Form 4: Brighthouse Financial Director Stephen Hooley Awarded Restricted Stock Units

Brighthouse Financial, Inc. Director Stephen C. Hooley was awarded 2,837 Restricted Stock Units as compensation for his board service, vesting on the earlier of June 12, 2026, or the 2026 annual meeting.

Summary

• Stephen C. Hooley, a Director of Brighthouse Financial, Inc. (BHF), was awarded 2,837 Restricted Stock Units (RSUs) on June 12, 2025.
• Each RSU represents the contingent right to receive one share of Brighthouse Financial, Inc. common stock.
• This award serves as compensation for Mr. Hooley's service as a Board member, granted under the Brighthouse Financial, Inc. 2017 Non-Management Director Stock Compensation Plan.
• The RSUs are scheduled to vest on the earlier of the first anniversary of the grant date (June 12, 2026) or the date of the 2026 annual meeting of stockholders of BHF.
• Vested shares will be deferred in accordance with Mr. Hooley's deferral election pursuant to the Brighthouse Services, LLC Deferred Compensation Plan for Non-Management Directors.
• Following this transaction, Mr. Hooley directly beneficially owns 2,837 derivative securities (RSUs).

Sentiment

Score: 6

Explanation: This is a routine insider transaction (compensation award) that aligns director interests with shareholders, which is generally viewed as a positive for corporate governance, but it does not indicate significant new financial performance or strategic shifts.

Positives

• The award of Restricted Stock Units to Director Stephen C. Hooley aligns his interests with those of shareholders, as the value of his compensation is tied to the company's stock performance.
• This compensation is part of a pre-existing, publicly disclosed plan (Brighthouse Financial, Inc. 2017 Non-Management Director Stock Compensation Plan), indicating a structured and transparent approach to director remuneration.

Future Outlook

The 2,837 Restricted Stock Units awarded to Director Stephen C. Hooley are scheduled to vest on the earlier of June 12, 2026 (the first anniversary of the grant date) or the date of Brighthouse Financial's 2026 annual meeting of stockholders. Vested shares will be deferred according to Mr. Hooley's election.

Industry Context

The award of Restricted Stock Units to non-management directors is a common practice in the financial services industry and across publicly traded companies. This method of compensation is widely used to align the interests of board members with long-term shareholder value creation, as the value of the compensation is directly tied to the company's stock performance.

Comparison to Industry Standards

• The compensation structure, involving Restricted Stock Units for non-management directors, aligns with common industry practices for corporate governance and executive/director remuneration in the U.S. financial sector.
• While specific comparable companies or projects are not detailed in this filing, the use of equity-based awards like RSUs is a standard benchmark for director compensation across large-cap financial institutions, aiming to foster long-term alignment between directors and shareholders.

Corporate Governance

Related Party Transactions

• The award of 2,837 Restricted Stock Units to Stephen C. Hooley, a Director of Brighthouse Financial, Inc., constitutes a related party transaction as it involves compensation from the company to a member of its board.

Stakeholder Impact

• Shareholders: The award of RSUs aligns the director's financial interests with long-term shareholder value, as the value of the compensation is tied to the company's stock performance.

Next Steps

• The Restricted Stock Units will vest on the earlier of June 12, 2026, or the date of the 2026 annual meeting of stockholders.
• Vested shares will be deferred in accordance with the Reporting Person's deferral election.

Key Dates

Keywords

Brighthouse Financial, BHF, Stephen C. Hooley, Restricted Stock Units, RSU, Director Compensation, Insider Transaction, SEC Form 4, Equity Award, Corporate Governance