filings.toolsItem 1A. Risk Factors
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Item 1A. Risk Factors
Certain factors that may affect the Company’s business or operations are described under “Risk Factors” in Part I, Item 1A, of the 2024 Annual Report. There have been no material changes to our risk factors from the risk factors previously disclosed in the 2024 Annual Report.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
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, 2025 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, 2025 | 1,824,638 | $ | 78.37 | 1,824,638 | $ | 2,860,966,829 | ||||||||||||||||||||
| August 1 — August 31, 2025 | 2,452,867 | $ | 78.68 | 2,452,867 | $ | 2,667,967,523 | ||||||||||||||||||||
| September 1 — September 30, 2025 | 2,058,972 | $ | 80.38 | 2,058,972 | $ | 2,502,468,107 | ||||||||||||||||||||
| Total | 6,336,477 | 6,336,477 |
(1)During the periods presented, separate account index funds did not purchase any MetLife, Inc. common stock on the open market in non-discretionary transactions.
(2)In April 2025, MetLife, Inc. announced that its Board of Directors authorized an additional $3.0 billion of common stock repurchases. At September 30, 2025, MetLife, Inc. had $2.5 billion of common stock repurchases remaining under its authorization. Neither the authorization remaining, nor the amount repurchased, reflect the applicable excise tax payable in connection with such repurchases. For more information on our common stock authorizations and common stock repurchases, including the excise tax payable in connection therewith, see Note 16 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 2024 Annual Report.
Purchases of MetLife, Inc. preferred stock made by or on behalf of MetLife, Inc. or its affiliates during the quarter ended September 30, 2025 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 | ||||||||||||||||||||||
| July 1 — July 31, 2025 | — | $ | — | — | $ | — | ||||||||||||||||||||
| August 1 — August 31, 2025 | — | $ | — | — | $ | — | ||||||||||||||||||||
| September 1 — September 30, 2025 | 1,000,000 | $ | 1,000.00 | 1,000,000 | $ | — | ||||||||||||||||||||
| Total | 1,000,000 | 1,000,000 |
(1)In September 2025, MetLife, Inc. delivered a notice of redemption to the holders of its 3.850% Fixed Rate Reset Non-Cumulative Preferred Stock, Series G, liquidation preference of $1,000 per share (“Series G preferred stock”), pursuant to which it would redeem 1,000,000 shares of Series G preferred stock at a redemption price of $1,000 per share. All outstanding shares of Series G preferred stock were redeemed on the dividend payment date of September 15, 2025 for an aggregate redemption price of $1.0 billion in cash. See Note 16 of the Notes to the Interim Condensed Consolidated Financial Statements.
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