aggregate assessments levied against us have not been material to our financial condition in any of the past three years.

Federal

At the U.S. federal level, AIG is impacted by the activities of policymakers and by the laws and regulations enforced by various federal agencies.

The Dodd-Frank Wall Street Reform and Consumer Protection Act (Dodd-Frank), signed into law in 2010, brought about extensive changes to financial regulation in the United States and established the Federal Insurance Office (FIO) to serve as the central insurance authority in the federal government. While not serving a regulatory function, FIO performs certain duties related to the business of insurance and has authority to collect information on the insurance industry and recommend prudential standards. In addition, FIO monitors market access issues, represents the United States in international insurance forums and has authority to determine if certain regulations are preempted by "covered agreements" with non-U.S. authorities (which, as discussed below, generally effect mutual recognition of the equivalency of the relevant jurisdictions’ insurance and reinsurance prudential measures). FIO’s approval is required to subject a financial company whose largest U.S. subsidiary is an insurer to the special orderly liquidation process outside the federal bankruptcy code, administered by the FDIC pursuant to Dodd-Frank. U.S. insurance subsidiaries of any such financial company, however, would remain subject to rehabilitation and liquidation proceedings under state insurance laws.

FIO also assists the Secretary of the Treasury in administering the U.S. Terrorism Risk Insurance Act (TRIA), enacted in 2002 to support insurance coverage for certain terrorist acts in the U.S. The program was continued under the Terrorism Risk Insurance Program Reauthorization Act of 2019 (TRIPRA) through December 31, 2027 and is intended to provide reinsurance coverage from the federal government in limited circumstances for certified acts of terrorism that exceed a certain threshold of industry losses.

Title I of Dodd-Frank established the Financial Stability Oversight Council (Council), which is authorized to determine that certain nonbank financial companies be designated as nonbank systemically important financial institutions (SIFIs) subject to supervision by the Board of Governors of the Federal Reserve System and enhanced prudential standards. Designation by the Council of any nonbank SIFI is subject to certain statutory and regulatory standards and to the Council’s guidance. The Council may also

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recommend that state insurance regulators or other regulators apply new or heightened standards and safeguards for activities or practices that insurers or other nonbank financial services companies engage in.

Title V of Dodd-Frank authorizes the United States to enter into covered agreements with foreign governments or regulatory entities regarding the business of insurance and reinsurance. On September 22, 2017, the U.S. and the European Union (EU) entered into such an agreement, and on December 18, 2018, the U.S. signed a covered agreement with the United Kingdom (UK), which is similar to the agreement with the EU. Under the agreements, AIG is subject to consolidated group supervision by its relevant U.S. insurance supervisors only, and generally does not have to satisfy EU Solvency II capital, reporting and governance requirements at the consolidated group level. The covered agreements also required various U.S. reinsurance collateral reforms, which were adopted by all U.S. states.

Title VII of Dodd-Frank provides for significantly increased regulation of, and restrictions on, derivatives markets and transactions that have affected various activities of insurance and other financial services companies, including (i) regulatory reporting for swaps, including security-based swaps, (ii) mandated clearing through central counterparties and execution through regulated swap execution facilities for certain swaps (other than security-based swaps) and (iii) margin and collateral requirements.

International

In the UK, the Prudential Regulation Authority (PRA) is the lead prudential supervisor for our UK insurance operations and the Financial Conduct Authority has oversight of AIG’s insurance operations for consumer protection and competition matters. The Society of Lloyd’s also provides regulatory oversight of AIG’s Lloyd’s Managing Agent, Talbot Underwriting Limited.

In the EU, various Directives and Regulations affect our international insurance operations. The Luxembourg insurance regulator, the Commissariat aux Assurances, is the insurance regulator for AIG Europe SA, which serves our European Economic Area (EEA) and Swiss policyholders. In addition, financial companies that operate in the EU are subject to a range of regulations enforced by the national regulators in each member state in which that firm operates. Solvency II governs the insurance industry’s solvency framework for the EU, including minimum capital and solvency requirements, governance requirements, risk management and public reporting standards applicable to AIG’s subsidiaries operating in the EU.

AIG’s operating insurance subsidiaries in Bermuda are regulated by the Bermuda Monetary Authority (BMA). Bermuda’s Insurance Act 1978, the applicable Codes of Conduct and related regulations impose solvency and liquidity standards and auditing and reporting requirements on Bermuda insurance companies and grant the BMA powers to supervise, investigate and intervene in the affairs of insurance companies. A variety of requirements and restrictions are imposed on our Bermuda operating insurance subsidiaries including: periodic financial reporting; corporate governance framework; solvency and financial performance; compliance with minimum enhanced capital requirements; minimum solvency margins and liquidity ratios; and limitations on dividends and distributions.

The Monetary Authority of Singapore (MAS) supervises AIG’s insurance subsidiary in Singapore. It has broad authority under the Insurance Act 1966 to regulate insurance business in Singapore as well as insurers, insurance intermediaries and related institutions. Our Singapore insurance operations are subject to minimum capital and solvency requirements as well as financial reporting, corporate governance and conduct of business requirements. The MAS has authority to conduct inspections and investigations on insurers and to administer sanctions for regulatory non-compliance. Our Singapore insurance subsidiary holds insurance entities in the Asia Pacific region.

The Japan Financial Services Agency (JFSA) regulates AIG’s operating insurance subsidiaries and insurance holding company in Japan. The JFSA has extensive authority under the Insurance Business Act and related regulations to oversee licensing, sales practices, business conduct, investments, reserves and solvency, amongst other matters. Our Japanese insurance operations are required to maintain a minimum solvency margin ratio (SMR), which is a measure of capital adequacy. The failure to maintain an appropriate SMR, or comply with other similar indicators of financial health, could result in the JFSA imposing corrective actions on our operations.

FSB and IAIS

The Financial Stability Board (FSB) consists of representatives of national financial authorities of the G20 countries. The FSB is not a regulator but is focused primarily on promoting international financial stability. The FSB has issued a series of frameworks and recommendations to address such issues as systemic financial risk, financial group supervision, capital and solvency standards, effective recovery and resolution regimes, corporate governance including compensation, and a number of related issues associated with responses to the 2008 financial crisis.

The International Association of Insurance Supervisors (IAIS) represents insurance regulators and supervisors of more than 200 jurisdictions (including regions and states) in nearly 140 countries and seeks to promote globally consistent insurance industry supervision. The IAIS is not a regulator, but one of its activities is to develop insurance regulatory standards for use by local authorities across the globe. For example, the IAIS has adopted a Common Framework (ComFrame) for the Supervision of Internationally Active Insurance Groups (IAIGs). ComFrame assists regulators in addressing an IAIG’s risks by providing supervisory

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standards for areas such as group supervision, governance and internal controls, enterprise risk management, and recovery and resolution planning. We currently meet the criteria set forth to identify an IAIG, and the NYDFS, as our group-wide supervisor, has publicly disclosed us as an IAIG on the IAIS’ register of IAIGs.

The IAIS has adopted an enhanced set of supervisory policy measures for the assessment and mitigation of systemic risk in the insurance sector (Holistic Framework). The Holistic Framework recognizes that systemic risk may arise not only from the distress or disorderly failure of an individual insurer, but also from the collective exposures and activities of insurers at a sector-wide level. The FSB has also been engaging with member jurisdictions in order to encourage greater adherence to its “Key Attributes for Effective Resolution Regimes for the Insurance Sector” to ensure that large, internationally active insurers can exit the market in an orderly fashion and avoid the need for taxpayer bailouts. Starting in December 2024, the FSB began publishing an annual list of insurers, including AIG, that are subject to resolution planning requirements which impose on AIG an obligation to provide to our key global regulators a comprehensive resolution plan for the Company along with periodic updates.

As part of ComFrame, the IAIS also developed a risk-based global Insurance Capital Standard (ICS) applicable to IAIGs. The IAIS formally adopted the ICS at its annual general meeting in December 2024. The ICS is intended to 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. In parallel, the United States developed the Aggregation Method (AM) as an alternative approach to the consolidated ICS group-capital calculation. Following a comparability assessment, the IAIS determined in November 2024 that the AM delivers comparable outcomes to the ICS and therefore provides the basis for implementation of the ICS. The AM is expected to be implemented in the United States through the GCC.

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.

PRIVACY, DATA PROTECTION, CYBERSECURITY AND ARTIFICIAL INTELLIGENCE REQUIREMENTS

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. Below we highlight a few key applicable privacy, data protection, cybersecurity and artificial intelligence (AI) laws and regulations.

In the European Union, the EU Digital Operational Resilience Act requires covered entities, including insurance intermediaries, reinsurance intermediaries and ancillary insurance intermediaries to comply with a wide range of organizational and technical requirements to identify, manage and mitigate operational risk arising from use of network and information systems and, in particular, the use of third-party information and communication technology service providers.

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, 2025, more than 25 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. The 2023 amendments to this cybersecurity regulation added 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 went into effect as of January 1, 2020, and imposes significant privacy obligations on businesses handling data related to California residents. The law has a number of exceptions; 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. The California Privacy Rights Act passed in November 2020 became effective January 1, 2023 and amends the CCPA to create additional privacy rights and obligations in California. A number of other states, including Colorado, Connecticut, Texas and Virginia also enacted comprehensive consumer data privacy laws and many other states have proposed similar laws, albeit with similar exemptions for entities and/or data governed by the GLBA.

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.

The Securities and Exchange Commission (SEC) requires that registrants disclose any material cybersecurity incident on Form 8-K within four business days of determining that the incident the registrant experienced is material. Periodic disclosures of, among other things, (i) details on the company’s cybersecurity policies and procedures, and (ii) cybersecurity governance and oversight policies, including the board of directors’ oversight of any material incidents (individually or in the aggregate) are also required.

AIG | 2025 Form 10-K9

ITEM 1 | Business

The scope of the EU General Data Protection Regulation (GDPR) extends to entities established within the European Economic Area (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 subsequent regulations. 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.

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 data processing activities identified by the GDPR as “higher risk.”

The GDPR imposes requirements on the transfer of personal data outside of the EEA, including via standard contractual clauses supplemented by an assessment and due diligence of the legal and regulatory landscape of the jurisdiction of the data importer, the channels used to transmit personal data and the processors or subprocessors of personal data.

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 marke

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Item 1A. Risk Factors

Pricing for our products is subject to our ability to adequately assess risks and estimate related losses.

Our business is dependent on our ability to price our products effectively and charge appropriate premiums and other charges. Pricing adequacy depends on a number of factors and assumptions, including proper evaluation of insurance risks, our expense levels, net investment income expected to be realized, our response to rate actions taken by competitors, legal and regulatory developments, the ability to obtain regulatory approval for rate changes and inflation. Management establishes target returns for each product based upon the factors described above, certain underwriting assumptions and capital requirements, including statutory, GAAP and economic capital models. We monitor and manage pricing and sales to achieve target returns on new business, but we may not be able to achieve those returns. 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 drive premium rates down. Inadequate pricing and the difference between estimated results and actual results could have a material adverse effect on the profitability of our operations and our financial condition.

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.

We use information technology systems, infrastructure, including energy supply, and networks and other operational systems to store, retrieve, evaluate and use customer, employee and company data and information. Our business is highly dependent on our ability to access these systems and networks to perform necessary business functions. In the event of a natural disaster, unauthorized or fraudulent access, a terrorist attack, a major cyber-attack or other disruption, our systems, networks, and data may be inaccessible to our employees, customers or business partners for an extended period of time, and we may be unable to meet our business obligations and regulatory requirements for an extended period of time if our data or systems are disabled, manipulated, destroyed or otherwise compromised. Additionally, some of our technology systems are older, legacy-type systems that are less efficient and require an ongoing commitment of significant resources to maintain or upgrade, and in some cases may not be able to be fully protected or to implement the latest security patches. Supply chain disruptions or delays could prevent us from maintaining and implementing changes, updates and upgrades to our systems and networks in a timely manner or at all. System and network failures or outages, including with respect to third parties, have in the past compromised and could in the future compromise our ability to perform business functions in a timely manner, which could harm our ability to conduct business, hurt our relationships with our business partners and customers and expose us to legal claims as well as regulatory investigations and sanctions, any of which could have a material adverse effect on our business, results of operations, financial condition and liquidity.

Some of these technology systems also rely upon third-party systems and services, which themselves may rely on the systems and services of other third parties. Problems caused by, or occurring in relation to, our third-party providers’ systems and services, including those resulting from breakdowns or other disruptions in information technology services provided by our third-party providers and the other third parties on which they rely, our inability to acquire third-party services on commercially acceptable terms, failure of a third-party provider to perform as anticipated or in compliance with applicable laws or regulations, inability of a third-party provider to provide the required volumes of services or our third-party providers experiencing cyberattacks or data breaches, could materially and adversely affect our business, results of operations, financial condition and liquidity.

Like other global companies, the systems and networks we maintain and third-party systems and networks we or our vendors use are currently, and may in the future continue to be, subject to or targets of unauthorized or fraudulent access, including physical or electronic break-ins or unauthorized tampering, as well as cybersecurity threats such as “denial of service” attacks, phishing, automated attacks, and other disruptive attacks, including ransomware. Cyber threats are constantly evolving and the techniques used in these attacks evolve rapidly, including the use of emerging technologies, such as advancing forms of artificial intelligence and quantum computing by nation state threat actors and criminal organizations. The new cyber risks introduced by these changes in technology, such as deepfake schemes, require us to devote significant attention to identification, assessment and analysis of the risks and implementation of corresponding preventative measures. Additionally, the frequency and sophistication of such threats continue to increase and often become further heightened in connection with geopolitical tensions. Also, like other global companies, we have an increasing challenge of retaining and attracting highly qualified personnel to assist us in combatting these security threats.

Our cybersecurity measures, including information security and technology policies and standards, administrative, technical and physical controls and other actions by us or contracted third-parties designed to be preventative, may not provide fully effective protection from threats to our data, systems and networks, including malware and computer virus attacks, ransomware, unauthorized access, business e-mail compromise, misuse, denial-of-service attacks, system failures and other disruptions. We maintain insurance to cover operational risks, such as cyber risk and technology outages, but it may not cover all costs associated with the consequences of information systems or personal, confidential or proprietary information being compromised. In the case of a successful ransomware attack in which our data and information systems are compromised and applicable processes to restore access are not effective, our information could be held hostage until a ransom, which may be significant, is paid. In some cases, such a compromise may not be immediately detected, which may make it difficult to restore critical services, mitigate damage to assets and maintain the integrity and security of data including any policyholder, employee, agent, and other confidential information processed through our systems and networks.

20AIG | 2025 Form 10-K

ITEM 1A | Risk Factors

Additionally, since we rely heavily on information technology and systems (which is expected to increasingly include the use of artificial intelligence), on digital connectivity with trading partners, and on the integrity and timeliness of data to run our businesses and service our customers, any such security event and resulting compromise of systems or data have in the past and could in the future impede or interrupt our business operations and our ability to service our customers, and materially and adversely affect our business, results of operations, financial condition and liquidity.

Any actions we take to evaluate and enhance our information security and technology systems and processes, including third-party systems and services on which we rely, as well as changes designed to update and enhance our protective measures to address

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Item 1B. Unresolved Staff Comments

There are no unresolved written comments that were received from the SEC staff 180 days or more before the end of our fiscal year relating to periodic or current reports under the Exchange Act.

AIG | 2025 Form 10-K29

ITEM 1C | Cybersecurity

Item 1C. Cybersecurity

CYBERSECURITY RISK MANAGEMENT

We maintain a documented Information Security Program (the Program) that is informed by industry standards, frameworks and best practices and is designed to protect the confidentiality, integrity, and availability of our information assets and systems that store, process or transmit information.

Our Chief Information Security Officer (CISO) oversees and directs the Program, including implementing adjustments in response to changes in technology, internal and external threats, business processes, and regulatory or statutory requirements and communicates our information security risk posture to senior management and the Board of Directors (the Board).

The Program includes the following key elements:

  • Network, Systems and Data Security – Technical and organizational safeguards that are designed to protect our networks, systems, and data from cybersecurity threats, including data classification, firewalls, intrusion prevention and detection systems, anti-malware functionality, encryption, and access controls.

  • Threat and Vulnerability Management – 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 – Incident response plans that address our response to a cybersecurity incident, utilizing a cross-functional approach.

  • Third-Party Assessment and Oversight – A third-party risk management program designed to identify and manage cybersecurity risks from third-party service providers, including initial due diligence as well as initial and periodic re-assessments of the service provider’s control environment.

  • Security Training and Awareness – Annual cybersecurity and awareness training for employees and contractors.

The Program is evaluated on an ongoing basis, both internally and through third-party audit firms, to address and protect against the evolving cyber threat landscape. The Program 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 applicable to all of our stakeholders, including investors, customers, and employees. Control adequacy and design are reviewed at least annually. 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, our Internal Audit group performs independent testing of our control environment, including key components of the Program. We also operate a bug bounty program through a crowdsourced security platform to incentivize responsible disclosure of software defects. These independent evaluations help uncover potential security vulnerabilities for remediation by our cybersecurity team.

Board Oversight

Our Board oversees the Program and the management of risks from cybersecurity threats. The Board reviews and monitors our business and technology strategy, including the policies, processes, and practices that 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 our risk profile, as well as the significant role our technology strategy plays in our 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 comprised of senior management and is responsible for assessing significant risk issues on a global basis to protect our financial strength, optimize our intrinsic value and protect our reputation. The risks considered by the GRC include those relating to cybersecurity.

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.

In addition, our regional and country-specific risk and IT risk committees, including in Asia Pacific, Europe, the Middle East and Africa, the United Kingdom, Latin America and the Caribbean, engage with relevant IT leaders and functional leaders within Enterprise Risk Management, Legal, Compliance and Internal Audit.

30AIG | 2025 Form 10-K

ITEM 1C | Cybersecurity

Reporting and Governance

The Board and regional and country leadership boards receive periodic presentations and reports on cybersecurity risks. We have an established issue escalation protocol for technology incidents, including cyber-related incidents. In the event of a material cybersecurity incident, the Board will receive prompt information and ongoing updates about the incident. Our 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 our approach to cybersecurity risk management with the CISO. The CISO and regional/country information security officers regularly present to the Company’s regional and country leadership boards on material cyber risks and our information security posture and strategy.

The CISO works collaboratively with business and functional colleagues to implement a program designed to protect our information systems from cybersecurity threats and promptly respond to potential cybersecurity incidents. Multidisciplinary teams are deployed to respond to cybersecurity incidents in accordance with our incident response plans. Through ongoing communication with these teams, the CISO monitors the prevention, detection, mitigation and remediation of cybersecurity incidents in real time, and reports such incidents to senior management, who escalate to the Board as 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. Our cybersecurity personnel continue to develop their 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.).

Our CISO has extensive cybersecurity experience, maintains multiple professional certifications and has served in various roles in information technology and information security for over 25 years.

There have been no material cybersecurity incidents that have affected the Company 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.”

Item 2. Properties

We lease our corporate headquarters located at 1271 Avenue of the Americas, New York, New York. We operate from approximately 40 offices in the United States and approximately 220 offices in approximately 40 foreign countries. We own 2 offices in the United States and 38 offices in 9 foreign countries. The remainder of the office space we use is leased. We believe that our leases and properties are sufficient for our current purposes.

For additional information on geographic locations, see Note 3 to the Consolidated Financial Statements.

Item 3. Legal Proceedings

For a discussion of legal proceedings, see Note 15 to the Consolidated Financial Statements, which is incorporated herein by reference.

Item 4. Mine Safety Disclosures

Not applicable.

AIG | 2025 Form 10-K31

ITEM 5 | Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Part II

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

AIG’s common stock, par value $2.50 per share (AIG Common Stock), is listed on the New York Stock Exchange (NYSE: AIG). There were approximately 16,691 shareholders of record of AIG Common Stock as of February 6, 2026.

Equity Compensation Plans

See Part III, Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

Purchases of Equity Securities

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, 2025:

PeriodTotal Number of Shares RepurchasedAverage Price Paid per Share*Total Number of Shares Purchased as Part of Publicly Announced Plans or ProgramsApproximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (in millions)
October 1-315,300,131$80.115,300,131$4,055
November 1-301,322,42777.871,322,4273,952
December 1-31477,34182.30477,3413,912
Total7,099,899$79.847,099,899$3,912

*Excludes excise tax of $56 million due to the Inflation Reduction Act of 2022 for the year ended December 31, 2025.

Effective April 1, 2025, the Board of Directors authorized the repurchase of $7.5 billion of AIG Common Stock (inclusive of the approximately $3.4 billion remaining under the Board's prior share repurchase authorization). As of December 31, 2025, approximately $3.9 billion remained under the authorization.

For additional information on our share purchases, see Note 16 to the Consolidated Financial Statements.

32AIG | 2025 Form 10-K

ITEM 5 | Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Common Stock Performance Graph

The following performance graph compares the cumulative total shareholder return on AIG Common Stock for a five-year period (December 31, 2020 to December 31, 2025) with the cumulative total return of the S&P’s 500 stock index (which includes AIG) and the S&P Property and Casualty Insurance Index.

Value of $100 Invested on December 31, 2020

(All $ as of December 31st)

363

Dividend reinvestment has been assumed and returns have been weighted to reflect relative stock market capitalization.

As of December 31,
202020212022202320242025
AIG$100.00$153.92$175.08$192.10$210.84$253.09
S&P 500100.00128.71105.40133.10166.40196.16
S&P 500 Property & Casualty Insurance Index100.00119.28141.79157.12212.86234.32

Item 6. [Reserved]

AIG | 2025 Form 10-K33

ITEM 7 | Management’s Discussion and Analysis of Financial Condition and Results of Operations

Cautionary Note on Forward-Looking Statements

This Annual Report on Form 10-K and other publicly available documents may include, and members of management may from time to time make and discuss, statements which, to the extent they are not statements of historical or present fact, may constitute “forward-looking statements” within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. These forward‑looking statements are intended to provide management’s current expectations or plans for future operating and financial performance, based on assumptions currently believed to be valid and accurate. 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,” “view,” “target,” “goal,” “estimate” and other words of similar meaning in connection with a discussion of future operating or financial performance. These statements may include, among other things, projections, goals and assumptions that relate to future actions, prospective services or products, future performance or results of current and anticipated services or products, sales efforts, expense reduction efforts, the outcome of contingencies such as legal proceedings, anticipated organizational, business or regulatory changes, the effect of catastrophic events, both natural and man-made, and macroeconomic and/or geopolitical events, anticipated dispositions, monetization and/or acquisitions of businesses or assets, the successful integration of acquired businesses, management succession and retention plans, exposure to risk, trends in operations and financial results, and other statements that are not historical facts.

34AIG | 2025 Form 10-K

All forward-looking statements involve risks, uncertainties and other factors that may cause actual results and financial condition to differ, possibly materially, from the results and financial condition expressed or implied in the forward-looking statements. Factors that could cause actual results to differ, possibly materially, from those in specific projections, targets, goals, plans, assumptions and other forward-looking statements include, without limitation:

  • the impact of adverse developments affecting economic conditions in the markets in which we operate, including financial market conditions, a U.S. federal government shutdown, macroeconomic trends, changes in trade policies, including tariffs, fluctuations in interest rates and foreign currency exchange rates, inflationary pressures, including social inflation, pressures on the commercial real estate market, pandemics, and geopolitical events or conflicts;

  • the occurrence of catastrophic events, both natural and man-made, which may be exacerbated by the effects of climate change;

  • disruptions in the availability or accessibility of our or a third party’s information technology systems, including hardware and software, 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;

  • our ability to effectively implement technological advancements, including the use of artificial intelligence (AI), and respond to competitors' AI and other technology initiatives;

  • our ability to successfully complete strategic transactions, including to successfully dispose of, monetize and/or acquire businesses or assets or successfully integrate acquired businesses, and the anticipated benefits thereof;

  • the effects of changes in laws and regulations, including those relating to privacy, data protection, cybersecurity and AI, and the regulation of insurance, in the U.S. and other countries in which we operate;

  • concentrations in our investment portfolios;

  • changes in the valuation of our investments;

  • our reliance on third-party investment managers;

  • nonperformance or defaults by counterparties;

  • our reliance on third parties to provide certain business and administrative services;

  • our ability to adequately assess risk and estimate related losses as well as the effectiveness of our enterprise risk management policies and procedures;

  • changes in judgments or assumptions concerning insurance underwriting and insurance liabilities;

  • concentrations of our insurance, reinsurance and other risk exposures;

  • availability of adequate reinsurance or access to reinsurance on acceptable terms;

  • changes to tax laws in the countries in which we operate;

  • the effectiveness of strategies to retain and recruit key personnel and to implement effective succession plans;

  • the effects of sanctions and the failure to comply with those sanctions;

  • difficulty in marketing and distributing products through current and future distribution channels;

  • actions by rating agencies with respect to our credit and financial strength ratings as well as those of its businesses and subsidiaries;

  • changes in judgments concerning the recognition of deferred tax assets and the impairment of goodwill;

  • our ability to address evolving global stakeholder expectations and regulatory requirements including with respect to environmental, social and governance matters and to effectively execute on sustainability targets and standards;

  • our ability to effectively implement restructuring initiatives and potential cost-savings opportunities;

  • changes to sources of or access to liquidity;

  • changes in accounting principles and financial reporting requirements or their applicability to us;

  • the outcome of significant legal, regulatory or governmental proceedings; and

  • such other factors discussed in:

–Part I, Item 1A. Risk Factors of this Annual Report;

–this Part II, Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A) of this Annual Report; and

–our other filings with the Securities and Exchange Commission (SEC).

Forward-looking statements speak only as of the date of this report, or in the case of any document incorporated by reference, the date of that document. We are not under any obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable law. Additional information as to factors that may cause actual results to differ materially from those expressed or implied in any forward-looking statements is disclosed from time to time in other filings with the SEC.

AIG | 2025 Form 10-K35
INDEX TO ITEM 7
Page
Executive Summary37
Overview37
Critical Accounting Estimates38
Consolidated Results of Operations43
Business Segment Operations44
General Insurance[44](#i2a9b487458994

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Item 7. Enterprise Risk Management

We have also purchased property per risk covers that provide protection against large losses globally, which include those emanating from non-critical catastrophe events (all events except for named windstorm and earthquake) globally as well as critical catastrophe events (named windstorm and earthquake) outside North America.

Actual results in any period are likely to vary, perhaps materially, from the modeled scenarios. The occurrence of one or more severe events could have a material adverse effect on our financial condition, results of operations and liquidity. For additional information, see also Part 1, Item 1A. Risk Factors – Reserves and Exposures.

Terrorism Risk

We actively monitor terrorism risk and manage exposures to losses from terrorist attacks. Terrorism risks are modeled using a third-party vendor model for various terrorism attack modes and scenarios. Adjustments are made to account for vendor model gaps and the nature of the General Insurance companies’ exposures.

Our largest terrorism concentrations are in New York City, and estimated losses are largely driven by the Property and Workers’ Compensation lines of business. Our exposure to terrorism risk in the U.S. is mitigated by the Terrorism Risk Insurance Program Reauthorization Act (TRIPRA) in addition to limited private reinsurance protections. TRIPRA covers certified terrorist attacks within the U.S. or U.S. missions and against certain U.S. carriers or vessels and excludes certain lines of business as specified by applicable law.

We offer terrorism coverage in many other countries through various insurance products and participate in country terrorism pools when applicable. International terrorism exposure is estimated using scenario-based modeling and exposure concentration is monitored routinely. Targeted reinsurance purchases are made for some lines of business to cover potential losses due to terrorist attacks. We also rely on the government-sponsored and government-arranged terrorism reinsurance programs, including pools, in force in applicable non-U.S. jurisdictions.

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 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.

For additional information on reinsurance recoverable, see Critical Accounting Estimates – Reinsurance Assets.

AIG | 2025 Form 10-K75

Glossary

Glossary

Accident year The annual calendar accounting period in which loss events occurred, regardless of when the losses are actually reported, booked or paid.

Accident year combined ratio, as adjusted (Accident year combined ratio, ex-CAT) The combined ratio excluding catastrophe losses and related reinstatement premiums, prior year development, net of premium adjustments, and the impact of reserve discounting.

Accident year loss ratio, as adjusted (Accident year loss ratio, ex-CAT) The loss ratio excluding catastrophe losses and related reinstatement premiums, prior year development, net of premium adjustments, and the impact of reserve discounting.

Acquisition ratio Acquisition costs divided by net premiums earned. Acquisition costs are those costs incurred to acquire new and renewal insurance contracts and also include the amortization of VOBA and DAC. Acquisition costs vary with sales and include, but are not limited to, commissions, premium taxes, direct marketing costs and certain costs of personnel engaged in sales support activities such as underwriting.

Attritional losses are losses recorded in the current accident year, which are not catastrophe losses.

Book value per share, excluding Investments AOCI, deferred tax assets (DTA) and AIG’s ownership interest in Corebridge (Core operating book value per share) is used to show the amount of our net worth on a per share basis after eliminating Investments AOCI, DTA and AIG’s ownership interest in Corebridge. We believe this measure is useful to investors because it eliminates the fair value of investments that can fluctuate significantly from period to period due to changes in market conditions. We also exclude the portion of DTA representing U.S. tax attributes related to net operating loss carryforwards (NOLs), corporate alternative minimum tax credits (CAMTCs) and foreign tax credits (FTCs) that have not yet been utilized. Amounts for interim periods are estimates based on projections of full-year attribute utilization. As NOLs, CAMTCs and FTCs are utilized, the corresponding portion of the DTA utilized is included. We exclude AIG’s ownership interest in Corebridge since it is not a core long-term investment for AIG. Core operating book value per share is derived by dividing total AIG common shareholders’ equity, excluding Investments AOCI, DTA and AIG’s ownership interest in Corebridge (AIG core operating shareholders’ equity) by total common shares outstanding.

Book value per share, excluding investments related cumulative unrealized gains and losses recorded in Accumulated other comprehensive income (loss) (AOCI) adjusted for the cumulative unrealized gains and losses related to Fortitude Re funds withheld assets (collectively, Investments AOCI) (Adjusted book value per share) is used to show the amount of our net worth on a per share basis after eliminating the fair value of investments that can fluctuate significantly from period to period due to changes in market conditions. In addition, we adjust for the cumulative unrealized gains and losses related to Fortitude Re funds withheld assets held by AIG in support of Fortitude Re’s reinsurance obligations to AIG (Fortitude Re funds withheld assets) since these fair value movements are economically transferred to Fortitude Re. Adjusted book value per share is derived by dividing total AIG common shareholders’ equity, excluding Investments AOCI (AIG adjusted common shareholders' equity) by total common shares outstanding.

Casualty insurance Insurance that is primarily associated with the losses caused by injuries to third persons, i.e., not the insured, and the legal liability imposed on the insured as a result.

Combined ratio Sum of the loss ratio and the acquisition and general operating expense ratios.

Credit Support 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.

DAC Deferred Policy Acquisition Costs Deferred costs that are incremental and directly related to the successful acquisition of new business or renewal of existing business.

Deferred gain on retroactive reinsurance Retroactive reinsurance is a reinsurance contract in which an assuming entity agrees to reimburse a ceding entity for liabilities incurred as a result of past insurable events. If the amount of premium paid by the ceding reinsurer is less than the related ceded loss reserves, the resulting gain is deferred and amortized over the settlement period of the reserves. Any related development on the ceded loss reserves recoverable under the contract would increase the deferred gain if unfavorable, or decrease the deferred gain if favorable.

Expense ratio Sum of acquisition expenses and general operating expenses, divided by net premiums earned.

General operating expense ratio General operating expenses divided by net premiums earned. General operating expenses are those costs that are generally attributed to the support infrastructure of the organization and include but are not limited to personnel costs, projects and bad debt expenses. General operating expenses exclude losses and loss adjustment expenses incurred, acquisition expenses, and investment expenses.

IBNR Incurred But Not Reported Estimates of claims that have been incurred but not reported to us.

76AIG | 2025 Form 10-K

Glossary

ISDA Master Agreement An agreement between two counterparties, which may have multiple derivative transactions with each other governed by such agreement, that generally provides for the net settlement of all or a specified group of these derivative transactions, as well as pledged collateral, through a single payment, in a single currency, in the event of a default on, or affecting any, one derivative transaction or a termination event affecting all, or a specified group of, derivative transactions.

Loan-to-value ratio Principal amount of loan amount divided by appraised value of collateral securing the loan.

Loss Adjustment Expenses The expenses directly attributed to settling and paying claims of insureds and include, but are not limited to, legal fees, adjuster’s fees and the portion of general expenses allocated to claim settlement costs.

Loss ratio Losses and loss adjustment expenses incurred divided by net premiums earned.

Loss reserve development The increase or decrease in incurred losses and loss adjustment expenses related to prior years as a result of the re-estimation of loss reserves at successive valuation dates for a given group of claims.

Loss reserves Liability for unpaid losses and loss adjustment expenses. The estimated ultimate cost of settling claims relating to insured events that have occurred on or before the balance sheet date, whether or not reported to the insurer at that date.

Master netting agreement An agreement between two counterparties who have multiple derivative contracts with each other that provides for the net settlement of all contracts covered by such agreement, as well as pledged collateral, through a single payment, in a single currency, in the event of default on or upon termination of any one such contract.

Natural catastrophe losses are generally weather or seismic events having a net impact on AIG in excess of $10 million each and man-made catastrophe losses, such as terrorism and civil disorders that exceed the $10 million threshold.

Net premiums written represent the sales of an insurer, adjusted for reinsurance premiums assumed and ceded, during a given period. Net premiums earned are the revenue of an insurer for covering risk during a given period. Net premiums written are a measure of performance for a sales period, while net premiums earned are a measure of performance for a coverage period.

Noncontrolling interests The portion of equity ownership in a consolidated subsidiary not attributable to the controlling parent company.

Pool A reinsurance arrangement whereby all of the underwriting results of the pool members are combined and then shared by each member in accordance with its pool participation percentage.

Prior year development See Loss reserve development.

Reinstatement premiums Premiums on an insurance policy over and above the initial premium imposed at the beginning of the policy payable to reinsurers or receivable from insurers to restore coverage limits that have been reduced or exhausted as a result of reinsured losses under certain excess of loss reinsurance contracts.

Reinsurance The practice whereby one insurer, the reinsurer, in consideration of a premium paid to that insurer, agrees to indemnify another insurer, the ceding company, for part or all of the liability of the ceding company under one or more policies or contracts of insurance which it has issued.

Reinsurance recoverables are comprised of paid losses recoverable, ceded loss reserves, ceded reserves for unearned premiums.

Retroactive reinsurance See Deferred gain on retroactive reinsurance.

Return on equity – Adjusted after-tax income excluding Investments AOCI (Adjusted return on equity) is used to show the rate of return on common shareholders’ equity excluding Investments AOCI. We believe this measure is useful to investors because it eliminates the fair value of investments which can fluctuate significantly from period to period due to changes in market conditions. Adjusted return on equity is derived by dividing actual or, for interim periods, annualized adjusted after-tax income attributable to AIG common shareholders by average AIG adjusted common shareholders’ equity.

Return on equity – Adjusted after-tax income excluding Investments AOCI, DTA and AIG’s ownership interest in Corebridge (Core operating return on equity) is used to show the rate of return on common shareholders’ equity excluding Investments AOCI, DTA and AIG’s ownership interest in Corebridge. We believe this measure is useful to investors because it eliminates the fair value of investments that can fluctuate significantly from period to period due to changes in market conditions. We also exclude the portion of DTA representing U.S. tax attributes related to NOLs, CAMTCs and FTCs that have not yet been utilized. Amounts for interim periods are estimates based on projections of full-year attribute utilization. As NOLs, CAMTCs and FTCs are utilized, the corresponding portion of the DTA utilized is included. We exclude AIG’s ownership interest in Corebridge since it is not a core long-term investment for AIG. We believe this metric provides investors with greater insight as to the underlying profitability of our property and casualty business. Core operating return on equity is derived by dividing actual or, for interim periods, annualized adjusted after-tax income attributable to AIG common shareholders by average AIG core operating shareholders’ equity.

Subrogation The amount of recovery for claims we have paid our policyholders, generally from a negligent third party or such party’s insurer.

Unearned premium reserve Liabilities established by insurers and reinsurers to reflect unearned premiums, which are usually refundable to policyholders if an insurance or reinsurance contract is canceled prior to expiration of the contract term.

VOBA Value of Business Acquired Present value of future pre-tax profits from in-force policies of acquired businesses discounted at yields applicable at the time of purchase. VOBA is reported in DAC in the Consolidated Balance Sheets.

AIG | 2025 Form 10-K77

Acronyms

Acronyms

A&HAccident and Health InsuranceISDAInternational Swaps and Derivatives Association, Inc.
ABSAsset-Backed SecuritiesMoody'sMoody's Investors Service, Inc.
APTIAdjusted pre-tax incomeNAICNational Association of Insurance Commissioners
CDSCredit Default SwapNMNot Meaningful
CLOCollateralized Loan ObligationsORRObligor Risk Ratings
CMBSCommercial Mortgage-Backed SecuritiesRMBSResidential Mortgage-Backed Securities
ERMEnterprise Risk ManagementS&PStandard & Poor's Financial Services LLC
FASBFinancial Accounting Standards BoardSECSecurities and Exchange Commission
GAAPAccounting Principles Generally Accepted in the United States of AmericaVIEVariable Interest Entity

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

The information required by this item is set forth in the Enterprise Risk Management section of Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations and is incorporated herein by reference.

78AIG | 2025 Form 10-K
Part II

ITEM 8 | Financial Statements and Supplementary Data

AMERICAN INTERNATIONAL GROUP, INC.

REFERENCE TO FINANCIAL STATEMENTS AND SCHEDULES

Page
FINANCIAL STATEMENTS
Report of Independent Registered Public Accounting Firm (PCAOB ID 238)80
Consolidated Balance Sheets at December 31, 2025 and 202482
Consolidated Statements of Income (Loss) for the years ended December 31, 2025, 2024 and 202383
Consolidated Statements of Comprehensive Income (Loss) for the years ended December 31, 2025, 2024 and 202384
Consolidated Statements of Equity for the years ended December 31, 2025, 2024 and 202385
Consolidated Statements of Cash Flows for the years ended December 31, 2025, 2024 and 202386
Notes to Consolidated Financial Statements
Note 1.Basis of Presentation88
Note 2.Summary of Significant Accounting Policies89
Note 3.Segment Information91
Note 4.Discontinued Operations Presentation95
Note 5.Fair Value Measurements97
Note 6.Investments109
Note 7.Lending Activities117
Note 8.Reinsurance120
Note 9.Deferred Policy Acquisition Costs124
Note 10.Variable Interest Entities124
Note 11.Derivatives and Hedge Accounting126
Note 12.Goodwill and Other Intangible Assets129
Note 13.Insurance Liabilities130
Note 14.Debt147
Note 15.Contingencies, Commitments and Guarantees148
Note 16.Equity150
Note 17.Earnings Per Common Share (EPS)153
Note 18.Statutory Financial Data and Restrictions154
Note 19.Share-Based Compensation Plans155
Note 20.Employee Benefits158
Note 21.Income Taxes164
Note 22.Subsequent Events168
Schedules
SCHEDULE ISummary of Investments – Other than Investments in Related Parties at December 31, 2025176
SCHEDULE IICondensed Financial Information of Registrant at December 31, 2025 and 2024 and for the years ended December 31, 2025, 2024 and 2023177
SCHEDULE IIISupplementary Insurance Information at December 31, 2025 and 2024 and for the years ended December 31, 2025, 2024 and 2023181
SCHEDULE IVReinsurance for the years ended December 31, 2025, 2024 and 2023182
SCHEDULE VValuation and Qualifying Accounts for the years ended December 31, 2025, 2024 and 2023182
AIG | 2025 Form 10-K79

ITEM 8 | Report of Independent Registered Public Accounting Firm

Report of Independent Registered Public Accounting Firm

To the Board of Directors and Shareholders of American International Group, Inc.

Opinions on the Financial Statements and Internal Control over Financial Reporting

We have audited the accompanying consolidated balance sheets of American International Group, Inc. and its subsidiaries (the "Company") as of December 31, 2025 and 2024, 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, 2025, 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, 2025, 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, 2025 and 2024, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2025 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, 2025, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.

Basis for Opinions

The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in Management’s Report on Internal Control over Financial Reporting appearing under Item 9A. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company's internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.

Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.

Definition and Limitations of Internal Control over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

80AIG | 2025 Form 10-K

Item 8. Report of Independent Registered Public Accounting Firm

Critical Audit Matters

The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Valuation of Insurance Liabilities - Unpaid Losses and Loss Adjustment Expenses (Loss Reserves), Net of Reinsurance

As described in Note 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, 2025, the Company’s net liability for unpaid losses and loss adjustment expenses was $41.8 billion. As disclosed by management, the estimate of the loss reserves relies on several key judgments, including (i) actuarial methods, (ii) relative weights given to these methods by product line, (iii) underlying actuarial assumptions, and (iv) groupings of similar product lines. Actuarial assumptions include (i) expected loss ratios and (ii) loss development factors. During management’s actuarial reviews, various factors are considered, including economic conditions; the legal, regulatory, judicial and social environment; medical cost trends; policy pricing, terms and conditions; changes in the claims handling process; and the impact of reinsurance. As described in Note 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.

The principal considerations for our determination that performing procedures relating to the valuation of insurance liabilities - loss reserves, net of reinsurance is a critical audit matter are (i) the significant judgment by management when developing their estimate, which in turn led to a high degree of auditor subjectivity and judgment in performing the audit procedures related to the estimate, (ii) the significant audit effort and judgment in evaluating the audit evidence related to the actuarial methods, weights given to these methods by product line, groupings of similar product lines, and the aforementioned actuarial assumptions, and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to the valuation of the net liability for unpaid losses and loss adjustment expense, including controls over the selection of actuarial methods and development of significant assumptions, as well as controls designed to identify and address management bias and contrary evidence. These procedures also included, among others, the involvement of professionals with specialized skill and knowledge to assist in performing one or a combination of procedures for a sample of product lines, including (i) independently estimating reserves using actual historical data and loss development patterns, as well as industry data and other benchmarks, and comparing management’s actuarially determined reserves to these independent estimates and (ii) evaluating management’s actuarial reserving methods and aforementioned factors, including actuarial assumptions and judgments impacting loss reserves and the consistency of management’s approach period-over-period. Performing these procedures involved testing the completeness and accuracy of data used by management on a sample basis.

/s/ PricewaterhouseCoopers LLP

New York, New York

February 12, 2026

We have served as the Company’s auditor since 1980.

AIG | 2025 Form 10-K81

American International Group, Inc.

Consolidated Balance Sheets

(in millions, except for share data)December 31, 2025December 31, 2024
Assets:
Investments:
Fixed maturity securities:
Bonds available for sale, at fair value, net of allowance for credit losses of $37 in 2025 and $38 in 2024 (amortized cost: 2025 - $71,772; 2024 - $66,195)$71,032$64,006
Other bond securities, at fair value741745
Equity securities, at fair value502704
Mortgage and other loans receivable, net of allowance for credit losses of $37,747 in 2025 and $37,800 in 20242,8873,868
Other invested assets (portion measured at fair value: 2025 - $5,011; 2024 - $7,384)6,6969,828
Short-term investments, including restricted cash of $55 in 2025 and $55 in 2024 (portion measured at fair value: 2025 - $5,909; 2024 - $9,789)11,14114,462
Total investments92,99993,613
Cash1,2741,302
Accrued investment income691599
Premiums and other receivables, net of allowance for credit losses and disputes of $131 in 2025 and $127 in 202410,44110,463
Reinsurance assets - Fortitude Re3,1673,427
Reinsurance assets - other, net of allowance for credit losses and disputes of $248 in 2025 and $220 in 202434,82934,618
Deferred income tax assets5,0964,956
Deferred policy acquisition costs2,1062,065
Goodwill3,4353,373
Deposit accounting assets, net of allowance for credit losses of $49 in 2025 and $49 in 20242,4432,171
Other assets, including restricted cash of $16 in 2025 and $15 in 2024 (portion measured at fair value: 2025 - $135; 2024 - $179)4,7734,735
Total assets$161,254$161,322
Liabilities:
Liability for unpaid losses and loss adjustment expenses, including allowance for credit losses of $14 in 2025 and $14 in 2024$70,666$69,168
Unearned premiums17,99117,232
Future policy benefits1,3851,317
Other policyholder funds352418
Fortitude Re funds withheld payable (portion measured at fair value: 2025 - $(92); 2024 - $(128))3,0383,207
Premiums and other related payables**5,44

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Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

None.

Item 9A. Controls and Procedures

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

Disclosure controls and procedures are designed to ensure that information required to be disclosed in reports filed or submitted under the Securities Exchange Act of 1934, as amended (the Exchange Act), is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms and that such information is accumulated and communicated to management, including the Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosures. 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, 2025. 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, 2025.

Management’s Report on Internal Control Over Financial Reporting

Management of AIG is responsible for establishing and maintaining adequate internal control over financial reporting. AIG’s internal control over financial reporting is a process, under the supervision of AIG’s Chief Executive Officer and Chief Financial Officer, designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of AIG’s financial statements for external purposes in accordance with U.S. GAAP.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

AIG management conducted an assessment of the effectiveness of our internal control over financial reporting as of December 31, 2025 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, 2025, 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, 2025 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.

Changes in Internal Control Over Financial Reporting

There have been no changes in our internal control over financial reporting (as defined in Rule 13a-15(f)) that have occurred during the quarter ended December 31, 2025 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Item 9B. Other Information

None.

Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

Not applicable.

AIG | 2025 Form 10-K169
Part III

Item 10. Directors, Executive Officers and Corporate Governance

Other information required by Items 10, 11, 12, 13 and 14 of this Form 10-K but not included herein is incorporated by reference from the definitive proxy statement for AIG’s 2026 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.

Our Executive Officers
NameCurrent Title and Other Business Experience
Peter Zaffino Age: 59 Served as an executive 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 (2017-2021) and Chief Executive Officer, General Insurance (2017-2019) •Chief Executive Officer, Marsh, LLC (2011-2017) •President and Chief Executive Officer, Guy Carpenter (2008-2011)
Ed Dandridge Age: 61 Served as an executive officer since 2023•Executive Vice President, 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) •Chief Marketing and Communications Officer, Marsh & McLennan Companies, Inc. (2014-2018)
Charlie Fry Age: 53 Served as an executive officer since 2022•Executive Vice President, Reinsurance and Risk Capital Optimization (since 2022) •Chief Executive Officer, Acacia Holdings Ltd. (2020-2022) •Head of Operations, Transformation, and Reinsurance, AIG Europe Limited (2017-2020) •Chief Financial Officer, Novae Group PLC (2013-2016)
Rose Marie Glazer Age: 59 Served as an executive officer since 2022•Executive Vice President, General Counsel (since 2023) •Executive Vice President, Chief Human Resources Officer (2022-2024) •Senior Vice President, Deputy General Counsel & Corporate Secretary (2017-2021) •Senior Vice President, Secretary and General Counsel – Americas, Siemens AG (2012-2017)
Scott Hallworth Age: 55 Served as an executive officer since 2025•Executive Vice President, Chief Digital Officer (since 2025) •Chief Data & Analytics Officer, Head of Digital Solutions, Hewlett Packard Inc. (2022-2025) •Chief Data Officer, Fannie Mae (2019-2022) •Senior Vice President, Chief Model Risk Officer and Chief Data Officer, Capital One (2011-2019)
Jon Hancock Age: 60 Served as an executive officer since 2024•Executive Vice President, Chief Executive Officer, General Insurance (since 2025) •Executive Vice President, Chief Executive Officer, International Commercial and Global Personal Insurance (2025) •Executive Vice President, Chief Executive Officer, International Insurance (2024-2025) •Chief Executive Officer, International General Insurance (2020-2023) •Performance Management Director, Lloyd’s of London (2016-2020) •Various senior positions, including Managing Director, UK Commercial & Global Relationship Director and CEO, Asia and Middle East, RSA Insurance Group plc (1990-2016)
Kelly Lafnitzegger Age: 59 Served as an executive officer since 2024•Executive Vice President, Chief Human Resources Officer (since 2024) •Various senior positions, including Business Separation Leader, General Electric (1989-2024)
170AIG | 2025 Form 10-K
NameCurrent Title and Other Business Experience
Roshan Navagamuwa Age: 48 Served as an executive officer since 2024•Executive Vice President, Chief Information Officer (since 2024) •Executive Vice President and Chief Information Officer, CVS Health (2012-2023) •Various senior positions, including Vice President, Application Hosting Services, Aon plc (1998-2012)
Chris Schaper Age: 61 Served as an executive officer since 2023•Executive Vice President, Chief Risk Officer (since 2024) •Executive Vice President, Global Chief Underwriting Officer and Interim Chief Risk Officer (2023-2024) •Senior Vice President, General Insurance and Chief Executive Officer, AIG Re (2019-2023) •CEO, Victor Insurance Holdings of Marsh & McLennan Companies, Inc. (2016-2019)
Melissa Twiningdavis Age: 56 Served as an executive officer since 2024•Executive Vice President, Chief Administrative Officer (since 2024) •Senior Managing Director, Accenture (2022-2024) •Division President, Precision Castparts (2018-2022) •Vice President, Europe Supply Chain and Sourcing, General Electric (2017-2018) •Senior Executive, Aftermarket Repair, GE Aviation (2015-2016)
Keith Walsh Age: 51 Served as an executive officer since 2024•Executive Vice President, Chief Financial Officer (since 2024) •Various senior positions, including Executive Vice President, Chief Financial Officer, Marsh & McLennan Companies (2012-2024)

Insider Trading Policies and Procedures

We have insider trading policies and procedures that govern the purchase, sale and other dispositions of our securities by our directors, officers and employees. We believe these policies and procedures are reasonably designed to promote compliance with insider trading laws, rules and regulations and applicable listing standards. The foregoing summary of our insider trading policies and procedures does not purport to be complete and is qualified by reference to our Insider Trading Policy filed as an exhibit to this Annual Report on Form 10-K.

Item 11. Executive Compensation

See Item 10 herein.

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

See Item 10 herein.

Item 13. Certain Relationships and Related Transactions, and Director Independence

See Item 10 herein.

Item 14. Principal Accountant Fees and Services

See Item 10 herein.

AIG | 2025 Form 10-K171
Part IV

Item 15. Exhibits and Financial Statement Schedules

(a) Financial Statements and Schedules. See accompanying Index to Financial Statements.

Exhibit Index

Exhibit NumberDescriptionLocation
3Articles of incorporation and by laws
3(i)Amended and Restated Certificate of Incorporation of AIG, amended and restated May 15, 2024Incorporated by reference to Exhibit 3.3 to AIG’s Current Report on Form 8-K, filed with the SEC on May 17, 2024 (File No. 1-8787).
3(ii)AIG By-laws, amended and restated December 10, 2025Incorporated by reference to Exhibit 3.1 to AIG’s Current Report on Form 8-K filed with the SEC on December 15, 2025 (File No. 1-8787).
4Instruments defining the rights of security holders, including indenturesCertain instruments defining the rights of holders of long-term debt securities of AIG and its subsidiaries are omitted pursuant to Item 601(b)(4)(iii) of Regulation S-K. AIG hereby undertakes to furnish to the Commission, upon request, copies of any such instruments.
(1) Description of Registrant’s SecuritiesFiled herewith.
(2) Forty-Second Supplemental Indenture, dated March 27, 2023, between AIG and The Bank of New York Mellon, as Trustee, relating to the 5.125% Notes Due 2033 (2033 Notes)Incorporated by reference to Exhibit 4.1 to AIG’s Current Report on Form 8-K, filed with the SEC on March 27, 2023 (File No. 1-8787).
(3) Form of the 2033 Notes (included in Exhibit 4.2)Incorporated by reference to Exhibit 4.1 to AIG's Current Report on Form 8-K, filed with the SEC on March 27, 2023 (File No. 1-8787).
(4) Forty-Third Supplemental Indenture, dated November 27, 2024, between AIG and The Bank of New York Mellon, as Trustee, relating to the 2028 NotesIncorporated by reference to Exhibit 4.1 to AIG's Current Report on Form 8-K, filed with the SEC on November 27, 2024 (File No. 1-8787).
(5) Forty-Fourth Supplemental Indenture, dated November 27, 2024, between AIG and The Bank of New York Mellon, as Trustee, relating to the 2029 NotesIncorporated by reference to Exhibit 4.2 to AIG's Current Report on Form 8-K, filed with the SEC on November 27, 2024 (File No. 1-8787).
(6) Forty-Fifth Supplemental Indenture, dated November 27, 2024, between AIG and The Bank of New York Mellon, as Trustee, relating to the 2034 NotesIncorporated by reference to Exhibit 4.3 to AIG's Current Report on Form 8-K, filed with the SEC on November 27, 2024 (File No. 1-8787).
(7) Form of the 2028 Notes (included in Exhibit 4.4)Incorporated by reference to Exhibit 4.4 to AIG's Current Report on Form 8-K, filed with the SEC on November 27, 2024 (File No. 1-8787).
(8) Form of the 2029 Notes (included in Exhibit 4.5)Incorporated by reference to Exhibit 4.5 to AIG's Current Report on Form 8-K, filed with the SEC on November 27, 2024 (File No. 1-8787).
(9) Form of the 2034 Notes (included in Exhibit 4.6)Incorporated by reference to Exhibit 4.6 to AIG's Current Report on Form 8-K, filed with the SEC on November 27, 2024 (File No. 1-8787).
(10) Forty-Sixth Supplemental Indenture, dated May 7, 2025, between AIG and The Bank of New York Mellon, as Trustee, relating to the 4.850% Notes Due 2030 (2030 Notes)Incorporated by reference to Exhibit 4.1 to AIG’s Current Report on Form 8-K, filed with the SEC on May 7, 2025 (File No. 1-8787).
(11) Forty-Seventh Supplemental Indenture, dated May 7, 2025, between AIG and The Bank of New York Mellon, as Trustee, relating to the 5.450% Notes Due 2035 (2035 Notes)Incorporated by reference to Exhibit 4.2 to AIG’s Current Report on Form 8-K, filed with the SEC on May 7, 2025 (File No. 1-8787).
(12) Form of the 2030 Notes (included in Exhibit 4.10)Incorporated by reference to Exhibit 4.3 to AIG’s Current Report on Form 8-K, filed with the SEC on May 7, 2025 (File No. 1-8787).
(13) Form of the 2035 Notes (included in Exhibit 4.11)Incorporated by reference to Exhibit 4.4 to AIG’s Current Report on Form 8-K, filed with the SEC on May 7, 2025 (File No. 1-8787).
10Material contracts
(1) American International Group, Inc. 2010 Stock Incentive Plan*Incorporated by reference to Appendix B in AIG’s Definitive Proxy Statement, dated April 12, 2010 (Filed No. 1-8787).
(2) AIG 2010 Stock Incentive Plan Non-Employee Director Deferred Stock Units (DSU) Award Agreement*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).
(3) Executive Officer Form of Release and Restrictive Covenant Agreement*Incorporated by reference to Exhibit 10.5 to AIG’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2016 (File No. 1-8787).
172AIG | 2025 Form 10-K
Exhibit NumberDescriptionLocation
(4) Master Transaction Agreement, dated as of April 19, 2011, by and 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 CompanyIncorporated 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).
(5) AIG 2013 Omnibus Incentive Plan*Incorporated by reference to Appendix B in AIG’s Definitive Proxy Statement on Schedule 14A, dated April 4, 2013 (File No. 1-8787).
(6) Form of AIG 2013 Omnibus Incentive Plan Non-Employee Director DSU Award Agreement*Incorporated by reference to Exhibit 10.52 to AIG’s Annual Report on Form 10-K for the year ended December 31, 2016 (File No. 1-8787).
(7) 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)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).
(8) 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)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).
(9) Parental Guarantee Agreement, dated January 20, 2017, by Berkshire Hathaway Inc. in favor of National Union Fire Insurance Company of Pittsburgh, Pa.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).
(10) Description of Non-Management Director Compensation*Incorporated by reference to “Compensation of Directors” in AIG’s Definitive Proxy Statement on Schedule 14A, dated April 2, 2024 (File No. 1-8787).
(11) AIG 2012 Executive Severance Plan (as amended and restated February 2021)*Incorporated by reference to Exhibit 10.35 to AIG’s Annual Report on Form 10-K, filed with the SEC on February 19, 2021 (File No. 1-8787).
(12) AIG Non-Qualified Retirement Income Plan (as amended and restated February 2021)*Incorporated by reference to Exhibit 10.37 to AIG’s Annual Report on Form 10-K, filed with the SEC on February 19, 2021 (File No. 1-8787).
(13) American International Group, Inc. 2021 Omnibus Incentive PlanIncorporated by reference to Appendix B to AIG’s Definitive Proxy Statement filed with the Commission on March 30, 2021 (File No. 001-08787).
(14) AIG Long Term Incentive Plan Form of Award Agreement (April 2021)*Incorporated by reference to Exhibit 10.7 to AIG’s Quarterly Report on Form 10-Q, filed with the SEC on May 7, 2021 (File No. 1-8787).
(15) Form of AIG 2021 Omnibus Incentive Plan Non-Employee Director DSU Award Agreement*Incorporated by reference to Exhibit 10.41 to AIG's Annual Report on Form 10-K, filed with the SEC on February 17, 2022 (File No. 1-8787).
(16) Form of Long-Term Incentive Award Agreement (as of March 2022)*Incorporated by Reference to Exhibit 10.4 to AIG’s Quarterly Report on Form 10-Q, filed with the SEC on May 5, 2022.
(17) Contract of Employment, dated as of July 24, 2022, between AIG and Charles Fry*Filed herewith.
(18) Separation Agreement, dated as of September 14, 2022, by and between American International Group, Inc. and Corebridge Financial, Inc.Incorporated by Reference to Exhibit 10.3 to AIG’s Quarterly Report on Form 10-Q, filed with the SEC on November 2, 2022 (File No. 1-8787).
(19) Registration Rights Agreement, dated as of September 14, 2022, by and between American International Group, Inc. and Corebridge Financial, Inc.Incorporated by Reference to Exhibit 10.4 to AIG’s Quarterly Report on Form 10-Q, filed with the SEC on November 2, 2022 (File No. 1-8787).
(20) Employment Agreement, dated as of November 10, 2022, by and between American International Group, Inc. and Peter Zaffino*Incorporated by reference to Exhibit 10.55 on AIG’s Annual Report on Form 10-K for the year ended December 31, 2022, filed with the SEC on February 17, 2023 (File No. 1-8787).
(21) RSU Award Agreement, between American International Group, Inc. and Peter Zaffino*Incorporated by reference to Exhibit 10.56 on AIG’s Annual Report on Form 10-K for the year ended December 31, 2022, filed with the SEC on February 17, 2023 (File No. 1-8787).
AIG | 2025 Form 10-K173
Exhibit NumberDescriptionLocation
(22) Form of AIG 2021 Omnibus Incentive Plan Non-Employee Director Deferred Stock Units Award Agreement*Incorporated by Reference to Exhibit 10.2 to AIG’s Quarterly Report on Form 10-Q, filed with the SEC on November 2, 2023 (File No. 1-8787).
(23) Stock Purchase Agreement, dated as of May 16, 2024, by and among American International Group, Inc., Corebridge Financial, Inc. and Nippon Life Insurance CompanyIncorporated by reference to Exhibit 10.1 to AIG’s Current Report on Form 8-K, filed with the SEC on May 16, 2024 (File No. 1-8787).
(24) Amendment, dated as of May 16, 2024, to Separation Agreement, by and between American International Group, Inc. and Corebridge Financial, Inc.Incorporated by reference to Exhibit 99.1 to AIG’s Current Report on Form 8-K, filed with the SEC on May 16, 2024 (File No. 1-8787)
(25) Letter Agreement including Non-Solicitation and Non-Disclosure Agreement, effective September 13, 2024, between AIG and Keith Walsh*Incorporated by Reference to Exhibit 10.1 to AIG’s Quarterly Report on Form 10-Q, filed with the SEC on November 7, 2024 (File No. 1-8787).
(26) Amendment Letter, dated October 4, 2024, to the Letter Agreement, effective September 13, 2024, between AIG and Keith Walsh*Incorporated by Reference to Exhibit 10.3 to AIG’s Quarterly Report on Form 10-Q, filed with the SEC on November 7, 2024 (File No. 1-8787).
(27) Credit Agreement, dated as of September 27, 2024, 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.Incorporated by Reference to Exhibit 10.2 to AIG’s Quarterly Report on Form 10-Q, filed with the SEC on November 7, 2024 (File No. 1-8787).
(28) Form of AIG Long Term Incentive Stock Award Agreement (as of December 2024)*Incorporated by Reference to Exhibit 10.34 to AIG’s Annual report on Form 10-K, filed with the SEC on February 13, 2025 (File No. 1-8787).
(29) Form of AIG Long Term Incentive Restricted Stock Unit Award Agreement (as of December 2024)*Incorporated by Reference to Exhibit 10.35 to AIG’s Annual report on Form 10-K, filed with the SEC on February 13, 2025 (File No. 1-8787).
(30) Form of AIG Long Term Incentive Performance Share Unit Award Agreement (as of December 2024)*Incorporated by Reference to Exhibit 10.36 to AIG’s Annual report on Form 10-K, filed with the SEC on February 13, 2025 (File No. 1-8787).
(31) AIG Long Term Incentive Plan (as amended and restated effective October 15, 2025)*Incorporated by Reference to Exhibit 10.2 to AIG’s Quarterly Report on Form 10-Q, filed with the SEC on November 5, 2025 (File No. 1-8787).
(32) AIG Short Term Incentive Plan (as amended and restated effective October 15, 2025)*Incorporated by Reference to Exhibit 10.3 to AIG’s Quarterly Report on Form 10-Q, filed with the SEC on November 5, 2025 (File No. 1-8787).
(33) Contract of Employment, dated December 1, 2025, between AIG and Jonathan Hancock*Filed herewith.
(34) AIG Clawback Policy (as amended and restated effective December 9, 2025)*Filed herewith.
19Insider Trading PolicyFiled herewith.
21Subsidiaries of RegistrantFiled herewith.
22Guaranteed SecuritiesNone.
23Consent of Independent Registered Public Accounting FirmFiled herewith.
24Powers of attorneyIncluded on signature page and filed herewith.
31Rule 13a-14(a)/15d-14(a) CertificationsFiled herewith.
32Section 1350 Certifications**Furnished herewith.
97Financial Restatement Compensation Recoupment Policy (effective as of September 11, 2023)Incorporated by Reference to Exhibit 10.49 to AIG’s Annual Report on Form 10-K, filed with the SEC on February 14, 2024 (File No. 1-8787).
101Interactive data files pursuant to Rule 405 of Regulation S-T: (i) the Consolidated Balance Sheets as of December 31, 2025 and December 31, 2024, (ii) the Consolidated Statements of Income (Loss) for the three years ended December 31, 2025, (iii) the Consolidated Statements of Equity for the three years ended December 31, 2025, (iv) the Consolidated Statements of Cash Flows for the three years ended December 31, 2025, (v) the Consolidated Statements of Comprehensive Income (Loss) for the three years ended December 31, 2025 and (vi) the Notes to the Consolidated Financial Statements.Filed herewith.
104Cover Page Interactive Data File (formatted as inline XBRL with applicable taxonomy extension information contained in Exhibits 101)Filed herewith.

*This exhibit is a management contract or a compensatory plan or arrangement.

**This information is furnished and not filed for purposes of Sections 11 and 12 of the Securities Act of 1933 and Section 18 of the Securities Exchange Act of 1934.

Item 16. Form 10-K Summary

None.

174AIG | 2025 Form 10-K
Signatures

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 12th of February, 2026.

AMERICAN INTERNATIONAL GROUP, INC.
By/S/ PETER ZAFFINO
(Peter Zaffino, Chairman and Chief Executive Officer)

KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Peter Zaffino and Keith Walsh, 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 12th of February, 2026.

SIGNATURETITLE
/S/ PETER ZAFFINOChairman and Chief Executive Officer and Director
(Peter Zaffino)
/S/ KEITH WALSHExecutive Vice President and Chief Financial Officer (Principal Financial Officer)
(Keith Walsh)
/S/ KATHLEEN CARBONEVice President and Chief Accounting Officer (Principal Accounting Officer)
(Kathleen Carbone)
/S/ JAMES COLE JR.Director
(James Cole Jr.)
/S/ JAMES DUNNE IIIDirector
(James Dunne III)
/S/ JOHN C. INGLISDirector
(John C. Inglis)
/S/ COURTNEY LEIMKUHLERDirector
(Courtney Leimkuhler)
/S/ LINDA A. MILLSDirector
(Linda A. Mills)
/S/ DIANA M. MURPHYDirector
(Diana M. Murphy)
/S/ JUAN R. PEREZDirector
(Juan R. Perez)
/S/ PETER R. PORRINODirector
(Peter R. Porrino)
/S/ JOHN G. RICEDirector
(John G. Rice)
/S/ VANESSA A. WITTMANDirector
(Vanessa A. Wittman)
AIG | 2025 Form 10-K175

Summary of Investments – Other than Investments in Related Parties

Schedule I
At December 31, 2025Amount at which shown in the Balance sheet
(in millions)Cost(a)Fair value
Fixed maturities:
U.S. government and government sponsored entities$3,353$3,298$3,298
Obligations of states, municipalities and political subdivisions2,8082,8262,826
Non-U.S. governments6,8226,5396,539
Public utilities3,6893,6013,601
All other corporate debt securities34,33133,90833,908
Mortgage-backed, asset-backed and collateralized21,51021,60121,601
Total fixed maturity securities72,51371,77371,773
Equity securities and mutual funds:
Common stock:
Banks, trust and insurance companies206206206
Industrial, miscellaneous and all other737373
Total common stock279279279
Mutual funds223223223
Total equity securities and mutual funds502502502
Mortgage and other loans receivable, net of allowance2,8872,8342,887
Other invested assets6,8346,6966,696
Short-term investments, at cost (approximates fair value)11,14111,14111,141
Derivative assets**(b)**555
Total investments$93,882$92,951$93,004

(a)Original cost of fixed maturities is reduced by repayments and adjusted for amortization of premiums or accretion of discounts.

(b)The balance is reported in Other assets.

176AIG | 2025 Form 10-K

Condensed Financial Information of Registrant

Balance Sheets – Parent Company Only

Schedule II
December 31,
(in millions)20252024
Assets:
Short-term investments(a)$5,792$8,360
Retained investment in Corebridge using fair value option1,5123,810
Other investments1,261393
Total investments8,56512,563
Cash84
Loans to subsidiaries(b)231—
Due from affiliates - net(b)1,9241,931
Intercompany tax receivable(b)159288
Deferred income taxes3,3963,380
Investment in consolidated subsidiaries(b)38,17135,312
Other assets792755
Total assets$53,246$54,233
Liabilities:
Due to affiliates(b)$417$1,031
Intercompany tax payable(b)738551
Notes and bonds payable8,5367,904
Junior subordinated debt481602
Series AIGFP matched notes and bonds payable1818
Loans from subsidiaries(b)479462
Other liabilities1,4381,144
Total liabilities12,10711,712
AIG Shareholders’ equity:
Common stock4,7664,766
Treasury stock(71,199)(65,573)
Additional paid-in capital75,37375,348
Retained earnings37,18635,079
Accumulated other comprehensive income(4,987)(7,099)
Total AIG shareholders’ equity41,13942,521
Total liabilities and equity$53,246$54,233

(a)Included restricted cash of $55 million at both December 31, 2025 and 2024.

(b)Eliminated in consolidation.

See accompanying Notes to Condensed Financial Information of Registrant.

AIG | 2025 Form 10-K177

Condensed Financial Information of Registrant (Continued)

Statements of Income – Parent Company Only

Schedule II
Years Ended December 31,
(in millions)202520242023
Revenues:
Equity in undistributed net income (loss) of consolidated subsidiaries(a)$727$(957)$(4,313)
Dividend income from consolidated subsidiaries(a)1,9924,6317,312
Interest income252288226
Net realized gains (losses)14(13)(74)
Other income2776065
Expenses:
Interest expense408468525
Net (gain) loss on extinguishment of debt(5)14(58)
Net (gain) loss on divestitures and other(3)15
Other expenses151949778
Income (loss) from continuing operations before income tax benefit2,7113,1231,906
Income tax expense (benefit)(385)85(859)
Net income3,0963,0382,765
Income (loss) from discontinued operations—(4,442)878
Net income (loss) attributable to AIG Parent Company$3,096$(1,404)$3,643

(a)Eliminated in consolidation.

See accompanying Notes to Condensed Financial Information of Registrant.

Condensed Financial Information of Registrant (Continued)

Statements of Comprehensive Income – Parent Company Only

Schedule II
Years Ended December 31,
(in millions)202520242023
Net income (loss)$3,096$(1,404)$3,643
Other comprehensive income (loss) related to continued operations2,1121321,240
Other comprehensive income (loss) related to discontinued operations—(945)3,401
Corebridge deconsolidation—7,214—
Total comprehensive income attributable to AIG$5,208$4,997$8,284

See accompanying Notes to Condensed Financial Information of Registrant.

178AIG | 2025 Form 10-K

Condensed Financial Information of Registrant (Continued)

Statements of Cash Flows – Parent Company Only

Schedule II
Years Ended December 31,
(in millions)202520242023
Net cash provided by (used in) operating activities$2,083$3,367$4,309
Cash flows from investing activities:
Sales and maturities of investments2,9246,0183,367
Purchase of investments(1,303)(353)(2,070)
Net change in short-term investments2,568(523)(4,393)
Contributions from (to) subsidiaries - net312(12)(47)
Loans to subsidiaries - net(239)—84
Other, net282781,025
Net cash provided by (used in) investing activities4,2905,408(2,034)
Cash flows from financing activities:
Issuance of long-term debt1,241660742
Repayments of long-term debt(852)(2,047)(2,037)
Redemption of preferred stock—(485)—
Dividends on preferred stock and preferred stock redemption premiums—(22)(29)
Cash dividends paid on common stock(976)(1,002)(997)
Loans from subsidiaries - net——(97)
Purchase of common stock(5,836)(6,652)(2,961)
Other, net548223,108
Net cash provided by (used in) financing activities(6,369)(8,726)(2,271)
Change in cash and restricted cash4494
Cash and restricted cash at beginning of year59106
Cash and restricted cash at end of year$63$59$10
Supplementary disclosure of cash flow information:
Years Ended December 31,
(in millions)202520242023
Cash$8$4$10
Restricted cash included in Short-term investments5555—
Total cash and restricted cash shown in Statements of Cash Flows – Parent Company Only$63$59$10
Cash (paid) received during the period for:
Interest:
Third party$(382)$(611)$(455)
Intercompany21(3)
Taxes:
Income tax authorities178(231)(109)
Intercompany627248399
Intercompany non-cash financing and investing activities:
Capital contributions312371861
Dividends received in the form of securities——314

See accompanying Notes to Condensed Financial Information of Registrant.

AIG | 2025 Form 10-K179

NOTES TO CONDENSED FINANCIAL INFORMATION OF REGISTRANT

American International Group, Inc.’s (the Registrant) investments in consolidated subsidiaries are stated at cost plus equity in undistributed income of consolidated subsidiaries. The accompanying condensed financial statements of the Registrant should be read in conjunction with the consolidated financial statements and notes thereto of American International Group, Inc. and subsidiaries included in the Registrant’s 2025 Annual Report on Form 10-K for the year ended December 31, 2025 (Annual Report on Form 10-K) filed with the Securities and Exchange Commission on February 12, 2026.

The Registrant includes in its Statement of Income dividends from its subsidiaries and equity in undistributed income (loss) of consolidated subsidiaries, which represents the net income (loss) of each of its wholly-owned subsidiaries.

The five-year debt maturity schedule is incorporated by reference from Note 14 to the Consolidated Financial Statements.

On December 14, 2022, AIG announced that its wholly-owned subsidiary, AIG Financial Products Corp. (AIGFP), filed a voluntary petition to reorganize under Chapter 11 of Title 11 of the United States Code in the United States Bankruptcy Court for the District of Delaware and filed a proposed plan of reorganization. The reorganization will not have a material impact on the consolidated balance sheets of AIG or our respective businesses. AIGFP has no material operations or businesses and no employees. In conjunction with the bankruptcy filing, AIGFP and its consolidated subsidiaries were deconsolidated from the results of AIG, resulting in a pre-tax loss of $114 million for the year ended December 31, 2022, reported in Net gain (loss) on divestitures and other. The AIGFP loan receivable of $37.6 billion was reclassified to a third-party asset, which has a full allowance for credit losses. In addition, AIGFP and its subsidiaries were determined to be an unconsolidated variable interest entity.

The Registrant files a consolidated federal income tax return with certain subsidiaries and acts as an agent for the consolidated tax group when making payments to the Internal Revenue Service. The Registrant and its subsidiaries have adopted, pursuant to a written agreement, a method of allocating consolidated Federal income taxes. Amounts allocated to the subsidiaries under the written agreement are included in Due from affiliates in the accompanying Condensed Balance Sheets.

Under the U.S. federal tax laws, AIGFP will continue to join in filing of AIG’s consolidated U.S. federal income tax return and AIGFP’s net operating losses continue to be available to offset taxable income of AIG’s consolidated U.S. federal income tax group. Accordingly, deferred tax assets related to AIGFP’s net operating losses remain part of AIG’s deferred tax assets as of December 31, 2025. No additional valuation allowance is required in connection with AIGFP’s reorganization.

Income taxes in the accompanying Condensed Balance Sheets are composed of the Registrant’s current and deferred tax assets, the consolidated group’s current income tax receivable and deferred taxes related to tax attribute carryforwards of AIG’s U.S. consolidated federal income tax group.

The consolidated U.S. deferred tax asset for net operating loss and tax credit carryforwards are recorded by the Parent Company, which files the consolidated U.S. Federal income tax return, and are not allocated to its subsidiaries. Generally, as, and if, the consolidated net operating losses and other tax attribute carryforwards are utilized, the intercompany tax balance will be settled with the subsidiaries.

For additional information, see Note 21 to the Consolidated Financial Statements.

180AIG | 2025 Form 10-K

Supplementary Insurance Information

Schedule III
At December 31, 2025, 2024
Segment (in millions)Deferred Policy Acquisition CostsLiability for Unpaid Losses and Loss Adjustment Expenses, Future Policy BenefitsUnearned PremiumsPolicy and Contract Claims
2025
North America Commercial$454$39,171$6,185$—
International Commercial58218,2086,313—
Global Personal1,0697,9085,350—
Other Operations(a)16,764143—
$2,106$72,051$17,991$—
2024
North America Commercial$379$39,619$5,936$—
International Commercial71816,2085,773—
Global Personal1,0637,8995,340—
Other Operations(a)(95)6,75918331
$2,065$70,485$17,232$31
For the years ended December 31, 2025, 2024, and 2023
Segment (in millions)PremiumsNet Investment IncomeLosses and Loss Expenses IncurredAmortization of Deferred Policy Acquisition CostsOther Operating ExpensesNet Premiums Written
2025
North America Commercial$8,626$(b)$5,466$862$1,154$8,759
International Commercial8,580(b)4,7811,0881,5938,663
Global Personal6,472(b)3,7211,4071,2746,253
Other Operations(a)73782194141,032(2)
$23,751$4,215$14,162$3,371$5,053$23,673
2024
North America Commercial$8,172$(b)$5,713$824$1,087$8,452
International Commercial8,145(b)4,4631,0181,4378,364
Global Personal7,140(b)3,8621,5711,5657,086
Other Operations(a)801,195529121,440—
$23,537$4,255$14,567$3,425$5,529$23,902
2023
North America Commercial$10,233$(b)$6,323$1,371$1,184$11,432
International Commercial7,964(b)4,6419431,3788,168
Global Personal6,894(b)3,8111,3091,7827,119
Other Operations(a)4734246181481,055487
$25,564$3,446$15,393$3,771$5,399$27,206

(a)Includes consolidation and elimination entries and reconciling items from adjusted pre-tax income to pre-tax income. See Note 3 to the Consolidated Financial Statements.

(b)North America Commercial, International Commercial and Global Personal does not include Net investment income as the investment portfolio results are managed at the General Insurance level. Net investment income for General Insurance were $3,433 million, $3,060 million and $3,022 million for the years ended December 31, 2025, 2024 and 2023, respectively.

AIG | 2025 Form 10-K181

Reinsurance

Schedule IV
For the years ended December 31, 2025, 2024, and 2023
(in millions)Gross AmountCeded to Other CompaniesAssumed from Other CompaniesNet AmountPercent of Amount Assumed to Net
2025
Premiums earned:
Accident and health$2,535$108$35$2,4621.4%
Property and liability28,92811,3513,71221,28917.4
Total$31,463$11,459$3,747$23,75115.8%
2024
Premiums earned:
Accident and health$2,507$104$30$2,4331.2%
Property and liability28,70111,5143,91721,10418.6
Total$31,208$11,618$3,947$23,53716.8%
2023
Premiums earned:
Accident and health$2,612$107$35$2,5401.4%
Property and liability28,16912,1607,01523,02430.5
Total$30,781$12,267$7,050$25,56427.6%

Valuation and Qualifying Accounts

Schedule V
For the years ended December 31, 2025, 2024, and 2023
(in millions)Balance, Beginning of yearCharged to Costs and ExpensesWrite OffsOther Changes(a)Balance, End of year
2025
Allowance for premiums and insurances balances receivable$127$17$(16)$3$131
Federal and foreign valuation allowance for deferred tax assets1,650(305)—(294)1,051
2024
Allowance for premiums and insurances balances receivable$138$1$(12)$—$127
Federal and foreign valuation allowance for deferred tax assets1,745(31)—(64)1,650
2023
Allowance for premiums and insurances balances receivable$168$(7)$(28)$5$138
Federal and foreign valuation allowance for deferred tax assets2,594(365)—(484)1,745

(a)Includes recoveries of amounts previously charged off and reclassifications to/from other accounts*.*

182AIG | 2025 Form 10-K