DEF: Brighthouse Financial Sets Date for 2025 Annual Stockholders Meeting, Outlines Key Proposals

Brighthouse Financial announces its 2025 Annual Meeting of Stockholders will be held virtually on June 12, 2025, featuring proposals on director elections, auditor ratification, executive compensation, and incentive plan approval.

Summary

• Brighthouse Financial will hold its 2025 Annual Meeting of Stockholders virtually on June 12, 2025.
• Stockholders of record as of April 14, 2025, are entitled to vote on several key proposals.
• The proposals include the election of nine directors, ratification of Deloitte & Touche LLP as the independent auditor for fiscal year 2025, an advisory vote on executive compensation, and approval of the Amended and Restated 2017 Stock and Incentive Compensation Plan.
• The Board of Directors recommends voting 'FOR' all listed proposals.
• In 2024, Brighthouse Financial achieved record sales in both its Shield Level Annuities Product Suite and life insurance.
• The company repurchased $250 million of its common stock in 2024, reducing shares outstanding by 8% relative to year-end 2023.
• However, the company delivered statutory results that did not meet its expectations, including a normalized statutory loss of $1.3 billion.
• Strategic initiatives are underway to improve capital efficiency and simplify hedging strategies.
• The Board is committed to a pay-for-performance executive compensation program and actively engages with stockholders for feedback.

Sentiment

Score: 6

Explanation: The document presents a mixed sentiment. While there are positive highlights such as record sales and stock repurchases, the normalized statutory loss and ongoing strategic initiatives suggest challenges and adjustments are needed.

Positives

• Brighthouse Financial achieved record sales of Shield Level Annuities and life insurance in 2024.
• The company repurchased $250 million of its common stock, reducing shares outstanding by 8%.
• Corporate expenses decreased by over 7% from 2023, totaling $820 million for the full year.
• The company maintained a robust liquidity position, with holding company liquid assets at $1.1 billion as of year-end 2024.
• The Board is actively engaged in stockholder engagement and values their feedback.
• The company received first deposits from BlackRock's LifePath Paycheck, ending the year with $370 million in LPP account value.

Negatives

• Brighthouse Financial delivered statutory results that did not meet expectations, including a normalized statutory loss of $1.3 billion in 2024.
• Total annuity sales decreased 5% over 2023, primarily driven by lower sales of fixed deferred annuities.

Risks

• The growth of the Shield block of business contributed to a strain on statutory results and increased the complexity of the company's hedging program.
• The company faces evolving challenges and remains focused on overseeing the management of its risks and opportunities.
• Uncertain macroeconomic environment and increased competition in certain product classes.

Future Outlook

The company is focused on strategic initiatives to improve capital efficiency, unlock capital, and maintain its target combined RBC ratio range in normal market conditions. The Board is pleased with the company's progress on its strategic initiatives and is focused on Brighthouse Financial's financial strategy to maintain its strong financial and capital position.

Management Comments

• Management continued to successfully execute its strategy to grow the long-term value of the Company, and the state of the Company remained strong.
• The Company has made significant progress on several strategic initiatives designed to improve capital efficiency, unlock capital, and remain within its target combined risk-based capital (RBC) ratio range in normal market conditions.
• The Board is pleased with the Company's progress on its strategic initiatives and is focused on Brighthouse Financial's financial strategy to maintain its strong financial and capital position.

Industry Context

Brighthouse Financial operates in the competitive annuities and life insurance market. The company's performance and strategic initiatives are viewed in the context of its peers and the broader financial services industry.

Comparison to Industry Standards

• The document benchmarks executive compensation against a comparator group including Ameriprise Financial, Lincoln National, Assurant, Principal Financial Group, CNO Financial Group, Reinsurance Group of America, Corebridge Financial, Sun Life Financial, Equitable Holdings, Unum Group, Globe Life Inc., Voya Financial, and Jackson Financial.
• The company aims to position Target TDC in reference to market median.
• The document mentions Bests Review: Top 200 U.S. Life/Health Insurers, AM Best, 2024, ranking Brighthouse Financial by 2023 admitted assets.

Stakeholder Impact

• Stockholders are encouraged to participate in the annual meeting and vote on key proposals.
• Employees are impacted by the executive compensation program and the Amended and Restated 2017 Stock and Incentive Compensation Plan.
• Customers benefit from the company's focus on financial security and the development of simpler, more transparent products.

Next Steps

• Stockholders are encouraged to read the proxy materials and vote their shares.
• The Board will consider the results of the advisory vote on executive compensation as it continues to develop the executive compensation program.
• The company will continue to execute its strategic initiatives to improve capital efficiency and simplify hedging strategies.

Key Dates

Keywords

Brighthouse Financial, Annual Meeting, Proxy Statement, Executive Compensation, Board of Directors, Stock Repurchase, Statutory Results, Annuities, Life Insurance, Deloitte & Touche, RBC Ratio, Shareholder Value, Corporate Governance, Strategic Initiatives, Risk Management