MetLife 10-Q 2023-09-30

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

______________________________________

Form 10-Q

(Mark One)

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

FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2023

or

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

FOR THE TRANSITION PERIOD FROM TO

Commission file number: 001-15787

_____________________________________

MetLife, Inc.

(Exact name of registrant as specified in its charter)

Delaware												13-4075851
(State or other jurisdiction of incorporation or organization)												(I.R.S. Employer Identification No.)
200 Park Avenue,			New York,			NY						10166-0188
(Address of principal executive offices)												(Zip Code)

(212) 578-9500

**(**Registrant’s telephone number, including area code)

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

Title of each class			Trading Symbol(s)			Name of each exchange on which registered
Common Stock, par value $0.01			MET			New York Stock Exchange
Floating Rate Non-Cumulative Preferred Stock, Series A, par value $0.01			MET PRA			New York Stock Exchange
Depositary Shares, each representing a 1/1,000th interest in a share of 5.625% Non-Cumulative Preferred Stock, Series E			MET PRE			New York Stock Exchange
Depositary Shares, each representing a 1/1,000th interest in a share of 4.75% Non-Cumulative Preferred Stock, Series F			MET PRF			New York Stock Exchange

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

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

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

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

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

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

At October 30, 2023, 740,190,229 shares of the registrant’s common stock were outstanding.

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						Page
Part I — Financial Information
Item 1.			Financial Statements (Unaudited) (at September 30, 2023 and December 31, 2022 and for the Three Months and Nine Months Ended September 30, 2023 and 2022)
			Interim Condensed Consolidated Balance Sheets			4
			Interim Condensed Consolidated Statements of Operations and Comprehensive Income (Loss)			5
			Interim Condensed Consolidated Statements of Equity			6
			Interim Condensed Consolidated Statements of Cash Flows			7
			Notes to the Interim Condensed Consolidated Financial Statements:
			Note 1 — Business, Basis of Presentation and Summary of Significant Accounting Policies			8
			Note 2 — Segment Information			26
			Note 3 — Disposition			33
			Note 4 — Future Policy Benefits			33
			Note 5 — Policyholder Account Balances			47
			Note 6 — Market Risk Benefits			59
			Note 7 — Separate Accounts			65
			Note 8 — Deferred Policy Acquisition Costs, Value of Business Acquired, Unearned Revenue and Other Intangibles			69
			Note 9 — Closed Block			71
			Note 10 — Investments			74
			Note 11 — Derivatives			92
			Note 12 — Fair Value			104
			Note 13 — Long-term Debt			120
			Note 14 — Equity			120
			Note 15 — Other Revenues and Other Expenses			124
			Note 16 — Employee Benefit Plans			125
			Note 17 — Income Tax			125
			Note 18 — Earnings Per Common Share			126
			Note 19 — Contingencies, Commitments and Guarantees			126
			Note 20 — Subsequent Events			128
Item 2.			Management’s Discussion and Analysis of Financial Condition and Results of Operations			129
Item 3.			Quantitative and Qualitative Disclosures About Market Risk			191
Item 4.			Controls and Procedures			198
Part II — Other Information
Item 1.			Legal Proceedings			199
Item 1A.			Risk Factors			199
Item 2.			Unregistered Sales of Equity Securities, Use of Proceeds and Issuer Purchases of Equity Securities			199
Item 5.			Other Information			200
Item 6.			Exhibits			201
Signatures						202

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As used in this Form 10‑Q, “MetLife,” the “Company,” “we,” “our” and “us” refer to MetLife, Inc., a Delaware corporation incorporated in 1999, its subsidiaries and affiliates.

Note Regarding Forward-Looking Statements

This Quarterly Report on Form 10‑Q, including Management’s Discussion and Analysis of Financial Condition and Results of Operations, may contain or incorporate by reference information that includes or is based upon forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements give expectations or forecasts of future events and do not relate strictly to historical or current facts. They use words and terms such as “anticipate,” “are confident,” “assume,” “believe,” “continue,” “could,” “estimate,” “expect,” “if,” “intend,” “likely,” “may,” “plan,” “potential,” “project,” “should,” “will,” “would” and other words and terms of similar meaning or that are otherwise tied to future periods or future performance, in each case in all derivative forms. They include statements relating to future actions, prospective services or products, future performance or results of current and anticipated services or products, future sales efforts, future expenses, the outcome of contingencies such as legal proceedings, and future trends in operations and financial results.

Many factors determine Company results, and they involve unpredictable risks and uncertainties. Our forward-looking statements depend on our assumptions, our expectations, and our understanding of the economic environment, but they may be inaccurate and may change. We do not guarantee any future performance. Our results could differ materially from those we express or imply in forward-looking statements. The risks, uncertainties and other factors, including those relating to the COVID-19 pandemic, identified in MetLife, Inc.’s filings with the U.S. Securities and Exchange Commission, and others, may cause such differences. These factors include:

(1) economic condition difficulties, including risks relating to public health, interest rates, credit spreads, equity, real estate, obligors and counterparties, government default, currency exchange rates, derivatives, climate change and terrorism and security;

(2) global capital and credit market adversity;

(3) credit facility inaccessibility;

(4) financial strength or credit ratings downgrades;

(5) unavailability, unaffordability, or inadequate reinsurance, including reinsurance risks that arise from reinsurers’ credit risk, and the potential shortfall or failure of risk mitigants to protect against such risks;

(6) statutory life insurance reserve financing costs or limited market capacity;

(7) legal, regulatory, and supervisory and enforcement policy changes;

(8) changes in tax rates, tax laws or interpretations;

(9) litigation and regulatory investigations;

(10) London Interbank Offered Rate discontinuation and transition to alternative reference rates;

(11) unsuccessful efforts to meet all environmental, social, and governance standards or to enhance our sustainability;

(12) MetLife, Inc.’s inability to pay dividends and repurchase common stock;

(13) MetLife, Inc.’s subsidiaries’ inability to pay dividends to MetLife, Inc.;

(14) investment defaults, downgrades, or volatility;

(15) investment sales or lending difficulties;

(16) collateral or derivative-related payments;

(17) investment valuations, allowances, or impairments changes;

(18) claims or other results that differ from our estimates, assumptions, or models;

(19) global political, legal, or operational risks;

(20) business competition;

(21) technological changes;

(22) catastrophes;

(23) climate changes or responses to it;

(24) deficiencies in our closed block;

(25) goodwill or other asset impairment, or deferred income tax asset allowance;

(26) impairment of value of business acquired, value of distribution agreements acquired or value of customer relationships acquired;

(27) product guarantee volatility, costs, and counterparty risks;

(28) risk management failures;

(29) insufficient protection from operational risks;

(30) failure to protect confidentiality and integrity of data or other cybersecurity or disaster recovery failures;

(31) accounting standards changes;

(32) excessive risk-taking;

(33) marketing and distribution difficulties;

(34) pension and other postretirement benefit assumption changes;

(35) inability to protect our intellectual property or avoid infringement claims;

(36) acquisition, integration, growth, disposition, or reorganization difficulties;

(37) Brighthouse Financial, Inc. separation risks;

(38) MetLife, Inc.’s Board of Directors influence over the outcome of stockholder votes through the voting provisions of the MetLife Policyholder Trust; and

(39) legal- and corporate governance-related effects on business combinations.

MetLife, Inc. does not undertake any obligation to publicly correct or update any forward-looking statement if MetLife, Inc. later becomes aware that such statement is not likely to be achieved. Please consult any further disclosures MetLife, Inc. makes on related subjects in subsequent reports to the U.S. Securities and Exchange Commission.

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Corporate Information

We encourage investors and others to frequently visit our website (www.metlife.com), including our Investor Relations web pages (https://investor.metlife.com). We announce significant financial and other information to our investors and the public on the Investor Relations web pages, as well as in U.S. Securities and Exchange Commission filings, in news releases, public conference calls and webcasts, fact sheets and other documents and media. The information found on our website, including MetLife’s Sustainability Report, is not incorporated by reference into this Quarterly Report on Form 10-Q or in any other report or document we submit to the U.S. Securities and Exchange Commission, and any references to our website are intended to be inactive textual references only.

Note Regarding Reliance on Statements in Our Contracts

See “Exhibits — Note Regarding Reliance on Statements in Our Contracts” for information regarding agreements included as exhibits to this Quarterly Report on Form 10-Q.

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Part I — Financial Information

MetLife, Inc.

Interim Condensed Consolidated Balance Sheets

September 30, 2023 and December 31, 2022 (Unaudited)

(In millions, except share and per share data)

						September 30, 2023						December 31, 2022
Assets
Investments:
Fixed maturity securities available-for-sale, at estimated fair value (net of allowance for credit loss of $182 and $183, respectively); and amortized cost: $306,181 and $306,025, respectively						$	270,982					$	276,780
Equity securities, at estimated fair value						742						1,684
Contractholder-directed equity securities and fair value option securities, at estimated fair value						9,680						9,668
Mortgage loans (net of allowance for credit loss of $705 and $527, respectively)						92,230						83,763
Policy loans						8,725						8,874
Real estate and real estate joint ventures (includes $311 and $299, respectively, under the fair value option and $110 and $0, respectively, of real estate held-for-sale)						13,133						13,137
Other limited partnership interests						14,918						14,414
Short-term investments, principally at estimated fair value						6,497						4,935
Other invested assets (net of allowance for credit loss of $21 and $26, respectively; includes $1,985 and $1,926, respectively, of leveraged and direct financing leases; $331 and $326, respectively, relating to variable interest entities)						18,755						20,038
Total investments						435,662						433,293
Cash and cash equivalents, principally at estimated fair value						14,912						20,195
Accrued investment income						3,704						3,446
Premiums, reinsurance and other receivables						19,002						17,364
Market risk benefits, at estimated fair value						334						280
Deferred policy acquisition costs and value of business acquired						19,737						19,653
Current income tax recoverable						—						42
Deferred income tax asset						3,174						2,439
Goodwill						9,109						9,297
Other assets						10,862						11,025
Separate account assets						135,624						146,038
Total assets						$	652,120					$	663,072
Liabilities and Equity
Liabilities
Future policy benefits						$	181,755					$	187,222
Policyholder account balances						213,933						210,597
Market risk benefits, at estimated fair value						2,738						3,763
Other policy-related balances						19,665						18,424
Policyholder dividends payable						381						387
Payables for collateral under securities loaned and other transactions						17,797						20,937
Short-term debt						161						175
Long-term debt						15,475						14,647
Collateral financing arrangement						651						716
Junior subordinated debt securities						3,160						3,158
Current income tax payable						59						—
Deferred income tax liability						128						950
Other liabilities						34,698						25,933
Separate account liabilities						135,624						146,038
Total liabilities						626,225						632,947
Contingencies, Commitments and Guarantees (Note 19)
Equity
MetLife, Inc.’s stockholders’ equity:
Preferred stock, par value $0.01 per share; $3,905 aggregate liquidation preference						—						—
Common stock, par value $0.01 per share; 3,000,000,000 shares authorized; 1,191,702,390 and 1,189,831,471 shares issued, respectively; 744,366,475 and 779,098,414 shares outstanding, respectively						12						12
Additional paid-in capital						33,666						33,616
Retained earnings						39,958						40,332
Treasury stock, at cost; 447,335,915 and 410,733,057 shares, respectively						(23,724)						(21,458)
Accumulated other comprehensive income (loss)						(24,254)						(22,621)
Total MetLife, Inc.’s stockholders’ equity						25,658						29,881
Noncontrolling interests						237						244
Total equity						25,895						30,125
Total liabilities and equity						$	652,120					$	663,072

See accompanying notes to the interim condensed consolidated financial statements.

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MetLife, Inc.

Interim Condensed Consolidated Statements of Operations and Comprehensive Income (Loss)

Three Months and Nine Months Ended September 30, 2023 and 2022 (Unaudited)

(In millions, except per share data)

						Three Months Ended September 30,												Nine Months Ended September 30,
						2023						2022						2023						2022
Revenues
Premiums						$	11,230					$	17,332					$	32,497					$	39,505
Universal life and investment-type product policy fees						1,334						1,275						3,911						3,959
Net investment income						4,825						3,585						14,542						11,452
Other revenues						606						728						1,866						2,003
Net investment gains (losses)						(927)						(411)						(2,650)						(1,610)
Net derivative gains (losses)						(1,202)						(226)						(2,289)						(2,147)
Total revenues						15,866						22,283						47,877						53,162
Expenses
Policyholder benefits and claims						11,130						17,603						32,811						40,392
Policyholder liability

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Index to Management’s Discussion and Analysis of Financial Condition and Results of Operations

			Page
Forward-Looking Statements and Other Financial Information			130
Industry Trends			130
Summary of Critical Accounting Estimates			133
Acquisitions and Dispositions			138
Results of Operations			139
Investments			162
Derivatives			176
Policyholder Liabilities			178
Liquidity and Capital Resources			179
Adopted Accounting Pronouncements			188
Future Adoption of Accounting Pronouncements			188
Non-GAAP and Other Financial Disclosures			188
Risk Management			190
Subsequent Events			190

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Forward-Looking Statements and Other Financial Information

For purposes of this discussion, “MetLife,” the “Company,” “we,” “our” and “us” refer to MetLife, Inc., a Delaware corporation incorporated in 1999, its subsidiaries and affiliates. This discussion should be read in conjunction with MetLife, Inc.’s Annual Report on Form 10-K for the year ended December 31, 2022 (the “2022 Annual Report”), the cautionary language regarding forward-looking statements included below, the “Risk Factors” set forth in Part II, Item 1A, and the additional risk factors referred to therein, “Quantitative and Qualitative Disclosures About Market Risk” and the Company’s interim condensed consolidated financial statements included elsewhere herein.

This Management’s Discussion and Analysis of Financial Condition and Results of Operations may contain or incorporate by reference information that includes or is based upon forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. See “Note Regarding Forward-Looking Statements” for cautionary language regarding forward-looking statements.

This Management’s Discussion and Analysis of Financial Condition and Results of Operations includes references to our performance measures, adjusted earnings and adjusted earnings available to common shareholders, that are not based on accounting principles generally accepted in the United States of America (“GAAP”). See “— Non-GAAP and Other Financial Disclosures” for definitions and a discussion of these and other financial measures, and “— Results of Operations” and “— Investments” for reconciliations of historical non-GAAP financial measures to the most directly comparable GAAP measures.

Industry Trends

We continue to be impacted by the changing global financial and economic environment that has been affecting the industry.

Financial and Economic Environment

Our business and results of operations are materially affected by conditions in the global financial markets and the economy generally due to our market presence in numerous countries, our large investment portfolio and the sensitivity of our insurance liabilities and derivatives to changing market factors.

We are closely monitoring political and economic conditions that might contribute to global market volatility and impact our business operations, investment portfolio and derivatives, such as global inflation, supply chain disruptions, acts of war, banking sector volatility and remaining impacts of the COVID-19 pandemic. We are also monitoring the imposition of tariffs, sanctions or other barriers to international trade, changes to international trade agreements, and their potential impacts on our business, results of operations and financial condition. See “— Investments — Current Environment,” as well as “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Industry Trends — Impact of Market Interest Rates — Effects of Inflation” in the 2022 Annual Report.

Governments and central banks around the world are using fiscal and monetary policies to address uncertain economic conditions. In the United States (“U.S.”), the Board of Governors of the Federal Reserve System (“Federal Reserve Board”) and the Federal Open Market Committee took various actions in 2022 and during the first nine months of 2023 to promote economic stability and combat inflation, including raising interest rates, although some concern about an economic downturn in the U.S. remains, exacerbated by the recent banking sector turmoil. The European Central Bank and Bank of England have been taking similar actions. In contrast, the Bank of Japan (“BoJ”) has mostly kept its monetary policy settings on hold, reflecting a more cautious view on growth and inflation. The Japanese yen has weakened against the U.S. dollar as monetary policy divergence has widened between the BoJ and the Federal Reserve Board.

Impact of Market Interest Rates

Market interest rates are a key driver of our results. Increases and decreases in such rates, as well as extended periods of stagnation, may impact our business and investments in various ways. For discussion of the potential impact of low and rising interest rates, and inflation, as well as management actions taken in response to the changing U.S. interest rate environment, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Industry Trends — Impact of Market Interest Rates” and “Risk Factors — Economic Environment and Capital Markets Risks” included in the 2022 Annual Report.

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Competitive Pressures

See “Business — Competition” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Industry Trends — Competitive Pressures” in the 2022 Annual Report for information on our competitive position.

Regulatory Developments

The following discussion on regulatory developments should be read in conjunction with “Business — Regulation” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Industry Trends — Regulatory Developments” included in the 2022 Annual Report, as amended or supplemented here.

Insurance Regulation

U.S. Federal Initiatives

On April 21, 2023, the Financial Stability Oversight Council (“FSOC”) proposed certain changes to how FSOC would designate non-bank financial companies as systemically important financial institutions (“non-bank SIFIs”). The proposed changes include a revised approach to non-bank SIFI designation based on risk factors contained in a proposed analytic framework, including leverage, liquidity risk and maturity mismatch, interconnections, operational ri

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The following discussion on market risk should be read in conjunction with “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Risk Management.”

Market Risk Exposures

We regularly analyze our exposure to interest rate, foreign currency exchange rate and equity market price risk. As a result of that analysis, we have determined that the estimated fair values of certain assets and liabilities are materially exposed to changes in interest rates, foreign currency exchange rates and equity markets. We have exposure to market risk through our insurance operations and investment activities. For purposes of this disclosure, “market risk” is defined as the risk of loss due to potential changes in the value of assets and liabilities arising from fluctuation in the financial markets and other economic factors.

Interest Rates

Our exposure to interest rate changes results most significantly from our holdings of fixed maturity securities AFS, mortgage loans, derivatives, and our interest rate sensitive liabilities. The fixed maturity securities AFS include U.S. and foreign government bonds, securities issued by government agencies, corporate bonds, mortgage-backed securities and ABS & CLO, all of which are mainly exposed to changes in medium- and long-term interest rates. The interest rate sensitive liabilities for purposes of this disclosure include FPBs, policyholder account balances related to certain investment type contracts, debt, and MRBs primarily consisting of variable annuities with guaranteed minimum benefits which have the same type of interest rate exposure (medium- and long-term interest rates) as fixed maturity securities AFS. See “Risk Factors — Economic Environment and Capital Markets Risks — We May Face Difficult Economic Conditions” included in the 2022 Annual Report.

Foreign Currency Exchange Rates

Our exposure to fluctuations in foreign currency exchange rates against the U.S. dollar results most significantly from our holdings in non-U.S. dollar denominated fixed maturity and equity securities, mortgage loans, and insurance liabilities, as well as through our investments in foreign subsidiaries. The principal currencies that create foreign currency exchange rate risk in our investment portfolios and insurance liabilities are the Japanese yen, the Euro and the British pound. Selectively, we use U.S. dollar assets to support certain long-duration foreign currency liabilities. Through our investments in foreign subsidiaries and joint ventures, we are primarily exposed to the Japanese yen, the Euro, the Australian dollar, the British pound, the Mexican peso, the Chilean peso and the Korean won. In addition to hedging with foreign currency swaps, forwards and options, local surplus in some countries may be held entirely or in part in U.S. dollar assets, which further minimize exposure to foreign currency exchange rate fluctuation risk. We have matched much of our foreign currency insurance liabilities in our foreign subsidiaries with their respective foreign currency assets, thereby reducing our risk to foreign currency exchange rate fluctuation. See “Risk Factors — Economic Environment and Capital Markets Risks — We May Face Difficult Economic Conditions” included in the 2022 Annual Report.

Equity Market

Along with investments in equity and FVO Securities, we have exposure to equity market risk through certain liabilities that involve long-term guarantees on equity performance, such as MRBs for variable annuities with guaranteed minimum benefits and certain policyholder account balances. Equity exposures associated with real estate and limited partnership interests are excluded from this discussion as they are not considered financial instruments under GAAP.

Management of Market Risk Exposures

We use a variety of strategies to manage interest rate, foreign currency exchange rate and equity market risk, including the use of derivatives.

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Interest Rate Risk Management

To support management of interest rate risk, we perform analysis using various models, including multi-scenario cash flow projection models that forecast cash flows of the liabilities and their supporting investments, including derivatives. These projections involve evaluating the potential gain or loss on most of our in-force business under various increasing and decreasing interest rate environments. The NYDFS regulations require that we perform some of these analyses annually as part of our review of the sufficiency of our regulatory reserves. For several of our legal entities, we maintain segmented operating and surplus asset portfolios for the purpose of ALM and the allocation of investment income to product lines. In the U.S., for each segment, invested assets greater than or equal to the GAAP liabilities net of certain non-invested assets allocated to the segment are maintained, with any excess allocated to Corporate & Other. The business segments may reflect differences in legal entity, statutory line of business and any product market characteristic which may drive a distinct investment strategy with respect to duration, liquidity or credit quality of the invested assets. Certain smaller entities make use of unsegmented general accounts for which the investment strategy reflects the aggregate characteristics of liabilities in those entities. We measure relative sensitivities of the value of our assets and liabilities to changes in key assumptions utilizing internal models. These models reflect specific product characteristics and include assumptions based on current and anticipated experience regarding lapse, mortality, morbidity and interest crediting rates. In addition, these models include asset cash flow projections reflecting interest payments, sinking fund payments, principal payments, bond calls, mortgage loan prepayments and defaults.

We employ product design, pricing and ALM strategies to reduce the potential effects of interest rate movements. Product design and pricing strategies include the use of surrender charges or restrictions on withdrawals in some products and the ability to reset crediting rates for certain products. ALM strategies include the use of derivatives. We also use reinsurance to mitigate interest rate risk.

We also use common industry metrics, such as duration and convexity, to measure the relative sensitivity of assets and liability values to changes in interest rates. In computing the duration of liabilities, we consider policyholder guarantees and how we intend to set indeterminate policy elements such as interest credits or dividends. Each asset portfolio or portfolio group has a duration target based on the liability duration and the investment objectives of that portfolio. Where a liability cash flow may exceed the maturity of available assets, we may support such liabilities with equity investments, derivatives or interest rate curve mismatch strategies.

Foreign Currency Exchange Rate Risk Management

MetLife has a well-established policy to manage foreign currency exchange rate exposures within its risk tolerance. In general, investments backing specific liabilities are currency matched. This is achieved through direct investments in matching currency or through the use of foreign currency exchange rate derivatives. Enterprise foreign currency exchange rate risk limits are established by the ERC. Management of each of our segments, with oversight from our FX Working Group and the ALM committee for the respective segment, is responsible for managing any foreign currency exchange rate exposure.

We use foreign currency swaps, forwards and options to mitigate the liability exposure, risk of loss and financial statement volatility associated with our investments in foreign subsidiaries, foreign currency denominated fixed income investments and foreign currency insurance liabilities.

Equity Market Risk Management

We manage equity market risk on an integrated basis with other risks through our ALM strategies, including the dynamic hedging with derivatives of certain variable annuity guarantee benefits accounted for as MRBs, as well as reinsurance, in order to limit losses, minimize exposure to large risks, and provide additional capacity for future growth. We also manage equity market risk exposure in our investment portfolio through the use of derivatives. These derivatives include exchange-traded equity futures, equity index options contracts, TRRs and equity variance swaps.

Hedging Activities

We use derivative contracts primarily to hedge a wide range of risks including interest rate risk, foreign currency exchange rate risk, and equity market risk. Derivative hedges are designed to reduce risk on an economic basis while considering their impact on financial results under different accounting regimes, including GAAP and local statutory accounting. Our derivative hedge programs vary depending on the type of risk being hedged. Some hedge programs are asset or liability specific while others are portfolio hedges that reduce risk related to a group of liabilities or assets. Our use of derivatives by major hedge programs is as follows:

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• Risks Related to Guarantee Benefits — We use a wide range of derivative contracts to mitigate the risk associated with living guarantee benefits accounted for as MRBs. These derivatives include equity and interest rate futures, interest rate swaps, currency futures/forwards, equity indexed options, TRRs, interest rate option contracts and equity variance swaps.

• Minimum Interest Rate Guarantees — For certain liability contracts, we provide the contractholder a guaranteed minimum interest rate. These contracts include certain fixed annuities and other insurance liabilities. We purchase interest rate caps and floors to reduce risk associated with these liability guarantees.

• Reinvestment Risk in Long-Duration Liability Contracts — Derivatives are used to hedge interest rate risk related to certain long-duration liability contracts. Hedges include interest rate swaps, swaptions and Treasury bond forwards.

• Foreign Currency Exchange Rate Risk — We use foreign currency swaps, futures, forwards and options to hedge foreign currency exchange rate risk. These hedges are generally used to swap foreign currency denominated bonds, investments in foreign subsidiaries or equity market exposures to U.S. dollars. Our foreign subsidiaries also use these hedges to swap non-local currency assets to local currency, to match liabilities**.**

• General ALM Hedging Strategies — In the ordinary course of managing our asset/liability risks, we use interest rate futures, interest rate swaps, interest rate caps, interest rate floors, and inflation swaps. These hedges are designed to reduce interest rate risk or inflation risk related to the existing assets or liabilities or related to expected future cash flows.

• Macro Hedge Program — We use equity options, equity TRRs, interest rate swaptions, interest rate swaps and Treasury locks to mitigate the potential loss of legal entity statutory capital under stress scenarios.

Risk Measurement: Sensitivity Analysis

We measure market risk related to our market sensitive assets and liabilities based on changes in interest rates, foreign currency exchange rates and equity market prices utilizing a sensitivity analysis. This analysis estimates the potential changes in estimated fair value based on a hypothetical 100 basis point change (increase or decrease) in interest rates, as well as a 10% change (increase or decrease) in foreign currency exchange rates and equity market prices. We believe these changes in market rates and prices are reasonably possible in the near term. In performing the analysis summarized below, we used market rates at September 30, 2023. The sensitivity analysis separately calculates each of our market risk exposures (interest rate, foreign currency exchange rate and equity market) relating to our assets and liabilities. We modeled the impact of changes (increases and decreases) in market rates and prices on the estimated fair values of our market sensitive assets and liabilities and present the results with the most adverse level of market risk impact to the Company for each of these market risk exposures as follows:

• the net present values of our interest rate sensitive exposures resulting from a 100 basis point change (increase or decrease) in interest rates;

• estimated fair values of our foreign currency exchange rate sensitive exposures due to a 10% change (appreciation or depreciation) in the value of the U.S. dollar compared to all other currencies; and

• the estimated fair value of our equity market sensitive exposures due to a 10% change (increase or decrease) in equity market prices.

The sensitivity analysis is an estimate and should not be viewed as predictive of our future financial performance. We cannot ensure that our actual losses in any particular period will not exceed the amounts indicated in the table below. Limitations related to this sensitivity analysis include:

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• liabilities do not include $19.7 billion of other policy-related balances largely consisting of claims, unearned revenue liabilities and policyholder dividends;

• the analysis excludes real estate holdings, private equity and hedge fund holdings;

• the market risk information is limited by the assumptions and parameters established in creating the related sensitivity analysis, including the impact of prepayment rates on mortgage loans;

• sensitivities do not include the impact on asset or liability valuation of changes in market liquidity or changes in market credit spreads;

• foreign currency exchange rate risk is not isolated for certain MRBs for variable annuities with guaranteed minimum benefits, as the risk on these instruments is reflected as equity;

• the impact on reported earnings may be materially different from the change in market values, most notably for fixed maturity securities AFS, mortgage loans, FPBs, and derivatives that qualify for hedge accounting; and

• the model assumes that the composition of assets and liabilities remains unchanged throughout the period.

Accordingly, we use such models as tools and not as substitutes for the experience and judgment of our management. Based on our analysis of the impact of a 100 basis point change (increase or decrease) in interest rates, as well as a 10% change (increase or decrease) in foreign currency exchange rates and equity market prices, we have determined that such a change could have a material adverse effect on the estimated fair value of certain assets and liabilities from interest rate, foreign currency exchange rate and equity market exposures.

The table below illustrates the potential loss in estimated fair value for each market risk exposure based on market sensitive assets and liabilities at:

			September 30, 2023
			(In millions)
Interest rate risk			$	9,326
Foreign currency exchange rate risk			$	2,197
Equity market risk			$	15

The risk sensitivities derived used a 100 basis point increase to interest rates, a 10% strengthening of the U.S. dollar against foreign currencies, and a 10% decrease in equity prices. The potential losses in estimated fair value presented are for non-trading securities.

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The table below provides additional detail regarding the potential loss in estimated fair value of our interest sensitive financial instruments due to a 100 basis point increase in interest rates at:

			September 30, 2023
			Notional Amount						Estimated Fair Value (1)						Assuming a 100 bps Increase in Interest Rates
			(In millions)
Assets
Fixed maturity securities AFS									$	270,982					$	(19,940)
Equity securities									$	742					$	(9)
FVO Securities									$	1,474					$	(89)
Mortgage loans									$	85,164					$	(2,586)
Policy loans									$	9,306					$	(238)
Short-term investments									$	6,497					$	(18)
Other invested assets									$	2,269					$	(184)
Cash and cash equivalents									$	14,912					$	(3)
Accrued investment income									$	3,704					$	—
Premiums, reinsurance and other receivables									$	3,355					$	(17)
Market risk benefits									$	334					$	—
Reinsured market risk benefits									$	18					$	—
Other assets									$	253					$	(9)
Total assets															$	(23,093)
Liabilities
Future policy benefits									$	181,755					$	10,882
Policyholder account balances									$	124,340					$	3,660
Market risk benefits									$	2,738					$	760
Payables for collateral under securities loaned and other transactions									$	17,797					$	—
Short-term debt									$	161					$	—
Long-term debt									$	14,372					$	1,064
Collateral financing arrangement									$	552					$	—
Junior subordinated debt securities									$	3,427					$	281
Other liabilities									$	10,296					$	119
Total liabilities															$	16,766
Derivative Instruments
Interest rate swaps			$	37,401					$	100					$	(1,842)
Interest rate floors			$	19,645					$	30					$	(18)
Interest rate caps			$	42,165					$	680					$	267
Interest rate futures			$	903					$	2					$	68
Interest rate options			$	42,910					$	146					$	(22)
Interest rate forwards			$	8,139					$	(1,264)					$	(915)
Synthetic GICs			$	49,003					$	—					$	—
Foreign currency swaps			$	56,103					$	2,509					$	(478)
Foreign currency forwards			$	16,923					$	(1,067)					$	(5)
Currency futures			$	311					$	—					$	—
Currency options			$	3,015					$	417					$	(12)
Credit default swaps			$	15,902					$	83					$	(3)
Equity futures			$	2,648					$	5					$	(4)
Equity index options			$	21,165					$	296					$	(35)
Equity variance swaps			$	141					$	3					$	—
Equity total return swaps			$	1,932					$	120					$	—
Total derivative instruments															$	(2,999)
Net Change															$	(9,326)

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(1)Separate account assets and liabilities and Unit-linked investments and associated policyholder account balances, which are interest rate sensitive, are not included herein as any interest rate risk is borne by the contractholder.

Sensitivity to interest rates increased $0.1 billion to $9.3 billion at September 30, 2023 from $9.2 billion at December 31, 2022.

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The table below provides additional detail regarding the potential loss in estimated fair value of our portfolio due to a 10% appreciation in the U.S. dollar compared to all other currencies at:

			September 30, 2023
			Notional Amount						Estimated Fair Value (1)						Assuming a 10% Appreciation in the U.S. Dollar
			(In millions)
Assets
Fixed maturity securities AFS									$	270,982					$	(7,411)
Equity securities									$	742					$	(37)
FVO Securities									$	1,474					$	(61)
Mortgage loans									$	85,164					$	(721)
Policy loans									$	9,306					$	(108)
Short-term investments									$	6,497					$	(210)
Other invested assets									$	2,269					$	(57)
Cash and cash equivalents									$	14,912					$	(370)
Accrued investment income									$	3,704					$	(64)
Premiums, reinsurance and other receivables									$	3,355					$	(38)
Market risk benefits									$	334					$	—
Reinsured market risk benefits									$	18					$	—
Other assets									$	253					$	(16)
Total assets															$	(9,093)
Liabilities
Future policy benefits									$	181,755					$	3,268
Policyholder account balances									$	124,340					$	2,596
Market risk benefits									$	2,738					$	38
Payables for collateral under securities loaned and other transactions									$	17,797					$	109
Long-term debt									$	14,372					$	138
Other liabilities									$	10,296					$	15
Total liabilities															$	6,164
Derivative Instruments
Interest rate swaps			$	37,401					$	100					$	22
Interest rate floors			$	19,645					$	30					$	—
Interest rate caps			$	42,165					$	680					$	—
Interest rate futures			$	903					$	2					$	—
Interest rate options			$	42,910					$	146					$	—
Interest rate forwards			$	8,139					$	(1,264)					$	77
Synthetic GICs			$	49,003					$	—					$	—
Foreign currency swaps			$	56,103					$	2,509					$	1,117
Foreign currency forwards			$	16,923					$	(1,067)					$	(641)
Currency futures			$	311					$	—					$	(31)
Currency options			$	3,015					$	417					$	186
Credit default swaps			$	15,902					$	83					$	(2)
Equity futures			$	2,648					$	5					$	—
Equity index options			$	21,165					$	296					$	4
Equity variance swaps			$	141					$	3					$	—
Equity total return swaps			$	1,932					$	120					$	—
Total derivative instruments															$	732
Net Change															$	(2,197)

---

(1)Does not necessarily represent those financial instruments solely subject to foreign currency exchange rate risk. Separate account assets and liabilities and Unit-linked investments and associated policyholder account balances, which are foreign currency exchange rate sensitive, are not included herein as any foreign currency exchange rate risk is borne by the contractholder.

Sensitivity to foreign currency exchange rates decreased $0.3 billion to $2.2 billion at September 30, 2023 from $2.5 billion at December 31, 2022.

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The table below provides additional detail regarding the potential loss in estimated fair value of our portfolio due to a 10% decrease in equity prices at:

			September 30, 2023
			Notional Amount						Estimated Fair Value (1)						Assuming a 10% Decrease in Equity Prices
			(In millions)
Assets
Equity securities									$	742					$	(64)
FVO Securities									$	1,474					$	(73)
Other invested assets									$	2,269					$	(31)
Total assets															$	(168)
Liabilities
Future policy benefits									$	181,755					$	(5)
Policyholder account balances									$	124,340					$	—
Market risk benefits									$	2,738					$	(365)
Total liabilities															$	(370)
Derivative Instruments
Interest rate swaps			$	37,401					$	100					$	—
Interest rate floors			$	19,645					$	30					$	—
Interest rate caps			$	42,165					$	680					$	—
Interest rate futures			$	903					$	2					$	—
Interest rate options			$	42,910					$	146					$	—
Interest rate forwards			$	8,139					$	(1,264)					$	—
Synthetic GICs			$	49,003					$	—					$	—
Foreign currency swaps			$	56,103					$	2,509					$	—
Foreign currency forwards			$	16,923					$	(1,067)					$	—
Currency futures			$	311					$	—					$	—
Currency options			$	3,015					$	417					$	—
Credit default swaps			$	15,902					$	83					$	—
Equity futures			$	2,648					$	5					$	183
Equity index options			$	21,165					$	296					$	139
Equity variance swaps			$	141					$	3					$	—
Equity total return swaps			$	1,932					$	120					$	201
Total derivative instruments															$	523
Net Change															$	(15)

---

(1)Does not necessarily represent those financial instruments solely subject to equity price risk. Additionally, separate account assets and liabilities and Unit-linked investments and associated policyholder account balances, which are equity market sensitive, are not included herein as any equity market risk is borne by the contractholder.

Sensitivity to equity market prices increased $15 million to $15 million at September 30, 2023 from $0 at December 31, 2022.

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Management, with the participation of the Chief Executive Officer (“CEO”) and CFO, has evaluated the effectiveness of the design and operation of the Company’s disclosure controls and procedures as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934, as amended (“Exchange Act”), as of the end of the period covered by this report. Based on that evaluation, the CEO and CFO have concluded that these disclosure controls and procedures are effective.

During the first quarter of 2023, MetLife adopted LDTI resulting in material changes to certain measurement models and disclosures for periodic results and balances related to long-duration insurance contracts. To address the additional requirements under LDTI, MetLife implemented changes to policies and processes for the estimation and disclosure of these periodic results and balances.

There were no material changes to the Company’s internal control over financial reporting as defined in Exchange Act Rule 13a-15(f) during the quarter ended September 30, 2023 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

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Part II — Other Information

Item 1. Legal Proceedings

See Note 19 of the Notes to the Interim Condensed Consolidated Financial Statements.

Certain factors that may affect the Company’s business or operations are described under “Risk Factors” in Part I, Item 1A, of the 2022 Annual Report. There have been no material changes to our risk factors from the risk factors previously disclosed in the 2022 Annual Report.

Item 2. Unregistered Sales of Equity Securities, Use of Proceeds and Issuer Purchases of Equity Securities

Issuer Purchases of Equity Securities

Purchases of MetLife, Inc. common stock made by or on behalf of MetLife, Inc. or its affiliates during the quarter ended September 30, 2023 are set forth below:

Period						Total Number of Shares Purchased (1)						Average Price Paid per Share						Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs						Maximum Number (or Approximate Dollar Value) of Shares that May Yet Be Purchased Under the Plans or Programs (2)
July 1 — July 31, 2023						5,192,128						$	57.98					5,192,128						$	3,452,482,871
August 1 — August 31, 2023						3,664,100						$	62.62					3,664,100						$	3,223,030,008
September 1 — September 30, 2023						4,081,000						$	64.31					4,081,000						$	2,960,595,156
Total						12,937,228												12,937,228

---

(1)During the periods July 1 — July 31, 2023, August 1 — August 31, 2023 and September 1 — September 30, 2023, separate account index funds purchased 0 shares, 0 shares and 0 shares, respectively, of MetLife, Inc. common stock on the open market in non-discretionary transactions.

(2)In May 2023, MetLife, Inc. announced that its Board of Directors authorized a total of $4.0 billion of additional common stock repurchases. At September 30, 2023, MetLife, Inc. had $3.0 billion of common stock repurchases remaining under the authorization. Neither the authorization remaining, nor the amount repurchased, at September 30, 2023 reflects the $22 million of applicable excise tax payable in connection with such repurchases. For more information on common stock repurchases, including excise tax payable in connection therewith, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Liquidity and Capital Resources — The Company — Liquidity and Capital Uses — Common Stock Repurchases” and Note 14 of the Notes to the Interim Condensed Consolidated Financial Statements. See also “Risk Factors — Capital Risks — We May Not be Able to Pay Dividends or Repurchase Our Stock Due to Legal and Regulatory Restrictions or Cash Buffer Needs” included in the 2022 Annual Report.

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Insider trading arrangements

During the three months ended September 30, 2023, none of our Section 16 officers or directors (as defined in Rule 16a-1(f) of the Exchange Act) adopted or terminated any contract, instruction or written plan for the purchase or sale of our securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) of the Exchange Act or any “non-Rule 10b5-1 trading arrangement” (as defined in Section 408(c) of Regulation S-K).

Iran activity

Pursuant to Section 13(r) of the Exchange Act, the Company is required to disclose in its periodic reports whether it or any of its affiliates knowingly conducted transactions or dealings with the Government of Iran, or any person or entity owned or controlled, directly or indirectly, by the Government of Iran or any of its subdivisions, agencies or instrumentalities (a “Government Related Entity”).

In the second quarter of 2023, a subsidiary of MetLife, Inc. issued a group medical policy to the Iranian Khadije Kobra School in Dubai, United Arab Emirates (“UAE”), an educational organization that appears to be owned or controlled, directly or indirectly, by a Government Related Entity. The Company recorded in its interim condensed consolidated financial statements for the third quarter of 2023 approximately $11 thousand of premiums related to this policy that were received in the second quarter of 2023. The Company did not receive any additional premiums and paid less than eighty dollars in claims under this policy during the third quarter of 2023.

In the second quarter of 2023, a subsidiary of MetLife, Inc. issued a group medical policy to the Directorate of Iranian Schools in the UAE, an educational organization that appears to be owned or controlled, directly or indirectly, by a Government Related Entity. The Company recorded in its interim condensed consolidated financial statements for the third quarter of 2023 approximately $67 thousand of premiums related to this policy that were received in the second quarter of 2023. The Company did not receive any additional premiums and paid less than seven thousand dollars in claims under this policy during the third quarter of 2023.

In the third quarter of 2023, after further investigation, the Company determined that a former policyholder, the Al Adab Iranian Private School for Boys in Dubai, UAE, may be owned or controlled, directly or indirectly, by a Government Related Entity. A subsidiary of MetLife, Inc. issued two group medical policies to this policyholder in March 2021, both of which terminated in March 2023 in accordance with their terms. During the third quarter of 2023, the Company did not receive any premiums and paid approximately fifty dollars in claims under one of the two policies.

In the third quarter of 2023, after further investigation, the Company determined that a former policyholder, the Iranian Towheed Boys School in Dubai, UAE, appears to be owned or controlled, directly or indirectly, by a Government Related Entity. A subsidiary of MetLife, Inc. issued two group medical policies and one group life policy to this policyholder in March 2022, all three of which terminated in March 2023 in accordance with their terms. During the third quarter of 2023, the Company did not receive any premiums and paid less than three thousand dollars in claims under two of the three policies.

In each case, the Company does not intend to continue any services related to or involving the policies. The Company has investigated the circumstances of the issuance of each policy. The Company does not intend to conduct any transactions or dealings with a Government Related Entity not specifically authorized by a U.S. federal department or agency.

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(Note Regarding Reliance on Statements in Our Contracts: In reviewing the agreements included as exhibits to this Quarterly Report on Form 10-Q, please remember that they are included to provide you with information regarding their terms and are not intended to provide any other factual or disclosure information about MetLife, Inc., its subsidiaries or affiliates, or the other parties to the agreements. The agreements contain representations and warranties by each of the parties to the applicable agreement. These representations and warranties have been made solely for the benefit of the other parties to the applicable agreement and (i) should not in all instances be treated as categorical statements of fact, but rather as a way of allocating the risk to one of the parties if those statements prove to be inaccurate; (ii) have been qualified by disclosures that were made to the other party in connection with the negotiation of the applicable agreement, which disclosures are not necessarily reflected in the agreement; (iii) may apply standards of materiality in a way that is different from what may be viewed as material to investors; and (iv) were made only as of the date of the applicable agreement or such other date or dates as may be specified in the agreement and are subject to more recent developments. Accordingly, these representations and warranties may not describe the actual state of affairs as of the date they were made or at any other time. Additional information about MetLife, Inc., its subsidiaries and affiliates may be found elsewhere in this Quarterly Report on Form 10-Q and MetLife, Inc.’s other public filings, which are available without charge through the U.S. Securities and Exchange Commission website at www.sec.gov.)

												Incorporated by Reference
Exhibit No.						Description						Form						File Number						Exhibit						Filing Date						Filed or Furnished Herewith
3.1						Amended and Restated By-Laws of MetLife, Inc., effective as of October 3, 2023.						8-K						001-15787						3.2						October 5, 2023
4.1						Certain instruments defining the rights of holders of long-term debt of MetLife, Inc. and its consolidated subsidiaries are omitted pursuant to Item 601(b)(4)(iii) of Regulation S-K. MetLife, Inc. hereby agrees to furnish to the Securities and Exchange Commission, upon request, copies of such instruments.
31.1						Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.																														X
31.2						Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.																														X
32.1						Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.																														X
32.2						Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.																														X
101.SCH						Inline XBRL Taxonomy Extension Schema Document.																														X
101.CAL						Inline XBRL Taxonomy Extension Calculation Linkbase Document																														X
101.DEF						Inline XBRL Taxonomy Extension Definition Linkbase Document																														X
101.LAB						Inline XBRL Taxonomy Extension Label Linkbase Document																														X
101.PRE						Inline XBRL Taxonomy Extension Presentation Linkbase Document.																														X
101.INS						XBRL Instance Document - the instance document does not appear in the Interactive Data file because its XBRL tags are embedded within the Inline XBRL document.																														X
104						Cover Page Interactive Data File (embedded within the Inline XBRL document and included in Exhibit 101).																														X

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Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

METLIFE, INC.
By:						/s/ Tamara L. Schock
						Name: Tamara L. Schock Title: Executive Vice President and Chief Accounting Officer (Authorized Signatory and Principal Accounting Officer)

Date: November 2, 2023