Globe Life (GL) 10-K risk factor changes: FY2020 vs FY2019

[removed: Operational Risks:][added: Business and Operational Risks]

[removed: The development and maintenance of our various distribution channels are critical to growth in product sales and profits. Development] [added: Recruiting, development,] and retention of producing agents are critical to support sales growth in this market because our insurance sales are primarily made to individuals, and the face amounts of the life insurance policies sold are typically lower than those of policies sold in higher-income markets.

Variations in [removed: expected-to-actual] [added: actual-to-expected] rates of mortality, morbidity and persistency could materially negatively affect our results of operations and financial condition. [removed: We establish policy reserves to pay future policyholder benefits.]

These reserves do not represent an exact calculation of liability, but rather are actuarial estimates based on models [added: and accounting requirements] that include many assumptions and projections which are inherently uncertain.

Even though our actuaries continually test actual-to-expected results, actual results may differ significantly from the levels [removed: assumed and] [added: assumed, which] could result in increased policy obligations and [added: expenses and thus] negatively affect our profit margins and income.

[removed: A ratings downgrade or other negative action by a rating agency could materially affect our business, financial condition and results of operations.] Various rating agencies review the financial performance and condition of insurers, including our insurance subsidiaries, and publish their financial strength ratings as indicators of an insurer’s ability to fulfill its contractual obligations.

We [removed: are at risk should any of these markets diminish. We] have several life distribution channels that focus on distinct market niches, two of which are labor unions and sales via Direct to Consumer solicitations.

[removed: The supplemental health insurance market is subject to substantial regulatory scrutiny.] Regulatory changes could impact our Medicare Supplement and other supplemental health business.

[removed: Obtaining timely and appropriate premium rate increases for certain supplemental health insurance policies is critical.] A significant percentage of the supplemental health insurance premiums that our insurance subsidiaries earn is from Medicare Supplement insurance.

Accordingly, the inability of our insurance subsidiaries to obtain approval of appropriate premium rate increases [added: for supplemental health insurance plans] in a timely manner from state insurance regulatory authorities could adversely impact their profitability and thus our business, financial condition and results of operations.

The failure to maintain effective and efficient information systems at the Company could compromise data security, thereby adversely affecting our financial condition and results of operations. [removed: Our business is highly dependent upon the internet, third-party service providers, and information systems to operate in an efficient and resilient manner.]

[removed: Damage to the reputation of Globe Life or its subsidiaries could affect our ability to conduct business.] Negative publicity through traditional media, [removed: Internet,] [added: internet,] social media and other public forums could damage our reputation and adversely impact our agent recruiting efforts, the ability to market our products and the persistency of in-force policies.

[removed: As discussed in *Information Security and Technology Risks*, the] [added: The] Company could be subjected to adverse publicity as a result of a significant security breach.

Significant downgrades, delinquencies and defaults in our investment portfolio could potentially result in lower net investment income and increased realized and unrealized investment losses. [removed: Our invested assets are subject to the customary risks of defaults, downgrades and changes in market values.]

It is possible our investment in certain of these securities with unrealized losses could experience a [removed: default] [added: credit] event [removed: and a portion or all of that unrealized] [added: where an allowance for credit] loss [removed: could be unrecoverable.][added: is recorded, reducing net income.]

[removed: Changes in interest rates could negatively affect income.] Declines in interest rates expose insurance companies to the risk that they will fail to earn the level of interest on investments assumed in pricing products and in setting discount rates used to calculate net policy liabilities, which [removed: could have a negative impact on income.]

[removed: A rise] [added: An increase] in interest rates could result in certain policyholders surrendering their [removed: life, health] [added: life] or annuity policies for cash, thereby potentially requiring our insurance subsidiaries to liquidate invested assets if other sources of liquidity are not available to meet their obligations.

In such a case, realized losses could result from the sale of the invested assets and could adversely affect our statutory income, [removed: consolidated RBC ratio] [added: required capital levels,] and results of operations.

[removed: Our ability to fund operations is substantially dependent on available funds from our insurance subsidiaries.] As a holding company with no direct operations, our principal asset is the capital stock of our insurance subsidiaries, which periodically declare and distribute dividends on their capital stock.

Adverse capital and credit market conditions may significantly affect our ability to meet liquidity needs or access capital, as well as affect our cost of capital. [removed: Should interest rates rise in the future, the interest rate on any new debt obligation we may issue could increase and our net income could be reduced.]

If so, our results of operations, financial [removed: condition] [added: condition, consolidated RBC,] and cash flows could be materially negatively affected.

[removed: Regulatory Risks:][added: Legal, Regulatory, and Compliance Risks]

[removed: Our businesses are heavily regulated and changes in regulation may reduce our profitability and growth.] Insurance companies, including our insurance subsidiaries, are subject to extensive supervision and regulation in the states in which they do business.

Regulatory agencies have broad administrative power over numerous aspects of our business, including premium rates and other terms and conditions included in the insurance policies offered by our insurance subsidiaries, marketing practices, advertising, agent licensing, policy forms, capital adequacy, solvency, [added: reserves and permitted investments.]

If we do not have the requisite licenses and approvals or do not comply with applicable regulatory requirements, the insurance regulatory authorities could preclude or temporarily suspend some or all of our business activities and/or impose substantial [removed: fines.]

[removed: Changes in U.S. federal income tax law could increase our tax costs or negatively impact our insurance subsidiaries' capital.] Changes to the Internal Revenue Code, administrative rulings, or court decisions affecting the insurance industry, including the products insurers offer, could increase our effective tax rate and lower our net income, adversely impact our insurance subsidiaries' capital, or limit the ability of our insurance subsidiaries to sell certain of their products.

[removed: Changes in accounting standards issued by accounting standard-setting bodies may affect our financial statements, reduce our reported profitability and change the timing of profit recognition.] Our financial statements are subject to the application of GAAP and accounting practices as promulgated by the National Association of Insurance Commissioners’ statutory accounting practices (NAIC SAP), which principles are periodically revised and/or expanded.

Non-compliance with laws or regulations related to customer and consumer privacy and information security, including a failure to ensure that our business associates with access to sensitive customer and consumer information maintain its confidentiality, could materially adversely affect our reputation and business operations. [removed: The collection, maintenance, use, disclosure and disposal of personally identifiable information by our insurance subsidiaries are regulated at the international, federal and state levels.]

[removed: These] [added: Applicable] laws and rules are subject to change by legislation or administrative or judicial interpretation.

Noncompliance with any privacy laws, whether by us or by one of our business associates, could have a material adverse effect on our business, reputation and results of operations and could [removed: include] [added: result in] material fines and penalties, various forms of damages, consent orders regarding our privacy and security practices, adverse actions against our licenses to do business, and injunctive relief.

Actual or alleged misclassification of independent contractors at our insurance subsidiaries could result in adverse legal, tax or financial consequences. [removed: A significant portion of our sales agents are independent contractors.]

[removed: Our business is subject to the risk of the occurrence of catastrophic events.] Our insurance policies are issued to and held by a large number of policyholders throughout the United States in relatively low-face amounts.

[removed: Claims resulting from natural or man-made catastrophic events could cause substantial volatility] in our financial results for any fiscal quarter or year and could materially reduce our profitability or harm our financial condition.

The development and maintenance of our various distribution channels are critical to growth in product sales and profits.

We are at risk should any of these markets diminish.

Our business is highly dependent upon the internet, third-party service providers, and information systems to operate in an efficient and resilient manner.

The impact of COVID-19 and related risks could materially affect our results of operations, financial position and/or liquidity.

The effects of the COVID-19 pandemic, and U.S. and international responses, are wide-ranging, costly, disruptive and rapidly changing.

The global COVID-19 pandemic has resulted in and is expected to continue to result in significant disruptions in economic activity and financial markets.

COVID-19 has directly and indirectly adversely affected the Company and will likely continue to do so for an uncertain period of time.

Because of the size and breadth of this pandemic and the impact of related government and regulatory actions, all of the direct and indirect consequences of COVID-19 on the Company are not yet known and may not emerge for some time.

GL 2020 FORM 10-K

[Table of](#ib33a0e21cf0040999a83ed03df1e084c_10) [Contents](#ib33a0e21cf0040999a83ed03df1e084c_10)

The COVID-19 pandemic subjects the Company to various potential risks that could adversely affect the Company in different ways, including but not limited to the following:

- Reduced sales resulting from potential limitations in the virtual sales and agent recruiting process or reductions in the willingness or ability of consumers to purchase our products;

- Reduced cash flows from higher surrenders and claim payments or greater than anticipated losses from higher policyholder claims;

- Disruptions, delays, and increased costs and risks related to employees working remotely, having limited or no access to our facilities, and experiencing reductions or interruptions of critical or essential services;

- Ratings downgrades, increased bankruptcies and credit spread widening in industries in which we invest in our investment portfolio.

A significant portion of our sales agents are independent contractors.

Financial and Strategic Risks

Our invested assets are subject to the customary risks of defaults, downgrades and changes in market values.

Changes in interest rates could negatively affect income.

GL 2020 FORM 10-K

[Table of](#ib33a0e21cf0040999a83ed03df1e084c_10) [Contents](#ib33a0e21cf0040999a83ed03df1e084c_10)

could have a negative impact on income.

Our ability to fund operations is substantially dependent on available funds from our insurance subsidiaries.

Should interest rates increase in the future, the higher interest expense on any new issued debt may reduce net income.

GL 2020 FORM 10-K

[Table of](#ib33a0e21cf0040999a83ed03df1e084c_10) [Contents](#ib33a0e21cf0040999a83ed03df1e084c_10)

Industry Risks

We establish policy reserves to pay future policyholder benefits.

A ratings downgrade or other negative action by a rating agency could materially affect our business, financial condition and results of operations.

The supplemental health insurance market is subject to substantial regulatory scrutiny.

Obtaining timely and appropriate premium rate increases for certain supplemental health insurance policies is critical.

Damage to the reputation of Globe Life or its subsidiaries could affect our ability to conduct business.

Our business is subject to the risk of the occurrence of catastrophic events.

Claims resulting from natural or man-made catastrophic events could cause substantial volatility

GL 2020 FORM 10-K

[Table of](#ib33a0e21cf0040999a83ed03df1e084c_10) [Contents](#ib33a0e21cf0040999a83ed03df1e084c_10)

Our businesses are heavily regulated and changes in regulation may reduce our profitability and growth.

Changes in U.S. federal income tax law could increase our tax costs or negatively impact our insurance subsidiaries' capital.

Changes in accounting standards issued by accounting standard-setting bodies may affect our financial statements, reduce our reported profitability and change the timing of profit recognition.

(Refer to *[Note 1— Significant Accounting Policies](#ib33a0e21cf0040999a83ed03df1e084c_46)* under the caption *[Accounting Pronouncements Yet to be Adopted](#ib33a0e21cf0040999a83ed03df1e084c_70)*)

Economic conditions may materially adversely affect our business and results of operations. We primarily serve the lower middle-income to middle-income market for individual life and supplemental health insurance and, as a result, we compete directly with alternative uses of a customer’s disposable income.

If disposable income within this demographic group declines or the use of disposable income becomes more limited as a result of a significant, sustained economic downturn or otherwise, then new sales of our insurance products may become more challenging, and our policyholders could choose to defer or stop payment of insurance premiums altogether.

Economic conditions could also impact our investment portfolio as discussed under *Investment Risks* below.

Rating agencies also publish credit ratings for us.

Credit ratings are indicators of a debt issuer’s ability to meet the terms of debt obligations in a timely manner.

These ratings are important to our overall ability to access certain types of capital.

Actual or anticipated downgrades in our credit ratings, or an announcement that our ratings are under further review for a downgrade, could potentially have a negative effect on our financial condition and results of operations.

Such an event could limit our access to capital markets, increase the cost of debt, or impair our ability to raise capital to refinance maturing debt obligations, thereby potentially limiting our capacity to support growth at our insurance subsidiaries or making it more difficult to maintain or improve the current financial strength ratings of our insurance subsidiaries.

Ratings reflect only a rating agency’s views and are not recommendations to buy, sell or hold our securities.

Rating agencies assign ratings based upon several factors.

While most of the factors relate to the rated company, some of the factors relate to the views of the rating agency, general economic conditions and circumstances outside the rated company’s control.

In addition, rating agencies use various models and formulas to assess the strength of a rated company, and from time to time rating agencies have, in their discretion, altered the models.

Changes to the models could impact a rating agency's judgment of the rating to be assigned to the rated company.

There can be no

GL 2019 FORM 10-K

assurance that our current credit ratings will remain in effect for any given period of time or that such ratings will not be lowered, suspended or withdrawn entirely by the rating agencies.

We cannot predict what actions the rating agencies may take, or what actions we may take in response to the actions of the rating agencies which could negatively affect our business, financial condition and results of operations.

Life Insurance Marketplace Risk:

Supplemental Health Insurance Marketplace Risks:

Competition in the health insurance market can be significant. Sales of our supplemental health insurance products are subject to competition from other health insurance companies and alternative healthcare providers, such as those that provide alternatives to traditional Medicare to seniors.

In addition, some insurers may be willing to significantly reduce their profit margins or underprice new sales in order to gain market share.

We choose not to compete for market share based on these terms.

Accordingly, changes in the competitive landscape, including the pricing strategies employed by our competitors, could negatively impact the future sales of our health insurance products.

Obtaining timely rate increases is of critical importance to our success in this market.

Information Security and Technology Risks:

Our information systems may be vulnerable to disruption from physical or electronic attacks by malicious third-parties which could render our systems inaccessible for business use for a period of time.

Additionally, we may not become aware of sophisticated cyber-attacks for some time after they occur, thereby potentially increasing the data subject to loss.

These risks are heightened as the frequency and sophistication of cyber-attacks increase.

Disasters, terrorist attacks, or war could cause our information or system availability to be inaccessible for business use for a period of time.

Reputational Risk:

Investment Risks:

In that case, the unrealized loss would be realized, at which point we would take an impairment charge, reducing our net income.

Liquidity Risks:

Additionally, if our insurance subsidiaries were unable to obtain approval of supplemental health insurance premium rate increases in a timely manner from state insurance regulatory authorities, their profitability, and their ability to declare and distribute dividends to us could be negatively impacted.

reserves and permitted investments.

We cannot predict the timing or substance of any future regulatory initiatives.

In recent years, there has been increased scrutiny of insurance companies, including our insurance subsidiaries, by insurance regulatory authorities, which has included more extensive examinations and more detailed review of disclosure documents.

These regulatory authorities may bring regulatory or other legal actions against us if, in their view, our practices, or those of our agents, are improper.

Such actions could result in substantial fines, penalties and/or prohibitions or restrictions on our business activities, and could have a material adverse effect on our business, results of operations or financial condition.

Additionally, changes in the overall legal or regulatory environment may cause us to change our views regarding the actions that we need to take from a legal or regulatory risk management perspective, thus necessitating changes to our practices that may, in some cases, limit our ability to grow, impact regulatory capital requirements, or otherwise negatively impact our profitability.

The following discussion should be read in conjunction with Globe Life's *[Consolidated Financial [removed: Statements](#i9791cecbd855444cb53bf2de5456676d_103)*] [added: Statements](#ib33a0e21cf0040999a83ed03df1e084c_754)*] and [removed: *[Notes](#i9791cecbd855444cb53bf2de5456676d_139)*] [added: *[Notes](#ib33a0e21cf0040999a83ed03df1e084c_43)*] thereto appearing elsewhere in this report.

"Globe Life" and the "Company" refer to Globe Life [added: Inc.] and its subsidiaries and affiliates.

| [removed: ] [added: ] | | | | | | How Globe Life Views Its Operations. Globe Life Inc. is the holding company for a group of insurance companies that market primarily individual life and supplemental health insurance to lower middle to middle income households throughout the United States. We view our operations by segments, which are the insurance product lines of life, supplemental health, and annuities, and the investment segment that supports the product lines. Segments are aligned based on their common characteristics, comparability of the profit margins, and management techniques used to operate each segment. | | |

| [removed: ] [added: ] | | | | | | Insurance Product Line Segments. The insurance product line segments involve the marketing, underwriting, and administration of policies. Each product line is further segmented by the various distribution channels that market the insurance policies. Each distribution channel operates in a niche market offering insurance products designed for that particular market. Whether analyzing profitability of a segment as a whole, or the individual distribution channels within the segment, the measure of profitability used by management is the underwriting margin, as seen below: | | |

| [removed: ] [added: ] | | | | | | Investment Segment. The investment segment involves the management of our capital resources, including investments and the management of corporate debt and liquidity. Our measure of profitability for the investment segment is excess investment income, as seen below: | | |

Current Highlights, comparing [removed: 2019] [added: year to date 2020] with [removed: 2018.][added: 2019.]

- Net income as a return on equity [removed: ("ROE")] [added: (ROE) for the year ended December 31, 2020] was [removed: 11.6%] [added: 9.5%] and net operating income as an ROE, excluding net unrealized gains on the fixed maturity portfolio(1) was [removed: 14.5%.][added: 13.5%.]

- Total premium increased [removed: 5%] [added: 6%] over the same period in the prior year.

Life premium increased [removed: 5%] [added: 6%] for the period from [removed: $2.4] [added: $2.5] billion in [removed: 2018] [added: 2019] to [removed: $2.5] [added: $2.7] billion in [removed: 2019.][added: 2020.]

Life underwriting margin [removed: increased 8%] [added: declined 4%] from [removed: $652] [added: $703] million in [removed: 2018] [added: 2019] to [removed: $703] [added: $675] million in [removed: 2019.][added: 2020.]

- Net investment income increased [removed: 3%] [added: 2%] over the same period in the prior year.

[removed: In addition, excess] [added: Excess] investment income [removed: increased] [added: declined] 5% [removed: over] [added: below] the prior year.

- Total net sales increased [removed: 6%] [added: 7%] over the same period in the prior year from [removed: $584] [added: $621] million to [removed: $621] [added: $662] million.

- Book value per share increased [removed: 37%] [added: 26%] over the same period in the prior year from [removed: $48.11] [added: $66.02] to [removed: $66.02.][added: $83.19.]

Book value per share, excluding net unrealized gains on the fixed maturity portfolio(1), increased [removed: 9%] [added: 10%] over the prior year from [removed: $44.32] [added: $48.26] to [removed: $48.26.][added: $53.12.]

[removed: - In 2019,] [added: For] the [added: year ended December 31, 2020, the] Company repurchased [removed: 3.9] [added: 4.5] million Globe Life Inc. [removed: common] shares at a total cost of [removed: $350] [added: $380] million for an average share price of [removed: $89.04.][added: $85.24.]

The following graphs represent net income and net operating income from continuing operations for the three years ended December 31, [removed: 2019.][added: 2020.]

[removed: ][added: ]

The impact of the adjustment to exclude net unrealized gains on fixed maturities is [removed: $2.0] [added: $3.2] billion and [removed: $426 million] [added: $2.0 billion] for [removed: 2019] [added: 2020] and [removed: 2018,] [added: 2019,] respectively.

The impact of the adjustment to exclude net unrealized gains on fixed maturities is [removed: $17.76] [added: $30.07] and [removed: $3.79] [added: $17.76] for [removed: 2019] [added: 2020] and [removed: 2018,] [added: 2019,] respectively.

Summary of Operations. Net income [removed: increased 8%] [added: declined 4%] to [removed: $761] [added: $732] million in [removed: 2019,] [added: 2020,] compared with [removed: $701] [added: $761] million in [removed: 2018.][added: 2019.]

This [removed: increase] [added: decrease] was primarily related to [removed: favorable underwriting income.] [added: COVID-19 life claims.] On a diluted per common share basis, net income per common share for [removed: 2019 increased 12%] [added: 2020 decreased slightly] from [removed: $6.09] [added: $6.83] to [removed: $6.83.][added: $6.82.]

Included in net income were after-tax realized [removed: gains] [added: losses] of [removed: $16] [added: $2] million in [removed: 2019,] [added: 2020,] compared with realized after-tax [removed: losses] [added: gains] of [removed: $1] [added: $16] million for [removed: 2018.][added: 2019.]

Realized gains and losses are presented more fully under the caption *[Realized Gains and [removed: Losses](#i9791cecbd855444cb53bf2de5456676d_559)*] [added: Losses](#ib33a0e21cf0040999a83ed03df1e084c_484)*] in this report.

Net operating income from continuing operations [removed: increased 6%] [added: declined 2%] to [removed: $752] [added: $738] million in [removed: 2019,] [added: 2020,] compared with [removed: $707] [added: $752] million in [removed: 2018.][added: 2019.]

On a diluted per common share basis, net operating income per common share increased [removed: 10%] [added: 2%] from [removed: $6.13] [added: $6.75] to [removed: $6.75.][added: $6.88.]

Additionally, net income was affected by certain significant and unusual non-operating items in [removed: 2018] [added: 2019] and [removed: 2019.][added: 2020.]

| | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2018] [added: 2019] | | | | | | [removed: 2017] [added: 2018] | | | | | | [removed: 2019] [added: 2020] Change | | | | | | % | | | | | | [removed: 2018] [added: 2019] Change | | | | | | % | | |

| Life insurance underwriting margin | | | $ | [removed: 703,464] [added: 674,946] | | | | | $ | [removed: 652,301] [added: 703,464] | | | | | $ | [removed: 604,337] [added: 652,301] | | | | | $ | [removed: 51,163] [added: (28,518)] | | | | | [removed: 8] [added: (4)] | | | | | | $ | [removed: 47,964] [added: 51,163] | | | | | 8 | | |

| Health insurance underwriting margin | | | [removed: 243,638] [added: 272,369] | | | | | | [removed: 236,053] [added: 243,638] | | | | | | [removed: 219,508] [added: 236,053] | | | | | | [removed: 7,585] [added: 28,731] | | | | | | [removed: 3] [added: 12] | | | | | | [removed: 16,545] [added: 7,585] | | | | | | [removed: 8] [added: 3] | | |

| Annuity underwriting margin | | | [removed: 9,458] [added: 9,029] | | | | | | [removed: 10,376] [added: 9,458] | | | | | | [removed: 10,562] [added: 10,376] | | | | | | [removed: (918)] [added: (429)] | | | | | | [removed: (9)] [added: (5)] | | | | | | [removed: (186)] [added: (918)] | | | | | | [removed: (2)] [added: (9)] | | |

| Excess investment income | | | [removed: 257,605] [added: 244,424] | | | | | | [removed: 245,094] [added: 257,605] | | | | | | [removed: 239,363] [added: 245,094] | | | | | | [removed: 12,511] [added: (13,181)] | | | | | | [removed: 5] [added: (5)] | | | | | | [removed: 5,731] [added: 12,511] | | | | | | [removed: 2] [added: 5] | | |

| Other income | | | [removed: 1,318] [added: 1,325] | | | | | | [removed: 1,236] [added: 1,318] | | | | | | [removed: 1,270] [added: 1,236] | | | | | | [removed: 82] [added: 7] | | | | | | [removed: 7] [added: 1] | | | | | | [removed: (34)] [added: 82] | | | | | | [removed: (3)] [added: 7] | | |

| Administrative expense | | | [removed: (240,321)] [added: (250,947)] | | | | | | [removed: (223,941)] [added: (240,321)] | | | | | | [removed: (210,590)] [added: (223,941)] | | | | | | [removed: (16,380)] [added: (10,626)] | | | | | | [removed: 7] [added: 4] | | | | | | [removed: (13,351)] [added: (16,380)] | | | | | | [removed: 6] [added: 7] | | |

| Corporate and other | | | [removed: (55,103)] [added: (45,783)] | | | | | | [removed: (50,476)] [added: (55,103)] | | | | | | [removed: (43,285)] [added: (50,476)] | | | | | | [removed: (4,627)] [added: 9,320] | | | | | | [removed: 9] [added: (17)] | | | | | | [removed: (7,191)] [added: (4,627)] | | | | | | [removed: 17] [added: 9] | | |

| Pre-tax total | | | [removed: 920,059] [added: 905,363] | | | | | | [removed: 870,643] [added: 920,059] | | | | | | [removed: 821,165] [added: 870,643] | | | | | | [removed: 49,416] [added: (14,696)] | | | | | | [removed: 6] [added: (2)] | | | | | | [removed: 49,478] [added: 49,416] | | | | | | 6 | | |

| Applicable taxes | | | [removed: (167,957)] [added: (167,771)] | | | | | | [removed: (163,669)] [added: (167,957)] | | | | | | [removed: (247,484)] [added: (163,669)] | | | | | | [removed: (4,288)] [added: 186] | | | | | | [removed: 3] [added: —] | | | | | | [removed: 83,815] [added: (4,288)] | | | | | | [removed: (34)] [added: 3] | | |

| Net operating income | | | [removed: 752,102] [added: 737,592] | | | | | | [removed: 706,974] [added: 752,102] | | | | | | [removed: 573,681] [added: 706,974] | | | | | | [removed: 45,128] [added: (14,510)] | | | | | | [removed: 6] [added: (2)] | | | | | | [removed: 133,293] [added: 45,128] | | | | | | [removed: 23] [added: 6] | | |

| Realized gain (loss)—investments | | | [removed: 16,291] [added: (1,915)] | | | | | | [removed: 7,327] [added: 16,291] | | | | | | [removed: 20,217] [added: 7,327] | | | | | | [removed: 8,964] [added: (18,206)] | | | | | | | | | | | | [removed: (12,890)] [added: 8,964] | | | | | | | | |

| Realized loss—redemption of debt | | | [removed: —] [added: (501)] | | | | | | [removed: (8,752)] [added: —] | | | | | | [removed: (2,627)] [added: (8,752)] | | | | | | [removed: 8,752] [added: (501)] | | | | | | | | | | | | [removed: (6,125)] [added: 8,752] | | | | | | | | |

GL 2020 FORM 10-K

- The Company estimates $67 million of incurred life claims as a result of the novel coronavirus (COVID-19) for the year ended December 31, 2020.

Refer to *[Analysis of Profitability by Segment](#ib33a0e21cf0040999a83ed03df1e084c_367)* for non-GAAP reconciliation to GAAP.

GL 2020 FORM 10-K

COVID-19. With respect to the impact of COVID-19 on our underwriting results for the full year 2020, we estimate $67 million of COVID-19 life claims were incurred.

At the midpoint of our 2021 guidance, we are now projecting approximately $52 million of additional life claims will be incurred in 2021, based on an estimate of approximately 270,000 U.S. deaths.

This estimate of U.S. deaths is based on various third-party models.

The projected additional life claims are dependent on this estimate and many other variables, including, but not limited to, the effect of efforts to reopen the economy, the timing and availability of effective treatments for the disease, and the actual ages and states in which infections and deaths occur.

GL 2020 FORM 10-K

The life insurance segment underwriting margin declined $29 million compared with the prior year, primarily due to higher claims related to COVID-19 offset by premium growth.

GL 2020 FORM 10-K

The decline in the life underwriting margin is primarily due to an estimated $67 million of claims related to COVID-19 incurred during 2020.

GL 2020 FORM 10-K

A significant factor in the performance of our various segments has been the impact of COVID-19.

In response to this crisis, our crisis management and incident response teams successfully guided the Company into a smooth transition of working remotely.

We quickly transitioned those employees whose jobs did not require them to be in the office, averaging approximately 80-85% of the Company's total workforce, to working remotely.

The Company has continued to operate effectively while taking steps to help ensure the health and safety of our employees through adherence to the CDC and local government work guidelines.

With over 13 thousand exclusive agents in the field, the Company was presented with a challenge to move from face-to-face sales presentations in customers' homes and businesses to a virtual sales process.

Despite its challenges, the Company's agencies also had to move from in-person recruiting and training of new agents to virtual processes.

The Company's exclusive agency divisions were able to quickly pivot and continue to write new business and hire new agents due in part to new and updated information technology systems put in place over the last several years.

Through the year ended December 31, 2020, the Company has seen a 28% increase in agent count at American Income and a 14% increase at Family Heritage compared with the prior year comparable period.

Our Direct to Consumer Division continues to experience record high demand for its products through its internet and inbound phone call channels with a 31% increase in overall net life sales for year ended December 31, 2020 compared with the prior year comparable period.

The Company believes that times of crisis highlight the need for basic life protection and this has proven true with this pandemic.

For DTC, net sales is annualized premium issued at the time the first full premium is paid after any introductory offer period has expired.

While it is difficult to predict sales activity in this uncertain environment, the Company is expecting net life and health sales to increase 7% for the full year 2021.

Due to the strength of the Company's policies in force, we expect our total life and health premiums to grow around 6% for the full year 2021.

See further discussion of the distribution channels below for *[Life](#ib33a0e21cf0040999a83ed03df1e084c_406)* and *[Health](#ib33a0e21cf0040999a83ed03df1e084c_439)*.

GL 2020 FORM 10-K

Life insurance is the Company's predominant segment.

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The lower life insurance underwriting margins for the twelve months ended December 31, 2020 are primarily attributed to approximately $67 million of COVID-19 claims.

GL 2020 FORM 10-K

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| | | | Amount | | | | | | % of Total | | | | | | Amount | | | | | | % of Total | | | | | | Amount | | | | | | % of Total | | |

GL 2020 FORM 10-K

The following discussion in Management's Discussion & Analysis will only reflect current year to prior year.

For reference to 2017 results, refer to *[2018 form](http://www.sec.gov/Archives/edgar/data/320335/000032033519000006/tmk201810-kdocumentxq42018.htm) [10-K](http://www.sec.gov/Archives/edgar/data/320335/000032033519000006/tmk201810-kdocumentxq42018.htm)*.

Any material comparisons will be discussed.

GL 2019 FORM 10-K

(2)In 2017, tax legislation revised the corporate income tax rate from 35% to 21% effective January 1, 2018.

As such, the Company recorded an adjustment of $874 million to net income in 2017.

The percentage growth in net income per share continues to exceed the growth in dollar amounts due to our share repurchase program.

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| Guaranty fund assessments | | | — | | | | | | — | | | | | | (1,171) | | | | | | — | | | | | | | | | | | | 1,171 | | | | | | | | |

This segment contributed $51 million in 2019 and $48 million in 2018 to the growth in our underwriting margin.

The increase in administrative expenses was primarily due to an increase in investments in information technology.

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The table below discloses average life exclusive producing agents by distribution channel.

Average Producing Agent by Distribution Channel(1)

The Other distribution channels offering life insurance include the Military Agency, the United American Division (which predominantly writes health insurance), and various smaller distribution channels.

Health underwriting margin increased 3% from $236 million in 2018 to $244 million in 2019.

Underwriting margin as a percent of premium was 14%, down from 16% for the prior year.

This decrease was primarily due to higher policy obligations and amortization of deferred acquisition costs as a percentage of premium in 2019 compared with 2018.

Underwriting margin as a percent of premium was 25%, up from 24% for the year ended December 31, 2018.

In 2019, health premium income declined 1%, primarily attributable to the runoff of a block of discontinued Medicare Supplement policies previously sold by the division.

Liberty National's first-year collected premium increased 11% to $20 million in 2019 compared with $18 million in 2018, reflecting the steady increase in net sales of limited-benefit plans in the division.

The American Income Life Division and the Direct to Consumer Division also market health products, although their main emphasis is on life insurance.

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

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

| Increase in 2019 | | | 3.87 | | % | | | | 3.32 | | % | | | | | | |

| Increase in 2018 | | | 4.46 | | % | | | | 4.11 | | % | | | | | | |

| 2017 | | | | | | | | | | | | | | | | | |

| Life and Health | | | $ | 468,038 | | | | | $ | 8,099,319 | | | | | 5.78 | | % |

| Annuity | | | 55,952 | | | | | | 1,260,461 | | | | | | 4.44 | | |

| Total | | | $ | 523,990 | | | | | $ | 9,359,780 | | | | | 5.60 | | |

| Increase in 2017 | | | 4.90 | | % | | | | 4.63 | | % | | | | | | |

In 2019, financing costs decreased 6% due to the refinancing of a long-term debt instrument at a lower rate in late 2018.

These gains and losses generally occur only incidentally, usually as the

result of bonds sold because of deterioration in investment quality of issuers or calls by the issuers.

Investment losses are also caused by write downs due to impairments.

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| Other-than-temporary impairments | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (159) | | | | | | — | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Other | | | 9 | | | | | | — | | | | | | 719 | | | | | | 0.01 | | | | | | (2,503) | | | | | | (0.02) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

Information required by this item is found under the heading *[Market Risk [removed: Sensitivity](#i9791cecbd855444cb53bf2de5456676d_589)*] [added: Sensitivity](#ib33a0e21cf0040999a83ed03df1e084c_514)*] in [removed: *[Item](#i9791cecbd855444cb53bf2de5456676d_421)* [](#i9791cecbd855444cb53bf2de5456676d_421)*[7](#i9791cecbd855444cb53bf2de5456676d_421)*] [added: *[Item](#ib33a0e21cf0040999a83ed03df1e084c_349)* [](#ib33a0e21cf0040999a83ed03df1e084c_349)*[7](#ib33a0e21cf0040999a83ed03df1e084c_349)*] of this report.

[removed: "Globe Life"] [added: Globe Life] and the [removed: "Company"] [added: Company] refer to Globe Life Inc., an insurance holding company incorporated in Delaware in 1979, and its subsidiaries and affiliates.

[removed: ][added: ]

Additional information concerning industry segments may be found in *[Management’s Discussion and [removed: Analysis](#i9791cecbd855444cb53bf2de5456676d_421)*] [added: Analysis](#ib33a0e21cf0040999a83ed03df1e084c_349)*] and in *Note 14—Business Segments* within the *[Notes to the Consolidated Financial [removed: Statements](#i9791cecbd855444cb53bf2de5456676d_139).*][added: Statements](#ib33a0e21cf0040999a83ed03df1e084c_43).*]

These methods are described in greater detail within the primary marketing distribution channel chart [added: as] seen [removed: on the previous page.][added: above.]

The following table presents annualized premium in force for the three years ended December 31, [removed: 2019] [added: 2020] by distribution method:

| | | | Annualized Premium in [removed: Force(1)] [added: Force(1)] (Dollar amounts in thousands) | | | | | | | | | | | | | | | [removed: | | | | | | | | | | | |]

| | | | [removed: 2019 | | | | | | 2018 | | | | | | 2017] [added: 2020] | | | | | | [added: 2019] | | | | | | [added: 2018] | | |

| Direct to Consumer | | | $ | [removed: 831,739] [added: 881,012] | | | | | $ | [removed: 812,780] [added: 831,739] | | | | | $ | [removed: 796,628 | | | | | | | | | | | |] [added: 812,780] | |

| Exclusive agents: | | | | | | | | | | | | | | | | | | [removed: | | | | | | | | | | | |]

| American Income | | | [removed: 1,220,483 | | | | | | 1,129,384 | | | | | | 1,059,216] [added: 1,325,293] | | | | | | [added: 1,220,483] | | | | | | [added: 1,129,384] | | |

| Liberty National | | | [removed: 309,792 | | | | | | 300,846 | | | | | | 295,235] [added: 318,545] | | | | | | [added: 309,792] | | | | | | [added: 300,846] | | |

| Independent agents: | | | | | | | | | | | | | | | | | | [removed: | | | | | | | | | | | |]

| United American | | | [removed: 10,211 | | | | | | 11,094 | | | | | | 12,121] [added: 9,314] | | | | | | [added: 10,211] | | | | | | [added: 11,094] | | |

| Other | | | [removed: 209,403 | | | | | | 210,624 | | | | | | 209,899] [added: 205,785] | | | | | | [added: 209,403] | | | | | | [added: 210,624] | | |

| | | | $ | [removed: 2,581,628] [added: 2,739,949] | | | | | $ | [removed: 2,464,728] [added: 2,581,628] | | | | | $ | [removed: 2,373,099 | | | | | | | | | | | |] [added: 2,464,728] | |

(1)See definition of annualized premium in force under *[Results of [removed: Operations](#i9791cecbd855444cb53bf2de5456676d_424)*] [added: Operations](#ib33a0e21cf0040999a83ed03df1e084c_352)*] *[in Management's Discussion & [removed: Analysis](#i9791cecbd855444cb53bf2de5456676d_421).*][added: Analysis](#ib33a0e21cf0040999a83ed03df1e084c_349).*]

| | | | Annualized Premium in Force (Dollar amounts in thousands) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |]

| | | | [removed: 2019 | | | | | | | | | | | | | | | | | | 2018 | | | | | | | | | | | |] [added: 2020] | | | | | | [removed: 2017] | | | | | | [added: 2019] | | | | | | | | | | | | [added: 2018] | | | | | | | | |

| | | | Amount | | | | | | % of Total | | | | | | Amount | | | | | | % of Total | | | | | | Amount | | | | | | % of Total | | | [removed: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |]

| Whole life: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |]

| Traditional | | | $ | [removed: 1,737,794] [added: 1,857,106] | | | | | [removed: 67] [added: 68] | | | | | | $ | [removed: 1,643,122] [added: 1,737,794] | | | | | 67 | | | | | | $ | [removed: 1,567,077 | | | | | 66 | | | | | | | | | | | | | | | | | | | | | | | | |] [added: 1,643,122] | | | | | [added: 67] | | |

| Interest-sensitive | | | [removed: 38,691] [added: 36,297] | | | | | | [removed: 2] [added: 1] | | | | | | [removed: 41,414] [added: 38,691] | | | | | | 2 | | | | | | [removed: 44,286] [added: 41,414] | | | | | | 2 | | | [removed: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |]

| Term | | | [removed: 683,869] [added: 716,698] | | | | | | 26 | | | | | | [removed: 671,840 | | | | | | 27 | | | | | | 664,558 | | | | | | 28 | | | | | | | | | | | |] [added: 683,869] | | | | | | [added: 26] | | | | | | [added: 671,840] | | | | | | [added: 27] | | |

| Other | | | [removed: 121,274] [added: 129,848] | | | | | | 5 | | | | | | [removed: 108,352] [added: 121,274] | | | | | | [removed: 4] [added: 5] | | | | | | [removed: 97,178] [added: 108,352] | | | | | | 4 | | | [removed: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |]

| | | | $ | [removed: 2,581,628] [added: 2,739,949] | | | | | 100 | | | | | | $ | [removed: 2,464,728] [added: 2,581,628] | | | | | 100 | | | | | | $ | [removed: 2,373,099] [added: 2,464,728] | | | | | 100 | | | [removed: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |]

| | | | Policy Count and Average Face Amount Per Policy (Dollar amounts in thousands) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |]

| | | | Policy Count | | | | | | Average Face Amount per Policy | | | | | | Policy Count | | | | | | Average Face Amount per Policy | | | | | | Policy Count | | | | | | Average Face Amount per Policy | | | [removed: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |]

| Traditional | | | [removed: 8,477,406] [added: 8,717,785] | | | | | | $ | [removed: 14.2] [added: 14.7] | | | | | [removed: 8,112,745] [added: 8,477,406] | | | | | | $ | [removed: 13.9] [added: 14.2] | | | | | [removed: 8,045,522] [added: 8,112,745] | | | | | | $ | [removed: 13.6 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |] [added: 13.9] | |

| Interest-sensitive | | | [removed: 208,822] [added: 199,975] | | | | | | 20.3 | | | | | | [removed: 209,948 | | | | | | 20.6 | | | | | | 219,487 | | | | | | 20.5 | | | | | | | | | | | |] [added: 208,822] | | | | | | [added: 20.3] | | | | | | [added: 209,948] | | | | | | [added: 20.6] | | |

| Term | | | [removed: 4,313,709 | | | | | | 14.8 | | | | | | 4,459,850 | | | | | | 14.9 | | | | | | 4,351,901 | | | | | | 15.0] [added: 4,526,172] | | | | | | [added: 15.1] | | | | | | [added: 4,313,709] | | | | | | [added: 14.8] | | | | | | [added: 4,459,850] | | | | | | [added: 14.9] | | |

| Other | | | [removed: 399,365 | | | | | | 13.7 | | | | | | 376,632 | | | | | | 12.9 | | | | | | 355,053 | | | | | | 12.3] [added: 408,859] | | | | | | [added: 14.3] | | | | | | [added: 399,365] | | | | | | [added: 13.7] | | | | | | [added: 376,632] | | | | | | [added: 12.9] | | |

| | | | [removed: 13,399,302] [added: 13,852,791] | | | | | | $ | [removed: 14.5] [added: 14.9] | | | | | [removed: 13,159,175] [added: 13,399,302] | | | | | | $ | [removed: 14.3] [added: 14.5] | | | | | [removed: 12,971,963] [added: 13,159,175] | | | | | | $ | [removed: 14.1 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |] [added: 14.3] | |

The following table presents Globe Life's health insurance annualized premium in force for the three years ended December 31, [removed: 2019] [added: 2020] by distribution channel.

| | | | Annualized Premium in Force (Dollar amounts in thousands) | | | | | | | | | | | | | | | [removed: | | | | | | | | | | | |]

| Direct to Consumer | | | $ | [removed: 78,229] [added: 77,522] | | | | | $ | [removed: 79,325] [added: 78,229] | | | | | $ | [removed: 76,672 | | | | | | | | | | | |] [added: 79,325] | |

| Liberty National | | | [removed: 197,163 | | | | | | 201,294 | | | | | | 205,136] [added: 196,534] | | | | | | [added: 197,163] | | | | | | [added: 201,294] | | |

| American Income | | | [removed: 96,447 | | | | | | 88,237 | | | | | | 84,775] [added: 104,701] | | | | | | [added: 96,447] | | | | | | [added: 88,237] | | |

| Family Heritage | | | [removed: 312,479 | | | | | | 290,186 | | | | | | 268,584] [added: 338,309] | | | | | | [added: 312,479] | | | | | | [added: 290,186] | | |

| United American | | | [removed: 454,720 | | | | | | 414,656 | | | | | | 382,853] [added: 476,296] | | | | | | [added: 454,720] | | | | | | [added: 414,656] | | |

| | | | $ | [removed: 1,139,038] [added: 1,193,362] | | | | | $ | [removed: 1,073,698] [added: 1,139,038] | | | | | $ | [removed: 1,018,020 | | | | | | | | | | | |] [added: 1,073,698] | |

GL 2020 FORM 10-K

[Table of](#ib33a0e21cf0040999a83ed03df1e084c_10) [Contents](#ib33a0e21cf0040999a83ed03df1e084c_10)

GL 2020 FORM 10-K

[Table of](#ib33a0e21cf0040999a83ed03df1e084c_10) [Contents](#ib33a0e21cf0040999a83ed03df1e084c_10)

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

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

| | | | 2020 | | | | | | | | | | | | 2019 | | | | | | | | | | | | 2018 | | | | | | | | |

| Whole life: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

GL 2020 FORM 10-K

[Table of](#ib33a0e21cf0040999a83ed03df1e084c_10) [Contents](#ib33a0e21cf0040999a83ed03df1e084c_10)

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

| | | | 2020 | | | | | | 2019 | | | | | | 2018 | | |

| Exclusive agents: | | | | | | | | | | | | | | | | | |

| Independent agents: | | | | | | | | | | | | | | | | | |

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

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

| | | | Annualized Premium in Force (Dollar amounts in thousands) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | 2020 | | | | | | | | | | | | 2019 | | | | | | | | | | | | 2018 | | | | | | | | |

| | | | Amount | | | | | | % of Total | | | | | | Amount | | | | | | % of Total | | | | | | Amount | | | | | | % of Total | | |

GL 2020 FORM 10-K

[Table of](#ib33a0e21cf0040999a83ed03df1e084c_10) [Contents](#ib33a0e21cf0040999a83ed03df1e084c_10)

Under the rules of the

GL 2020 FORM 10-K

[Table of](#ib33a0e21cf0040999a83ed03df1e084c_10) [Contents](#ib33a0e21cf0040999a83ed03df1e084c_10)

Human Capital Management

Globe Life's talent base encompasses a broad range of experience that possesses the depth of critical skills to efficiently and effectively accomplish our business purpose and mission, serve our policyholders, and protect our shareholders' interests.

Maintaining superior human capital is a key driver to the success and longevity that our Company has experienced since its origins dating back to the early 1900s.

As of December 31, 2020, the Company had 3,261 full time, part-time, and temporary employees.

The Company engages over 13 thousand exclusive producing insurance agents, most of whom are classified as independent contractors.

In 2020, we increased our employee headcount by 2% and grew our exclusive agency force by 21%.

*People, Culture, and Community*

At Globe Life, we are united by our mission—*To Make Tomorrow Better1* and this starts with our employees and agents.

Beyond providing insurance protection for millions of individuals, serving our policyholders and generating financial results for our shareholders, we focus on cultivating a healthy, positive culture and a thriving community within and among our campuses that is inclusive of and attractive for all.

Globe Life promotes a diverse work force, where differences are celebrated and inclusiveness is embraced, to better enable our employees to consistently achieve outstanding individual and collective results.

Our commitment to diversity starts at the top; of the 9 independent Board members, 56% are women and 22% are ethnic minorities.

GL 2019 FORM 10-K

The Company's primary subsidiaries are Globe Life And Accident Insurance Company, American Income Life Insurance Company, Liberty National Life Insurance Company, Family Heritage Life Insurance Company of America, and United American Insurance Company.

Our distribution channels consist of the following exclusive agencies: American Income Life Division (American Income), Liberty National Division (Liberty National) and Family Heritage Division (Family Heritage); an independent agency, United American Division (United American); and our Direct to Consumer Division (formerly referred to as Globe Life Direct Response distribution channel).

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Personnel

At the end of 2019, Globe Life had 3,196 employees.

Discussion regarding litigation and unclaimed property audits is provided in [removed: *Note] [added: *[Note] 6—Commitments and [removed: Contingencies*.][added: Contingencie](#ib33a0e21cf0040999a83ed03df1e084c_148)s*.]

For the fiscal year ended December 31, [removed: 2019][added: 2020]

| Delaware | | | | | | 63-0780404 | | | [removed: | | |]

| (State or other jurisdiction of incorporation or organization) | | | | | | (I.R.S. Employer Identification No.) | | | [removed: | | |]

| 3700 South Stonebridge Drive, McKinney, TX | | | | | | 75070 | | | [removed: | | |]

| (Address of principal executive offices) | | | | | | (Zip Code) | | | [removed: | | |]

| Large accelerated filer | | | | | | x | | | | | | Accelerated filer | | | | | | ¨ | | | [removed: | | | | | | | | | | | |]

| Non-accelerated filer | | | | | | ¨ | | | | | | Smaller reporting company | | | | | | [removed: ☐ | | | | | | | | | | | |] [added: ¨] | | |

| | | | | | | | | | | | | Emerging growth company | | | | | | [removed: ☐ | | | | | | | | | | | |] [added: ¨] | | |

| 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. | | | | | | | | | | | | | | | | | | [removed: | | | | | | | | | | | |] ¨ | | |

As of June 30, [removed: 2019,] [added: 2020,] the aggregate market value of the registrant’s common stock held by non-affiliates of the registrant was [removed: $9.6] [added: $7.7] billion based on the closing sale price as reported on the New York Stock Exchange.

| Class | | | | | | Outstanding at February [removed: 19, 2020] [added: 18, 2021] | | |

| Common Stock, $1.00 par value per share | | | | | | [removed: 107,533,326] [added: 103,283,402] shares | | |

| Proxy Statement for the Annual Meeting of Stockholders to be held on April [removed: 30, 2020] [added: 29, 2021] (Proxy Statement) | | | | | | Part III | | |

| | | | Item 1A. | | | [Risk [removed: Factors](#i9791cecbd855444cb53bf2de5456676d_706)] [added: Factors](#ib33a0e21cf0040999a83ed03df1e084c_682)] | | | [removed: [7](#i9791cecbd855444cb53bf2de5456676d_706)] [added: [8](#ib33a0e21cf0040999a83ed03df1e084c_682)] | | |

| | | | Item 1B. | | | [Unresolved Staff [removed: Comments](#i9791cecbd855444cb53bf2de5456676d_67)] [added: Comments](#ib33a0e21cf0040999a83ed03df1e084c_670)] | | | [removed: [13](#i9791cecbd855444cb53bf2de5456676d_67)] [added: [13](#ib33a0e21cf0040999a83ed03df1e084c_670)] | | |

| | | | Item 2. | | | [removed: [Properties](#i9791cecbd855444cb53bf2de5456676d_70)] [added: [Properties](#ib33a0e21cf0040999a83ed03df1e084c_673)] | | | [removed: [13](#i9791cecbd855444cb53bf2de5456676d_70)] [added: [13](#ib33a0e21cf0040999a83ed03df1e084c_673)] | | |

| | | | Item 3. | | | [Legal [removed: Proceedings](#i9791cecbd855444cb53bf2de5456676d_703)] [added: Proceedings](#ib33a0e21cf0040999a83ed03df1e084c_679)] | | | [removed: [13](#i9791cecbd855444cb53bf2de5456676d_703)] [added: [13](#ib33a0e21cf0040999a83ed03df1e084c_679)] | | |

| | | | Item 4. | | | [Mine Safety [removed: Disclosures](#i9791cecbd855444cb53bf2de5456676d_73)] [added: Disclosures](#ib33a0e21cf0040999a83ed03df1e084c_730)] | | | [removed: [13](#i9791cecbd855444cb53bf2de5456676d_73)] [added: [13](#ib33a0e21cf0040999a83ed03df1e084c_730)] | | |

| [PART [removed: II.](#i9791cecbd855444cb53bf2de5456676d_76)] [added: II.](#ib33a0e21cf0040999a83ed03df1e084c_733)] | | | | | | | | | | | |

| | | | Item 5. | | | [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#i9791cecbd855444cb53bf2de5456676d_76)] [added: Securities](#ib33a0e21cf0040999a83ed03df1e084c_733)] | | | [removed: [14](#i9791cecbd855444cb53bf2de5456676d_76)] [added: [14](#ib33a0e21cf0040999a83ed03df1e084c_733)] | | |

| | | | Item 6. | | | [Selected Financial [removed: Data](#i9791cecbd855444cb53bf2de5456676d_88)] [added: Data](#ib33a0e21cf0040999a83ed03df1e084c_745)] | | | [removed: [15](#i9791cecbd855444cb53bf2de5456676d_88)] [added: [15](#ib33a0e21cf0040999a83ed03df1e084c_745)] | | |

| | | | Item 7. | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i9791cecbd855444cb53bf2de5456676d_421)] [added: Operations](#ib33a0e21cf0040999a83ed03df1e084c_349)] | | | [removed: [17](#i9791cecbd855444cb53bf2de5456676d_421)] [added: [17](#ib33a0e21cf0040999a83ed03df1e084c_349)] | | |

| | | | Item 7A. | | | [Quantitative and Qualitative Disclosures about Market [removed: Risk](#i9791cecbd855444cb53bf2de5456676d_652)] [added: Risk](#ib33a0e21cf0040999a83ed03df1e084c_592)] | | | [removed: [48](#i9791cecbd855444cb53bf2de5456676d_652)] [added: [51](#ib33a0e21cf0040999a83ed03df1e084c_592)] | | |

| | | | Item 8. | | | [Financial Statements and Supplementary [removed: Data](#i9791cecbd855444cb53bf2de5456676d_91)] [added: Data](#ib33a0e21cf0040999a83ed03df1e084c_748)] | | | [removed: [48](#i9791cecbd855444cb53bf2de5456676d_91)] [added: [51](#ib33a0e21cf0040999a83ed03df1e084c_748)] | | |

| | | | | | | [Consolidated Balance [removed: Sheets](#i9791cecbd855444cb53bf2de5456676d_103)] [added: Sheets](#ib33a0e21cf0040999a83ed03df1e084c_25)] | | | [removed: [51](#i9791cecbd855444cb53bf2de5456676d_103)] [added: [54](#ib33a0e21cf0040999a83ed03df1e084c_25)] | | |

| | | | | | | [Consolidated Statements of [removed: Operations](#i9791cecbd855444cb53bf2de5456676d_112)] [added: Operations](#ib33a0e21cf0040999a83ed03df1e084c_757)] | | | [removed: [52](#i9791cecbd855444cb53bf2de5456676d_112)] [added: [55](#ib33a0e21cf0040999a83ed03df1e084c_757)] | | |

| | | | | | | [Consolidated Statements of Comprehensive [removed: Income](#i9791cecbd855444cb53bf2de5456676d_118)] [added: Income](#ib33a0e21cf0040999a83ed03df1e084c_760)] | | | [removed: [53](#i9791cecbd855444cb53bf2de5456676d_118)] [added: [56](#ib33a0e21cf0040999a83ed03df1e084c_760)] | | |

| | | | | | | [Consolidated Statements of Shareholders' [removed: Equity](#i9791cecbd855444cb53bf2de5456676d_130)] [added: Equity](#ib33a0e21cf0040999a83ed03df1e084c_763)] | | | [removed: [54](#i9791cecbd855444cb53bf2de5456676d_130)] [added: [57](#ib33a0e21cf0040999a83ed03df1e084c_763)] | | |

| | | | | | | [Consolidated Statements of Cash [removed: Flows](#i9791cecbd855444cb53bf2de5456676d_136)] [added: Flows](#ib33a0e21cf0040999a83ed03df1e084c_766)] | | | [removed: [55](#i9791cecbd855444cb53bf2de5456676d_136)] [added: [58](#ib33a0e21cf0040999a83ed03df1e084c_766)] | | |

| | | | | | | [Notes to Consolidated Financial [removed: Statements](#i9791cecbd855444cb53bf2de5456676d_139)] [added: Statements](#ib33a0e21cf0040999a83ed03df1e084c_43)] | | | [removed: [56](#i9791cecbd855444cb53bf2de5456676d_139)] [added: [59](#ib33a0e21cf0040999a83ed03df1e084c_43)] | | |

| | | | | | | [Note 1—Significant Accounting [removed: Policies](#i9791cecbd855444cb53bf2de5456676d_142)] [added: Policies](#ib33a0e21cf0040999a83ed03df1e084c_46)] | | | [removed: [56](#i9791cecbd855444cb53bf2de5456676d_142)] [added: [59](#ib33a0e21cf0040999a83ed03df1e084c_46)] | | |

| | | | | | | [Note 2—Statutory [removed: Accounting](#i9791cecbd855444cb53bf2de5456676d_166)] [added: Accounting](#ib33a0e21cf0040999a83ed03df1e084c_73)] | | | [removed: [67](#i9791cecbd855444cb53bf2de5456676d_166)] [added: [71](#ib33a0e21cf0040999a83ed03df1e084c_73)] | | |

| | | | | | | [Note 3—Supplemental Information about Changes to Accumulated Other Comprehensive [removed: Income](#i9791cecbd855444cb53bf2de5456676d_169)] [added: Income](#ib33a0e21cf0040999a83ed03df1e084c_76)] | | | [removed: [68](#i9791cecbd855444cb53bf2de5456676d_169)] [added: [72](#ib33a0e21cf0040999a83ed03df1e084c_76)] | | |

| | | | | | | [Note [removed: 4—Investments](#i9791cecbd855444cb53bf2de5456676d_184)] [added: 4—Investments](#ib33a0e21cf0040999a83ed03df1e084c_91)] | | | [removed: [70](#i9791cecbd855444cb53bf2de5456676d_184)] [added: [73](#ib33a0e21cf0040999a83ed03df1e084c_91)] | | |

| | | | | | | [Note 5—Deferred Acquisition [removed: Costs](#i9791cecbd855444cb53bf2de5456676d_235)] [added: Costs](#ib33a0e21cf0040999a83ed03df1e084c_145)] | | | [removed: [83](#i9791cecbd855444cb53bf2de5456676d_235)] [added: [86](#ib33a0e21cf0040999a83ed03df1e084c_145)] | | |

| | | | | | | [Note 6—Commitments and [removed: Contingencies](#i9791cecbd855444cb53bf2de5456676d_238)] [added: Contingencies](#ib33a0e21cf0040999a83ed03df1e084c_148)] | | | [removed: [84](#i9791cecbd855444cb53bf2de5456676d_238)] [added: [87](#ib33a0e21cf0040999a83ed03df1e084c_148)] | | |

| | | | | | | [Note 7—Liability for Unpaid [removed: Claims](#i9791cecbd855444cb53bf2de5456676d_259)] [added: Claims](#ib33a0e21cf0040999a83ed03df1e084c_169)] | | | [removed: [87](#i9791cecbd855444cb53bf2de5456676d_259)] [added: [91](#ib33a0e21cf0040999a83ed03df1e084c_169)] | | |

| | | | | | | [Note 8—Income [removed: Taxes](#i9791cecbd855444cb53bf2de5456676d_274)] [added: Taxes](#ib33a0e21cf0040999a83ed03df1e084c_184)] | | | [removed: [88](#i9791cecbd855444cb53bf2de5456676d_274)] [added: [92](#ib33a0e21cf0040999a83ed03df1e084c_184)] | | |

| | | | | | | [Note 9—Postretirement [removed: Benefits](#i9791cecbd855444cb53bf2de5456676d_295)] [added: Benefits](#ib33a0e21cf0040999a83ed03df1e084c_205)] | | | [removed: [90](#i9791cecbd855444cb53bf2de5456676d_295)] [added: [94](#ib33a0e21cf0040999a83ed03df1e084c_205)] | | |

| | | | | | | [Note 10—Supplemental Disclosures of Cash Flow [removed: Information](#i9791cecbd855444cb53bf2de5456676d_334)] [added: Information](#ib33a0e21cf0040999a83ed03df1e084c_310)] | | | [removed: [97](#i9791cecbd855444cb53bf2de5456676d_334)] [added: [100](#ib33a0e21cf0040999a83ed03df1e084c_310)] | | |

(Mark one)

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Indicate by checkmark 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.

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| | | | | | | | | |

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

| [PART I.](#ib33a0e21cf0040999a83ed03df1e084c_13) | | | | | | | | | | | |

| | | | Item 1. | | | [Business](#ib33a0e21cf0040999a83ed03df1e084c_13) | | | [1](#ib33a0e21cf0040999a83ed03df1e084c_13) | | |

| | | | | | | [Cautionary Statements](#ib33a0e21cf0040999a83ed03df1e084c_346) | | | [16](#ib33a0e21cf0040999a83ed03df1e084c_346) | | |

| | | | | | | [Note 11—Debt](#ib33a0e21cf0040999a83ed03df1e084c_253) | | | [101](#ib33a0e21cf0040999a83ed03df1e084c_253) | | |

| | | | | | | [Note 12—Shareholders' Equity](#ib33a0e21cf0040999a83ed03df1e084c_313) | | | [103](#ib33a0e21cf0040999a83ed03df1e084c_313) | | |

| | | | | | | [Note 14—Business Segments](#ib33a0e21cf0040999a83ed03df1e084c_274) | | | [109](#ib33a0e21cf0040999a83ed03df1e084c_274) | | |

| [PART III.](#ib33a0e21cf0040999a83ed03df1e084c_775) | | | | | | | | | | | |

| [PART IV.](#ib33a0e21cf0040999a83ed03df1e084c_8562) | | | | | | | | | | | |

[Table of](#ib33a0e21cf0040999a83ed03df1e084c_10) [Contents](#ib33a0e21cf0040999a83ed03df1e084c_10)

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

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

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

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

| [PART I.](#i9791cecbd855444cb53bf2de5456676d_16) | | | | | | | | | | | |

| | | | Item 1. | | | [Busi](#i9791cecbd855444cb53bf2de5456676d_16)[n](#i9791cecbd855444cb53bf2de5456676d_16)[ess](#i9791cecbd855444cb53bf2de5456676d_16) | | | [1](#i9791cecbd855444cb53bf2de5456676d_16) | | |

| | | | | | | [Cautionary Statements](#i9791cecbd855444cb53bf2de5456676d_649) | | | [16](#i9791cecbd855444cb53bf2de5456676d_649) | | |

| | | | | | | [Note 11—Debt](#i9791cecbd855444cb53bf2de5456676d_400) | | | [98](#i9791cecbd855444cb53bf2de5456676d_400) | | |

| | | | | | | [Note 12—Shareholders' Equity](#i9791cecbd855444cb53bf2de5456676d_337) | | | [100](#i9791cecbd855444cb53bf2de5456676d_337) | | |

| | | | | | | [Note 14—Business Segments](#i9791cecbd855444cb53bf2de5456676d_373) | | | [106](#i9791cecbd855444cb53bf2de5456676d_373) | | |

| [PART III.](#i9791cecbd855444cb53bf2de5456676d_688) | | | | | | | | | | | |

| [PART IV.](#i9791cecbd855444cb53bf2de5456676d_745) | | | | | | | | | | | |

As of December 31, [removed: 2019,] [added: 2020,] Globe Life had no unresolved SEC staff comments.

Globe Life owns and occupies [removed: over] [added: approximately] 500,000 combined square feet in McKinney, Texas (headquarters) and at the Waco, Texas and Oklahoma City, Oklahoma campuses.

Additionally, the Company leases other buildings across the U.S. [removed: for business purposes.]

GL 2020 FORM 10-K

[Table of](#ib33a0e21cf0040999a83ed03df1e084c_10) [Contents](#ib33a0e21cf0040999a83ed03df1e084c_10)

GL 2019 FORM 10-K

There were [removed: 2,350] [added: 2,252] shareholders of record on December 31, [removed: 2019,] [added: 2020,] excluding shareholder accounts held in nominee form.

Globe [removed: Life is one of the companies whose] [added: Life's] stock is included within both the S&P 500 and the S&P Life & Health Insurance Index.

[removed: ][added: ]

*$100 invested on [removed: 12/31/2014] [added: 12/31/2015] in stock or index, including reinvestment of dividends.

Copyright© [removed: 2020] [added: 2021] Standard & Poor's, a division of S&P Global.

Purchases of Certain Equity Securities by the Issuer and Others for the Fourth Quarter [removed: 2019][added: 2020]

On August [removed: 8, 2019,] [added: 5, 2020,] Globe Life's Board reaffirmed its continued authorization of the Company’s stock repurchase program in amounts and with timing that management, in consultation with the Board, determined to be in the best interest of the Company.

| October 1-31, 2020 | | | | | | 553,989 | | | | | | $ | 81.51 | | | | | 553,989 | | | | | | — | | |

| November 1-30, 2020 | | | | | | 449,389 | | | | | | 91.07 | | | | | | 449,389 | | | | | | — | | |

| December 1-31, 2020 | | | | | | 650,021 | | | | | | 94.05 | | | | | | 650,021 | | | | | | — | | |

GL 2020 FORM 10-K

[Table of](#ib33a0e21cf0040999a83ed03df1e084c_10) [Contents](#ib33a0e21cf0040999a83ed03df1e084c_10)

| October 1-31, 2019 | | | | | | 328,698 | | | | | | $ | 84.90 | | | | | 328,698 | | | | | | — | | |

| November 1-30, 2019 | | | | | | 456,288 | | | | | | 106.14 | | | | | | 456,288 | | | | | | — | | |

| December 1-31, 2019 | | | | | | 465,138 | | | | | | 104.83 | | | | | | 465,138 | | | | | | — | | |

GL 2019 FORM 10-K

The following information should be read in conjunction with Globe Life's [removed: Consolidated] [added: *[Consolidated] Financial [removed: Statements] [added: Statements](#ib33a0e21cf0040999a83ed03df1e084c_754)*] and related notes reported elsewhere in this Form 10-K:

| | | | Year ended December 31, | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: | | | | | | | | | | | | | | | | | | | | | | | |]

| | | | [removed: 2019 | | | | | | 2018 | | | | | | 2017 | | | | | | 2016 | | | | | | 2015] [added: 2020] | | | | | | [added: 2019] | | | | | | [added: 2018] | | | | | | [added: 2017] | | | | | | [added: 2016] | | |

| Life | | | $ | [removed: 2,517,784] [added: 2,672,804] | | | | | $ | [removed: 2,406,555] [added: 2,517,784] | | | | | $ | [removed: 2,306,547] [added: 2,406,555] | | | | | $ | [removed: 2,189,333] [added: 2,306,547] | | | | | $ | [removed: 2,073,065 | | | | | | | | | | | | | | | | | | | | | | | |] [added: 2,189,333] | |

| Health | | | [removed: 1,077,346 | | | | | | 1,015,339 | | | | | | 976,373 | | | | | | 947,663 | | | | | | 925,520] [added: 1,141,097] | | | | | | [added: 1,077,346] | | | | | | [added: 1,015,339] | | | | | | [added: 976,373] | | | | | | [added: 947,663] | | |

| Other | | | 4 | | | | | | [removed: 12 | | | | | | 15 | | | | | | 38 | | | | | | 135 | | | | | |] [added: 4] | | | | | | [added: 12] | | | | | | [added: 15] | | | | | | [added: 38] | | |

| Total premium | | | [removed: 3,595,134 | | | | | | 3,421,906 | | | | | | 3,282,935 | | | | | | 3,137,034 | | | | | | 2,998,720] [added: 3,813,905] | | | | | | [added: 3,595,134] | | | | | | [added: 3,421,906] | | | | | | [added: 3,282,935] | | | | | | [added: 3,137,034] | | |

| Net investment income | | | [removed: 910,459 | | | | | | 882,512 | | | | | | 847,885 | | | | | | 806,903 | | | | | | 773,951] [added: 927,062] | | | | | | [added: 910,459] | | | | | | [added: 882,512] | | | | | | [added: 847,885] | | | | | | [added: 806,903] | | |

| Realized gains (losses) | | | [removed: 20,621 | | | | | | (1,804) | | | | | | 23,611 | | | | | | (10,683) | | | | | | (8,791)] [added: (4,371)] | | | | | | [added: 20,621] | | | | | | [added: (1,804)] | | | | | | [added: 23,611] | | | | | | [added: (10,683)] | | |

| Total revenue | | | [removed: 4,527,532 | | | | | | 4,303,751 | | | | | | 4,155,573 | | | | | | 3,934,629 | | | | | | 3,766,065] [added: 4,737,921] | | | | | | [added: 4,527,532] | | | | | | [added: 4,303,751] | | | | | | [added: 4,155,573] | | | | | | [added: 3,934,629] | | |

| Income from continuing operations, net of tax | | | [removed: 760,882 | | | | | | 701,510 | | | | | | 1,458,263 | | | | | | 539,590 | | | | | | 516,293] [added: 731,773] | | | | | | [added: 760,882] | | | | | | [added: 701,510] | | | | | | [added: 1,458,263] | | | | | | [added: 539,590] | | |

| Income from discontinued operations, net of tax | | | [removed: (92) | | | | | | (44) | | | | | | (3,769) | | | | | | 10,189 | | | | | | 10,807] [added: —] | | | | | | [added: (92)] | | | | | | [added: (44)] | | | | | | [added: (3,769)] | | | | | | [added: 10,189] | | |

| Net income | | | [removed: 760,790 | | | | | | 701,466 | | | | | | 1,454,494 | | | | | | 549,779 | | | | | | 527,100] [added: 731,773] | | | | | | [added: 760,790] | | | | | | [added: 701,466] | | | | | | [added: 1,454,494] | | | | | | [added: 549,779] | | |

| Basic net income (loss) per common share: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: | | | | | | | | | | | | | | | | | | | | | | | |]

| Continuing operations | | | [removed: 6.97 | | | | | | 6.22 | | | | | | 12.53 | | | | | | 4.50 | | | | | | 4.13] [added: 6.90] | | | | | | [added: 6.97] | | | | | | [added: 6.22] | | | | | | [added: 12.53] | | | | | | [added: 4.50] | | |

| Discontinued operations | | | — | | | | | | — | | | | | | [removed: (0.03)] [added: —] | | | | | | [removed: 0.08] [added: (0.03)] | | | | | | 0.08 | | | [removed: | | | | | | | | | | | | | | | | | | | | | | | |]

| Net income | | | [removed: 6.97 | | | | | | 6.22 | | | | | | 12.50 | | | | | | 4.58 | | | | | | 4.21] [added: 6.90] | | | | | | [added: 6.97] | | | | | | [added: 6.22] | | | | | | [added: 12.50] | | | | | | [added: 4.58] | | |

| Diluted net income (loss) per common share: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: | | | | | | | | | | | | | | | | | | | | | | | |]

| Continuing operations | | | [removed: 6.83 | | | | | | 6.09 | | | | | | 12.26 | | | | | | 4.41 | | | | | | 4.07] [added: 6.82] | | | | | | [added: 6.83] | | | | | | [added: 6.09] | | | | | | [added: 12.26] | | | | | | [added: 4.41] | | |

| Discontinued operations | | | — | | | | | | — | | | | | | [removed: (0.04) | | | | | | 0.08 | | | | | | 0.09 | | | | | | | | | | | |] [added: —] | | | | | | [added: (0.04)] | | | | | | [added: 0.08] | | |

| Net income | | | [removed: 6.83 | | | | | | 6.09 | | | | | | 12.22 | | | | | | 4.49 | | | | | | 4.16] [added: 6.82] | | | | | | [added: 6.83] | | | | | | [added: 6.09] | | | | | | [added: 12.22] | | | | | | [added: 4.49] | | |

| Cash dividends paid | | | [removed: 0.68 | | | | | | 0.63 | | | | | | 0.59 | | | | | | 0.56 | | | | | | 0.53] [added: 0.74] | | | | | | [added: 0.68] | | | | | | [added: 0.63] | | | | | | [added: 0.59] | | | | | | [added: 0.56] | | |

| Basic weighted average shares outstanding | | | [removed: 109,214 | | | | | | 112,873 | | | | | | 116,343 | | | | | | 120,001 | | | | | | 125,095] [added: 106,075] | | | | | | [added: 109,214] | | | | | | [added: 112,873] | | | | | | [added: 116,343] | | | | | | [added: 120,001] | | |

| Diluted weighted average shares outstanding | | | [removed: 111,381 | | | | | | 115,249 | | | | | | 118,983 | | | | | | 122,368 | | | | | | 126,757] [added: 107,225] | | | | | | [added: 111,381] | | | | | | [added: 115,249] | | | | | | [added: 118,983] | | | | | | [added: 122,368] | | |

| | | | As of December 31, | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: | | | | | | | | | | | | | | | | | | | | | | | |]

| Cash and invested assets | | | $ | [removed: 19,923,204] [added: 22,547,498] | | | | | $ | [removed: 17,239,570] [added: 19,923,204] | | | | | $ | [removed: 17,853,047] [added: 17,239,570] | | | | | $ | [removed: 15,955,891] [added: 17,853,047] | | | | | $ | [removed: 14,405,073 | | | | | | | | | | | | | | | | | | | | | | | |] [added: 15,955,891] | |

| Total assets | | | [removed: 25,977,460 | | | | | | 23,095,722 | | | | | | 23,474,985 | | | | | | 21,436,087 | | | | | | 19,853,213] [added: 29,046,731] | | | | | | [added: 25,977,460] | | | | | | [added: 23,095,722] | | | | | | [added: 23,474,985] | | | | | | [added: 21,436,087] | | |

| Short-term debt | | | [removed: 298,738 | | | | | | 307,848 | | | | | | 328,067 | | | | | | 264,475 | | | | | | 490,129] [added: 254,918] | | | | | | [added: 298,738] | | | | | | [added: 307,848] | | | | | | [added: 328,067] | | | | | | [added: 264,475] | | |

| Long-term debt | | | [removed: 1,348,988 | | | | | | 1,357,185 | | | | | | 1,132,201 | | | | | | 1,133,165 | | | | | | 743,733] [added: 1,667,886] | | | | | | [added: 1,348,988] | | | | | | [added: 1,357,185] | | | | | | [added: 1,132,201] | | | | | | [added: 1,133,165] | | |

| Shareholders' equity | | | [removed: 7,294,307 | | | | | | 5,415,177 | | | | | | 6,231,421 | | | | | | 4,566,861 | | | | | | 4,055,552] [added: 8,771,092] | | | | | | [added: 7,294,307] | | | | | | [added: 5,415,177] | | | | | | [added: 6,231,421] | | | | | | [added: 4,566,861] | | |

| Per diluted common share | | | [removed: 66.02 | | | | | | 48.11 | | | | | | 52.95 | | | | | | 37.76 | | | | | | 32.71] [added: 83.19] | | | | | | [added: 66.02] | | | | | | [added: 48.11] | | | | | | [added: 52.95] | | | | | | [added: 37.76] | | |

| Effect of fixed maturity revaluation on diluted equity per common share(1) | | | [removed: 17.76 | | | | | | 3.79 | | | | | | 13.18 | | | | | | 5.63 | | | | | | 2.62] [added: 30.07] | | | | | | [added: 17.76] | | | | | | [added: 3.79] | | | | | | [added: 13.18] | | | | | | [added: 5.63] | | |

| Annualized premium in force: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: | | | | | | | | | | | | | | | | | | | | | | | |]

| Life | | | [removed: 2,581,628 | | | | | | 2,464,728 | | | | | | 2,373,099 | | | | | | 2,262,736 | | | | | | 2,150,498] [added: 2,739,949] | | | | | | [added: 2,581,628] | | | | | | [added: 2,464,728] | | | | | | [added: 2,373,099] | | | | | | [added: 2,262,736] | | |

| Health | | | [removed: 1,139,038 | | | | | | 1,073,698 | | | | | | 1,018,020 | | | | | | 998,634 | | | | | | 973,042] [added: 1,193,362] | | | | | | [added: 1,139,038] | | | | | | [added: 1,073,698] | | | | | | [added: 1,018,020] | | | | | | [added: 998,634] | | |

| Total | | | [removed: 3,720,666 | | | | | | 3,538,426 | | | | | | 3,391,119 | | | | | | 3,261,370 | | | | | | 3,123,540] [added: 3,933,311] | | | | | | [added: 3,720,666] | | | | | | [added: 3,538,426] | | | | | | [added: 3,391,119] | | | | | | [added: 3,261,370] | | |

| Basic shares outstanding | | | [removed: 107,720 | | | | | | 110,693 | | | | | | 114,593 | | | | | | 118,031 | | | | | | 122,370] [added: 103,797] | | | | | | [added: 107,720] | | | | | | [added: 110,693] | | | | | | [added: 114,593] | | | | | | [added: 118,031] | | |

| Diluted shares outstanding | | | [removed: 110,494 | | | | | | 112,561 | | | | | | 117,696 | | | | | | 120,958 | | | | | | 123,996] [added: 105,429] | | | | | | [added: 110,494] | | | | | | [added: 112,561] | | | | | | [added: 117,696] | | | | | | [added: 120,958] | | |

(1)See discussion under the caption *[Capital [removed: Resources](#i9791cecbd855444cb53bf2de5456676d_625)*] [added: Resources](#ib33a0e21cf0040999a83ed03df1e084c_562)*] in *[Management’s Discussion and [removed: Analysis](#i9791cecbd855444cb53bf2de5456676d_421)*] [added: Analysis](#ib33a0e21cf0040999a83ed03df1e084c_349)*] in this report concerning the effect this rule has on Globe Life's equity.

Forward-looking statements are based upon estimates and assumptions that are subject to significant business, economic and competitive uncertainties, many of which are beyond our [removed: control.][added: control, including uncertainties related to the impact of the COVID-19 outbreak on our business operations, financial results and financial condition.]

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| | | | 2020 | | | | | | 2019 | | | | | | 2018 | | | | | | 2017 | | | | | | 2016 | | |

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GL 2020 FORM 10-K

6.Changes in the competitiveness of the Company's products and pricing;

7.Litigation results;

8.Levels of administrative and operational efficiencies that differ from our assumptions (including any reduction in efficiencies resulting from increased costs arising from operating during the COVID-19 pandemic);

13.The severity, magnitude and impact of the COVID-19 pandemic, including effects of the pandemic and the effects of the U.S. and state governments' and other businesses’ response to the pandemic, on our operations and personnel, and on commercial activity and demand for our products; and

14.Our ability to access the commercial paper and debt markets, particularly if such markets become unpredictable or unstable for a certain period as a result of the COVID-19 pandemic.

GL 2020 FORM 10-K

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

GL 2019 FORM 10-K

6)Changes in pricing competition;

7)Litigation results;

8)Levels of administrative and operational efficiencies that differ from our assumptions;

| [Report of Independent Registered Public Accounting [removed: Firm](#i9791cecbd855444cb53bf2de5456676d_94)] [added: Firm](#ib33a0e21cf0040999a83ed03df1e084c_751)] | | | [removed: [49](#i9791cecbd855444cb53bf2de5456676d_94)] [added: [52](#ib33a0e21cf0040999a83ed03df1e084c_751)] | | |

| [Consolidated Financial [removed: Statements:](#i9791cecbd855444cb53bf2de5456676d_100)] [added: Statements:](#ib33a0e21cf0040999a83ed03df1e084c_22)] | | | | | |

| [Consolidated Balance Sheets at December [removed: 31, 2019, and 2018](#i9791cecbd855444cb53bf2de5456676d_103)] [added: 31,](#ib33a0e21cf0040999a83ed03df1e084c_25) 2020[, and](#ib33a0e21cf0040999a83ed03df1e084c_25) 2019] | | | [removed: [51](#i9791cecbd855444cb53bf2de5456676d_103)] [added: [54](#ib33a0e21cf0040999a83ed03df1e084c_25)] | | |

| [Consolidated Statements of Operations for each of the three years in the period ended December [removed: 31, 2019](#i9791cecbd855444cb53bf2de5456676d_112)] [added: 31](#ib33a0e21cf0040999a83ed03df1e084c_757)[,](#ib33a0e21cf0040999a83ed03df1e084c_757) 2020] | | | [removed: [52](#i9791cecbd855444cb53bf2de5456676d_112)] [added: [55](#ib33a0e21cf0040999a83ed03df1e084c_757)] | | |

| [Consolidated [removed: Statements] [added: Stateme](#ib33a0e21cf0040999a83ed03df1e084c_760)[nts] of Comprehensive Income (Loss) for each of the three years in the period ended December [removed: 31, 2019](#i9791cecbd855444cb53bf2de5456676d_118)] [added: 31,](#ib33a0e21cf0040999a83ed03df1e084c_760) 2020] | | | [removed: [53](#i9791cecbd855444cb53bf2de5456676d_118)] [added: [56](#ib33a0e21cf0040999a83ed03df1e084c_760)] | | |

| [Consolidated Statements of Shareholders’ Equity for each of the three years in the period ended December [removed: 31, 2019](#i9791cecbd855444cb53bf2de5456676d_130)] [added: 31,](#ib33a0e21cf0040999a83ed03df1e084c_763) [](#ib33a0e21cf0040999a83ed03df1e084c_763)2020] | | | [removed: [54](#i9791cecbd855444cb53bf2de5456676d_130)] [added: [57](#ib33a0e21cf0040999a83ed03df1e084c_763)] | | |

| [Consolidated Statements of Cash Flows for each of the three years in the period ended December [removed: 31, 201](#i9791cecbd855444cb53bf2de5456676d_136)[9](#i9791cecbd855444cb53bf2de5456676d_136)] [added: 31,](#ib33a0e21cf0040999a83ed03df1e084c_766) [](#ib33a0e21cf0040999a83ed03df1e084c_766)2020] | | | [removed: [55](#i9791cecbd855444cb53bf2de5456676d_136)] [added: [58](#ib33a0e21cf0040999a83ed03df1e084c_766)] | | |

| [Notes to Consolidated Financial [removed: Statements](#i9791cecbd855444cb53bf2de5456676d_139)] [added: Statements](#ib33a0e21cf0040999a83ed03df1e084c_43)] | | | [removed: [56](#i9791cecbd855444cb53bf2de5456676d_139)] [added: [59](#ib33a0e21cf0040999a83ed03df1e084c_43)] | | |

We have audited the accompanying consolidated balance sheets of Globe Life Inc. and subsidiaries [removed: (Globe Life)] [added: (the “Company”)] as of December 31, [removed: 2019] [added: 2020] and [removed: 2018,] [added: 2019,] the related consolidated statements of operations, comprehensive [removed: income,] [added: income (loss),] shareholders’ equity, and cash flows, for each of the three years in the period ended December 31, [removed: 2019,] [added: 2020,] and the related notes and the schedules listed in the Index at Item 15 (collectively referred to as the “financial statements”).

In our opinion, the financial statements present fairly, in all material respects, the financial position of [removed: Globe Life] [added: the Company] as of December 31, [removed: 2019] [added: 2020] and [removed: 2018,] [added: 2019,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2019,] [added: 2020,] in conformity with accounting principles generally accepted in the United States of America.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), [removed: Globe Life's] [added: the Company’s] internal control over financial reporting as of December 31, [removed: 2019,] [added: 2020,] based on criteria established in *Internal Control [removed: -] [added: —] Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February [removed: 26, 2020,] [added: 25, 2021,] expressed an unqualified opinion on [removed: Globe Life's] [added: the Company’s] internal control over financial reporting.

These financial statements are the responsibility of [removed: Globe Life's] [added: the Company’s] management.

Our responsibility is to express an opinion on [removed: Globe Life's] [added: the Company’s] financial statements based on our audits.

We are a public accounting firm registered with the PCAOB and are required to be independent with respect to [removed: Globe Life] [added: 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.

*Critical Audit Matter [removed: Descriptio*n][added: Description*]

We have served as [removed: Globe Life's] [added: the Company’s] auditor since 1999.

| | | | December 31, | | | | | | | | | [removed: | | | | | |]

| | | | [removed: 2019] | | | [added: 2020] | | | [removed: 2018] | | | [added: 2019] | | | | | | [added: 2018 | | |]

| Assets: | | | | | | | | | | | | [removed: | | | | | |]

| Investments: | | | | | | | | | | | | [removed: | | | | | |]

| Fixed maturities—available for sale, at fair value (amortized cost: [removed: 2019—$16,415,776; 2018—$15,753,471)] [added: 2020—$17,197,145; 2019—$16,415,776, allowance for credit losses: 2020— $3,346; 2019— $0)] | | | $ | [removed: 18,907,147] [added: 21,213,509] | | | | | $ | [removed: 16,297,932 | | | | | |] [added: 18,907,147] | |

| Policy loans | | | [removed: 575,492 | | | | | | 550,066] [added: 584,379] | | | | | | [added: 575,492] | | |

| Other long-term investments (includes: [removed: 2019—$185,851; 2018—$108,241] [added: 2020—$385,038; 2019—$185,851] under the fair value option) | | | [removed: 326,347 | | | | | | 207,258] [added: 546,981] | | | | | | [added: 326,347] | | |

| Short-term investments | | | [removed: 38,285 | | | | | | 63,288] [added: 107,782] | | | | | | [added: 38,285] | | |

| Total investments | | | [removed: 19,847,271 | | | | | | 17,118,544] [added: 22,452,651] | | | | | | [added: 19,847,271] | | |

| Cash [added: at end of year] | | | [removed: 75,933] [added: $] | [added: 94,847] | | | | | [removed: 121,026] [added: $] | [added: 75,933] | | | | | [added: $] | [added: 121,026] | |

| Accrued investment income | | | [added: — | | | | | | — | | | | | | — | | | | | |] 245,129 | | | | | | [removed: 243,003] [added: —] | | | | | | [added: 245,129] | | |

| Other receivables | | | [removed: 441,662 | | | | | | 415,157] [added: 474,180] | | | | | | [added: 441,662] | | |

| Deferred acquisition costs | | | [removed: 4,341,941 | | | | | | 4,137,925] [added: 4,595,444] | | | | | | [added: 4,341,941] | | |

| Goodwill | | | 441,591 | | | | | | 441,591 | | | [removed: | | | | | |]

| Other assets | | | [removed: 583,933 | | | | | | 549,899] [added: 739,027] | | | | | | [added: 583,933] | | |

| [removed: Assets related to discontinued] [added: Discontinued] operations | | | [added: | | |] — | | | | | | [removed: 68,577] [added: —] | | | | | | [added: —] | | |

| Total assets | | | $ | [removed: 25,977,460] [added: 29,046,731] | | | | | $ | [removed: 23,095,722 | | | | | |] [added: 25,977,460] | |

| Liabilities: | | | | | | | | | | | | [removed: | | | | | |]

| Future policy benefits | | | $ | [removed: 14,508,134] [added: 15,243,536] | | | | | $ | [removed: 13,953,826 | | | | | |] [added: 14,508,134] | |

| Unearned and advance premiums | | | [removed: 63,709] [added: 17,701] | | | | | | [removed: 61,208] [added: 46,008] | | | | | | [added: —] | | | [added: | | | — | | | | | | — | | | | | | 63,709 | | |]

| Policy claims and other benefits payable | | | [removed: 365,402 | | | | | | 350,826] [added: 399,507] | | | | | | [added: 365,402] | | |

| Other policyholders' funds | | | [removed: 96,282 | | | | | | 97,459] [added: 97,968] | | | | | | [added: 96,282] | | |

| Total policy liabilities | | | [removed: 15,033,527 | | | | | | 14,463,319] [added: 15,802,739] | | | | | | [added: 15,033,527] | | |

| Current and deferred income taxes | | | [removed: 1,476,832 | | | | | | 1,047,737] [added: 1,833,723] | | | | | | [added: 1,476,832] | | |

GL 2020 FORM 10-K

[Table of](#ib33a0e21cf0040999a83ed03df1e084c_10) [Contents](#ib33a0e21cf0040999a83ed03df1e084c_10)

The balance of investments without readily determinable market values was $799 million as of December 31, 2020.

GL 2020 FORM 10-K

[Table of](#ib33a0e21cf0040999a83ed03df1e084c_10) [Contents](#ib33a0e21cf0040999a83ed03df1e084c_10)

February 25, 2021

GL 2020 FORM 10-K

| Cash | | | 94,847 | | | | | | 75,933 | | |

GL 2020 FORM 10-K

[Table of](#ib33a0e21cf0040999a83ed03df1e084c_10) [Contents](#ib33a0e21cf0040999a83ed03df1e084c_10)

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GL 2020 FORM 10-K

[Table of](#ib33a0e21cf0040999a83ed03df1e084c_10) [Contents](#ib33a0e21cf0040999a83ed03df1e084c_10)

GL 2020 FORM 10-K

[Table of](#ib33a0e21cf0040999a83ed03df1e084c_10) [Contents](#ib33a0e21cf0040999a83ed03df1e084c_10)

| Balance at January 1, 2018 | | | — | | | | | | 124,218 | | | | | | 508,476 | | | | | | 1,424,274 | | | | | | 4,811,104 | | | | | | (631,755) | | | | | | 6,236,317 | | |

| Balance at January 1, 2019 | | | — | | | | | | 121,218 | | | | | | 524,414 | | | | | | 319,475 | | | | | | 5,213,076 | | | | | | (763,398) | | | | | | 5,414,785 | | |

| Year Ended December 31, 2020 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Balance at January 1, 2020 | | | — | | | | | | 117,218 | | | | | | 531,554 | | | | | | 1,844,830 | | | | | | 5,550,875 | | | | | | (750,624) | | | | | | 7,293,853 | | |

| Comprehensive income (loss) | | | — | | | | | | — | | | | | | — | | | | | | 1,184,414 | | | | | | 731,773 | | | | | | — | | | | | | 1,916,187 | | |

| Stock-based compensation | | | — | | | | | | — | | | | | | 14,410 | | | | | | — | | | | | | (482) | | | | | | 21,964 | | | | | | 35,892 | | |

| Exercise of stock options | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (26,908) | | | | | | 75,001 | | | | | | 48,093 | | |

| Retirement of treasury stock | | | — | | | | | | (4,000) | | | | | | (18,529) | | | | | | — | | | | | | (302,082) | | | | | | 324,611 | | | | | | — | | |

| Balance at December 31, 2020 | | | $ | — | | | | | $ | 113,218 | | | | | $ | 527,435 | | | | | $ | 3,029,244 | | | | | $ | 5,874,109 | | | | | $ | (772,914) | | | | | $ | 8,771,092 | |

(1)Adoption of Accounting Standard Update (ASU) 2016-13, *Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments,* on January 1, 2020.

GL 2020 FORM 10-K

[Table of](#ib33a0e21cf0040999a83ed03df1e084c_10) [Contents](#ib33a0e21cf0040999a83ed03df1e084c_10)

| Net income | | | $ | 731,773 | | | | | $ | 760,790 | | | | | $ | 701,466 | |

| Other investing activities | | | (7,051) | | | | | | 32 | | | | | | 1,987 | | |

GL 2020 FORM 10-K

The underwriting companies are owned by their ultimate corporate parent, Globe Life Inc. (the Parent Company).

| | | | | | |

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

GL 2019 FORM 10-K

February 26, 2020

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

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

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

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

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

| Balance at January 1, 2017 | | | $ | — | | | | | $ | 127,218 | | | | | $ | 490,421 | | | | | $ | 577,574 | | | | | $ | 3,890,798 | | | | | $ | (519,150) | | | | | $ | 4,566,861 | |

| Comprehensive income (loss) | | | — | | | | | | — | | | | | | — | | | | | | 594,300 | | | | | | 1,454,494 | | | | | | — | | | | | | 2,048,794 | | |

| Stock-based compensation | | | — | | | | | | — | | | | | | 30,190 | | | | | | — | | | | | | (606) | | | | | | 7,450 | | | | | | 37,034 | | |

| Exercise of stock options | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (38,333) | | | | | | 99,548 | | | | | | 61,215 | | |

| Tax Reform Reclassifications | | | — | | | | | | — | | | | | | — | | | | | | 252,400 | | | | | | (252,400) | | | | | | — | | | | | | — | | |

(2)On January 1, 2019, Accounting Standards Update ("ASU") No. 2016-02, Leases (Topic 842), became effective and the Company recorded a cumulative-effect adjustment to the opening balance of retained earnings to account for the adoption.

| Sale of other assets | | | 32 | | | | | | 1,987 | | | | | | 18 | | | | | | | | | | | | | | |

| Cash at end of year | | | $ | 75,933 | | | | | $ | 121,026 | | | | | $ | 118,563 | | | | | | | | | | | | | |

*Business:* Effective August 8, 2019, Torchmark Corporation changed its corporate name to Globe Life Inc. The New York Stock Exchange (NYSE) ticker was changed to "GL" on August 9, 2019.

The name change is part of a brand alignment strategy which will enhance the Company's ability to build name recognition with potential customers and agent recruits through the use of a single brand.

The underwriting companies owned by Globe Life Inc. (the Parent Company) will continue to exist as legal entities, but over a period of time will go to market under the Globe Life name to leverage branding initiatives implemented at Globe Life And Accident Insurance Company in recent years.

Therefore, a company may have voting control of a VIE, but if it is not the primary beneficiary, it is not permitted to consolidate the VIE.

We have elected the fair value option method for our investment funds and the net asset value is used to approximate fair value, as a practical expedient, with fluctuations in fair value reflected directly in "Realized Gains (Losses)" in the *Consolidated Statements of Operations*.

The Company will also determine the probability of estimated losses for each commercial mortgage loan and record an allowance if conclusions are reached that collection of principal and interest are not probable.

All assumptions are reviewed and updated as necessary.

*Impairment of Investments:* Globe Life's portfolio of fixed maturities fluctuates in value due to changes in interest rates in the financial markets as well as other factors.

Fluctuations caused by market interest rate changes have little bearing on whether or not the investment will be ultimately recoverable; and therefore, the Company considers declines in value resulting from changes in market interest rates to be temporary.

In certain circumstances, however, the Company will conclude the decline in the value of a security to be other-than-temporary and correspondingly write the book value of the security down to its fair value, realizing an investment loss.

A security has been deemed impaired when the fair value is less than the cost or amortized cost, resulting in the performance of further evaluation and analysis to determine whether the impairment is other-than-temporary.

- The length of time and extent to which the security has been impaired

- The Company’s ability and intent to hold the security until anticipated recovery

While all available information is taken into account, it is difficult to predict the ultimate recoverable amount of an impaired security.

If a security is determined to be other-than-temporarily impaired, the cost basis of the security is written down to fair value and is treated as a realized loss in the period the determination is made.

The written-down security will be amortized and revenue recognized in accordance with estimated future cash flows.

Current accounting guidance is such that if an entity intends to sell or if it is more likely than not that it will be required to sell an impaired security prior to recovery of its cost basis, the security is to be considered other-than-temporarily impaired and the full amount of impairment must be charged to earnings.

Otherwise, losses on fixed maturities which are other-than-temporarily impaired are separated into two categories, the portion of loss which is

considered credit loss and the portion of loss which is due to other factors.

The credit loss portion is charged to earnings while the loss due to other factors is charged to other comprehensive income.

The credit loss portion of an impairment is determined as the difference between the security’s amortized cost and the present value of expected future cash flows discounted at the security’s original effective yield rate.

The temporary portion is the difference between this present value of expected future cash flows and fair value (as discounted by a market yield).

The Company views these balances as recoverable since they are less than the estimated present value of future commissions.

As of the end of the fiscal year completed December 31, [removed: 2019,] [added: 2020,] an evaluation was performed under the supervision and with the participation of Globe Life management, including the Co-Chairmen and Chief Executive Officers and the Executive Vice President and Chief Financial Officer, of the disclosure controls and procedures (as those terms are defined in Rule 13a-15(e) under the Securities Exchange Act of 1934).

Based upon their evaluation as of December 31, [removed: 2019,] [added: 2020,] the Co-Chairmen and Chief Executive Officers, and the Executive Vice President and Chief Financial Officer have concluded that Globe Life's internal control over financial reporting is effective as of the date of this Form 10-K.

*Changes in Internal Control over Financial Reporting*: As of the [removed: quarter] [added: period] ended December 31, [removed: 2019,] [added: 2020,] there have not been any changes in Globe Life Inc.'s internal control over financial reporting or in other factors that could significantly affect this control over financial reporting subsequent to the date of their evaluation which have materially affected, or are reasonably likely to materially affect, internal control over financial reporting.

Management evaluated the Company’s internal control over financial reporting, and based on its assessment, determined that the Company’s internal control over financial reporting was effective as of December 31, [removed: 2019.][added: 2020.]

We have audited the internal control over financial reporting of Globe Life Inc. and subsidiaries [removed: (Globe Life)] [added: (the “Company”)] as of December 31, [removed: 2019,] [added: 2020,] based on criteria established in *Internal Control [removed: -] [added: —] Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, [removed: Globe Life Inc.] [added: the Company] maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2019,] [added: 2020,] based on criteria established in *Internal Control [removed: -] [added: —] Integrated Framework (2013)* issued by COSO.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements and financial statement schedules as of and for the year ended December 31, [removed: 2019] [added: 2020] of [removed: Globe Life Inc.] [added: the Company] and our report dated February [removed: 26, 2020] [added: 25, 2021,] expressed an unqualified opinion on those financial statements and financial statement schedules.

[removed: Globe Life Inc.'s] [added: The Company’s] management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control over Financial Reporting.

Our responsibility is to express an opinion on [removed: Globe Life Inc.'s] [added: the Company’s] internal control over financial reporting based on our audit.

GL 2020 FORM 10-K

[Table of](#ib33a0e21cf0040999a83ed03df1e084c_10) [Contents](#ib33a0e21cf0040999a83ed03df1e084c_10)

February 25, 2021

GL 2020 FORM 10-K

[Table of](#ib33a0e21cf0040999a83ed03df1e084c_10) [Contents](#ib33a0e21cf0040999a83ed03df1e084c_10)

February 25, 2021

GL 2020 FORM 10-K

[Table of](#ib33a0e21cf0040999a83ed03df1e084c_10) [Contents](#ib33a0e21cf0040999a83ed03df1e084c_10)

GL 2019 FORM 10-K

February 26, 2020

Information required by this item is incorporated by reference from the sections entitled “PROPOSAL NUMBER 1 - Election of Directors,” “Director Nominee Profiles,” "Director Nominees Skills Matrix," “Executive Officers,” “AUDIT COMMITTEE REPORT,” “Governance Guidelines and Codes of Ethics,” “Qualifications of Directors,” “Procedures for Director Nominations by Shareholders,” and “DELINQUENT SECTION 16(a) REPORTS” in the Proxy Statement for the Annual Meeting of Shareholders to be held April [removed: 30, 2020] [added: 29, 2021] (the Proxy Statement), which is to be filed with the Securities and Exchange Commission (SEC).

Information required by this item is incorporated by reference from the sections entitled [removed: “Compensation Discussion and Analysis”,] “COMPENSATION [added: DISCUSSION AND ANALYSIS”, “COMPENSATION] COMMITTEE REPORT”, “SUMMARY COMPENSATION TABLE”, "CEO PAY RATIO", [removed: “2019] [added: “2020] GRANTS OF PLAN-BASED AWARDS”, “OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END [removed: 2019”,] [added: 2020”,] “OPTION EXERCISES AND STOCK VESTED DURING FISCAL YEAR ENDED DECEMBER 31, [removed: 2019”,] [added: 2020”,] “PENSION BENEFITS AT DECEMBER 31, [removed: 2019”,] [added: 2020”,] “POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE-IN-CONTROL”, [removed: “2019] [added: “2020] DIRECTOR COMPENSATION”, and “PAYMENTS TO DIRECTORS” in the Proxy Statement, which is to be filed with the SEC.

1.Equity Compensation Plan Information as of December 31, [removed: 2019][added: 2020]

| Equity compensation plans approved by security holders | | | | | | 7,111,231 | | | | | | $ | 78.28 | | | | | 5,984,418 | | |

| Total | | | | | | 7,111,231 | | | | | | $ | 78.28 | | | | | 5,984,418 | | |

GL 2020 FORM 10-K

[Table of](#ib33a0e21cf0040999a83ed03df1e084c_10) [Contents](#ib33a0e21cf0040999a83ed03df1e084c_10)

| Equity compensation plans approved by security holders | | | | | | 6,724,358 | | | | | | $ | 70.07 | | | | | 7,167,718 | | |

| Total | | | | | | 6,724,358 | | | | | | $ | 70.07 | | | | | 7,167,718 | | |

GL 2019 FORM 10-K

PART IV

| [Report of Independent Registered Public Accounting [removed: Firm](#i9791cecbd855444cb53bf2de5456676d_94)] [added: Firm](#ib33a0e21cf0040999a83ed03df1e084c_751)] | | | [removed: [49](#i9791cecbd855444cb53bf2de5456676d_94)] [added: [52](#ib33a0e21cf0040999a83ed03df1e084c_751)] | | |

| [Consolidated Balance Sheets [removed: at](#i9791cecbd855444cb53bf2de5456676d_103)] [added: at](#ib33a0e21cf0040999a83ed03df1e084c_25)] [December 31, [removed: 2019](#i9791cecbd855444cb53bf2de5456676d_103) [an](#i9791cecbd855444cb53bf2de5456676d_103)[d](#i9791cecbd855444cb53bf2de5456676d_103) [](#i9791cecbd855444cb53bf2de5456676d_103)[2018](#i9791cecbd855444cb53bf2de5456676d_103)] [added: 2020](#ib33a0e21cf0040999a83ed03df1e084c_25) [and](#ib33a0e21cf0040999a83ed03df1e084c_25) [2019](#ib33a0e21cf0040999a83ed03df1e084c_25)] | | | [removed: [51](#i9791cecbd855444cb53bf2de5456676d_103)] [added: [54](#ib33a0e21cf0040999a83ed03df1e084c_25)] | | |

| [Consolidated Statements of Operations for each of the three years in the period [removed: ended](#i9791cecbd855444cb53bf2de5456676d_112)] [added: ended](#ib33a0e21cf0040999a83ed03df1e084c_757)] [December 31, [removed: 2019](#i9791cecbd855444cb53bf2de5456676d_112)] [added: 2020](#ib33a0e21cf0040999a83ed03df1e084c_757)] | | | [removed: [52](#i9791cecbd855444cb53bf2de5456676d_112)] [added: [55](#ib33a0e21cf0040999a83ed03df1e084c_757)] | | |

| [Consolidated Statements of Comprehensive Income for each of the three years in the period [removed: ended](#i9791cecbd855444cb53bf2de5456676d_118)] [added: ended](#ib33a0e21cf0040999a83ed03df1e084c_760)] [December 31, [removed: 2019](#i9791cecbd855444cb53bf2de5456676d_118)] [added: 2020](#ib33a0e21cf0040999a83ed03df1e084c_760)] | | | [removed: [53](#i9791cecbd855444cb53bf2de5456676d_118)] [added: [56](#ib33a0e21cf0040999a83ed03df1e084c_760)] | | |

| [Consolidated Statements of Shareholders’ Equity for each of the three years in the period [removed: ended](#i9791cecbd855444cb53bf2de5456676d_130)] [added: ended](#ib33a0e21cf0040999a83ed03df1e084c_763)] [December 31, [removed: 2019](#i9791cecbd855444cb53bf2de5456676d_130)] [added: 2020](#ib33a0e21cf0040999a83ed03df1e084c_763)] | | | [removed: [54](#i9791cecbd855444cb53bf2de5456676d_130)] [added: [57](#ib33a0e21cf0040999a83ed03df1e084c_763)] | | |

| [Consolidated Statements of Cash Flows for each of the three years in the period [removed: ended](#i9791cecbd855444cb53bf2de5456676d_136)] [added: ended](#ib33a0e21cf0040999a83ed03df1e084c_766)] [December 31, [removed: 2019](#i9791cecbd855444cb53bf2de5456676d_136)] [added: 2020](#ib33a0e21cf0040999a83ed03df1e084c_766)] | | | [removed: [55](#i9791cecbd855444cb53bf2de5456676d_136)] [added: [58](#ib33a0e21cf0040999a83ed03df1e084c_766)] | | |

| [Notes to Consolidated Financial [removed: Statements](#i9791cecbd855444cb53bf2de5456676d_139)] [added: Statements](#ib33a0e21cf0040999a83ed03df1e084c_43)] | | | [removed: [56](#i9791cecbd855444cb53bf2de5456676d_139)] [added: [59](#ib33a0e21cf0040999a83ed03df1e084c_43)] | | |

| Schedules Supporting Financial Statements for each of the three years in the period ended December 31, [removed: 2019:] [added: 2020:] | | | | | |

| [II. Condensed Financial Information of Registrant (Parent [removed: Company)](#i9791cecbd855444cb53bf2de5456676d_754)] [added: Company)](#ib33a0e21cf0040999a83ed03df1e084c_799)] | | | [removed: [123](#i9791cecbd855444cb53bf2de5456676d_754)] [added: [127](#ib33a0e21cf0040999a83ed03df1e084c_799)] | | |

| 3.2 | | | | | | [Amended and Restated By-Laws of Globe Life Inc., as amended [removed: August 8, 2019](http://www.sec.gov/Archives/edgar/data/320335/000032033519000033/a33amendedandrestatedbyl.htm)] [added: February 24, 2021](http://www.sec.gov/Archives/edgar/data/320335/000032033521000008/glby-laws2x24x21_8kversi.htm)] | | | | | | 8-K | | | | | | [removed: August 8, 2019] [added: February 25, 2021] | | | | | | [removed: 3.3] [added: 3.2] | | | | | | | | |

| 10.1 | | | | | | [Torchmark Corporation Restated Deferred Compensation Plan for Directors, Advisory Directors, Directors Emeritus and Officers, as [removed: amended](http://www.sec.gov/Archives/edgar/data/320335/000032033518000006/tmk201710-kexhibit101.htm)[*](http://www.sec.gov/Archives/edgar/data/320335/000032033518000006/tmk201710-kexhibit101.htm)] [added: amended*](http://www.sec.gov/Archives/edgar/data/320335/000032033518000006/tmk201710-kexhibit101.htm)] | | | | | | 10-K | | | | | | February 27, 2018 | | | | | | 10.1 | | | | | | | | |

| 10.2 | | | | | | [Amendment One to the Torchmark Corporation Restated Deferred Compensation Plan for Directors, Advisory Directors, Directors Emeritus and [removed: Officers](http://www.sec.gov/Archives/edgar/data/320335/000119312509040782/dex1054.htm)[*](http://www.sec.gov/Archives/edgar/data/320335/000119312509040782/dex1054.htm)] [added: Officers*](http://www.sec.gov/Archives/edgar/data/320335/000119312509040782/dex1054.htm)] | | | | | | 10-K | | | | | | February 27, 2009 | | | | | | 10.54 | | | | | | | | |

| 10.3 | | | | | | [Amendment Two to the Torchmark Corporation Restated Deferred Compensation [removed: Plan](http://www.sec.gov/Archives/edgar/data/320335/000119312509040782/dex1055.htm)[*](http://www.sec.gov/Archives/edgar/data/320335/000119312509040782/dex1055.htm)] [added: Plan*](http://www.sec.gov/Archives/edgar/data/320335/000119312509040782/dex1055.htm)] | | | | | | 10-K | | | | | | February 27, 2009 | | | | | | 10.55 | | | | | | | | |

| 10.4 | | | | | | [Form of Retirement Life Insurance Benefit Agreement ($1,995,000 face amount [removed: limit)](http://www.sec.gov/Archives/edgar/data/320335/000093176302000748/dex10z.txt)[*](http://www.sec.gov/Archives/edgar/data/320335/000093176302000748/dex10z.txt)] [added: limit)*](http://www.sec.gov/Archives/edgar/data/320335/000093176302000748/dex10z.txt)] | | | | | | 10-K | | | | | | March 22, 2002 | | | | | | 10.Z | | | | | | | | |

| 10.5 | | | | | | [Form of Retirement Life Insurance Benefit Agreement ($495,000 face amount [removed: limit)](http://www.sec.gov/Archives/edgar/data/320335/000093176302000748/dex10aa.txt)[*](http://www.sec.gov/Archives/edgar/data/320335/000093176302000748/dex10aa.txt)] [added: limit)*](http://www.sec.gov/Archives/edgar/data/320335/000093176302000748/dex10aa.txt)] | | | | | | 10-K | | | | | | March 22, 2002 | | | | | | 10.AA | | | | | | | | |

| 10.6 | | | | | | [Torchmark Corporation Supplemental Executive Retirement [removed: Plan](http://www.sec.gov/Archives/edgar/data/320335/000119312507012883/dex101.htm)[*](http://www.sec.gov/Archives/edgar/data/320335/000119312507012883/dex101.htm)] [added: Plan*](http://www.sec.gov/Archives/edgar/data/320335/000119312507012883/dex101.htm)] | | | | | | 8-K | | | | | | January 25, 2007 | | | | | | 10.1 | | | | | | | | |

| 10.7 | | | | | | [Amendment No. 1 to the Torchmark Corporation Supplemental Executive Retirement [removed: Plan](http://www.sec.gov/Archives/edgar/data/320335/000119312508043419/dex1053.htm)[*](http://www.sec.gov/Archives/edgar/data/320335/000119312508043419/dex1053.htm)] [added: Plan*](http://www.sec.gov/Archives/edgar/data/320335/000119312508043419/dex1053.htm)] | | | | | | 10-K | | | | | | February 29, 2008 | | | | | | 10.53 | | | | | | | | |

| 10.8 | | | | | | [Amendment No. 2 to the Torchmark Corporation Supplemental Executive Retirement [removed: Plan](http://www.sec.gov/Archives/edgar/data/320335/000119312508043419/dex1054.htm)[*](http://www.sec.gov/Archives/edgar/data/320335/000119312508043419/dex1054.htm)] [added: Plan*](http://www.sec.gov/Archives/edgar/data/320335/000119312508043419/dex1054.htm)] | | | | | | 10-K | | | | | | February 29, 2008 | | | | | | 10.54 | | | | | | | | |

| 10.9 | | | | | | [Amendment Three to the Torchmark Corporation Supplemental Executive Retirement [removed: Plan](http://www.sec.gov/Archives/edgar/data/320335/000119312509040782/dex1053.htm)[*](http://www.sec.gov/Archives/edgar/data/320335/000119312509040782/dex1053.htm)] [added: Plan*](http://www.sec.gov/Archives/edgar/data/320335/000119312509040782/dex1053.htm)] | | | | | | 10-K | | | | | | February 27, 2009 | | | | | | 10.53 | | | | | | | | |

| 10.10 | | | | | | [Amendment Four to the [added: Torchmar](http://www.sec.gov/Archives/edgar/data/0000320335/000032033520000008/gli201910-kexhibit1010.htm)k [Amendment Four to the] Torchmark Corporation Supplemental Executive Retirement [removed: Plan*](https://www.sec.gov/Archives/edgar/data/320335/000032033520000008/gli201910-kexhibit1010.htm)] [added: Plan](http://www.sec.gov/Archives/edgar/data/0000320335/000032033520000008/gli201910-kexhibit1010.htm)*] | | | | | | 10-K | | | | | | February 27, 2020 | | | | | | 10.10 | | | | | | | | |

| 10.11 | | | | | | [Amendment Five to the Torchmark Corporation Supplemental Executive Retirement [removed: Plan](http://www.sec.gov/Archives/edgar/data/320335/000032033515000007/exhibit101.htm)[*](http://www.sec.gov/Archives/edgar/data/320335/000032033515000007/exhibit101.htm)] [added: Plan*](http://www.sec.gov/Archives/edgar/data/320335/000032033515000007/exhibit101.htm)] | | | | | | 8-K | | | | | | May 5, 2015 | | | | | | 10.1 | | | | | | | | |

| [removed: 10.13] [added: 10.14] | | | | | | [Torchmark Corporation Non-Employee Director Compensation Plan, as amended and [removed: restated](http://www.sec.gov/Archives/edgar/data/320335/000119312508094937/dex101.htm)[*](http://www.sec.gov/Archives/edgar/data/320335/000119312508094937/dex101.htm)] [added: restated*](http://www.sec.gov/Archives/edgar/data/320335/000119312508094937/dex101.htm)] | | | | | | 8-K | | | | | | April 29, 2008 | | | | | | 10.1 | | | | | | | | |