Assurant 10-K 2021-12-31

Filed 2022-02-22. 23 sections, 830K characters. Original on sec.gov · Markdown · JSON

What changed since the 2020-12-31 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, DC 20549

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, 2021

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 001-31978

Assurant, Inc.

(Exact name of registrant as specified in its charter)

Delaware39-1126612
(State or other jurisdiction of incorporation)(I.R.S. Employer Identification No.)

55 Broadway, Suite 2901

New York, New York 10006

(212) 859-7000

(Address, including zip code, and telephone number, including area code, of Registrant’s Principal Executive Offices)

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

Title of Each ClassTrading Symbol(s)Name of Each Exchange on Which Registered
Common Stock, $0.01 Par ValueAIZNew York Stock Exchange
5.25% Subordinated Notes due 2061AIZNNew York Stock Exchange

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

None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes x 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 x

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 x 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 x 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. Yes ☒ No ☐

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

The aggregate market value of the registrant’s common stock held by non-affiliates of the registrant was $9.22 billion as of the last business day of the fiscal quarter ended June 30, 2021 based on the closing sale price of $156.18 per share for the common stock on such date as traded on the New York Stock Exchange.

The number of shares of the registrant’s common stock outstanding at February 11, 2022 was 55,161,629.

Documents Incorporated by Reference

Certain information contained in the definitive proxy statement for the registrant’s 2022 annual meeting of stockholders, which will be filed with the Securities and Exchange Commission within 120 days after the end of the fiscal year to which this report relates, is incorporated by reference into Part III hereof.

ASSURANT, INC.

ANNUAL REPORT ON FORM 10-K

For the Fiscal Year Ended December 31, 2021

TABLE OF CONTENTS

Item NumberPage Number
PART I
1Business3
1A.Risk Factors18
1B.Unresolved Staff Comments39
2Properties39
3Legal Proceedings39
4Mine Safety Disclosures39
PART II
5Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities40
6Reserved42
7Management’s Discussion and Analysis of Financial Condition and Results of Operations42
7A.Quantitative and Qualitative Disclosures About Market Risk66
8Financial Statements and Supplementary Data70
9Changes in and Disagreements with Accountants on Accounting and Financial Disclosure70
9A.Controls and Procedures70
9B.Other Information71
9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections71
PART III
10Directors, Executive Officers and Corporate Governance72
11Executive Compensation72
12Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters72
13Certain Relationships and Related Transactions, and Director Independence72
14Principal Accounting Fees and Services72
PART IV
15Exhibits and Financial Statement Schedules73
16.Form 10-K Summary76
Signatures77

Unless otherwise stated, all amounts are presented in United States of America (“U.S.”) Dollars and all amounts are in millions, except for number of shares, per share amounts, registered holders, number of employees, beneficial owners, number of securities in an unrealized loss position and number of loans.

FORWARD-LOOKING STATEMENTS

Some statements in “Item 1 – Business” and “Item 7 – Management’s Discussion and Analysis of Financial Condition and Results of Operations” and elsewhere in this Annual Report on Form 10-K for the fiscal year ended December 31, 2021 (this “Report”), including our business and financial plans and any statements anticipating future financial performance, business prospects, growth and operating strategies and similar matters, may constitute forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. You can identify these statements by the use of words such as “will,” “may,” “can,” “anticipates,” “expects,” “estimates,” “projects,” “intends,” “plans,” “believes,” “targets,” “forecasts,” “potential,” “approximately,” and the negative versions of those words and other words and terms with a similar meaning. Any forward-looking statements contained in this Report are based upon our historical performance and on current plans, estimates and expectations. The inclusion of this forward-looking information should not be regarded as a representation by us or any other person that our future plans, estimates or expectations will be achieved. Our actual results might differ materially from those projected in the forward-looking statements. We undertake no obligation to update or review any forward-looking statement, whether as a result of new information, future events or other developments. For a discussion of the factors that could affect our actual results, see “Item 1A – Risk Factors” and “Item 7 – Management’s Discussion and Analysis of Financial Condition and Results of Operations – Critical Factors Affecting Results.”

PART I

Unless the context otherwise requires, references to the terms “Assurant,” the “Company,” “we,” “us” and “our” refer to Assurant, Inc.’s consolidated operations.

Item 1. Business

Assurant, Inc. was incorporated as a Delaware corporation in 2004.

We are a leading global provider of lifestyle and housing solutions that support, protect and connect major consumer purchases. We partner with leading brands to develop innovative products and services and to deliver an enhanced customer experience. We operate in North America, Latin America, Europe and Asia Pacific through two operating segments: Global Lifestyle and Global Housing. Through our Global Lifestyle segment, we provide mobile device solutions and extended service products and related services for mobile devices, consumer electronics and appliances (referred to as “Connected Living”); vehicle protection and related services (referred to as “Global Automotive”); and credit protection and other insurance products (referred to as “Global Financial Services and Other”). Through our Global Housing segment, we provide lender-placed homeowners insurance, lender-placed manufactured housing insurance and lender-placed flood insurance (referred to as “Lender-placed Insurance”); renters insurance and related products (referred to as “Multifamily Housing”); and voluntary manufactured housing insurance, voluntary homeowners insurance and other specialty products (referred to as “Specialty and Other”).

Our Competitive Strengths

Our financial strength and capabilities across our businesses create competitive advantages that we believe allow us to support our clients, deliver superior experience for their customers and drive sustainable profitable growth over the long term.

Our financial strength. We believe we have a strong balance sheet and operating cash flows. As of December 31, 2021, we had $33.91 billion in total assets and our debt to total capital was 28.6%. In addition, our Global Lifestyle and Global Housing segments generate significant operating cash flows, which provides us with the flexibility to make investments to strengthen our strategic capabilities and enter into and grow partnerships with our clients.

Insights and evolving capabilities enable innovation to meet consumer needs. We have a deep understanding of our clients and the consumer markets they serve. We seek to leverage consumer insights, together with extensive market knowledge and capabilities, to anticipate and identify the specific needs of our clients and the consumers they serve. We intend to leverage those insights with investments in emerging technologies and operations, including digitization, to introduce innovative products and services and adapt those offerings to the changing needs of the connected consumer.

Value chain integration and customer experience. We own or manage multiple pieces of the value chain, which enables us to create products and service offerings based on client needs and provide a seamless experience for consumers. Offering end-to-end solutions allows us to provide additional value for consumers and adapt more quickly and efficiently to their needs. Visibility across the value chain helps us leverage insights to further improve the customer experience and our offerings. Our ability to introduce value-added services and capabilities across the value chain and provide a superior customer experience allows us to strengthen our partnerships and our competitive position.

Our Strategy for Profitable Growth

Our vision is to be the premier provider of lifestyle and housing solutions globally to empower leading brands to connect, protect and support the connected lifestyle of consumers. To achieve this vision, we positioned ourselves for continued long-term profitable growth by:

Growing our portfolio of market-leading businesses. Our businesses represent a cohesive group of leading, service-oriented businesses supporting the connected lifestyle of consumers. We intend to focus on compelling growth opportunities within our businesses, including capitalizing on the convergence of the connected consumer in the global markets and geographies in which we operate. We intend to grow our businesses by strengthening our partnerships with major clients and prospects globally, while continuing to invest in talent, capabilities and technology, including digital, to enable us to deliver superior customer experience, as well as further expanding our offerings and diversifying our distribution channels. As our service offerings expand, we expect to generate a more diversified mix of business and earnings, with decreasing exposure to catastrophe risk.

Providing integrated offerings through a superior, digital-first customer experience. As we expand our product and service capabilities and respond to client and consumer needs, we expect to continue to drive additional value to consumers by accelerating the pace of innovation to provide fully integrated offerings through a superior, digital-first customer experience.

Deploying our capital and talent strategically. We deploy capital to invest in and grow our businesses, repurchase shares and pay dividends. Our approach to mergers, acquisitions and other growth opportunities reflects our strategic and disciplined

approach to capital management. We target new businesses and capabilities, organically and through acquisitions, that complement or support our strategy. We are also focused on strategically attracting, developing and deploying our talent, as we prioritize programs and initiatives aimed at investing in our talent, with a focus on diversity, equity and inclusion.

2021 Highlights

In May 2021, the Company announced the appointment of Keith Demmings as President, and he was named to succeed as Chief Executive Officer (“CEO”) effective January 1, 2022. Mr. Demmings also joined the Board of Directors (the “Board”) on January 1, 2022. Mr. Demmings has had a distinguished career at the Company for over two decades, having held significant leadership roles with increasing levels of responsibility across the Company’s global enterprise, including President of Global Lifestyle, which includes the Company’s global operations and which has grown significantly under his leadership to become the Company’s largest business segment.

In August 2021, we completed the sale of the legal entities which comprise the businesses previously reported as the Global Preneed segment and certain businesses previously disposed of through reinsurance, which were previously reported in the Corporate and Other segment (collectively, the “disposed Global Preneed business”) to subsidiaries of CUNA Mutual Group (“CUNA”) for an aggregate purchase price at closing of $1.34 billion in cash. For additional information, refer to Note 4 to the Consolidated Financial Statements included elsewhere in this Report.

Our business model now represents a group of leading, service-oriented businesses supporting the needs of the connected lifestyle of consumers – together they have generated and are expected to continue to drive profitable growth and strong returns. In 2021, Global Lifestyle saw growth from Connected Living and Global Automotive, including the positive impacts from recent acquisitions. Within Connected Living, our ability to introduce value-added services and capabilities, including mobile service delivery options and, most recently, in-store repair capabilities, has allowed us to strengthen our competitive position and further differentiate our offerings. Our trade-in and upgrade programs, including from the acquisition of Hyla Mobile, Inc. (“Hyla”), drove strong performance in 2021. Global Automotive also saw significant growth, as we benefited from increased scale through alignment with expanded and new client relationships globally and our ability to support customers through digital channels. Within Global Housing, Multifamily Housing continued to expand client relationships, while investing in technology and digital initiatives to support future growth. In Lender-placed Insurance, we also renewed multiple clients, while adding more clients, and

Showing the first 8K of 86K characters. Open the full section

Item 1A. Risk Factors

Certain factors may have a material adverse effect on our business, financial condition, results of operations and cash flows. You should carefully consider them, along with the other information presented in this Report. It is not possible to predict or identify all such factors. Additional risks and uncertainties that are not yet identified or that we currently believe to be immaterial may also materially harm our business, financial condition, results of operations and cash flows.

The following is a summary of the principal risks that could adversely affect our business, financial condition, results of operations and cash flows.

Business, Strategic and Operational Risks

  • Our revenues and profits may decline if we are unable to maintain relationships with significant clients, distributors and other parties, or renew contracts with them on favorable terms, or if those parties face financial, reputational or regulatory issues.

  • Significant competitive pressures, changes in customer preferences and disruption could adversely affect our results of operations.

  • The success of our business depends on the execution of our strategy, including through the continuing service of key executives, senior leaders, highly-skilled personnel and a high-performing workforce.

  • We may be unable to grow our business if we cannot find suitable acquisition candidates at attractive prices, integrate acquired businesses effectively or identify new areas for organic growth.

  • Our inability to successfully recover should we experience a business continuity event could have a material adverse effect on our business, financial condition and results of operations.

  • Failure to successfully manage vendors and other third parties could adversely affect our business.

  • We face risks associated with our international operations.

  • Our mobile business is subject to the risk of declines in the value of mobile devices in our inventory, and to export compliance and other risks.

  • Sales of our products and services may decline if we are unable to develop and maintain distribution sources or attract and retain sales representatives and executives with key client relationships.

  • We face risks associated with joint ventures, franchises and investments in which we share ownership or management with third parties.

  • Catastrophe and non-catastrophe losses, including as a result of climate change, could materially reduce our profitability and have a material adverse effect on our results of operations and financial condition.

  • Negative publicity relating to our business or industry may adversely affect our financial results.

Macroeconomic, Political and Global Market Risks

  • General economic, financial market and political conditions and conditions in the markets in which we operate may materially adversely affect our results of operations and financial condition.

  • The ongoing COVID-19 pandemic and measures taken in response thereto have disrupted and will likely continue to disrupt normal business activity, which may adversely affect our business, results of operations and financial condition.

Financial Risks

  • Our actual claims losses may exceed our reserves for claims, requiring us to establish additional reserves or to incur additional expense for settling unreserved liabilities, which could have a material adverse effect on our results of operations, profitability and capital.

  • We may be unable to accurately predict and price for claims and other costs, which could reduce our profitability.

  • A decline in the financial strength ratings of our insurance subsidiaries could adversely affect our results of operations and financial condition.

  • A credit rating agency downgrade of our corporate senior debt rating could adversely impact on our business.

  • Fluctuations in the exchange rate of the U.S. Dollar and other foreign currencies may materially and adversely affect our results of operations.

  • An impairment of our goodwill or other intangible assets could materially adversely affect our results of operations and book value.

  • Failure to maintain effective internal control over financial reporting could have a material adverse effect on our business and stock price.

  • Unfavorable conditions in the capital and credit markets may significantly and adversely affect our access to capital and our ability to pay our debts or expenses.

  • Our investment portfolio is subject to market risk, including changes in interest rates, that may adversely affect our results of operations and financial condition.

  • Our investment portfolio is subject to credit, liquidity and other risks that may adversely affect our results of operations and financial condition.

  • The value of our deferred tax assets could become impaired, which could materially and adversely affect our results of operations and financial condition.

  • Reinsurance may not be adequate or available to protect us against losses, and we are subject to the credit risk of reinsurers.

  • Through reinsurance, we have sold or exited businesses that could again become our direct financial and administrative responsibility if the reinsurers become insolvent.

  • Due to the structure of our commission program, we are exposed to risks related to the creditworthiness and reporting systems of some of our agents, third-party administrators and clients.

  • Our subsidiaries’ inability to pay us sufficient dividends could prevent us from meeting our obligations and paying future stockholder dividends.

  • Our ability to declare and pay dividends on our capital stock or repurchase shares may be limited.

  • Actual results may differ materially from the analytical models we use to assist in our decision-making in key areas such as pricing, catastrophe risks, reserving and capital management.

Technology, Cybersecurity and Privacy Risks

  • The failure to effectively maintain and modernize our information technology systems and infrastructure and integrate those of acquired businesses could adversely affect our business.

  • We could incur significant liability if our information systems or those of third parties are breached or we or third parties otherwise fail to protect the security of data residing on our respective systems, which could adversely affect our business and results of operations.

  • The costs of complying with, or our failure to comply with, U.S. and foreign laws related to privacy, data security and data protection could adversely affect our financial condition, operating results and reputation.

Legal and Regulatory Risks

  • We are subject to extensive laws and regulations, which increase our costs and could restrict the conduct of our business, and violations or alleged violations of such laws and regulations could have a material adverse effect on our reputation, business and results of operations.

  • Changes in tax laws and regulations could have a material adverse impact on our results of operations and financial condition.

  • Our business is subject to risks related to litigation and regulatory actions.

  • Our business is subject to risks related to reductions in the insurance premium rates we charge.

  • Changes in insurance regulation may reduce our profitability and limit our growth.

General Risk Factors

  • Our common stock may be subject to stock price and trading volume volatility.

  • Employee misconduct could harm us by subjecting us to significant legal liability, regulatory scrutiny and reputational harm.

  • Applicable laws and our certificate of incorporation and by-laws may discourage takeovers and business combinations that some stockholders might consider to be in their best interests.

For a more complete discussion of these risks, please see below.

Business, Strategic and Operational Risks

**Our revenues and profits may decline if we are unable to maintain relationships with significant clients, distributors and other parties, or renew contracts with them on favora

Showing the first 8K of 117K characters. Open the full section

Item 1B. Unresolved Staff Comments

None.

Item 2. Properties

We own four properties. Two buildings serve as headquarters for our operating segments and two buildings serve as operations centers for Global Housing. Global Lifestyle and Global Housing share headquarters buildings located in Miami, Florida and Atlanta, Georgia. Global Housing has operations centers located in Florence, South Carolina and Springfield, Ohio. We lease office space for various offices and service centers located throughout the U.S. and internationally, including our New York, New York corporate office and our data center in Woodbury, Minnesota. Our leases have terms ranging from month-to-month to fifteen years. We believe that our owned and leased properties are adequate for our current business operations.

Item 3. Legal Proceedings

For a description of any material pending legal proceeding in which we are involved, see “Commitments and Contingencies – Legal and Regulatory Matters” in Note 27 to the Consolidated Financial Statements included elsewhere in this Report, which is hereby incorporated by reference.

Item 4. Mine Safety Disclosures

Not applicable.

PART II

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

Our common stock is listed on the NYSE under the symbol “AIZ.” On February 11, 2022, there were approximately 153 registered holders of record of our common stock.

Stock Performance Graph

The following graph compares the cumulative total return (stock price increase plus reinvestment of dividends paid) on our common stock from December 31, 2016 through December 31, 2021 with the cumulative total returns for the S&P 400 MidCap Index and the S&P 500 Index, as the broad equity market indexes, and the S&P 500 Multi-line Insurance Index, as the published industry index. The graph assumes that the value of the investment in our common stock and each index was $100 on December 31, 2016 and that all dividends were reinvested.

aiz-20211231_g1.jpg

Total Values/Annual Return Percentages

(Includes reinvestment of dividends)

Initial Investment at 12/31/2016TOTAL VALUES December 31,
Security / Index20172018201920202021
Assurant, Inc. Common Stock$100.00$110.98$100.80$150.97$160.17$186.53
S&P 500 Index100.00121.83116.49153.17181.35233.41
S&P 400 MidCap Index100.00116.24103.36130.44148.26184.97
S&P 500 Multi-line Insurance Index100.00101.0376.34103.5484.62123.35
ANNUAL RETURN PERCENTAGES Years Ended December 31,
Security / Index20172018201920202021
Assurant, Inc. Common Stock10.98%(9.18)%49.78%6.09%16.46%
S&P 500 Index21.83(4.38)31.4918.4028.71
S&P 400 MidCap Index16.24(11.08)26.2013.6624.76
S&P 500 Multi-line Insurance Index1.03(24.44)35.64(18.28)45.78

Issuer Purchases of Equity Securities

The table below provides information regarding purchases of our common stock during the fourth quarter of 2021.

Period in 2021Total Number of Shares PurchasedAverage Price Paid Per ShareTotal Number of Shares Purchased as Part of Publicly Announced Plans or Programs (1)Approximate Dollar Value of Shares that May Yet be Purchased Under the Plans or Programs (1)
October 1 – October 31597,565$162.38597,565$1,034.8
November 1 – November 30606,569160.82606,569937.3
December 1 – December 31619,118153.68619,118842.1
Total fourth quarter1,823,252$158.911,823,252$842.1

(1)Shares purchased pursuant to the January and May 2021 publicly announced share repurchase authorizations of up to $600.0 million and $900.0 million, respectively, aggregate cost at purchase of outstanding common stock. As of December 31, 2021, $842.1 million aggregate cost at purchase remained unused under the May 2021 repurchase authorization.

Dividend Policy

Any determination to pay future dividends will be at the discretion of the Board and will be dependent upon various factors, including: our subsidiaries’ payments of dividends and other statutorily permissible payments to us; our results of operations and cash flows; our financial condition and capital requirements; general business conditions and growth prospects; any legal, tax, regulatory and contractual restrictions on the payment of dividends; and any other factors the Board deems relevant.

We are a holding company and, therefore, our ability to pay dividends on our common stock, repurchase shares or debt, service our debt and meet our other obligations depends primarily on the ability of our subsidiaries to pay dividends and make other statutorily permissible payments to us. Our insurance subsidiaries are subject to significant regulatory and other restrictions limiting their ability to declare and pay dividends. See “Item 1A – Risk Factors – Financial Risks – Our subsidiaries’ inability to pay us sufficient dividends could prevent us from meeting our obligations and paying future stockholder dividends.” For the year ending December 31, 2022, the maximum amount of dividends our regulated U.S. domiciled insurance subsidiaries could pay us under applicable laws and regulations, without prior regulatory approval, is approximately $475.3 million. We may seek approval of regulators to pay dividends in excess of any amounts that would be permitted without such approval. However, there can be no assurance that we would obtain such approval if sought. Our international and non-insurance subsidiaries provide additional sources of dividends. Dividends or returns of capital paid by our subsidiaries, net of infusions and excluding amounts used for acquisitions or received from dispositions, was approximately

$728.6 million for the year ended December 31, 2021, of which $539.3 million was generated by our U.S. domiciled insurance subsidiaries.

Payments of dividends on shares of common stock are subject to the preferential rights of any preferred stock that the Board may create from time to time. In March 2021, each outstanding share of mandatory convertible preferred stock (“MCPS”) converted into shares of common stock. Refer to Note 20 to the Consolidated Financial Statements included elsewhere in this Report for further information.

In addition, the Credit Facility restricts payments of common stock dividends if an event of default has occurred or if a proposed common stock dividend payment would cause an event of default under the Credit Facility. Further, if we elect to defer the payment of interest on our Subordinated Notes, we generally may not make payments on our capital stock. For more information regarding the Credit Facility, the Subordinated Notes and restrictions on the payment of dividends by us and our insurance subsidiaries, see “Item 7 – Management’s Discussion and Analysis of Financial Condition and Results of Operations – Liquidity and Capital Resources.”

Securities Authorized for Issuance Under Equity Compensation Plans

See Item 12 of this Report for information about securities authorized for issuance under our equity compensation plans.

Item 6. Reserved

Not applicable.

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our Consolidated Financial Statements and accompanying notes included elsewhere in this Report. It contains forward-looking statements that involve risks and uncertainties. Our actual results might differ materially from those projected in these forward-looking statements as a result of various factors, including those discussed below and elsewhere in this Report, particularly under the headings “Item 1A – Risk Factors” and “Forward-Looking Statements.”

General

Sale of Global Preneed

In August 2021, we completed the sale of the disposed Global Preneed business to CUNA for an aggregate purchase price at closing of $1.34 billion in cash. For additional information, refer to Note 4 to the Consolidated Financial Statements included elsewhere in this Report.

Prior to the sale, we determined that the disposed Global Preneed business met the criteria to be classified as held for sale and that the sale represented a strategic shift that had a major impact on our operations and financial results. Accordingly, the results of operations of the disposed Global Preneed business are presented as net income from discontinued operations in the consolidated statements of operations and segregated in the consolidated statement of cash flows for all periods presented, and the assets and liabilities for the disposed Global Preneed business have been classified as held for sale and segregated as of December 31, 2020 in the consolidated balance sheets. Transactions between the disposed Global Preneed business and businesses in our continuing operations were not eliminated to appropriately reflect the continuing operations and the assets, liabilities and results of the disposed Global Preneed business. Refer to “–Results of Operations – Discontinued Operations” below and Note 4 to the Consolidated Financial Statements included elsewhere in this Report.

Reportable Segments

We report our results through three segments: Global Lifestyle, Global Housing and Corporate and Other. Corporate and Other includes activities of the holding company, financing and interest expenses, net realized gains (losses) on investments and fair value changes to equity securities, interest income earned from short-term investments held, income (expenses) primarily related to our frozen benefit plans, amounts related to businesses previously disposed of through reinsurance and the run-off of the Assurant Health business. Corporate and Other also includes goodwill impairments, the foreign currency gains (losses) from remeasurement of monetary assets and liabilities, changes in the fair value of derivative instruments and other expenses related to merger and acquisition activities, as well as other highly variable or unusual items other than reportable catastrophes (reportable catastrophe losses, net of reinsurance and client profit sharing adjustments, and including reinstatement and other premiums).

The following discussion covers the year ended December 31, 2021 (“Twelve Months 2021”), the year ended December 31, 2020 (“Twelve Months 2020”) and the year ended December 31, 2019 (“Twelve Months 2019”). Please see the discussion that follows, for each of these segments, for a more detailed comparative analysis.

Executive Summary

Overview

We have undertaken several acquisitions and dispositions in the current and prior years, which are reflected in our results. In August 2021, we completed the sale of the disposed Global Preneed business to CUNA for an aggregate purchase price at closing of $1.34 billion in cash. For additional information, refer to Notes 3 and 4 to the Consolidated Financial Statements included elsewhere in this Report.

In June 2021, we issued $350.0 million of 2.65% senior notes due January 2032 and used the proceeds, along with cash on hand, to redeem all of the $350.0 million outstanding aggregate principal amount of our 4.00% senior notes due March 2023 and paid accrued interest, related premiums, fees and expenses in July 2021. See “ – Liquidity and Capital Resources” below for further details.

Summary of Financial Results

Consolidated net income from continuing operations increased $93.1 million, or 18%, to $613.5 million for Twelve Months 2021 from $520.4 million for Twelve Months 2020. The increase was primarily driven by higher net realized gains on investments and fair value changes to equity securities, including $67.5 million of fair value changes in unrealized equity positions that went public during Twelve Months 2021, compared to net losses in Twelve Months 2020, as well as growth in Global Lifestyle. This was partially offset by the absence of an $84.4 million tax benefit that was recorded in Twelve Months 2020 related to the utilization of net operating losses in connection with the 2020 Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”).

Global Lifestyle segment net income increased $47.5 million, or 11%, to $484.7 million for Twelve Months 2021 from $437.2 million for Twelve Months 2020, primarily driven by significant growth in Global Automotive, continued expansion in mobile within Connected Living and greater contributions from Global Financial Services and Other. Global Automotive results included underlying growth from prior period sales driven by expanded and new client relationships globally, favorable loss experience in select ancillary products and $8.2 million of one-time benefits in the first half of Twelve Months 2021 that are not expected to repeat. Mobile growth was primarily driven by strong trade-in volumes, including HYLA, and improved performance in Asia Pacific. Results were partially offset by investments in our in-store service and repair capabilities.

Global Lifestyle net earned premiums, fees and other income increased $410.1 million, or 6%, to $7.75 billion for the Twelve Months 2021 compared with $7.34 billion for Twelve Months 2020, primarily driven by Global Automotive from strong sales across the U.S., as well as growth in Connected Living from extended service contracts. In mobile, higher trade-in volumes and subscriber growth were offset by declines from runoff programs and the $176 million reduction from the previously disclosed program contract change.

Global Housing segment net income increased $10.8 million, or 5%, to $244.6 million for Twelve Months 2021 from $233.8 million for Twelve Months 2020. Segment net income for Twelve Months 2021 included $113.9 million of reportable catastrophes compared to $137.2 million of reportable catastrophes for Twelve Months 2020. Excluding reportable catastrophes, segment net income decreased $12.5 million, primarily due to higher non-catastrophe loss experience from an anticipated increase to more normalized levels, as well as a $12.3 million year-over-year increase within small commercial that was primarily related to reserve strengthening for run-off claims. This was partially offset by higher premium rates and average insured values in Lender-placed Insurance.

Global Housing net earned premiums, fees and other income increased $19.3 million, or 1%, to $2.00 billion for Twelve Months 2021 compared with $1.98 billion for Twelve Months 2020, primarily driven by growth in Multifamily Housing across affinity and property management company channels as well as Lender-placed Insurance. The increase was partially offset by declines in Specialty and Other products from client runoff.

Corporate and Other segment net loss decreased $34.8 million, or 23%, to $115.8 million for Twelve Months 2021 from $150.6 million for Twelve Months 2020, primarily due to the higher net realized gains on investments and fair value changes to equity securities, compared to net losses in Twelve Months 2020, partially offset by the absence of an $84.4 million tax benefit related to the utilization of net operating losses in connection with the CAR

Showing the first 8K of 111K characters. Open the full section

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

We are exposed to potential loss from various market risks, in particular interest rate risk and credit risk. Additionally, we are exposed, to a lesser extent, to foreign exchange risk.

Interest rate risk is the possibility that the fair value of liabilities will change more or less than the market value of investments in response to changes in interest rates, including changes in investment yields and changes in spreads due to credit risks and other factors.

Credit risk is the possibility that counterparties may not be able to meet payment obligations when they become due. We assume counterparty credit risk in many forms. A counterparty is any person or entity from which cash or other forms of consideration are expected to extinguish a liability or obligation to us. We have exposure to credit risk primarily from customers, as a holder of fixed maturity securities and by entering into reinsurance cessions.

Foreign exchange risk is the possibility that changes in exchange rates produce an adverse effect on earnings and equity when measured in domestic currency. This risk is largest when assets backing liabilities payable in one currency are invested in

financial instruments of another currency. Our general principle is to invest in assets that match the currency in which we expect the liabilities to be paid.

Interest Rate Risk

Interest rate risk arises as we invest substantial funds in interest-sensitive fixed income assets, such as fixed maturity securities, mortgage-backed and asset-backed securities and commercial mortgage loans, primarily in the U.S. and Canada. There are two forms of interest rate risk – price risk and reinvestment risk. Price risk occurs when fluctuations in interest rates have a direct impact on the market valuation of these investments. As interest rates rise, the market value of these investments falls, and conversely, as interest rates fall, the market value of these investments rises. Reinvestment risk is primarily associated with the need to reinvest cash flows (primarily coupons and maturities) in an unfavorable lower interest rate environment. In addition, for securities with embedded options such as callable bonds, mortgage-backed securities and certain asset-backed securities, reinvestment risk occurs when fluctuations in interest rates have a direct impact on expected cash flows. As interest rates fall, an increase in prepayments on these assets results in earlier than expected receipt of cash flows, forcing us to reinvest the proceeds in an unfavorable lower interest rate environment. Conversely, as interest rates rise, a decrease in prepayments on these assets results in later than expected receipt of cash flows, forcing us to forgo reinvesting in a favorable higher interest rate environment.

We manage interest rate risk by selecting investments with characteristics such as duration, yield, currency and liquidity tailored to the anticipated cash outflow characteristics of our insurance and reinsurance liabilities.

The interest rate sensitivity relating to price risk of our fixed maturity securities investment portfolio is assessed using hypothetical scenarios that assume several positive and negative parallel shifts of the yield curves. We have assumed that the U.S. and Canadian yield curve shifts are equal in direction and magnitude. The individual securities are repriced under each scenario using a valuation model. For investments such as callable bonds and mortgage-backed and asset-backed securities, a prepayment model is used in conjunction with a valuation model. Our actual experience may differ from the results noted below particularly due to assumptions utilized or if events occur that were not included in the methodology. The following tables summarize the results of this analysis for bonds, mortgage-backed securities and asset-backed securities held in our investment portfolio as of the dates indicated:

Interest Rate Movement Analysis of Market Value of Fixed Maturity Securities Investment Portfolio
December 31, 2021
-100 bps-50 bpsBase50 bps100 bps
Total market value$7,597.1$7,402.0$7,215.3$7,036.7$6,865.7
% change in market value from base case5.29%2.59%—%(2.48)%(4.85)%
$ change in market value from base case$381.8$186.7$—$(178.6)$(349.6)
December 31, 2020
-100 bps-50 bpsBase50 bps100 bps
Total market value$7,067.4$6,905.8$6,815.5$6,601.4$6,457.2
% change in market value from base case3.70%1.32%—%(3.14)%(5.26)%
$ change in market value from base case$251.9$90.3$—$(214.1)$(358.3)

The interest rate sensitivity relating to reinvestment risk of our fixed maturity securities investment portfolio is assessed using hypothetical scenarios that assume purchases in the primary market and consider the effects of interest rates on sales. The effects of embedded options, including call or put features are not considered. Our actual results may differ from the results noted below particularly due to assumptions utilized or if events occur that were not included in the methodology.

The following tables summarize the results of this analysis on our reported portfolio yield as of the dates indicated:

Interest Rate Movement Analysis of Portfolio Yield of Fixed Maturity Securities Investment Portfolio
December 31, 2021
-100 bps-50 bpsBase50 bps100 bps
Portfolio yield3.23%3.39%3.55%3.71%3.87%
% change in portfolio yield(0.32)%(0.16)%—%0.16%0.32%
December 31, 2020
-100 bps-50 bpsBase50 bps100 bps
Portfolio yield3.51%3.63%3.76%3.89%4.01%
% change in portfolio yield(0.25)%(0.13)%—%0.13%0.25%

Credit Risk

We have exposure to credit risk primarily from customers, as a holder of fixed maturity securities and by entering into reinsurance cessions.

Our risk management strategy and investment policy is to invest in debt instruments of high credit quality issuers and to limit the amount of credit exposure with respect to any one issuer. We attempt to limit our credit exposure by imposing fixed maturity portfolio limits on individual issuers based upon credit quality. Currently our portfolio limits are 1.5% for issuers rated AA- and above, 1% for issuers rated A- to A+, 0.75% for issuers rated BBB- to BBB+, 0.38% for issuers rated BB- to BB+ and 0.25% for issuers rated B and below. These portfolio limits are further reduced for certain issuers with whom we have credit exposure on reinsurance agreements. For our portfolio limits, we use credit ratings from Moody’s, S&P, Fitch Ratings, Inc. and DBRS, Inc. (collectively, the “NRSROs”) to determine an issuer’s rating. When three or more credit ratings are available for an issuer, the second lowest rating will be used. When two or fewer credit ratings are available for an issuer, the lower rating will be used.

The following table presents our fixed maturity securities investment portfolio by ratings of the NRSROs as of the dates indicated:

December 31, 2021December 31, 2020
RatingFair ValuePercentage of TotalFair ValuePercentage of Total
Aaa/Aa/A$4,066.556.4%$4,051.359.5%
Baa2,719.037.7%2,288.133.6%
Ba333.74.6%384.45.6%
B and lower96.11.3%91.71.3%
Total$7,215.3100.0%$6,815.5100.0%

We are also exposed to the credit risk of our reinsurers. When we purchase reinsurance, we are still liable to our insureds regardless of whether we get reimbursed by our reinsurer. As part of our overall risk and capacity management strategy, we purchase reinsurance for certain risks underwritten by our various business segments as described above under “Item 7 – Management’s Discussion and Analysis of Financial Condition and Results of Operations – Critical Accounting Estimates – Reinsurance.”

We had $6.18 billion and $6.61 billion of reinsurance recoverables as of December 31, 2021 and 2020, respectively, the majority of which are protected from credit risk by various types of risk mitigation mechanisms such as trusts, letters of credit or by withholding the assets in a modified coinsurance or co-funds-withheld arrangement. For example, reserves of $410.2 million as of December 31, 2021 relating to coinsurance arrangements with John Hancock related to the sale of LTC that is backed by trusts. If the value of the assets in these trusts falls below the value of the associated liabilities, John Hancock will be required to put more assets in the trusts. We may be dependent on the financial condition of John Hancock, whose A.M. Best financial strength rating is currently A+, with a stable outlook.

As of December 31, 2021, we had $817.4 million of reinsurance recoverables from ERAC that are included in assets held for sale on our consolidated balance sheet related to the agreement to sell JALIC. A.M. Best withdrew its rating for ERAC in 2019 and there are currently no assets or other collateral backing reserves relating to the reinsurance recoverable from ERAC. General Electric Company, the ultimate parent of ERAC, has a capital maintenance agreement in place to maintain ERAC’s

RBC ratios at an acceptable regulatory level, which has been maintained in recent years through capital infusions into ERAC. For ERAC and other reinsurance recoverables that are not protected by the risk mitigation mechanisms referenced above, we are dependent on the creditworthiness of the reinsurer. See “Item 1A – Risk Factors – Financial Risks – Reinsurance may not be adequate or available to protect us against losses, and we are subject to the credit risk of reinsurers”, “Item 1A – Risk Factors – Financial Risks – Through reinsurance, we have sold or exited businesses that could again become our direct financial and administrative responsibility if the reinsurers become insolvent” and Note 18 to the Consolidated Financial Statements included elsewhere in this Report.

Foreign Exchange Risk

We are exposed to foreign exchange risk arising from our international operations, mainly in Canada. We also have foreign exchange risk exposure to the British Pound, Brazilian Real, Euro, Mexican Peso and Argentine Peso. Total invested assets denominated in currencies other than the Canadian Dollar were approximately 5% and 6% of our total invested assets at December 31, 2021 and 2020, respectively.

Foreign exchange risk is mitigated by matching our liabilities under insurance policies that are payable in foreign currencies with investments that are denominated in such currencies.

The foreign exchange risk sensitivity of our fixed maturity securities denominated in Canadian Dollars, whose balance was $423.2 million and $466.5 million of the total market value as of December 31, 2021 and 2020, respectively, on our entire fixed maturity securities portfolio is summarized in the following tables:

Foreign Exchange Movement Analysis of Market Value of Fixed Maturity Securities
December 31, 2021
Foreign exchange spot rate at December 31, 2021, US Dollar to Canadian Dollar-10%-5%05%10%
Total market value$7,173.0$7,194.1$7,215.3$7,236.4$7,257.6
% change of market value from base case(0.59)%(0.29)%—%0.29%0.59%
$ change of market value from base case$(42.3)$(21.2)$—$21.1$42.3
December 31, 2020
Foreign exchange spot rate at December 31, 2020, US Dollar to Canadian Dollar-10%-5%05%10%
Total market value$6,768.9$6,792.2$6,815.5$6,838.9$6,862.1
% change of market value from base case(0.68)%(0.34)%—%0.34%0.68%
$ change of market value from base case$(46.6)$(23.3)$—$23.4$46.6

The foreign exchange risk sensitivity of our consolidated net income from continuing operations is assessed using hypothetical test scenarios that assume earnings in Canadian Dollars are recognized evenly throughout a period. Our actual results may differ from the results noted below particularly due to assumptions utilized or if events occur that were not included in the methodology. For more information on this risk, see “Item 1A – Risk Factors – Financial Risks – Fluctuations in the exchange rate of the U.S. Dollar and other foreign currencies may materially and adversely affect our results of operations.” The following tables summarize the results of this analysis on our reported net income from continuing operations for the periods indicated:

Foreign Exchange Movement Analysis of Net Income from Continuing Operations
Year Ended December 31, 2021
Foreign exchange daily average rate for the year ended December 31, 2021, US Dollar to Canadian Dollar-10%-5%05%10%
Net income from continuing operations$610.8$612.2$613.5$614.8$616.2
% change of net income from base case(0.44)%(0.21)%—%0.21%0.44%
$ change of net income from base case$(2.7)$(1.3)$—$1.3$2.7
Year Ended December 31, 2020
Foreign exchange daily average rate for the year ended December 31, 2020, US Dollar to Canadian Dollar-10%-5%05%10%
Net income from continuing operations$517.6$519.0$520.4$521.8$523.2
% change of net income from base case(0.54)%(0.27)%—%0.27%0.54%
$ change of net income from base case$(2.8)$(1.4)$—$1.4$2.8

Derivatives

Derivatives are financial instruments whose values are derived from interest rates, foreign exchange rates, financial indices or the prices of securities or commodities. Derivative financial instruments may be exchange-traded or contracted in the over-the-counter market and include swaps, futures, options and forward contracts.

Under insurance statutes, our insurance companies may use derivative financial instruments to hedge actual or anticipated changes in their assets or liabilities, to replicate cash market instruments or for certain income-generating activities. These statutes generally prohibit the use of derivatives for speculative purposes. We generally do not use derivative financial instruments.

In accordance with the guidance on embedded derivatives, we have bifurcated the modified coinsurance agreement with Talcott Resolution into its debt host and embedded derivative (total return swap) and recorded the embedded derivative at fair value in the consolidated balance sheets. The invested assets related to this modified coinsurance agreement are included in other investments in the consolidated balance sheets.

For additional information on derivatives, see Notes 8 and 19 to the Consolidated Financial Statements included elsewhere in this Report.

Item 8. Financial Statements and Supplementary Data

The Consolidated Financial Statements and Financial Statement Schedules in Part IV, Item 15(a)(1) and (2) of this Report are incorporated by reference into this Item 8.

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

Our management, with the participation of our CEO and our Chief Financial Officer (“CFO”), has evaluated the effectiveness of our disclosure controls and procedures pursuant to Rule 13a-15(b) or 15d-15(b) under the Exchange Act as of December 31, 2021. Based on such evaluation, management, including our CEO and CFO, has concluded that as of December 31, 2021, our disclosure controls and procedures were effective and provide reasonable assurance that information we are required to disclose in our reports under the Exchange Act is recorded, processed, summarized and reported within the time periods specified by the SEC’s rules and forms. Our CEO and CFO also have concluded that as of December 31, 2021, information that we are required to disclose in our reports under the Exchange Act is accumulated and communicated to our management, including our CEO and CFO, as appropriate to allow timely decisions regarding required disclosure.

Management’s Annual Report on Internal Control Over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting for us as defined in Rule 13a-15(f) or 15d-15(f) under the Exchange Act.

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 GAAP. A company’s internal control over financial reporting includes policies and procedures that: (1) pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with GAAP, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) 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.

Our management, with the participation of our CEO and CFO, evaluated the effectiveness of our internal control over financial reporting as of December 31, 2021 using criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

Management, including our CEO and CFO, based on its evaluation of our internal control over financial reporting, has concluded that our internal control over financial reporting was effective as of December 31, 2021.

The effectiveness of our internal control over financial reporting as of December 31, 2021 has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report which appears herein.

Changes in Internal Control Over Financial Reporting

There were no changes in our internal control over financial reporting during the quarterly period ended December 31, 2021 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.

PART III

Item 10. Directors, Executive Officers and Corporate Governance

The information required under this Item 10 regarding directors in our upcoming 2022 Proxy Statement (the “2022 Proxy Statement”) under the caption “Proposals Requiring Your Vote – Proposal One – Election of Directors” is incorporated herein by reference. The information required under this Item 10 regarding executive officers in the 2022 Proxy Statement under the caption “Executive Officers” is incorporated herein by reference. The information required under this Item 10 regarding compliance with Section 16(a) of the Exchange Act under the caption “Delinquent Section 16(a) Reports”, if included in the 2022 Proxy Statement, is incorporated herein by reference. The information required under this Item 10 regarding our Code of Business Conduct and Ethics in the 2022 Proxy Statement under the caption “Corporate Governance – Corporate Governance Guidelines and Code of Ethics – Code of Ethics” is incorporated herein by reference. The information required under this Item 10 regarding the Nominating and Corporate Governance Committee and the Audit Committee in the 2022 Proxy Statement under the captions “Corporate Governance – Director Nomination, Qualifications and Succession Planning”, “Corporate Governance – Board and Committee Composition, Leadership and Refreshment”, “Corporate Governance – Audit Committee” and “Corporate Governance – Director Independence” is incorporated herein by reference.

Item 11. Executive Compensation

The information required under this Item 11 in the 2022 Proxy Statement under the captions “Compensation Discussion and Analysis”, “Executive Compensation” and “Director Compensation” is incorporated herein by reference. The information required under this Item 11 in the 2022 Proxy Statement regarding the Compensation Committee under the captions “Corporate Governance – Compensation Committee Interlocks and Insider Participation” and “Compensation Committee Report” is incorporated herein by reference.

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

The information required under this Item 12 in the 2022 Proxy Statement under the captions “Equity Compensation Plan Information”, “Security Ownership of Certain Beneficial Owners” and “Security Ownership of Directors and Executive Officers” is incorporated herein by reference.

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

The information required under this Item 13 in the 2022 Proxy Statement under the captions “Transactions with Related Persons” and “Corporate Governance – Director Independence” is incorporated herein by reference.

Item 14. Principal Accounting Fees and Services

The information required under this Item 14 in the 2022 Proxy Statement under the caption “Audit Committee Matters – Fees of Principal Accountants” is incorporated herein by reference.

PART IV

Item 15. Exhibits and Financial Statement Schedules

(a)(1) Consolidated Financial Statements

The following Consolidated Financial Statements of Assurant, Inc. are attached hereto:

Page Number
Consolidated Financial Statements of Assurant, Inc.
Report of Independent Registered Public Accounting Firm (238)F-1
Consolidated Balance Sheets as of December 31, 2021 and 2020F-3
Consolidated Statements of Operations For Years Ended December 31, 2021, 2020 and 2019F-4
Consolidated Statements of Comprehensive Income For Years Ended December 31, 2021, 2020 and 2019F-5
Consolidated Statements of Changes in Stockholders’ Equity For Years Ended December 31, 2021, 2020 and 2019F-6
Consolidated Statements of Cash Flows For Years Ended December 31, 2021, 2020 and 2019F-7
Notes to the Consolidated Financial StatementsF-8

(a)(2) Consolidated Financial Statement Schedules

The following Consolidated Financial Statement Schedules of Assurant, Inc. are attached hereto:

Schedule I – Summary of Investments Other Than Investments in Related Parties as of December 31, 2021F-80
Schedule II – Parent Only Condensed Financial Statements as of December 31, 2021 and 2020 and for Years Ended December 31, 2021, 2020 and 2019F-81
Schedule III – Supplementary Insurance Information as of December 31, 2021, 2020 and 2019F-86
Schedule IV – Reinsurance as of December 31, 2021, 2020 and 2019F-87
Schedule V – Valuation and Qualifying Accounts as of December 31, 2021, 2020 and 2019F-88

*All other financial statement schedules are omitted because they are not applicable or not required or the information is included in the Consolidated Financial Statements or the notes thereto.

(a)(3) Exhibits

The following exhibits either (a) are filed with this Report or (b) have previously been filed with the SEC and are incorporated herein by reference to those prior filings.

Exhibit NumberExhibit Description
2.1Master Transaction Agreement, dated as of September 9, 2015, by and between Assurant, Inc. and Sun Life Assurance Company of Canada (incorporated by reference from Exhibit 2.1 to the Registrant’s Current Report on Form 8-K, originally filed on September 10, 2015).
2.2Amended and Restated Agreement and Plan of Merger, dated as of January 8, 2018, by and among Assurant, Inc., TWG Holdings Limited, TWG Re, Ltd., Arbor Merger Sub, Inc. and Spartan Merger Sub, Ltd. (incorporated by reference from Exhibit 2.1 to the Registrant’s Current Report on Form 8-K, originally filed on January 9, 2018).
2.3Letter Agreement, dated as of May 31, 2018, by and among Assurant, Inc., TWG Holdings Limited, TWG Re, Ltd and Spartan Merger Sub, Ltd. (incorporated by reference from Exhibit 2.2 to the Registrant’s Current Report on Form 8-K, originally filed on May 31, 2018).
3.1Amended and Restated Certificate of Incorporation of the Registrant (incorporated by reference from Exhibit 3.1 to the Registrant’s Current Report on Form 8-K, originally filed on May 12, 2017).
3.2Amended and Restated By-Laws of the Registrant (incorporated by reference from Exhibit 3.1 to the Registrant’s Current Report on Form 8-K, originally filed on November 13, 2020).
3.3Certificate of Designations of 6.50% Series D Mandatory Convertible Preferred Stock, filed with the Secretary of State of Delaware on March 12, 2018 (incorporated by reference from Exhibit 3.1 to the Registrant’s Current Report on Form 8-K, originally filed on March 12, 2018).
4.1Specimen Common Stock Certificate (incorporated by reference from Exhibit 4.1 to the Registrant’s Registration Statement on Form S-1/A and amendments thereto, originally filed on January 13, 2004).
4.2Senior Debt Indenture, dated as of February 18, 2004, between Assurant, Inc. and U.S. Bank National Association, successor to SunTrust Bank, as trustee (incorporated by reference from Exhibit 10.27 to the Registrant’s Form 10-K, originally filed on March 30, 2004).
4.3Indenture, dated as of March 28, 2013, between Assurant, Inc. and U.S. Bank National Association, as trustee (incorporated by reference from Exhibit 4.1 to the Registrant’s Form 8-K, originally filed on March 28, 2013).
4.4Subordinated Indenture, dated as of March 27, 2018, between Assurant, Inc. and U.S. Bank National Association, as trustee (incorporated by reference from Exhibit 4.2 to the Registrant’s Current Report on Form 8-K, originally filed on March 27, 2018).
4.5Description of the Registrant’s Securities.
4.6Pursuant to Item 601(b)(4)(iii) of Regulation S-K, the Registrant hereby agrees to furnish to the SEC, upon request, a copy of any other instrument defining the rights of holders of long-term debt of the Registrant and its subsidiaries.
10.1Form of Assurant, Inc. Restricted Stock Unit Award Agreement for Time-based Awards for Directors, effective as of January 1, 2013 (incorporated by reference from Exhibit 10.2 to the Registrant’s Form 10-K, originally filed on February 20, 2013). *
10.2Form of Assurant, Inc. Restricted Stock Unit Award Agreement for Time-based Awards for Directors, effective as of January 1, 2013 (incorporated by reference from Exhibit 10.3 to the Registrant’s Form 10-K, originally filed on February 20, 2013). *
10.3Amended and Restated Assurant, Inc. Long Term Equity Incentive Plan, effective as of January 1, 2012 (incorporated by reference from Exhibit 10.15 to the Registrant’s Form 10-K, originally filed on February 23, 2012). *
10.4Restricted Stock Unit Award Agreement for Time-based Awards under the Assurant, Inc. Long Term Equity Incentive Plan, dated July 18, 2016, by and between Assurant, Inc. and Richard Dziadzio (incorporated by reference from Exhibit 10.4 to the Registrant’s Quarterly Report on Form 10-Q, originally filed on August 2, 2016). *
10.5Form of Assurant, Inc. Restricted Stock Unit Award Agreement for Time-based Awards for Directors, under the Assurant, Inc. 2017 Long Term Equity Incentive Plan (incorporated by reference from Exhibit 10.1 to the Registrant’s Form S-8, originally filed on May 12, 2017). *
10.6Assurant, Inc. 2017 Long Term Equity Incentive Plan (incorporated by reference from Exhibit 10.1 to the Registrant’s Current Report on Form 8-K, originally filed on May 12, 2017). *
10.7Assurant, Inc. 2017 Long Term Equity Incentive Plan, as amended (incorporated by reference from Exhibit 10.1 to the Registrant’s Current Report on Form 8-K, originally filed on May 14, 2021). *
10.8Amended and Restated Assurant, Inc. Executive Short Term Incentive Plan, effective as of January 1, 2012 (incorporated by reference from Exhibit 10.23 to the Registrant’s Annual Report on Form 10-K, originally filed on February 23, 2012). *
10.9Amended and Restated Assurant Deferred Compensation Plan, effective as of January 1, 2008 (incorporated by reference from Exhibit 10.33 to the Registrant’s Annual Report on Form 10-K, originally filed on March 3, 2008). *
10.10Amendment No. 1 to the Amended and Restated Assurant Deferred Compensation Plan, effective as of January 1, 2012 (incorporated by reference from Exhibit 10.28 to the Registrant’s Annual Report on Form 10-K, originally filed on February 23, 2012). *
10.11Amendment No. 2 to the Amended and Restated Assurant Deferred Compensation Plan, effective as of December 3, 2013 (incorporated by reference from Exhibit 10.31 to the Registrant’s Annual Report on Form 10-K, originally filed on February 19, 2014). *
10.12Amended and Restated Supplemental Executive Retirement Plan, effective as of January 1, 2008 (incorporated by reference from Exhibit 10.5 to the Registrant’s Annual Report on Form 10-K, originally filed on March 3, 2008). *
10.13Amendment No. 1 to the Amended and Restated Supplemental Executive Retirement Plan, effective as of January 1, 2009 (incorporated by reference from Exhibit 10.6 to the Registrant’s Annual Report on Form 10-K, originally filed on February 27, 2009). *
10.14Amendment No. 2 to the Amended and Restated Supplemental Executive Retirement Plan, effective as of January 1, 2010 (incorporated by reference from Exhibit 10.7 to the Registrant’s Annual Report on Form 10-K, originally filed on February 23, 2011). *
10.15Amendment No. 3 to the Amended and Restated Supplemental Executive Retirement Plan, effective as of February 29, 2016 (incorporated by reference from Exhibit 10.2 to the Registrant’s Quarterly Report on Form 10-Q, originally filed on May 3, 2016). *
10.16Assurant Executive Pension Plan, amended and restated, effective as of January 1, 2009 (incorporated by reference from Exhibit 10.15 to the Registrant’s Annual Report on Form 10-K, originally filed on February 27, 2009). *
10.17Amendment No. 1 to the Assurant Executive Pension Plan, effective as of January 1, 2009 (incorporated by reference from Exhibit 10.33 to the Registrant’s Annual Report on Form 10-K, originally filed on February 23, 2012). *
10.18Amendment No. 2 to the Assurant Executive Pension Plan, effective as of January 1, 2010 (incorporated by reference from Exhibit 10.34 to the Registrant’s Annual Report on Form 10-K, originally filed on February 23, 2012). *
10.19Amendment No. 3 to the Assurant Executive Pension Plan, effective as of December 31, 2013 (incorporated by reference from Exhibit 10.38 to the Registrant’s Annual Report on Form 10-K, originally filed on February 19, 2014). *
10.20Amendment No. 4 to the Assurant Executive Pension Plan, effective as of February 29, 2016 (incorporated by reference from Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q, originally filed on May 3, 2016). *
10.21Assurant Executive 401(k) Plan, amended and restated, effective as of January 1, 2014 (incorporated by reference from Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q, originally filed on April 29, 2014). *
10.22Amendment No. 1 to the Assurant Executive 401(k) Plan, as amended and restated, effective as of March 1, 2016 (incorporated by reference from Exhibit 10.27 to the Registrant’s Annual Report on Form 10-K, originally filed on February 14, 2017). *
10.23Amendment No. 2 to the Assurant Executive 401(k) Plan, as amended and restated, effective as of January 1, 2017 (incorporated by reference from Exhibit 10.29 to the Registrant’s Annual Report on Form 10-K, originally filed on February 14, 2018). *
10.24Form of Assurant, Inc. Change in Control Agreement, dated May 13, 2016 (incorporated by reference from Exhibit 10.5 to the Registrant’s Quarterly Report on Form 10-Q, originally filed on August 2, 2016). *
10.25American Security Insurance Company Investment Plan Document (incorporated by reference from Exhibit 10.34 to the Registrant’s Annual Report on Form 10-K, originally filed on March 3, 2008). *
10.26Second Amended and Restated Credit Agreement, dated as of December 9, 2021, among Assurant, Inc., as borrower, certain lenders party thereto, JPMorgan Chase Bank, N.A., as administrative agent, and Wells Fargo Bank, National Association, as syndication agent (incorporated by reference from Exhibit 10.1 to the Registrant’s Current Report on Form 8-K, originally filed on December 9, 2021).
10.27Form of Assurant, Inc. Restricted Stock Unit Award Agreement for Time-based Awards under the Assurant, Inc. 2017 Long Term Equity Incentive Plan, effective March 8, 2018 (incorporated by reference from Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q, originally filed on May 7, 2018). *
10.28Assurant, Inc. Amended and Restated Directors Compensation Plan, effective as of May 13, 2021 (incorporated by reference from Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q, originally filed on August 5, 2021). *
10.29Form of Assurant, Inc. Restricted Stock Unit Award Agreement for Performance-based Awards under the Assurant, Inc. 2017 Long Term Equity Incentive Plan for the Management Committee, effective July 18, 2018 (incorporated by reference from Exhibit 10.2 to the Registrant’s Quarterly Report on Form 10-Q, originally filed on August 9, 2018). *
10.30Form of Assurant, Inc. Restricted Stock Unit Award Agreement for Time-based Awards under the Assurant, Inc. 2017 Long Term Equity Incentive Plan, effective March 16, 2019 (incorporated by reference from Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q, originally filed on May 8, 2019). *
10.31Form of Assurant, Inc. Restricted Stock Unit Award Agreement for Performance-based Awards under the Assurant, Inc. 2017 Long Term Equity Incentive Plan, effective March 16, 2019 (incorporated by reference from Exhibit 10.2 to the Registrant’s Quarterly Report on Form 10-Q, originally filed on May 8, 2019). *
10.32Form of Assurant, Inc. Restricted Stock Unit Award Agreement for Performance-Based Awards under the Assurant, Inc. 2017 Long Term Equity Incentive Plan, effective as of March 16, 2021 (incorporated by reference from Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q originally filed on May 6, 2021). *
10.33Separation Agreement, dated as of July 16, 2020, by and between Assurant, Inc. and Robyn Price Stonehill (incorporated by reference from Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q, originally filed on November 5, 2020). *
10.34Equity Purchase Agreement, dated as of March 8, 2021, by and among Assurant, Inc., Interfinancial Inc., CMFG Life Insurance Company and TruStage Global Holdings, ULC (incorporated by reference from Exhibit 2.1 to the Registrant’s Current Report on Form 8-K originally filed on March 9, 2021).
21.1Subsidiaries of the Registrant.
23.1Consent of PricewaterhouseCoopers LLP.
24.1Power of Attorney.
31.1Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.
31.2Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.
32.1Certification of Chief Executive Officer of Assurant, Inc. pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2Certification of Chief Financial Officer of Assurant, Inc. pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101The following materials from the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021, formatted in XBRL (Extensible Business Reporting Language): (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Operations, (iii) the Consolidated Statements of Comprehensive Income, (iv) the Consolidated Statements of Changes in Stockholders’ Equity, (v) the Consolidated Statements of Cash Flows and (vi) Notes to the Consolidated Financial Statements.
104Cover Page Interactive Data File (embedded within the Inline XBRL document).

*Management contract or compensatory plan.

Item 16. Form 10-K Summary

None.

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 Report to be signed on its behalf by the undersigned, thereunto duly authorized on February 22, 2022.

ASSURANT, INC.
By:/s/ KEITH W. DEMMINGS
Name:Keith W. Demmings
Title:President, Chief Executive Officer and Director (Principal Executive Officer)

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this Report has been signed below by the following persons on behalf of the registrant in the capacities indicated on February 22, 2022.

SignatureTitle
/s/ KEITH W. DEMMINGSPresident, Chief Executive Officer and Director (Principal Executive Officer)
Keith W. Demmings
/s/ RICHARD S. DZIADZIOExecutive Vice President and Chief Financial Officer (Principal Financial Officer)
Richard S. Dziadzio
/s/ DIMITRY DIRIENZOSenior Vice President, Chief Accounting Officer and Controller (Principal Accounting Officer)
Dimitry DiRienzo
*Non-Executive Board Chair
Elaine D. Rosen
*Director
Paget L. Alves
*Director
J. Braxton Carter
*Director
Juan N. Cento
*Director
Harriet Edelman
*Director
Lawrence V. Jackson
*Director
Jean-Paul L. Montupet
*Director
Debra J. Perry
*Director
Ognjen Redzic
*Director
Paul J. Reilly
*Director
Robert W. Stein
*By:/S/ RICHARD S. DZIADZIO
Name:Richard S. Dziadzio
Attorney-in-Fact

Report of Independent Registered Public Accounting Firm

To the Board of Directors and Stockholders of Assurant, Inc.

Opinions on the Financial Statements and Internal Control over Financial Reporting

We have audited the accompanying consolidated balance sheets of Assurant, Inc. and its subsidiaries (the “Company”) as of December 31, 2021 and 2020, and the related consolidated statements of operations, of comprehensive income, of changes in stockholders’ equity and of cash flows for each of the three years in the period ended December 31, 2021, including the related notes and financial statement schedules listed in the index appearing under Item 15(a)(2) (collectively referred to as the “consolidated financial statements”). We also have audited the Company's internal control over financial reporting as of December 31, 2021, 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, 2021 and 2020, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2021 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, 2021, 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 Annual 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 acco

Showing the first 8K of 436K characters. Open the full section