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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
———————————————
FORM 10-K

☒ | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2024
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 No. 001-38469
————————————————
Equitable Holdings, Inc.
(Exact name of registrant as specified in its charter)

Delaware |  | 90-0226248
(State or other jurisdiction of incorporation or organization) |  | (I.R.S. Employer Identification No.)

1345 Avenue of the Americas, New York, New York 10105
(Address of principal executive offices) (Zip Code)
(212) 554-1234
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:

Title of each class |  | Trading symbol |  | Name of each exchange on which registered
Common Stock |  | EQH |  | New York Stock Exchange
Depositary Shares, each representing a 1/1,000th interest in a share of Fixed Rate Noncumulative Perpetual Preferred Stock, Series A |  | EQH PR A |  | New York Stock Exchange
Depositary Shares, each representing a 1/1,000th interest in a share of Fixed Rate Noncumulative Perpetual Preferred Stock, Series C |  | EQH PR C |  | New York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ☒
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐ No ☒
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 definition of “accelerated filer,” “large 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. o

Indicate by check mark 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. ☒
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

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Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant at June 30, 2024 was approximately $13.1 billion.
As of February 20, 2025, 307,819,522 shares of the registrant’s Common Stock, $0.01 par value, were outstanding.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the registrant’s proxy statement relating to the 2025 Annual Meeting of Shareholders to be filed with the SEC within 120 days of the fiscal year ended December 31, 2024 (the “2025 Proxy Statement”) are incorporated by reference into Part III of this Annual Report on Form 10-K.

Table of Contents
TABLE OF CONTENTS

|  | Page
Part I |  |
Item 1. | Business | 7
Item 1A. | Risk Factors | 48
Item 1B. | Unresolved Staff Comments | 62
Item 1C. | Cybersecurity | 62
Item 2. | Properties | 65
Item 3. | Legal Proceedings | 65
Item 4. | Mine Safety Disclosures | 65
Part II |  |
Item 5. | Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities | 65
Item 6. | Reserved | 67
Item 7. | Management’s Discussion and Analysis of Financial Condition and Results of Operations | 68
Item 7A. | Quantitative and Qualitative Disclosures About Market Risk | 115
Item 8. | Financial Statements and Supplementary Data | 120
Item 9. | Changes in and Disagreements with Accountants on Accounting and Financial Disclosure | 253
Item 9A. | Controls and Procedures | 253
Item 9B. | Other Information | 253
Item 9C. | Disclosure Regarding Foreign Jurisdictions that Prevent Inspections | 254
Part III |  |
Item 10. | Directors, Executive Officers and Corporate Governance | 254
Item 11. | Executive Compensation | 254
Item 12. | Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters | 254
Item 13. | Certain Relationships and Related Transactions, and Director Independence | 255
Item 14. | Principal Accountant Fees and Services | 255
Part IV |  |
Item 15. | Exhibits, Financial Statement Schedules | 255
Item 16. | Form 10-K Summary | 255
Glossary |  | 256
Acronyms |  | 260
Index to Exhibits | 264
Signatures |  | 269

NOTE REGARDING FORWARD-LOOKING STATEMENTS AND INFORMATION
Certain of the statements included or incorporated by reference in this Annual Report on Form 10-K constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “expects,” “believes,” “anticipates,” “forecasts,” “intends,” “seeks,” “aims,” “plans,” “assumes,” “estimates,” “projects,” “should,” “would,” “could,” “may,” “will,” “shall” or variations of such words are generally part of forward-looking statements. Forward-looking statements are made based on management’s current expectations and beliefs concerning future developments and their potential effects upon Equitable Holdings, Inc. (“Holdings”) and its consolidated subsidiaries. These forward-looking statements include, but are not limited to, statements regarding projections, estimates, forecasts and other financial and performance metrics and projections of market expectations. “We,” “us” and “our” refer to Holdings and its consolidated subsidiaries, unless the context refers only to Holdings as a corporate entity. There can be no assurance that future developments affecting Holdings will be those anticipated by management. Forward-looking statements include, without limitation, all matters that are not historical facts.
These forward-looking statements are not a guarantee of future performance and involve risks and uncertainties, and there are certain important factors that could cause actual results to differ, possibly materially, from expectations or estimates reflected in such forward-looking statements, including, among others: (i) conditions in the financial markets and economy, including the impact of geopolitical conflicts, changes in tariffs and trade barriers, and related economic conditions, equity market declines and volatility, interest rate fluctuations, impacts on our goodwill and changes in liquidity and access to and cost of capital; (ii) operational factors, including reliance on the payment of dividends to Holdings by its subsidiaries, protection of confidential customer information or proprietary business information, operational failures by us or our service providers, potential strategic transactions, changes in accounting standards, and catastrophic events, such as the outbreak of pandemic diseases; (iii) credit, counterparties and investments, including counterparty default on derivative contracts, failure of financial institutions, defaults by third parties and affiliates and economic downturns, defaults and other events adversely affecting our investments; (iv) our reinsurance and hedging programs; (v) our products, structure and product distribution, including variable annuity guaranteed benefits features within certain of our products, variations in statutory capital requirements, financial strength and claims-paying ratings, state insurance laws limiting the ability of our insurance subsidiaries to pay dividends and key product distribution relationships; (vi) estimates, assumptions and valuations, including risk management policies and procedures, potential inadequacy of reserves and experience differing from pricing expectations, amortization of deferred acquisition costs and financial models; (vii) our Asset Management segment, including fluctuations in assets under management and the industry-wide shift from actively-managed investment services to passive services; (viii) recruitment and retention of key employees and experienced and productive financial professionals; (ix) subjectivity of the determination of the amount of allowances and impairments taken on our investments; (x) legal and regulatory risks, including federal and state legislation affecting financial institutions, insurance regulation and tax reform; (xi) risks related to our common stock and (xii) general risks, including strong industry competition, information systems failing or being compromised and protecting our intellectual property.
You should read this Annual Report on Form 10-K completely and with the understanding that actual future results may be materially different from expectations. All forward-looking statements made in this Annual Report on Form 10-K are qualified by these cautionary statements. Further, any forward-looking statement speaks only as of the date on which it is made, and we undertake no obligation to update or revise any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events, except as otherwise may be required by law.
Other risks, uncertainties and factors, including those discussed under “Risk Factors,” could cause our actual results to differ materially from those projected in any forward-looking statements we make. Readers should read carefully the factors described in “Risk Factors” to better understand the risks and uncertainties inherent in our business and underlying any forward-looking statements.
Throughout this Annual Report on Form 10-K we use certain defined terms and abbreviations, which are defined or summarized in the “Glossary” and “Acronyms” sections.
SUMMARY RISK FACTORS
Holding’s business is subject to numerous risks and uncertainties, including those described in Item 1A, “Risk Factors”. These risks include, but are not limited to the following:
•Conditions in the global capital markets and the economy.
•Equity market declines and volatility and economic downturns, defaults and other events.
•Interest rate fluctuations.
4

•Adverse capital and credit market conditions.
•Market conditions and other factors that could affect our goodwill.
•Dependence on the ability of our subsidiaries to transfer funds to it to meet its obligations.
•Failure to protect the confidentiality, integrity, or availability of customer information or proprietary business information.
•Our operational failures or those of service providers on which we rely.
•Use or misuse of artificial intelligence technologies.
•The occurrence of a catastrophe, including natural or man-made disasters and/or pandemics or other public health issues.
•Our ability to recruit, motivate and retain key employees.
•Misconduct by our employees or financial professionals.
•Potential strategic transactions.
•Changes in accounting standards.
•Investment advisory agreements with clients and selling and distribution agreements with various financial intermediaries and consultants.
•Continued scrutiny and evolving expectations regarding ESG matters.
•Our counterparties’ requirements to pledge collateral related to declines in estimated fair value of derivative contracts.
•Changes in the actual or perceived soundness or condition of other financial institutions and market participants.
•Losses due to defaults by third parties and affiliates, including outsourcing relationships.
•Illiquid investments.
•Defaults on our mortgage loans and volatility in performance.
•Our reinsurance and hedging programs.
•Our reinsurance arrangement with an affiliated captive and pending reinsurance transactions.
•GMxB features within certain of our products.
•The amount of statutory capital that we have and the amount of statutory capital we must hold to meet our statutory capital requirements and our financial strength and credit ratings can vary significantly.
•A downgrade in our financial strength and claims-paying ratings.
•State insurance laws limit the ability of our insurance subsidiaries to pay dividends and other distributions to Holdings.
•A loss of, or significant change in, key product distribution relationships.
•Our risk management policies and procedures.
•Inadequacy of reserves.
•Estimates, assumptions and projections used in our financial models.
•Subjectivity of the determination of the amount of allowances and impairments taken on our investments.
•AB’s revenues and results of operations depend on the market value and composition of AB’s AUM, reputation and performance and performance-based fee arrangements with AB’s clients.
•AB’ ability to develop new products.
•AB’s seed capital investments are subject to market risk.
•AB may not accurately value the securities it holds on behalf of its clients or its company investments.
•The quantitative and systematic models AB uses in certain of its investment services may contain errors.
5

•potential conflicts of interest that arise in AB’s business.
•Changes in the treatment of AB Holding and ABLP as partnerships for tax purposes.
•Changes in U.S. tax laws and regulations or interpretations thereof.
•Uncertainty surrounding potential legal, regulatory and policy changes, as well as the potential for general market volatility, because of the change in the presidential administration in the United States.
•Regulation, legal proceedings and regulatory actions.
•Certain provisions in our certificate of incorporation and by-laws.
•We have designated a sole and exclusive forum for certain litigation that may be initiated by our stockholders.
•Competition from other insurance companies, banks, asset managers and other financial institutions.
•Protecting our intellectual property.
6

Part I, Item 1.
BUSINESS
Overview
We are one of America’s leading financial services companies and have helped clients prepare for their financial future with confidence since 1859. We have three primary business lines — retirement, asset management and affiliated distribution — that we run through our complementary and well-established principal franchises, Equitable, AllianceBernstein and Equitable Advisors. We manage more than $1.0 trillion of AUM/A across these franchises, providing following at each franchise:
•Equitable — Retirement and protection strategies to individuals, families and small businesses across the country;
•AllianceBernstein — Diversified investment services to institutional investors, individuals, and private wealth clients worldwide; and
•Equitable Advisors — Financial planning, wealth management, retirement planning, protection and risk management services to clients across the country.
Within our three business lines, we have six segments: Individual Retirement, Group Retirement, Asset Management (formerly called ‘Investment Management and Research’), Protection Solutions, Wealth Management, and Legacy. We continue to maintain market-leading positions in Individual Retirement, Group Retirement, Asset Management, and Protection Solutions while our Wealth Management segment continues to grow in prominence.
We distribute our products through a premier affiliated and third-party distribution platform, consisting of:
Affiliated Distribution:
•Our affiliated retail sales force, Equitable Advisors, which has approximately 4,600 licensed financial professionals who advise on retirement, protection and investment advisory solutions; and
•More than 200 Bernstein Financial Advisors, who are responsible for the sale of investment products and solutions to Private Wealth clients.
Third-Party Distribution:
•Distribution agreements with banks, broker dealers, insurance carriers, brokerage general agencies, independent marketing organizations and wires giving us access to approximately 150,000 financial professionals to market our retirement, protection and investment solutions; and
•An AB global distribution team of more than 500 professionals, who engage with more than 4,800 retail distribution partners and more than 700 institutional clients.
We aim to be a trusted service provider to our clients by providing advice, products and services that help them navigate complex financial decisions. Our financial strength and the quality of our people, their ingenuity and the service they provide help us build relationships of trust with our clients.
7

Our Organizational Structure
We are a holding company that operates our business through a number of direct and indirect subsidiaries. The following organizational chart presents the ownership of our principal subsidiaries as of December 31, 2024.
______________
(1)We own an approximate 62% economic interest in AB through various wholly-owned subsidiaries. For additional information, see Note 1 of the Notes to the Consolidated Financial Statements.
8

Segment Information
We are organized into six segments: Individual Retirement, Group Retirement, Asset Management, Protection Solutions, Wealth Management, and Legacy. We report certain activities and items that are not included in our segments in Corporate and Other.
•Individual Retirement—We are a leading provider of variable annuity products, which primarily meet the needs of individuals saving for retirement or seeking retirement income by allowing them to invest in various markets through underlying investment options.
•Group Retirement—We offer tax-deferred investment and retirement services or products to plans sponsored by educational entities, municipalities and not-for-profit entities, as well as small and medium-sized businesses.
•Asset Management—We are a leading provider of diversified investment management and related services to a broad range of clients globally.
•Protection Solutions—We focus our life insurance products on attractive protection segments such as VUL and COLI insurance and our employee benefits business on small and medium-sized businesses.
•Wealth Management—We are an emerging leader in the wealth management space with a differentiated advice value proposition, that offers discretionary and non-discretionary investment advisory accounts, financial planning and advice, insurance, and annuity products.
•Legacy—This segment primarily consists of the capital intensive fixed-rate GMxB business written in the Individual Retirement market prior to 2011.
For financial information on segments, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Results of Operations by Segment” and Notes 1 and 21 of the Notes to the Consolidated Financial Statements.
Individual Retirement
Our Individual Retirement segment is a leading provider of individual variable annuity products. Our Individual Retirement business is an important source of earnings and cash flow for our company, and we believe our hedging strategy preserves a substantial portion of these cash flows across a wide range of risk scenarios. The primary sources of revenue for our Individual Retirement segment include fee revenue and investment income.
Products
Our products are primarily sold to affluent and high net worth individuals saving for retirement or seeking guaranteed retirement income. Our current product offerings primarily include:
•Structured Capital Strategies (“SCS”). SCS is a registered index-linked variable annuity product which allows the policyholder to invest in various investment options, whose performance is tied to one or more securities indices, commodities indices or ETFs, subject to a performance cap, over a set period of time. The risks associated with such investment options are borne entirely by the policyholder, except the portion of any negative performance that we absorb (a buffer) upon investment maturity. In 2021, we introduced SCS Income, a new version of SCS, offering a GMxB feature.
•Retirement Cornerstone (“RC”). Our Retirement Cornerstone variable annuity product offers two platforms: (i) RC Performance, which offers access to a broad selection of funds with annuitization benefits based solely on non-guaranteed account investment performance and (ii) RC Protection, which offers access to a focused selection of funds and an optional floating-rate GMxB feature providing guaranteed income for life.
•Investment Edge. Our investment-only variable annuity is designed to be a wealth accumulation product that defers current taxes during accumulation. An optional SIO feature allows a policyholder to invest in various investment options whose performance is tied to one or more securities indices, subject to a performance cap, with some downside protection over a set period of time. This optional SIO feature leverages our innovative SCS offering. Investment Edge does not offer any GMxB feature other than an optional return of premium death benefit.
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The following table presents the relative contribution to FYP of each of the above products for the years ended December 31, 2024, 2023 and 2022.

| Year Ended December 31, |  |
| 2024 |  | 2023 |  | 2022 |  |
|  |  | (in millions) |  |  |  |
FYP by Product |  |  |  |  |  |  |
SCS | $ | 12,205 |  |  | $ | 10,401 |  |  | $ | 7,953 |  |  |
SCS Income | 2,050 |  |  | 933 |  |  | 581 |  |  |
Retirement Cornerstone | 2,259 |  |  | 1,806 |  |  | 1,626 |  |  |
Investment Edge | 1,796 |  |  | 844 |  |  | 1,036 |  |  |
Other | 250 |  |  | 242 |  |  | 167 |  |  |
Total FYP | $ | 18,560 |  |  | $ | 14,226 |  |  | $ | 11,363 |  |  |

Our Individual Retirement segment works with EIMG to identify and include appropriate underlying investment options in its products, as well as to control the costs of these options and increase profitability of the products. For a discussion of EIMG, see below “—Equitable Investment Management.”
Markets
For our Individual Retirement segment, we target sales of our products to both retirees seeking retirement income and a broader class of investors, including affluent, high net worth individuals and families saving for retirement, registered investment advisers and their clients, as well as younger investors who have maxed out contributions to other retirement accounts but are seeking tax-deferred growth opportunities.
Our customers can prioritize certain features based on their life-stage and investment needs. In addition, our products offer features designed to serve different market conditions. SCS serves clients with investable assets who want exposure to equity markets but also want to guard against a market correction. SCS Income serves clients who want exposure to equity markets but also want to protect against market correction while seeking guaranteed incom e. Retirement Cornerstone serves clients who want growth potential and guaranteed income with increases in a rising interest rate environment. Investment Edge serves clients concerned about rising taxes.
Distribution
We distribute our variable annuity products through Equitable Advisors, our affiliate which is registered both as a broker-dealer and as an investment adviser and whose retail sales force sells both proprietary and third-party variable annuity, life insurance, employee benefits and investment products and services. We also distribute our variable annuity products through third-party distribution channels, which include banks, broker-dealers and insurance partners. For the year ended December 31, 2024, Equitable Advisors represented 35% of our variable annuity FYP in this segment, while our third-party distribution channel represented 65% of our variable annuity FYP in this segment. We employ over 170 external and internal wholesalers who distribute our variable annuity products across both channels.
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The table below presents the contributions to and percentage of FYP of our variable annuity products by distribution channel for the year ended December 31, 2024.

FYP by Distribution

No single distribution firm, other than Equitable Advisors, contributed more than 10% of our sales in 2024.
Competition
Our Individual Retirement business competes with traditional life insurers, as well as banks, mutual fund companies and other investment managers. The variable annuities market is highly competitive, with no single provider dominating the market across products. The main factors that distinguish competitors to clients include product features, access to capital, access to diversified sources of distribution, financial and claims-paying ratings, investment options, brand recognition, quality of service, technological capabilities and tax-favored status of certain products. It is difficult to provide unique variable annuities products because, once such products are made available to the public, they often are reproduced and offered by our competitors. Competition may affect, among other matters, both the growth of our business and the pricing and features of our products.
Underwriting and Pricing
We generally do not underwrite our variable annuity products on an individual-by-individual basis. Instead, we price our products based upon our expected investment returns and assumptions regarding mortality, longevity and persistency for our policyholders collectively, while taking into account historical experience, volatility of expected earnings on our AV, and the expected time to retirement. Our product pricing models also take into account capital requirements, hedging costs and operating expenses. Investment-oriented products are priced based on various factors, which may include investment return, expenses, persistency and optionality.
Our variable annuity products generally include penalties for early withdrawals. From time to time, we reevaluate the type and level of GMxB and other features we offer. We have previously changed the nature and pricing of the features we offer and will likely do so from time to time in the future as the needs of our clients, the economic environment and our risk appetite evolve.
Fees
We earn various types of fee revenue based on AV, fund assets and benefit base. In general, fees from GMxB features that are calculated based on the benefit base are more stable compared to fees calculated based on the AV. Fees that we collect include mortality & expense; administrative charges and distribution charges; withdrawal charges; investment management fees; 12b-1 fees; death benefit rider charges; living benefit rider charges and investment income.
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Group Retirement
Our Group Retirement segment offers tax-deferred investment and retirement services or products to plans sponsored by educational entities, municipalities and not-for-profit entities, as well as small and medium-sized businesses. We operate in the 403(b), 457(b) and 401(k) markets where we sell variable annuity and mutual fund-based products. RBG, a dedicated subset of over 1,200 Equitable Advisors (which include both broker-dealer representatives and investment advisory personnel), is the primary distributor of our products and related solutions to individuals in the K-12 education market.
The tax-exempt 403(b)/457(b) market, which includes our 403(b) K–12 education market business, accounted for 65% of Gross Premiums within the Group Retirement business for the year ended December 31, 2024. The institutional lifetime income market accounts for 15%, the corporate 401(k) market accounts for 17% and the remaining 3% is Other as of December 31, 2024.
The recurring nature of the revenues from our Group Retirement business makes this segment an important and stable contributor of earnings and cash flow to our business. The primary sources of revenue for the Group Retirement business include fee revenue and investment income.
Products
Our products offer educators, municipal employees and corporate employees a savings opportunity that provides tax-deferred wealth accumulation. Our innovative product offerings address all retirement phases with diverse investment options.
Variable Annuities
Our variable annuities offer defined contribution plan record-keeping, as well as administrative and participant services combined with a variety of proprietary and non-proprietary investment options. Our variable annuity investment lineup mostly consists of proprietary variable investment options that are managed by EIMG, which provides discretionary investment management services for these investment options that include developing and executing asset allocation strategies and providing rigorous oversight of sub-advisors for the investment options. This helps to ensure that we retain high quality managers and that we leverage our scale across both the Individual Retirement and Group Retirement products. In addition, our variable annuity products offer the following features:
•Guaranteed Investment Option (“GIO”)—Provides a fixed interest rate and guarantee of principal.
•Structured Investment Option (“SIO”)—Provides upside market participation that tracks certain available indices subject to a performance cap, with some downside protection against losses in the investment over a one, three or five-year period. This option leverages our innovative SCS individual annuity offering.
•Personal Income Benefit—An optional GMxB feature that enables participants to obtain a guaranteed withdrawal benefit for life for an additional fee.
While GMxB features and Institutional products with guaranteed benefits provide differentiation in the market, this accounts for approximately 1.2% of our total AV (other than ROP death benefits) as of December 31, 2024.
Open Architecture Mutual Fund Platform
We also offer a mutual fund-based product to complement our variable annuity products. This platform provides a similar service offering to our variable annuities. The program allows plan sponsors to select from thousands of proprietary and third party-sponsored mutual funds. The platform also offers a group fixed annuity that operates very similarly to the GIO as an available investment option on this platform.
Services
Both our variable annuity and open architecture mutual fund products offer a suite of tools and services to enable plan participants to obtain education and guidance on their contributions and investment decisions and plan fiduciary services. Education and guidance are available online or in person from a team of plan relationship and enrollment specialists and/or the advisor that sold the product. Our clients’ retirement contributions come through payroll deductions, which contribute significantly to stable and recurring sources of renewals.
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The chart below illustrates our net flows for the years ended December 31, 2024, 2023 and 2022.

| Year Ended December 31,
| 2024 |  | 2023 |  | 2022
| (in millions)
Net Flows |  |  |  |  |
Gross premiums | $ | 4,693 |  |  | $ | 3,806 |  |  | $ | 4,448 |
Surrenders, withdrawals and benefits | (4,797) |  |  | (4,062) |  |  | (3,814) |
Net flows (1) | $ | (104) |  |  | $ | (256) |  |  | $ | 634 |

_____________
(1)For the years ended December 31, 2024, 2023 and 2022, net outflows of $943 million, $848 million and $179 million are excluded as these amounts are related to ceded AV to Global Atlantic.
The following table presents the Gross Premiums for each of our markets for the periods specified.

| Year Ended December 31,
| 2024 |  | 2023 |  | 2022
| (in millions)
Gross Premiums by Market (1) |  |  |  |  |
Tax-Exempt | $ | 1,251 |  |  | $ | 1,113 |  |  | $ | 1,001 |
Corporate | 409 |  |  | 357 |  |  | 323 |
Institutional | 692 |  |  | 98 |  |  | 772 |
Other | 10 |  |  | 13 |  |  | 22 |
Total FYP | 2,362 |  |  | 1,581 |  |  | 2,118 |
Tax-Exempt | 1,819 |  |  | 1,703 |  |  | 1,785 |
Corporate | 376 |  |  | 378 |  |  | 377 |
Other | 136 |  |  | 144 |  |  | 168 |
Total renewal premiums | 2,331 |  |  | 2,225 |  |  | 2,330 |
Gross premiums | $ | 4,693 |  |  | $ | 3,806 |  |  | $ | 4,448 |

______________
(1)For the years ended December 31, 2024, 2023 and 2022, Gross Premiums are exclusive of $267 million, $273 million and $72 million related to ceded AV to Global Atlantic.
Markets
We primarily operate in the tax-exempt 403(b)/457(b), corporate 401(k) and other markets.
•Tax-exempt 403(b)/457(b)/401(a). Our core customer base consists of governmental plans of which Public School Districts and their employees make up the majority of our portfolio.
Overall, the 403(b) and 457(b) markets represent 53% of FYP in the Group Retirement segment for the year ended December 31, 2024. We seek to grow in these markets by increasing our presence in the school districts where we currently operate and also by potentially growing our presence in school districts where we currently do not have access.
•Corporate 401(k). We target small and medium-sized businesses with 401(k) plans that generally have under $20 million in assets. Our product offerings accommodate start up plans and plans with accumulated assets. Typically, our products appeal to companies with strong contribution flows and a smaller number of participants with relatively high average participant balances. The under $20 million asset plan market is well aligned with our advisor distribution, which has a strong presence in the small and medium-sized business market, and complements our other products focused on this market (such as life insurance and employee benefits products aimed at this market).
•Institutional 401(k). Our Institutional business offers GMxB and other annuity guarantees to large institutional retirement plans (>$500M in assets). The products are distributed through leading asset managers in the defined contribution markets. We are actively seeking to expand the institutional business.
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•Other. Our other business includes an affinity-based direct marketing program where we offer retirement and individual products to employers that are members of industry or trade associations and various other sole proprietor and small business retirement accounts.
The following table presents the relative contribution of each of our markets to AV as of the dates indicated.

| December 31,
| 2024 |  | 2023 |  |
| (in millions)
AV by Market |  |  |  |  |
Tax-Exempt | $ | 29,519 |  |  | $ | 26,519 |  |  |
Corporate | 4,946 |  |  | 4,691 |  |  |
Institutional | 1,065 |  |  | 488 |  |  |
Other | 5,124 |  |  | 4,772 |  |  |
AV (1) | $ | 40,654 |  |  | $ | 36,470 |  |  |

______________
(1)For the years ended December 31, 2024, and 2023, AV is exclusive of $10.2 billion,and $10.0 billion, respectively, related to ceded AV to Global Atlantic.
Distribution
We primarily distribute our products and services to this market through Equitable Advisors, primarily using RBG and third-party distribution firms. For the year ended December 31, 2024, these channels represented approximately 66% and 34% of our sales, respectively. We also distribute through direct online sales, which includes engaging existing clients to increase contributions online. Our direct-to-consumer program uses data analysis combined with digital media to engage educators, teach them about their retirement needs and increase awareness of our products and services.We employ internal and external wholesalers to exclusively market our products through Equitable Advisors and third-party firms that are licensed to sell our products. Equitable Advisers also accounted for 98% of our 403(b) sales in 2024.
The following table presents first year premium by distribution channel for the periods indicated:

| Year Ended December 31,
| 2024 |  | 2023 |  | 2022
| (in millions)
FYP by Distribution |  |  |  |  |
Equitable Advisors | $ | 1,569 |  |  | $ | 1,242 |  |  | $ | 1,187 |
Third-Party | 793 |  |  | 390 |  |  | 931 |
Total | $ | 2,362 |  |  | $ | 1,632 |  |  | $ | 2,118 |

Competition
We compete with select insurance companies, asset managers, record keepers and diversified financial institutions that target similar market segments. In the K–12 public education market, competitors are primarily insurance-based providers that focus on school districts. In the small and medium-sized business market, the primary competitors are insurance-based providers and mutual fund companies. The main features that distinguish our offering to clients include our RBG distribution model, the product features we offer to clients, including guarantees, and our financial strength.
Underwriting and Pricing
We generally do not underwrite our annuity products on an individual-by-individual basis. Instead, we price our products based upon our expected investment returns and assumptions regarding mortality, longevity and persistency for our policyholders collectively, while taking into account historical experience, volatility of expected earnings on our AV, and the expected time to retirement. Our product pricing models also consider capital requirements, hedging costs and operating expenses. Investment-oriented products are priced based on various factors, which may include investment return, expenses, persistency and optionality.
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Our variable annuity products generally include penalties for early withdrawals. We periodically reevaluate the type and level of guarantees and other features we offer. We have previously changed the nature and pricing of the features we offer and will likely do so from time to time in the future as the needs of our clients, the economic environment and our risk appetite evolve.
Fees
We earn various types of fee revenue based on AV, fund assets and benefit base. Fees that we collect include mortality & expense; administrative charges and distribution charges; withdrawal charges; investment management fees; 12b-1 fees; death benefit rider charges; and living benefit rider charges.
Asset Management
Our Asset Management business provides diversified investment management and related services globally to a broad range of clients through AB’s three buy-side distribution channels: Institutions, Retail and Private Wealth Management. AB Holding is a master limited partnership publicly listed on the NYSE. We own an approximate 62% economic interest in AB. As the general partner of AB, we have the authority to manage and control its business, and accordingly, this segment reflects AB’s consolidated financial results.
Our Asset Management business had approximately $792.2 billion in AUM as of December 31, 2024, composed of 42% equities, 37% fixed income and 21% multi-asset class solutions, alternatives and other assets. By distribution channel, institutional clients represented 41% of AUM, while retail and private wealth clients represented 42% and 17% respectively, as of December 31, 2024.
AB’s high-quality, in-depth research is the foundation of its asset management and private wealth management businesses. AB believes that its global team of research professionals, whose disciplines include economic, fundamental equity, fixed income and quantitative research, gives it a competitive advantage in achieving investment success for its clients. AB also has experts focused on multi-asset strategies, wealth management, ESG, and alternative investments.
We are AB’s largest client. We represented 17% of AB’s total AUM as of December 31, 2024 and 4% of AB’s net revenues for the year ended December 31, 2024.
Generally, AB is compensated for its investment services on the basis of investment advisory and services fees calculated as a percentage of AUM.
Products and Services
Investment Services
AB believes that by using differentiated research insights and a disciplined process to build high-active-share portfolios, AB can achieve strong investment results for its clients over time. AB is fully invested in delivering better outcomes for their clients. Key to this philosophy is developing and integrating both high quality fundamental and quantitative research, as well as regular company engagement where appropriate. AB’s global research network, intellectual curiosity and collaborative culture allow AB to advance clients’ investment objectives, whether AB’s clients are seeking idiosyncratic alpha, total return, downside mitigation, or sustainability and impact-focused outcomes.
AB’s investment services include expertise in:
•Actively-managed equity strategies across global and regional universes, as well as capitalization ranges, concentration ranges and investment strategies, including value, growth and core equities;
•Actively-managed traditional and unconstrained fixed income strategies, including taxable and tax-exempt strategies;
•Actively-managed alternative investments, including fundamental and systematically-driven hedge funds, fund of hedge funds and direct assets (e.g., direct lending, private credit, real estate debt and private equity);
•Portfolios with Purpose, including Sustainable, Impact and Responsible+ (climate-conscious and ESG leaders) equity, fixed income and multi-asset strategies that address AB’s clients desire to invest their capital with a dedicated ESG focus, while pursuing strong investment returns;
•Multi-asset services and solutions, including dynamic asset allocation, customized target-date funds and target-risk funds; and
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•Passive management, including index, ESG index and enhanced index strategies.
Markets
AB operates in major markets around the world, including the United States, EMEA (Europe, the Middle East and Africa) and Asia. AB’s AUM by investment service and client domicile are as follows:
Distribution Channels
AB distributes its products and solutions through three buy-side distribution channels: Institutions, Retail and Private Wealth Management.
Institutions
AB offers to its institutional clients, which include private and public pension plans, foundations and endowments, insurance companies, central banks and governments worldwide, and Holdings and its subsidiaries, separately managed accounts, sub-advisory relationships, structured products, collective investment trusts, mutual funds, hedge funds and other investment vehicles (“Institutional Services”).
AB manages the assets of its institutional clients pursuant to written investment management agreements or other arrangements, which generally are terminable at any time or upon relatively short notice by either party. In general, AB’s written investment management agreements may not be assigned without the client’s consent.
Retail
AB provides asset management and related services to a wide variety of individual retail investors globally through retail mutual funds AB sponsors, mutual fund sub-advisory relationships, separately-managed account programs and other investment vehicles (“Retail Products and Services”).
AB distributes its Retail Products and Services through financial intermediaries, including broker-dealers, insurance sales representatives, banks, registered investment advisers and financial planners. These products and services include open-end and closed-end funds that are either (i) registered as investment companies under the Investment Company Act or (ii) not registered under the Investment Company Act and generally not offered to U.S. persons. They also include separately-managed account programs, which are sponsored by financial intermediaries and generally charge an all-inclusive fee covering investment management, trade execution, asset allocation, and custodial and administrative services. In addition, AB provides distribution, shareholder servicing, transfer agency services and administrative services for its Retail Products and Services.
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Private Wealth Management
AB partners with its clients, embracing innovation and research to address increasingly complex challenges. AB’s clients include high net worth individuals and families who have created generational wealth as successful business owners, athletes, entertainers, corporate executives and private practice owners. AB also provides investment and wealth advice to foundations and endowments, family offices and other entities. AB’s flexible investment platform offers a range of solutions, including separately-managed accounts, hedge funds, mutual funds and other investment vehicles, tailored to meet each distinct client’s needs. AB’s investment platform is complimented with a wealth platform that includes complex tax and estate planning, pre-IPO and pre-transaction planning, multi-generational family engagement, and philanthropic advice in addition to tailored approaches to meeting the unique needs of emerging wealth and multi-cultural demographics.
AB manages these accounts pursuant to written investment advisory agreements, which generally are terminable at any time or upon relatively short notice by any authorized party, and may not be assigned without the client’s consent.
Bernstein Research Services
Effective April 1, 2024, AB and Societe Generale (“SocGen”) completed their previously announced transaction to form a global joint venture with two joint venture holding companies, one outside of North America and one within North America (“NA JV,” and together the “JVs”). AB owns a majority interest in the NA JV while SocGen owns a majority interest in the joint venture outside of North America. AB has deconsolidated the Bernstein Research Services business and retained the Bernstein Private Wealth Management business within its existing U.S. broker dealer, Sanford C. Bernstein & Co., LLC. For further discussion, see Note 25 of the Notes to the Consolidated Financial Statements.
Custody
AB’s U.S.-based broker-dealer subsidiary acts as custodian for substantially all of AB’s Private Wealth Management AUM and some of its Institutional AUM. Other custodian arrangements, directed by clients, include banks, trust companies, brokerage firms and other financial institutions.
For additional information about AB’s investment advisory fees, including performance-based fees, see “Risk Factors—Risks Relating to Our Asset Management” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Results of Operations by Segment—Asset Management.”
Competition
AB competes in all aspects of its business with numerous investment management firms, mutual fund sponsors, brokerage and investment banking firms, insurance companies, banks, savings and loan associations and other financial institutions that often provide investment products with similar features and objectives as those AB offers. AB’s competitors offer a wide range of financial services to the same customers that AB seeks to serve.
To grow its business, AB believes it must be able to compete effectively for AUM. Key competitive factors include: (i) AB’s investment performance for clients; (ii) AB’s commitment to place the interests of its clients first; (iii) the quality of AB’s research; (iv) AB’s ability to attract, motivate and retain highly skilled, and often highly specialized, personnel; (v) the array of investment products AB offers; (vi) the fees AB charges; (vii) Morningstar/Lipper rankings for the AB Funds; (viii) AB’s ability to sell its actively-managed investment services despite the fact that many investors favor passive services; (ix) AB’s operational effectiveness; (x) AB’s ability to further develop and market its brand; and (xi) AB’s global presence.
AUM
AUM by distribution channel were as follows:

| December 31,
| 2024 |  | 2023 |  | 2022
| (in billions)
Institutions | $ | 321.4 |  |  | $ | 317.1 |  |  | $ | 297.3 |
Retail | 334.3 |  |  | 286.8 |  |  | 242.9 |
Private Wealth Management | 136.5 |  |  | 121.3 |  |  | 106.2 |
Total | $ | 792.2 |  |  | $ | 725.2 |  |  | $ | 646.4 |

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AUM by investment service were as follows:

| December 31,
| 2024 |  | 2023 |  | 2022
| (in billions)
Equity |  |  |  |  |
Actively Managed | $ | 263.4 |  |  | $ | 247.5 |  |  | $ | 217.9 |
Passively Managed (1) | 68.3 |  |  | 62.1 |  |  | 53.8 |
Total Equity | 331.7 |  |  | 309.6 |  |  | 271.7 |
Fixed Income |  |  |  |  |
Actively Managed |  |  |  |  |
Taxable (3) | 209.3 |  |  | 208.6 |  |  | 190.3 |
Tax-exempt | 76.2 |  |  | 61.1 |  |  | 52.5 |
Total Actively Managed | 285.5 |  |  | 269.7 |  |  | 242.8 |
Passively Managed (1) | 10.3 |  |  | 11.4 |  |  | 9.4 |
Total Fixed Income | 295.8 |  |  | 281.1 |  |  | 252.2 |
Alternatives/Multi-Asset Solutions (2) (3) |  |  |  |  |
Actively Managed | 153.6 |  |  | 125.9 |  |  | 115.8 |
Passively Managed (1) | 11.1 |  |  | 8.6 |  |  | 6.7 |
Total Other | 164.7 |  |  | 134.5 |  |  | 122.5 |
Total | $ | 792.2 |  |  | $ | 725.2 |  |  | $ | 646.4 |

_____________
(1)Includes index and enhanced index services.
(2)Includes certain multi-asset solutions and services not included in equity or fixed income services.
(3)Approximately $12.1 billion of private placements was transferred from Taxable Fixed Income into Alternatives/Multi-Asset during the three months ended September 30, 2024 to better align with standard industry practice for asset class reporting purposes.
Net long-term inflows (outflows) for actively managed investment services as compared to passively managed investment services are as follows:

| Year Ended December 31,
| 2024 |  | 2023 |  | 2022
| (in billions)
Actively Managed |  |  |  |  |
Equity | $ | (24.1) |  |  | $ | (15.5) |  |  | $ | (2.7) |
Fixed Income | 24.6 |  |  | 12.3 |  | (17.3) |
Alternatives/Multi-Asset Solutions | 3.8 |  |  | (2.0) |  | 20.9 |
| 4.3 |  |  | (5.2) |  |  | 0.9 |
Passively Managed |  |  |  |  |
Equity | (6.6) |  |  | (4.0) |  |  | (5.3) |
Fixed Income | (1.0) |  |  | 1.5 |  | (1.3) |
Alternatives/Multi-Asset Solutions | 1.1 |  |  | 0.7 |  | 2.1 |
| (6.5) |  |  | (1.8) |  |  | (4.5) |
Total net long-term inflows (outflows) | $ | (2.2) |  |  | $ | (7.0) |  |  | $ | (3.6) |

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Average AUM by distribution channel and investment service were as follows:

| Year Ended December 31,
| 2024 |  | 2023 |  | 2022
| (in billions)
Distribution Channel: |  |  |  |  |
Institutions | $ | 322.9 |  |  | $ | 304.6 |  |  | $ | 308.4 |
Retail | 315.3 |  |  | 262.0 |  |  | 267.8 |
Private Wealth Management | 130.3 |  |  | 113.7 |  |  | 110.3 |
Total | $ | 768.5 |  |  | $ | 680.3 |  |  | $ | 686.5 |
Investment Service: |  |  |  |  |
Equity Actively Managed | $ | 261.3 |  |  | $ | 231.5 |  |  | $ | 239.7 |
Equity Passively Managed (1) | 66.0 |  |  | 57.7 |  |  | 60.4 |
Fixed Income Actively Managed – Taxable (3) | 211.4 |  |  | 198.3 |  |  | 210.0 |
Fixed Income Actively Managed – Tax-exempt | 67.5 |  |  | 56.0 |  |  | 54.1 |
Fixed Income Passively Managed (1) | 11.0 |  |  | 9.7 |  |  | 11.5 |
Alternatives/Multi-Asset Solutions (2) (3) | 151.3 |  |  | 127.1 |  |  | 110.8 |
Total | $ | 768.5 |  |  | $ | 680.3 |  |  | $ | 686.5 |

______________
(1)Includes index and enhanced index services.
(2)Includes certain multi-asset solutions and services not included in equity or fixed income services.
(3)Approximately $12.1 billion of private placements was transferred from Taxable Fixed Income into Alternatives/Multi-Asset during the three months ended September 30, 2024 to better align with standard industry practice for asset class reporting purposes.
Fees
Generally, AB is compensated for its investment services on the basis of investment advisory and services fees calculated as a percentage of AUM. Bernstein Research Services revenue consists principally of commissions received for providing equity research and brokerage-related services to institutional investors. The components of net revenues are as follows and are prior to intercompany eliminations:

| Year Ended December 31,
| 2024 |  | 2023 |  | 2022
| (in millions)
Investment advisory and services fees: |  |  |  |  |
Institutions: |  |  |  |  |
Base fees | $ | 619 |  |  | $ | 612 |  |  | $ | 582 |
Performance-based fees | 81 |  |  | 54 |  |  | 77 |
| 700 |  |  | 666 |  |  | 659 |
Retail: |  |  |  |  | .
Base fees | 1,504 |  |  | 1,276 |  |  | 1,321 |
Performance-based fees | 18 |  |  | — |  |  | 2
| 1,522 |  |  | 1,276 |  |  | 1,323 |
Private Wealth: |  |  |  |  |
Base fees | 1,047 |  |  | 942 |  |  | 922 |
Performance-based fees | 172 |  |  | 91 |  |  | 66 |
| 1,219 |  |  | 1,033 |  |  | 988 |
Total: |  |  |  |  |
Base fees | 3,170 |  |  | 2,830 |  |  | 2,825 |
Performance-based fees | 271 |  |  | 145 |  |  | 145 |
| 3,441 |  |  | 2,975 |  |  | 2,970 |

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| Year Ended December 31,
| 2024 |  | 2023 |  | 2022
| (in millions)
Bernstein Research Services | 96 |  |  | 386 |  |  | 416 |
Distribution revenues | 727 |  |  | 586 |  |  | 607 |
Dividend and interest income | 165 |  |  | 199 |  |  | 123 |
Investment (losses) gains | (13) |  |  | 14 |  |  | (102) |
Other revenues | 143 |  |  | 101 |  |  | 106 |
Total revenues | 4,559 |  |  | 4,261 |  |  | 4,120 |
Less: Interest expense | 85 |  |  | 108 |  |  | 66 |
Net revenues | $ | 4,474 |  |  | $ | 4,153 |  |  | $ | 4,054 |

Protection Solutions
Our Protection Solutions segment includes our life insurance and employee benefits businesses.
Life Insurance. We offer a targeted range of life insurance products aimed at serving the financial needs of our clients. We serve all Equitable client segments, but we specialize in small to medium enterprises and high-income and/or high-net worth clients. Beginning in 2025, our products will be primarily distributed through Equitable Advisors. Equitable Advisors represented approximately 66% of our total life insurance sales for the year ended December 31, 2024.
Employee Benefits. In the employee benefits market, we target our products towards small and medium-sized businesses. Our core products consist of Group Life Insurance (including Accidental Death & Dismemberment), Supplemental Life, Dental, Vision, Short-Term Disability and Long-Term Disability. In addition, we offer a full suite of Supplemental Health products including Accident, Critical Illness and Hospital Indemnity. Our employee benefits’ solutions are distributed through Equitable Advisors and select third-party firms, including the traditional broker channel, strategic partnerships (medical partners, professional employer organizations (“PEOs”), and associations), General Agencies, TPAs and Retail Equitable Advisors.
Life Insurance
Products
Our life insurance products are primarily designed to help individuals and small and medium-sized businesses with protection, wealth accumulation and transfer of wealth at death, as well as corporate planning solutions including non-qualified deferred compensation, succession planning and key person insurance. We target select segments of the life insurance market, including VUL and COLI. We currently focus on the asset accumulation and protection segments of the market. We plan to grow our operating earnings over time through earnings generated from sales of our repositioned product portfolio and by proactively managing and optimizing our in-force book.
Our primary life insurance offerings include:
VUL. VUL uses a series of investment options to generate the investment return allocated to the cash value. The sub-accounts are similar to retail mutual funds: a policyholder can invest policy values in one or more underlying investment options offering varying levels of risk and growth potential. These provide long-term growth opportunities, tax-deferred earnings and the ability to make tax-free transfers among the various sub-accounts. In addition, the policyholder can invest premiums in a guaranteed interest option, as well as an investment option we call the MSO, which provides downside protection from losses in the index up to a specified percentage.
COLI. COLI is a VUL insurance product tailored specifically to support professionals, executives, and small business owners. COLI products generally provide a death benefit to the company upon the insured employee’s death, offer potential tax advantages (as mentioned above in VUL) and can be used for executive benefits, business succession planning, and key employee retention.
Other Products and Benefits. In addition to VUL and COLI, we also offer other products including IUL and term life products. We offer a portfolio of riders to enable clients to customize their policies. Our Long-Term Care Services Rider provides an acceleration of the policy death benefit in the event of a chronic illness. The MSO II rider, referred to above and offered via a policy rider on our variable life products, enables policyholders to manage volatility.
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We work with employees of EIMG to identify and include appropriate underlying investment options in our variable life products, as well as to control the costs of these options.
The following table presents individual life insurance annualized premiums for the periods indicated:

| Year Ended December 31,
| 2024 |  | 2023 |  | 2022
| (in millions)
Annualized Premium |  |  |  |  |
Variable Universal Life (1) | $ | 223 |  |  | $ | 210 |  |  | $ | 184 |
Indexed Universal Life | 8 |  |  | 10 |  |  | 13 |
Term | 10 |  |  | 12 |  |  | 13 |
Total | $ | 241 |  |  | $ | 232 |  |  | $ | 210 |

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(1)VUL includes variable life insurance and COLI.
The following table presents individual life insurance FYP and renewals by product and total Gross Premiums for the periods indicated:

| Year Ended December 31,
| 2024 |  | 2023 |  | 2022
| (in millions)
FYP by Product Line |  |  |  |  |
Variable Universal Life (1) | $ | 369 |  |  | $ | 339 |  |  | $ | 309 |
Indexed Universal Life | 10 |  |  | 11 |  |  | 19 |
Term | 10 |  |  | 12 |  |  | 13 |
Other (2) | — |  |  | 1 |  |  | 1 |
Total | 389 |  |  | 363 |  |  | 342 |
Renewals by Product Line |  |  |  |  |
Variable Universal Life (1) | 1,038 |  |  | 1,002 |  |  | 989 |
Universal Life | 674 |  |  | 729 |  |  | 764 |
Term | 352 |  |  | 363 |  |  | 373 |
Indexed Universal Life | 276 |  |  | 288 |  |  | 304 |
Other (2) | 15 |  |  | 15 |  |  | 17 |
Total | 2,355 |  |  | 2,397 |  |  | 2,447 |
Total Gross Premiums | $ | 2,744 |  |  | $ | 2,760 |  |  | $ | 2,789 |

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(1)VUL includes variable life insurance and COLI.
(2)For the individual life insurance in-force, other includes current assumption universal life insurance, whole life insurance and other products available for sale but not actively marketed.
Our in-force book spans three insurance companies, Equitable Financial, Equitable America and Equitable L&A. Equitable L&A is closed for new business. Certain term products and permanent products riders from Equitable America and Equitable Financial have been reinsured to our captive reinsurer EQ AZ Life Re. Our in-force portfolio is made up of core product offerings as described above, as well as past generation product offerings that include current assumption universal life insurance, whole life insurance and other products.
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The following table presents our in-force face amount and Protection Solutions Reserves as of the dates indicated, respectively, for the individual life insurance products we offer:

| December 31,
| 2024 |  | 2023 |  | 2022
| (in billions)
In-force face amount by product: (1) |  |  |  |  |
Universal Life (2) | $ | 38.5 |  |  | $ | 40.9 |  |  | $ | 43.1 |
Indexed Universal Life | 26.2 |  |  | 26.9 |  |  | 27.5 |
Variable Universal Life (3) | 141.6 |  |  | 136.9 |  |  | 133.4 |
Term | 201.8 |  |  | 206.5 |  |  | 211.9 |
Whole Life | 1.1 |  |  | 1.1 |  |  | 1.1 |
Total in-force face amount | $ | 409.2 |  |  | $ | 412.3 |  |  | $ | 417.0 |

| December 31,
| 2024 |  | 2023 |  | 2022
| (in millions)
Protection Solutions Reserves (4) |  |  |  |  |
General Account | $ | 18,208 |  |  | $ | 18,184 |  |  | $ | 18,208 |
Separate Accounts | 18,753 |  |  | 16,337 |  |  | 13,634 |
Total Protection Solutions Reserves | $ | 36,961 |  |  | $ | 34,521 |  |  | $ | 31,842 |

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(1)Does not include life insurance sold as part of our employee benefits business.
(2)UL includes GUL insurance products.
(3)VUL includes variable life insurance and COLI.
(4)Does not include Protection Solutions Reserves for our employee benefits business.
As part of our in-force management function, we monitor the performance of our life insurance portfolio against our expectations at the time of pricing of the products. It is our objective to align the performance of our portfolio to pricing expectations and take in-force actions where appropriate, in accordance with our contracts, applicable law and our governance processes.
Markets
While we serve all Equitable client segments, we specialize in small to medium enterprises and high-income/high-net worth clients and their advisers. We also complement our product suite with term products for clients with simpler needs. We focus on creating value for our customers through the differentiated features and benefits we offer on our products.
Distribution
Beginning in 2025, our life insurance products will be primarily distributed through Equitable Advisors. We also use third-party firms to distribute our COLI product.
The following table presents individual life insurance annualized premium by distribution channel for the periods indicated:

| Year Ended December 31,
| 2024 |  | 2023 |  | 2022
| (in millions)
Annualized Premium by Distribution |  |  |  |  |
Equitable Advisors | $ | 160 |  |  | $ | 166 |  |  | $ | 152 |
Third-Party Firms | 81 |  |  | 66 |  |  | 58 |
Total | $ | 241 |  |  | $ | 232 |  |  | $ | 210 |

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Competition
The life insurance industry consists of many companies with no single company dominating the market for all products. We selectively compete with large, well-established life insurance companies in a mature market, where product features, price and service are key drivers. We primarily compete with others based on these drivers as well as distribution channel relationships, brand recognition, financial strength ratings of our insurance subsidiaries and financial stability. We are selective in our markets of interest and will continue to focus deeply in those areas that align to our offering.
Underwriting and Pricing
Our underwriters consider both the application and information obtained from external sources. This information includes, but is not limited to, the insured’s age and sex, results from medical exams and financial information. We continuously monitor our underwriting decisions through internal audits and other quality control processes, to ensure accurate and consistent application of our underwriting guidelines. We continue to research and develop guideline changes to increase the efficiency of our underwriting process (e.g., through the use of predictive models), both from an internal cost perspective and our customer experience perspective.
Life insurance products are priced based upon assumptions including, but not limited to, expected future premium payments, surrender rates, mortality and morbidity rates, investment returns, hedging costs, equity returns, expenses and inflation and capital requirements.
Employee Benefits
Our employee benefits business is dedicated to serving small and medium-sized businesses, which are a priority segment for us. We offer these businesses a unique technology platform and a competitive suite of group insurance products. By leveraging our innovative platform, we have established strategic partnerships with major insurance and health carriers, becoming their primary benefits provider.
Products
Our product offering includes: a suite of Group Life Insurance (including Accidental Death & Dismemberment), Supplemental Life, Dental, Vision, Short-Term Disability, Long-Term Disability, Critical Illness, Accident and Hospital Indemnity insurance products.
The following table presents employee benefits Gross Premiums and annualized premium for the periods indicated:

| Year Ended December 31,
| 2024 |  | 2023 |  | 2022
| (in millions)
Employee Benefits Gross Premiums |  |  |  |  |
Group life insurance sales | $ | 148 |  |  | $ | 127 |  |  | $ | 104 |
Short-term disability | 95 |  |  | 84 |  |  | 62 |
Long-term disability | 82 |  |  | 72 |  |  | 61 |
Dental | 83 |  |  | 69 |  |  | 55 |
Vision | 16 |  |  | 12 |  |  | 9 |
Other (1) | 15 |  |  | 8 |  |  | 4 |
Total | $ | 439 |  |  | $ | 372 |  |  | $ | 295 |
Annualized premium | $ | 120 |  |  | $ | 104 |  |  | $ | 82 |

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(1) Other includes Critical Illness and Accident insurance products.
Markets
Our employee benefit product suite is designed for small and medium-sized businesses that seek simple, technology-driven employee benefits management. We built the employee benefits business based on feedback from brokers and employers, ensuring its relevance to the market we serve. We are committed to continuously evolving our product suite and technology platform to meet market needs.
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Distribution
Our Employee Benefits’ solutions are distributed through the traditional broker channel, strategic partnerships (medical partners, PEOs, and associations), General Agencies, TPAs and Equitable Advisors.
Competition
The employee benefits space is highly competitive with numerous carriers offering similar products. When deciding what insurance carriers to use, employers place importance on price and value of the product, ease of administration, carrier reputation and financial strength, claims management and customer support and tools. In addition, because brokers are often the intermediary in the sale of employee benefits, factors including product offerings and features, administrative services and support, the relationship with the carrier’s sales representative and staff, and compensation all drive brokers’ decision-making around which carriers to market.
Underwriting and Pricing
Our underwriting guidelines consider the following factors, among others: case size, industry, plan design and employer-specific factors. The application of our underwriting guidelines is continuously monitored through internal underwriting controls and audits to achieve high standards of underwriting and consistency.
Employee benefits pricing reflects the claims experience and the risk characteristics of each group. We consider demographic information and, for larger groups, the experience of the group. The claims experience is reviewed at the time of policy issuance and during the renewal timeframes, resulting in periodic pricing adjustments at the group level.
Wealth Management
We are an emerging leader in the wealth management space with a differentiated advice value proposition, that offers discretionary and non-discretionary investment advisory accounts, financial planning and advice, life insurance, and annuity products. In 2023, we began reporting this business separately from our other segments and Corporate and Other.
Equitable Advisors
Equitable Advisors is central to how we serve our clients. Our approximately 4,600 financial advisors offer distinctive, financial planning advice with access to a sophisticated suite of products and services designed to address even the most complex financial needs. We support our advisors through a national branch footprint with over 80 locations, an integrated digital platform, a robust training program, strong marketing capabilities, and cutting-edge client management tools. We continuously invest in the development and refinement of capabilities designed to maximize advisor productivity and client satisfaction. Our differentiated financial advisor support system creates a compelling value proposition and an important driver of recruitment and retention of our financial advisors.
The following three pillars of Equitable Advisors’s value proposition are unique as they are designed around deep client relationships, integrated technology and “supported independence,” the sum of which we believe is not replicated in the industry.
• Client Promise: The Equitable Advisors wealth management experience is centered around our promise to our clients to create a relationship of trust (understanding and respecting each client situation), to help each client achieve their financial goals (comprehensive financial advice), and everything in between.
• Supporting our Clients and our Advisory Practice: The personalized client relationships that evolve from the Equitable Advisor client promise is underpinned by integrated digital capabilities that help our advisors differentiate their practices while creating an industry-leading experience that delights advisors and their clients.
• Enabling an Advisor Independence: Finally, our advisor Platform is designed around “supported independence” where we recognize the ambition of our advisors who would like the freedom and flexibility to build their own practice with the benefits of an established brand that reflects long-term stability and financial integrity.
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Product & Services
Comprehensive advice considers every aspect of a client’s financial future. We offer a broad range of financial solutions that are designed to serve a client through their financial journey in life from asset accumulation to retirement, income, and protection. While market volatility has a significant impact on asset appreciation, our advisors have a proven track record of supporting strong growth in advisory net flows resulting in continued asset accumulation and growth. Additional revenues are produced through the distribution of industry leading proprietary and non-proprietary insurance and annuity products to our retail client base. We offer the following products and services through our Wealth Management segment:
• Brokerage products and services for retail clients. As of December 31, 2024, the Equitable Advisors broker-dealer business included $100.6 billion in AUA.
• Discretionary and non-discretionary investment advisory accounts. We receive fees based on the assets held in that account, as well as related fees or costs associated with the underlying securities held in that account.
• Life insurance and annuities products from our proprietary and non-proprietary suite. We receive a portion of the revenue generated from the sale of unaffiliated products and certain administrative fees.
• Financial planning and advice services. We provide personalized financial planning and financial solutions for which we may charge fees and may receive sales commissions for selling products that aid in the client’s plan.
Fees
We earn fee revenue from advisory product-based assets where we charge a fee for financial planning, advice, and active management aligned with advisory assets. A significant portion of this segment’s revenues is driven by client assets, particularly in advisory products.
Growth Drivers
Increasing Productivity of Existing Advisor Base
We believe that Equitable Advisors serves as the client’s primary financial relationship by offering a differentiated planning model – Holistic Life Planning – that speaks to their purpose, lifestyle, and financial choices. Over time, we believe that Equitable Advisors will continue to drive increased productivity as they manage more of their clients’ investable assets, add new clients, and expand their existing practices with additional advisors. To further catalyze advisor productivity, we provide advisors and clients state-of-the-art technology and digital capabilities, in addition to offering a proprietary Life Planning training curriculum to all advisors.
Advisor Retention and Recruiting
An important driver of our success is the continuous recruitment and retention of financial advisors. Our ability to attract and retain high quality advisors is based on our values-based culture, cutting edge capabilities and the unique ways in which we provide services to our financial advisors through premier technology and support. We will continue to invest in robust wealth management capabilities, resources and services leading to increased retention, win rates and an expanded pipeline of new and experienced advisors.
Competition
The Wealth Management segment competes with a variety of financial firms to attract new and experienced advisors. These financial firms operate in various channels and markets: wire-house firms, independent broker-dealers, registered investment advisors, insurance companies and other financial institutions Competitive factors influencing our ability to attract and retain financial advisors include compensation structures, brand recognition and reputation, product offerings, and technology support.
Further, our financial advisors compete for clients with a range of other advisors, broker-dealers, and direct channels. This includes wire houses, regional broker-dealers, independent broker-dealers, insurers, banks, asset managers, registered investment advisers and direct distributors. Competitive factors influencing our ability to attract and retain clients include quality of advice provided, price, reputation, advertising and brand recognition, product offerings, technology offerings and service quality.
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Legacy
This segment primarily consists of the capital intensive fixed-rate GMxB business written in the Individual Retirement market prior to 2011. We historically offered a variety of variable annuity benefit features, including GMxB features (ie. GMDBs and GLBs) to our policyholders.The remainder of these products either feature only ROP death benefits or do not contain GMxB features. As this business was priced and designed under conditions prior to the 2008 global financial crisis and is materially different from our current product offering, we have chosen to manage this block and report its results separately from our core Individual Retirement Business. Since discontinuing the products offered in this segment, we have undertaken several risk management transactions to minimize the risk this block of business poses to the Company.
The fees we receive from this block of business mirror the fees we receive from our Individual Retirement business. For more information, see —Segment Information—Individual Retirement—Fees.
Corporate and Other
Corporate and Other includes certain of our financing and investment expenses. It also includes: the Closed Block, run-off group pension business, run-off health business, benefit plans for our employees and certain unallocated items, including capital and related investments, interest expense and corporate expense. AB’s results of operations are reflected in the Asset Management segment. Accordingly, Corporate and Other does not include any items applicable to AB.
Closed Block
In connection with the demutualization of Equitable Financial in 1992, the Closed Block was established for the benefit of certain classes of individual participating policies for which Equitable Financial had a dividend scale payable in 1991 and which were in force on that date. Assets were allocated to the Closed Block in an amount which, together with anticipated revenues from policies included in the Closed Block, was reasonably expected to be sufficient to support such business, including provisions for the payment of claims, certain expenses and taxes, and for the continuation of dividend scales payable in 1991, assuming the experience underlying such scales continues.
Assets allocated to the Closed Block inure solely to the benefit of the holders of policies included in the Closed Block and will not revert to the benefit of the Company. The plan of demutualization prohibits the reallocation, transfer, borrowing or lending of assets between the Closed Block and other portions of the General Account, any of our Separate Accounts or to any affiliate of ours without the approval of the NYDFS. Closed Block assets and liabilities are carried on the same basis as similar assets and liabilities held in the General Account. The excess of Closed Block liabilities over Closed Block assets represents the expected future post-tax contribution from the Closed Block which would be recognized in income over the period the policies and contracts in the Closed Block remain in force.
For additional information on the Closed Block, see Note 6 of the Notes to the Consolidated Financial Statements.
Risk Management
We approach risk management of our products: (i) prospectively, by assessing, and from time to time, modifying our current product offerings to manage our risk and (ii) retrospectively, by implementing actions to reduce our exposure and manage the risks associated with in-force contracts. We use a combination of hedging and reinsurance programs to appropriately manage our risk and for capital management purposes.
The following tables summarize our current uses of hedging and third-party reinsurance in each of the applicable reporting segments.
Hedging

Segment | Hedging Details | Purpose
Individual Retirement | Dynamic and static hedging using derivatives contracts, including futures and total return swaps (both equity and fixed income), options and variance swaps, as well as, to a lesser extent, bond investments and repurchase agreements | Dynamic hedging (supplemented by static hedges): to offset economic liability from equity market and interest rate changes Static hedging: to maintain a target asset level for all variable annuities

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Segment | Hedging Details | Purpose
Group Retirement | Derivatives contracts whose payouts, in combination with fixed income investments, emulate those of certain securities indices, commodities indices, or ETFs, subject to caps and buffers | Support the returns associated with the SIO
| Dynamic and static hedging using derivatives contracts, including futures and total return swaps (both equity and fixed income), options and variance swaps, as well as, to a lesser extent, bond investments and repurchase agreements | Dynamic hedging (supplemented by static hedges): to offset economic liability from equity market and interest rate changes Static hedging: to maintain a target asset level for all variable annuities
Protection Solutions | Derivatives contracts whose payouts, in combination with returns from the underlying fixed income investments, seek to replicate those of the index price, subject to prescribed caps and buffers | Hedge the exposure contained in our IUL products and the MSO II rider we offer on our VUL products
Legacy | Dynamic and static hedging using derivatives contracts, including futures and total return swaps (both equity and fixed income), options and variance swaps, as well as, to a lesser extent, bond investments and repurchase agreements | Dynamic hedging (supplemented by static hedges): to offset economic liability from equity market and interest rate changes Static hedging: to maintain a target asset level for all variable annuities

Reinsurance
We use reinsurance to mitigate a portion of the risks that we face in certain of our variable annuity products with regard to a portion of the historical GMxB features issued in connection with our Individual Retirement, Group Retirement, and Legacy segments. Under our reinsurance arrangements, other insurers assume a portion of the obligation to pay claims and related expenses to which we are subject. However, we remain liable as the direct insurer on all risks we reinsure and, therefore, are subject to the risk that our reinsurer is unable or unwilling to pay or reimburse claims at the time demand is made.

Segment | Type of Reinsurance | Purpose
Individual Retirement | Ceded | Affiliate Reinsurance: Equitable Financial reinsured all of its variable annuity contracts issued outside the State of New York prior to October 1, 2022 to its affiliate, Equitable America, effective April 1, 2023, on a combination of coinsurance funds withheld and modified coinsurance basis. Non-Affiliate Reinsurance: In 2018, Equitable Financial ceded to a non-affiliated reinsurer on a coinsurance basis 90% of our fixed deferred annuity business sold prior to 2015.
Group Retirement | Ceded | Affiliate Reinsurance: Equitable Financial reinsured all of its net retained liabilities relating to EQUI-VEST variable annuity contracts issued outside the State of New York prior to February 1, 2023 to its affiliate, Equitable America, effective April 1, 2023, on a combined coinsurance funds withheld and modified coinsurance basis. Non-Affiliate Reinsurance: Equitable Financial ceded to a non-affiliated reinsurer, on a combined coinsurance and modified coinsurance basis, a 50% quota share of approximately 360,000 legacy Group EQUI-VEST deferred variable annuity contracts issued by Equitable Financial between 1980 and 2008.

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Segment | Type of Reinsurance | Purpose
Protection Solutions | Life Insurance | Affiliate Reinsurance: Equitable Financial reinsured all of its net retained General Account liabilities, including all of its net retained liabilities relating to certain universal life insurance policies issued outside of New York prior to October 1, 2022 to its affiliate, Equitable America, effective April 1, 2023, on a coinsurance funds withheld basis. Non-Affiliate Reinsurance: We have set up reinsurance pools with highly rated unaffiliated reinsurers that obligate the pool participants to pay death claim amounts in excess of our retention limits for an agreed-upon premium. Captive: EQ AZ Life Re Company reinsures a 90% quota share of level premium term insurance issued by Equitable Financial on or after March 1, 2003 through December 31, 2008 and 90% of the risk of the lapse protection riders under UL insurance policies issued by Equitable Financial on or after June 1, 2003 through June 30, 2007 and those issued by Equitable America on or after June 1, 2003 through June 30, 2007 on a 90% quota share basis as well as 90% quota share of Extended No Lapse Guarantee Riders issued by Equitable America from September 8, 2006 through December 31, 2008. (1)
Employee Benefits: Varied | We reinsure our group life, disability, critical illness, and accident products. These treaties include both quota share reinsurance and excess of loss. Specifics of each treaty vary by product and support our risk management objectives.
Legacy | Reinsurance / Ceded | Affiliate Reinsurance: Equitable Financial reinsured all of its net retained liabilities relating to Accumulator variable annuity contracts issued outside the State of New York prior to October 1, 2022 to its affiliate, Equitable America, effective April 1, 2023, on a combined coinsurance funds withheld and modified coinsurance basis. Non-Affiliate Reinsurance: In connection with the Venerable Transaction, we ceded to CS Life certain non-New York policies containing fixed rate GMIB and GMDB guarantees sold by Equitable Financial between 2006-2008.

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(1)For additional information regarding our use of captives, see “—Regulation—Insurance Regulation—Captive Reinsurance Regulation and Variable Annuity Capital Standards”, “Risk Factors—Risks Relating to Our Retirement and Protection Businesses—Risks Relating to Reinsurance and Hedging—Our reinsurance arrangement with an affiliated captive” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources—Captive Reinsurance Company.”
Equitable Investment Management
EIMG is the investment advisor to the EQ Advisors Trust, our proprietary variable funds, and previously served as investment advisor to the 1290 Funds, our retail mutual funds, and as administrator to both EQ Advisors Trust and the 1290 Funds (each, a “Trust” and collectively, the “Trusts”). Equitable Investment Management, LLC (“EIM LLC”) was formed on June 10, 2022, and became the investment advisor to the 1290 Funds and the administrator for both Trusts effective January 1, 2023. EIMG and EIM LLC are collectively referred to as “Equitable Investment Management.”
Equitable Investment Management
Equitable Investment Management supports each of our retirement and protection businesses. Accordingly, Equitable Investment Management results are embedded in the Individual Retirement, Group Retirement, Protection Solutions and Legacy segments. EIMG helps add value and marketing appeal to our retirement and protection solutions products by bringing investment management expertise and specialized strategies to the underlying investment lineup of each product. In addition, by advising on an attractive array of proprietary investment portfolios (each, a “Portfolio,” and together, the “Portfolios”), EIMG brings investment acumen, financial controls and economies of scale to the construction of underlying investment options for our products.
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EIMG provides investment management services to proprietary investment vehicles sponsored by the Company, including investment companies that are underlying investment options for our variable insurance and annuity products, and EIM LLC provides investment management services to our retail mutual funds. Each of EIMG and EIM LLC is registered as an investment adviser under the Investment Advisers Act. EIMG serves as the investment adviser to EQ Advisors Trust and to two private investment trusts established in the Cayman Islands. EQ Advisors Trust and each private investment trust is a “series” type of trust with multiple Portfolios. EIMG provides discretionary investment management services to the Portfolios, including, among other things, (1) portfolio management services for the Portfolios; (2) selecting, monitoring and overseeing investment sub-advisers; and (3) developing and executing asset allocation strategies for multi-advised Portfolios and Portfolios structured as funds-of-funds. EIMG is further charged with ensuring that the other parts of the Company that interact with the Trusts, such as product management, the distribution system and the financial organization, have a specific point of contact.
EIMG has a variety of responsibilities for the management of its investment company clients. One of EIMG’s primary responsibilities is to provide clients with portfolio management and investment advisory services, principally by reviewing whether to appoint, dismiss or replace sub-advisers to each Portfolio, and thereafter monitoring and reviewing each sub-adviser’s performance through qualitative and quantitative analysis, as well as periodic in-person, telephonic and written consultations with the sub-advisers. Currently, EIMG has entered into sub-advisory agreements with more than 40 different sub-advisers, including AB. Another primary responsibility of EIMG is to develop and monitor the investment program of each Portfolio, including Portfolio investment objectives, policies and asset allocations for the Portfolios, select investments for Portfolios (or portions thereof) for which it provides direct investment selection services, and ensure that investments and asset allocations are consistent with the guidelines that have been approved by clients.
EIM LLC is the investment advisor to our retail 1290 Funds and provides administrative services to both Trusts. EIM LLC provides or oversees the provision of all investment advisory and portfolio management to the 1290 Funds. EIM LLC has supervisory responsibility for the management and investment of 1290 Fund assets and develops investment objectives and investment policies for the funds. It is also responsible for overseeing sub-advisors and determining whether to appoint, dismiss or replace sub-advisors to each 1290 Fund. Currently, EIM LLC has entered into sub-advisory agreements with six different sub-advisors. The administrative services that EIM LLC provides to the Trusts include, among others, coordination of each Portfolio’s audit, financial statements and tax returns; expense management and budgeting; legal administrative services and compliance monitoring; portfolio accounting services, including daily net asset value accounting; risk management; oversight of proxy voting procedures and an anti-money laundering program.
General Account Investment Management
Equitable Financial Investment Management, LLC (“EFIM”) is the investment manager for Equitable Financial’s General Account portfolio. On November 20, 2023, Equitable America entered into an investment management agreement with Equitable Financial Investment Management America, LLC (“EFIMA”), by which EFIMA became the investment manager for Equitable America’s General Account portfolio.
EFIM and EFIMA provide investment management services to the Equitable Financial and Equitable America General Account portfolios, respectively. They each provide investment advisory and asset management services including, but not limited to, providing investment advice on strategic investment management activities, asset strategies through affiliated and unaffiliated asset managers, strategic oversight of the General Account portfolio, portfolio management, yield/duration optimization, asset liability management, asset allocation, liquidity and close alignment to business strategies, as well as advising on other services in accordance with the applicable investment advisory and management agreement. Subject to oversight and supervision, EFIM and EFIMA may each delegate any of their duties with respect to some or all of the assets of the General Account to a sub-adviser.
Regulation
Insurance Regulation
Our insurance subsidiaries are licensed to transact insurance business and are subject to extensive regulation and supervision by insurance regulators, in all 50 states of the United States, the District of Columbia, Puerto Rico, the U.S. Virgin Islands, and Bermuda. The primary regulator of an insurance company, however, is located in its state or country of domicile. Equitable Financial is domiciled in New York and is primarily regulated by the Superintendent of the NYDFS. Equitable America and EQ AZ Life Re are domiciled in Arizona and are primarily regulated by the Director of Insurance of the Arizona Department of Insurance and Financial Institutions. Equitable L&A is domiciled in Colorado and is primarily regulated by the Commissioner of Insurance of the Colorado Division of Insurance. Equitable Bermuda is domiciled in Bermuda and primarily regulated by the Bermuda Monetary Authority (the “BMA”). The extent of regulation by jurisdiction varies, but most
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jurisdictions have laws and regulations governing the financial aspects and business conduct of insurers. State laws in the United States grant insurance regulatory authorities broad administrative powers with respect to, among other things, licensing companies to transact business, sales practices, establishing statutory capital and reserve requirements and solvency standards, reinsurance and hedging, protecting privacy, regulating advertising, restricting the payment of dividends and other transactions between affiliates, permitted types and concentrations of investments and business conduct to be maintained by insurance companies as well as agent and insurance producer licensing, and, to the extent applicable to the particular type of insurance, approval or filing of policy forms and rates. Insurance regulators have the discretionary authority to limit or prohibit new issuances of business to policyholders within their jurisdictions when, in their judgment, such regulators determine that the issuing company is not maintaining adequate statutory surplus or capital. Additionally, New York’s insurance laws limit sales commissions and certain other marketing expenses that Equitable Financial may incur.
Supervisory agencies in each of the U.S.-based jurisdictions in which we do business may conduct regular or targeted examinations of our operations and accounts and make requests for particular information from us. For example, periodic financial examinations of the books, records, accounts and business practices of insurers domiciled in their states are generally conducted by such supervisory agencies every three to five years. From time to time, regulators raise issues during examinations or audits of us that could, if determined adversely, have a material adverse effect on us. In addition, the interpretations of regulations by regulators may change and statutes may be enacted with retroactive impact, particularly in areas such as accounting or statutory reserve requirements. In addition to oversight by state insurance regulators in recent years, the insurance industry has seen an increase in inquiries from state attorneys general and other state officials regarding compliance with certain state insurance, securities and other applicable laws. We have received and responded to such inquiries from time to time. For additional information on legal and regulatory risks, see “Risk Factors—Legal and Regulatory Risks.”
Each of our U.S.-based insurance subsidiaries is required to file detailed annual and, with the exception of EQ AZ Life Re, quarterly financial statements, prepared on a statutory accounting basis or in accordance with other accounting practices prescribed or permitted by the applicable regulator, with supervisory agencies in each of the jurisdictions in which such subsidiary does business. The NAIC has approved a series of uniform SAP that has been adopted by all state insurance regulators, in some cases with certain modifications. As a basis of accounting, SAP was developed to monitor and regulate the solvency of insurance companies. In developing SAP, insurance regulators were primarily concerned with ensuring an insurer’s ability to pay all its current and future obligations to policyholders. As a result, statutory accounting focuses on conservatively valuing the assets and liabilities of insurers, generally in accordance with standards specified by the insurer’s domiciliary state. The values for assets, liabilities and equity reflected in financial statements prepared in accordance with U.S. GAAP are usually different from those reflected in financial statements prepared under SAP. See Note 20 of the Notes to the Consolidated Financial Statements.
The BMA regulates our insurance subsidiary in Bermuda, Equitable Bermuda. The Insurance Act of 1978, as amended, (the “Bermuda Insurance Act”) and its related rules and regulations and other applicable Bermuda law, impose a variety of requirements and restrictions including the filing of annual and quarterly statutory financial returns; compliance with minimum capital and solvency enhanced capital requirements; compliance with the BMA’s Insurance Code of Conduct; restrictions on the payment of dividends and distributions; and restrictions on certain changes in control of regulated (re)insurers. The term “insurer” includes “reinsurer” in the Bermuda Insurance Act.
Equitable Bermuda, which is currently licensed to carry on long-term business, is registered as a Class E insurer which is the license class for long-term insurers with total assets of more than $500 million. Equitable Bermuda is not licensed to carry on general business.
Holding Company and Shareholder Dividend Regulation
All states regulate transactions between an insurer and its affiliates under their insurance holding company laws. The insurance holding company laws and regulations vary from jurisdiction to jurisdiction, but generally require that all transactions affecting insurers within a holding company system be fair and reasonable and, in many cases, require prior notice and approval or non-disapproval by the insurer’s domiciliary insurance regulator.
The insurance holding company laws and regulations generally also require a controlled insurance company (i.e., an insurer that is a subsidiary of an insurance holding company) to register and file with state insurance regulatory authorities certain reports, including information concerning its capital structure, ownership, financial condition, certain intercompany transactions and general business operations. In addition, states require the ultimate controlling person of a U.S. insurer to file an annual enterprise risk report with the lead state regulator of the insurance holding company system identifying risks likely to have a
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material adverse effect upon the financial condition or liquidity of the insurer or its insurance holding company system as a whole.
State insurance laws also place restrictions and limitations on the amount of dividends or other distributions payable by insurance company subsidiaries to their parent companies, as well as on transactions between an insurer and its affiliates. Under New York’s insurance laws, which are applicable to Equitable Financial, a domestic stock life insurer may pay an ordinary dividend to its stockholders without regulatory approval provided that the amount does not exceed the statutory formula (“Ordinary Dividend”). Dividends in excess of this amount require a New York domestic life insurer to file a notice of its intent to declare the dividend with the NYDFS and obtain prior approval or non-disapproval from the NYDFS with respect to such dividend (“Extraordinary Dividend”). Due to a permitted statutory accounting practice agreed to with the NYDFS, Equitable Financial needs the prior approval of the NYDFS to pay the portion, if any, of any Ordinary Dividend that exceeds the Ordinary Dividend that Equitable Financial would be permitted to pay under New York’s insurance laws absent the application of such permitted practice (such excess, the “Permitted Practice Ordinary Dividend”).
Other states’ insurance laws have limitations on dividends similar to New York’s, providing that dividends in excess of prescribed limits, based on an insurance company’s earnings and surplus for the prior year, are considered to be extraordinary dividends and require explicit approval from the insurer’s domiciliary insurance regulator. In addition, the insurance laws of some states require that any dividend to a domestic insurance company’s stockholders be paid from the insurer’s earned surplus or that prior approval or non-disapproval be obtained from its domiciliary insurance regulator for any dividend payable from other than earned surplus. As a holding company, we depend on dividends from our subsidiaries to meet our obligations. For additional information on shareholder dividends, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources.”
State insurance holding company laws and regulations also regulate changes in control. State laws provide that no person, corporation or other entity may acquire control of a domestic insurance company, or any parent company of such insurance company, without the prior approval of the insurance company’s domiciliary state insurance regulator. Generally, any person acquiring, directly or indirectly, 10% or more of the voting securities of an insurance company is presumed to have acquired “control” of the company. This statutory presumption may be rebutted by a showing that control does not exist in fact. State insurance regulators, however, may find that “control” exists in circumstances in which a person owns or controls, directly or indirectly, less than 10% of the voting securities.
The laws and regulations regarding acquisition of control transactions may discourage potential acquisition proposals and may delay or prevent a change of control involving us, including through unsolicited transactions that some of our shareholders might consider desirable.
NAIC
The mandate of the NAIC is to benefit state insurance regulatory authorities and consumers by promulgating model insurance laws and regulations for adoption by the states. The NAIC has established statutory accounting principles set forth in the Manual. However, a state may have adopted or in the future may adopt statutory accounting principles that differ from the Manual. Changes to the Manual or states’ adoption of prescribed differences to the Manual may impact the statutory capital and surplus of our U.S. insurance companies.
The NAIC’s Risk Management and Own Risk and Solvency Assessment Model Act (“ORSA”), which has been enacted by our insurance subsidiaries’ domiciliary states, requires insurers to maintain a risk management framework and conduct an internal risk and solvency assessment of their material risks in normal and stressed environments. The assessment is documented in a confidential annual ORSA summary report, a copy of which must be made available to regulators as required or upon request.
The NAIC’s Corporate Governance Annual Disclosure Model Act has also been adopted by our insurance subsidiaries’ domiciliary states. It requires insurers to annually file detailed information regarding their corporate governance policies.
Since 2017, the NAIC has been implementing a principle-based approach to reserving for life insurance and annuity contracts. Principle-based reserving is designed to better address reserving for life insurance and annuity products. It has been adopted in all states, although in New York, principle-based reserving became effective with the adoption of Regulation 213, which differs from the NAIC Standard Valuation Law, as discussed further below.
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In recent years, the NAIC’s macro-prudential initiative was intended to enhance risk identification efforts through proposed enhancements to supervisory practices related to liquidity, recovery and resolution, capital stress testing and counterparty exposure concentrations for life insurers. In connection with this initiative, the NAIC adopted amendments to the Model Holding Company Act and Regulation in 2020 which implement an annual filing requirement related to a liquidity stress-testing framework (the “Liquidity Stress Test”) for certain large U.S. life insurers and insurance groups (based on amounts of certain types of business written or material exposure to certain investment transactions, such as derivatives and securities lending). The Liquidity Stress Test is used as a regulatory tool in the jurisdictions that have adopted the holding company amendments.
The NAIC also developed a group capital calculation tool (“GCC”) using an RBC aggregation methodology for all entities within the insurance holding company system, including non-U.S. entities. The GCC provides U.S. solvency regulators with an additional analytical tool for conducting group-wide supervision. The NAIC’s amendments to the Model Holding Company Act and Regulation in 2020 also adopted the GCC Template and Instructions and implemented the annual filing requirement with an insurance group’s lead state regulator. The GCC filing requirement becomes effective when the holding company amendments have been adopted by the state where an insurance group’s lead state regulator is located.
In August 2023, New York adopted legislation codifying the Liquidity Stress Test and the GCC. The first GCC filing was required on June 30, 2024.
In August 2023, the NAIC adopted a short-term solution related to the accounting treatment of an insurer’s negative interest maintenance reserve (“IMR”) balance, which may occur when a rising interest rate environment causes an insurer’s IMR balance to become negative as a result of bond sales executed at a capital loss. If this occurs, previous statutory accounting guidance required the non-admittance of negative IMR, which can impact how accurately an insurer’s surplus and financial strength are reflected in its financial statements and result in lower reported surplus and RBC ratios. The NAIC’s interim statutory accounting guidance, which is effective until December 31, 2025, allows an insurer with an authorized control level RBC greater than 300% to admit negative IMR up to 10% of its General Account capital and surplus, subject to certain restrictions and reporting obligations. The NAIC is developing a long-term solution for the accounting treatment of negative IMR, which may nullify the application of the short-term solution if implemented prior to December 31, 2025.
Captive Reinsurance Regulation and Variable Annuity Capital Standards
We use an affiliated captive reinsurer as part of our capital management strategy. During the last few years, the NAIC and certain state regulators, including the NYDFS, have been focused on insurance companies’ use of affiliated captive reinsurers and offshore entities.
The NAIC adopted a revised preamble to the NAIC accreditation standards (the “Standard”) which applies the Standard to captive insurers that assume level premium term life insurance (“XXX”) business and universal life with secondary guarantees (“AXXX”) business. The NAIC also developed a regulatory framework, the XXX/AXXX Reinsurance Framework, for XXX/AXXX transactions. The framework requires more disclosure of an insurer’s use of captives in its statutory financial statements and narrows the types of assets permitted to back statutory reserves that are required to support the insurer’s future obligations. The XXX/AXXX Reinsurance Framework was implemented through an actuarial guideline (“AG 48”), which requires a ceding insurer’s actuary to opine on the insurer’s reserves and issue a qualified opinion if the framework is not followed. AG 48 applies prospectively, so that XXX/AXXX captives are not subject to AG 48 if reinsured policies were issued prior to January 1, 2015 and ceded so that they were part of a reinsurance arrangement as of December 31, 2014, as is the case for the XXX business and AXXX business reinsured by our Arizona captive. The Standard is satisfied if the applicable reinsurance transaction satisfies the XXX/AXXX Reinsurance Framework requirements. The NAIC also adopted the Term and Universal Life Insurance Reserving Financing Model Regulation which contains the same substantive requirements as AG 48, as amended by the NAIC, and it establishes uniform, national standards governing reserve financing arrangements pertaining to the term life and universal life insurance policies with secondary guarantees. The model regulation has been adopted by our insurance subsidiaries’ domiciliary states.
The NAIC adopted a new framework for variable annuity captive reinsurance transactions that became operational in 2020, which includes reforms that improve the statutory reserve and RBC framework for insurance companies that sell variable annuity products. Among other changes, the framework includes new prescriptions for reflecting hedge effectiveness, investment returns, interest rates, mortality and policyholder behavior in calculating statutory reserves and RBC. Overall, we believe the NAIC reform has moved variable annuity capital standards towards an economic framework which is consistent with how we manage our business. The Company adopted the NAIC reserve and capital framework for the year ended December 31, 2019.
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As previously noted, New York’s Regulation 213, which applies to Equitable Financial, differs from the NAIC’s variable annuity reserve and capital framework described above. Regulation 213 requires New York-licensed insurers to carry statutory basis reserves for variable annuity contract obligations equal to the greater of those required under (i) the NAIC standard or (ii) a revised version of the NYDFS requirement in effect prior to the adoption of the regulation’s first amendment for contracts issued prior to January 1, 2020, and for policies issued after that date a new standard that is more conservative than the NAIC standard. As a result, Regulation 213 materially increases the statutory basis reserves that New York-licensed insurers are required to carry which could adversely affect their capacity to distribute dividends. As a holding company, Holdings relies on dividends and other payments from its subsidiaries and, accordingly, any material limitation on Equitable Financial’s dividend capacity could materially affect Holdings’ ability to return capital to stockholders through dividends and stock repurchases.
In order to mitigate the impacts of Regulation 213 discussed above, the Company completed a series of management actions prior to year-end 2022. Equitable Financial was also granted a permitted practice by the NYDFS which partially mitigates Regulation 213’s impact from the Venerable transaction to make the regulation’s application to Equitable Financial more consistent with the NAIC reserve and capital framework. In addition, in May 2023, Equitable Financial completed a reinsurance transaction whereby it reinsured virtually all of its net retained General Account liabilities, including all of its net retained liabilities relating to the living benefit and death riders related to (i) its variable annuity contracts issued outside the State of New York prior to October 1, 2022 (and with respect to its Equi-Vest variable annuity contracts, issued outside the State of New York prior to February 1, 2023) and (ii) certain universal life insurance policies issued outside the State of New York prior to October 1, 2022, to its affiliate, Equitable America. In addition, all of the separate account liabilities relating to such variable annuity contracts were reinsured as part of that transaction. There can be no assurance that any of these management actions individually or collectively will fully mitigate the impact of Regulation 213. Other state insurance regulators may also propose and adopt standards that differ from the NAIC framework. See Note 20 of the Notes to the Consolidated Financial Statements for additional detail on the permitted practice granted by the NYDFS.
We cannot predict what revisions, if any, will be made to the model laws and regulations relating to the use of captives. Any regulatory action that limits our ability to achieve desired benefits from the use of or materially increases our cost of using captive reinsurance and applies retroactively, without grandfathering provisions for existing captive variable annuity reinsurance entities, could have a material adverse effect on our financial condition or results of operations. For additional information on our use of a captive reinsurance company, see “Risk Factors—Legal and Regulatory Risks.”
Surplus and Capital; Risk Based Capital
Insurers are required to maintain their capital and surplus at or above minimum levels. Regulators have discretionary authority, in connection with the continued licensing of insurance companies, to limit or prohibit an insurer’s sales to policyholders if, in their judgment, the regulators determine that such insurer has not maintained the minimum surplus or capital or that the further transaction of business would be hazardous to policyholders. We report our RBC based on a formula calculated by applying factors to various asset, premium and statutory reserve items, as well as taking into account the risk characteristics of the insurer. The major categories of risk involved are asset risk, insurance risk, interest rate risk, market risk and business risk. The formula is used as a regulatory tool to identify possible inadequately capitalized insurers for purposes of initiating regulatory action, and not as a means to rank insurers generally. State insurance laws provide insurance regulators the authority to require various actions by, or take various actions against, insurers whose RBC ratio does not meet or exceed certain RBC levels. The NAIC approved RBC revisions for corporate bonds, real estate equity and longevity risk that took effect at year-end 2021 and had a minimal RBC impact on Equitable Financial. The NAIC also approved an RBC update for mortality risk that took effect at year-end 2022, which had a minimal impact on Equitable Financial. As of the date of the most recent annual statutory financial statements filed with insurance regulators, the RBC of each of our insurance subsidiaries was in excess of each of those RBC levels.
Regulation of Investments
State insurance laws and regulations limit the amount of investments that our insurance subsidiaries may have in certain asset categories, such as below investment grade fixed income securities, real estate equity, other equity investments, and derivatives, and require diversification of investment portfolios. Investments exceeding regulatory limitations are not admitted for purposes of measuring surplus. In some instances, laws require us to divest any non-qualifying investments.
The NAIC is also evaluating the risks associated with insurers’ investments in certain categories of structured securities, including CLOs. In March 2023, the NAIC adopted an amendment to the Manual to give the NAIC’s Structured Securities Group, housed within the SVO, responsibility for modeling CLO securities and evaluating tranche level losses across all debt and equity tranches under a series of calibrated and weighted collateral stress scenarios in order to assign NAIC designations. The amended Manual, which became effective on January 1, 2024, requires insurers to begin reporting the financially modeled NAIC designations for CLOs with their year-end 2025 financial statement filings. The NAIC’s goal is to ensure that the
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aggregate RBC factor for owning all tranches of a CLO is the same as that required for owning all of the underlying loan collateral, in order to avoid RBC arbitrage. The NAIC is collaborating with interested parties to develop and refine the process for modeling CLO investments.
In addition, in 2023, the NAIC increased the RBC factor for CLO and other structured security residual tranches from 30% to 45% effective for year-end 2024 RBC filings.
More broadly, in August 2023 the NAIC’s Financial Condition (E) Committee launched a holistic review of its approach to insurer investment risk regulation. The primary objective is to highlight areas where the insurance regulatory framework and the SVO can be enhanced in order to strengthen oversight of insurers’ investments in complex assets, such as structured securities. More specifically, the NAIC is focused on the SVO’s discretion to review NAIC designations for individual investments, the appropriate extent of SVO reliance on CRPs, and oversight of the development of new RBC charges for CLOs and other structured securities. The proposed changes to modernize investment oversight include: (i) reducing or eliminating “blind” reliance on CRPs while continuing to utilize them by implementing a due diligence framework that oversees the effectiveness of CRPs and (ii) bolstering the SVO’s portfolio risk analysis capabilities by investing in a risk analytics tool and adding specialized personnel. The NAIC has also been focused on insurers’ use of ratings by nationally recognized statistical rating organizations and other CRPs for rating certain of their investments, instead of submitting such investments to the SVO. Certain investments are subject to an exemption from filing with the SVO if they have been assigned a current, monitored rating by certain approved CRPs that meet specified requirements.
The NAIC’s designation of an investment held by an insurance company affects the RBC charge applied to such investment and therefore impacts the insurer’s overall RBC ratio. In November 2024, the NAIC adopted an amendment to the Manual, which sets forth procedures for the SVO staff to identify and evaluate a filing exempt security with an NAIC designation determined by a rating that appears to be an unreasonable assessment of investment risk. The procedures include, without limitation, sending an information request to insurers that hold the security under review and determining whether the NAIC designation is three or more notches different than the SVO’s assessment, which allows the SVO to request the removal of the CRP credit rating from the filing exempt process. At any time during the process, an alternate CRP credit rating may be requested and if one is received, it will be incorporated in the filing exempt process. The amendment to the Manual is scheduled to become effective on January 1, 2026.
We cannot predict what form any final proposals may take, or what effect their adoption may have on our business and compliance costs.
Guaranty Associations and Similar Arrangements
Each state in which we are admitted to transact business requires life insurers doing business within the jurisdiction to participate in guaranty associations, which are organized to pay certain contractual insurance benefits owed pursuant to insurance policies issued by impaired, insolvent or failed insurers. The laws are designed to protect policyholders from losses under insurance policies issued by insurance companies that become impaired or insolvent. These associations levy assessments, up to prescribed limits, on all member insurers in a particular state based on their proportionate share of premiums written in the lines of business in which the impaired, insolvent or failed insurer is engaged. Some states permit member insurers to recover assessments paid through full or partial premium tax offsets.
During each of the past five years, the assessments levied against us have not been material.
Adjusting Non-Guaranteed Elements of Life Insurance Products
In recent years, state regulators have considered whether to apply regulatory standards to the determination and/or readjustment of non-guaranteed elements (“NGEs”) within life insurance policies and annuity contracts that may be adjusted at the insurer’s discretion, such as the cost of insurance for universal life insurance policies and interest crediting rates for life insurance policies and annuity contracts. For example, New York’s Insurance Regulation 210 establishes standards for the determination and any readjustment of NGEs, including a prohibition on increasing profit margins on existing business or recouping past losses on such business, and requires advance notice of any adverse change in a NGE to both the NYDFS and affected policyholders. We have developed policies and procedures designed to comply with Regulation 210 and to date, have not seen adverse effects on our business. It is possible, however, that Regulation 210 could adversely impact management’s ability to determine and/or readjust NGEs in the future. Beyond the New York regulation and similar rules enacted in California (effective on July 1, 2019) and Texas (effective on January 1, 2021), the likelihood of enacting of any additional state-based regulation is uncertain at this time, but if implemented, these regulations could have an adverse effect on our business and consolidated results of operations.
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Broker-Dealer and Securities Regulation and Commodities Regulation
We and certain policies and contracts offered by us are subject to regulation under the Federal securities laws administered by the SEC, self-regulatory organizations and under certain state securities laws. These regulators may conduct examinations of our operations, and from time to time make requests for particular information from us.
Certain of our subsidiaries, including Equitable Advisors, Equitable Distributors, SCB LLC and AllianceBernstein Investments, Inc., are registered as broker-dealers (collectively, the “Broker-Dealers”) under the Exchange Act. The Broker-Dealers are subject to extensive regulation by the SEC and are members of, and subject to regulation by, FINRA, a self-regulatory organization subject to SEC oversight. Among other regulation, the Broker-Dealers are subject to the capital requirements of the SEC and FINRA, which specify minimum levels of capital (“net capital”) that the Broker-Dealers are required to maintain and also limit the amount of leverage that the Broker-Dealers are able to employ in their businesses. The SEC and FINRA also regulate the sales practices of the Broker-Dealers. In June 2020, Regulation Best Interest (“Regulation BI”) went into effect with respect to recommendations of securities and accounts to “retail customers.” Regulation BI requires the Broker-Dealers, when making a recommendation of any securities transaction or investment strategy involving securities (including account recommendations) to a retail customer, to provide specified disclosures and act in the retail customer’s best interest. Moreover, in recent years, the SEC and FINRA have intensified their scrutiny of sales practices relating to variable annuities, variable life insurance and alternative investments, among other products. In addition, the Broker-Dealers are also subject to regulation by state securities administrators in those states in which they conduct business, who may also conduct examinations, direct inquiries to the Broker-Dealers and bring enforcement actions against the Broker-Dealers. Broker-Dealers are required to obtain approval from FINRA for material changes in their businesses as well as certain restructuring and mergers and acquisition events. The Broker-Dealers are also subject to registration and regulation by regulatory authorities in the foreign jurisdictions in which they do business.
Certain of our Separate Accounts are registered as investment companies under the Investment Company Act. Separate Accounts interests under certain annuity contracts and insurance policies issued by us are also registered under the Securities Act. EQAT and 1290 Funds are registered as investment companies under the Investment Company Act and shares offered by these investment companies are also registered under the Securities Act. Many of the investment companies managed by AB, including a variety of mutual funds and other pooled investment vehicles, are registered with the SEC under the Investment Company Act, and, if appropriate, shares of these entities are registered under the Securities Act.
Certain subsidiaries and affiliates, including EIMG, EIM LLC, Equitable Advisors and AB, and certain of its subsidiaries are registered as investment advisers under the Investment Advisers Act. The investment advisory activities of such registered investment advisers are subject to various federal and state laws and regulations and to the laws in those foreign countries in which they conduct business. These U.S. and foreign laws and regulations generally grant supervisory agencies broad administrative powers, including the power to limit or restrict the carrying on of business for failure to comply with such laws and regulations.
EIMG is registered with the CFTC as a commodity pool operator with respect to certain portfolios and is also a member of the NFA. AB and certain of its subsidiaries are also separately registered with the CFTC as commodity pool operators and commodity trading advisers; SCB LLC is also registered with the CFTC as a commodity introducing broker. The CFTC is a federal independent agency that is responsible for, among other things, the regulation of commodity interests and enforcement of the CEA. The NFA is a self-regulatory organization to which the CFTC has delegated, among other things, the administration and enforcement of commodity regulatory registration requirements and the regulation of its members. As such, EIMG is subject to regulation by the NFA and CFTC and is subject to certain legal requirements and restrictions in the CEA and in the rules and regulations of the CFTC and the rules and by-laws of the NFA on behalf of itself and any commodity pools that it operates, including investor protection requirements and anti-fraud prohibitions, and is subject to periodic inspections and audits by the CFTC and NFA. EIMG is also subject to certain CFTC-mandated disclosure, reporting and record-keeping obligations.
Regulators, including the SEC, FINRA, and state securities regulators and attorneys general, continue to focus attention on various practices in or affecting the investment management and/or mutual fund industries, including portfolio management, valuation, fee break points, and the use of fund assets for distribution.
We and certain of our subsidiaries provide regular financial reporting, as well as, and in certain cases, additional information and documents to the SEC, FINRA, the CFTC, NFA, state securities regulators and attorneys general, the NYDFS and other state insurance regulators, and other regulators regarding our compliance with insurance, securities and other laws and regulations regarding the conduct of our businesses. For additional information on regulatory matters, see Note 20 of the Notes to the Consolidated Financial Statements.
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The SEC, FINRA, the CFTC and other governmental regulatory authorities may institute administrative or judicial proceedings against our subsidiaries or their personnel that may result in censure, fines, the issuance of cease-and-desist orders, trading prohibitions, the suspension or expulsion of a broker-dealer, investment adviser, commodity pool operator, or other type of regulated entity, or member, its officers, registered representatives or employees or other similar sanctions.
Dodd-Frank Wall Street Reform and Consumer Protection Act
Currently, the U.S. federal government does not directly regulate the business of insurance. While the Dodd-Frank Act does not remove primary responsibility for the supervision and regulation of insurance from the states, Title V of the Dodd-Frank Act established the FIO within the U.S. Treasury Department and reformed the regulation of the non-admitted property and casualty insurance market and the reinsurance market. The Dodd-Frank Act also established the FSOC, which is authorized to designate certain non-bank financial companies, including insurers, as systemically significant (a “SIFI”) if the FSOC determines that the financial institution could pose a threat to U.S. financial stability. Such a designation would subject a non-bank SIFI to supervision and heightened prudential standards by the Federal Reserve. On November 3, 2023, the FSOC adopted guidance that establishes a new process for designating certain non-bank financial institutions as SIFIs. Under the new guidance, the FSOC is no longer required to conduct a cost-benefit analysis and an assessment of the likelihood of a non-bank financial company’s material financial distress before considering the designation of the company. The revised process could have the effect of simplifying and shortening FSOC’s procedures for designating certain financial companies as non-bank SIFIs.
The FIO’s authority extends to all lines of insurance except health insurance, crop insurance and (unless included with life or annuity components) long-term care insurance. Under the Dodd-Frank Act, the FIO is charged with monitoring all aspects of the insurance industry (including identifying gaps in regulation that could contribute to a systemic crisis), recommending to the FSOC the designation of any insurer and its affiliates as a non-bank financial company subject to oversight by the Board of Governors of the Federal Reserve System (including the administration of stress testing on capital), assisting the Treasury Secretary in negotiating “covered agreements” with non-U.S. governments or regulatory authorities, and, with respect to state insurance laws and regulation, determining whether state insurance measures are pre-empted by such covered agreements.
In addition, the FIO is empowered to request and collect data (including financial data) on and from the insurance industry and insurers (including reinsurers) and their affiliates. In such capacity, the FIO may require an insurer or an affiliate of an insurer to submit such data or information as the FIO may reasonably require. In addition, the FIO’s approval is required to subject a financial company whose largest U.S. subsidiary is an insurer to the special orderly liquidation process outside the federal bankruptcy code, administered by the FDIC pursuant to the Dodd-Frank Act. U.S. insurance subsidiaries of any such financial company, however, would be subject to rehabilitation and liquidation proceedings under state insurance law. The Dodd-Frank Act also reforms the regulation of the non-admitted property/casualty insurance market (commonly referred to as excess and surplus lines) and the reinsurance markets, including prohibiting the ability of non-domiciliary state insurance regulators to deny credit for reinsurance when recognized by the ceding insurer’s domiciliary state regulator.
In October 2022, the SEC adopted final rules requiring the recovery of erroneously awarded compensation as mandated by the Dodd-Frank Act.
The following aspects of our operations could also be affected by the Dodd-Frank Act:
Heightened Standards and Safeguards
The FSOC may recommend that state insurance regulators or other regulators apply new or heightened standards and safeguards for activities or practices we and other insurers or other financial services companies engage in if the FSOC determines that those activities or practices could create or increase the risk that significant liquidity, credit or other problems spread among financial companies. We cannot predict whether any such recommendations will be made or their effect on our business, consolidated results of operations or financial condition.
Over-The-Counter Derivatives Regulation
The Dodd-Frank Act includes a framework of regulation for the OTC derivatives markets, which has largely been implemented. The Dodd-Frank Act provided authority to the CFTC to regulate “swaps” and the SEC to regulate “security-based swaps.” Swaps include, among other things, OTC derivatives on interest rates, commodities, broad-based securities indexes, currency and treasury and other exempted securities. Security-based swaps include, among other things, OTC derivatives on single securities, baskets of securities, narrow-based indexes or loans. The Dodd-Frank Act also granted authority to the U.S.
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Secretary of the Treasury to exclude physically-settled foreign exchange instruments from regulation as swaps, which the Secretary implemented shortly after adoption of the Dodd-Frank Act.
The Dodd-Frank Act authorized the SEC and the CFTC to mandate that specified types of OTC derivatives must be executed in regulated markets and be submitted for clearing to regulated clearinghouses and directed the CFTC and SEC to establish documentation, recordkeeping and registration requirements for swap dealers, major swap participants, security-based swap dealers and major security-based swap participants for swaps, security-based swaps and specified other derivatives that continued to trade on the OTC market. The Dodd-Frank Act also directed the SEC, CFTC, the Office of the Comptroller of the Currency, the Federal Reserve Board, the FDIC, the Farm Credit Administration, and the Federal Housing Finance Agency (collectively, the “Prudential Regulators”), with respect to the respective entities they regulate, to develop margin rules for OTC derivatives and capital rules for regulated dealers and major participants. The Prudential Regulators completed substantially all of the required regulations by 2017, and the CFTC finalized one of its last remaining rules – the capital rules for swap dealers in July 2020. In December 2019 the SEC finalized and adopted the final set of rules related to security-based swaps, and the rules, including registration of dealers in security-based swaps, became effective on or prior to November 1, 2021. Public trade reporting of security-based swaps went into effect in February 2022. In December 2021, the SEC proposed rule 10B-1 under the Exchange Act to require next day public reporting of security-based swaps that exceed certain specified thresholds.
In June 2023, the SEC reopened the comment period on proposed rule 10B-1 under the Exchange Act. As a result of the CFTC regulations, several types of CFTC-regulated swaps are required to be traded on swap execution facilities and cleared through a regulated DCO. Swaps and security-based swaps submitted for clearing are subject to minimum initial and variation margin requirements set by the relevant DCO or security-based swap clearing organization. Both swaps and security-based swaps are subject to transaction-reporting requirements. The rule’s potential effect, if adopted, is uncertain.
Under the CFTC’s and SEC’s regulations, swaps and security-based swaps traded by a non-banking entity are currently subject to variation margin requirements as well as, for most entities, initial margin, as mandated by the CFTC and SEC. Under regulations adopted by the Prudential Regulators, both swaps and security-based swaps traded by banking entities are currently subject to variation margin requirements and, for most entities, initial margin requirements as well. Initial margin requirements imposed by the CFTC, the SEC and the Prudential Regulators are being phased in over a period of time. As a result, initial margin requirements took effect in September 2021 for us. The CFTC regulations require us to post and collect variation margin (comprised of specified liquid instruments and subject to a required haircut) in connection with trading of swaps with CFTC-regulated swap dealers, and the regulations adopted by the Prudential Regulators require us to post and collect variation margin when trading either swaps or security-based swaps with a dealer regulated by the Prudential Regulators. SEC regulations require posting and collection of variation margin by both us and our counterparty but require posting of initial margin only by the entity facing the broker-dealer or security-based swap dealer but not the broker-dealer or security-based swap dealer itself.
In addition, regulations adopted by the Prudential Regulators that became effective in 2019 require certain bank-regulated counterparties and certain of their affiliates to include in qualified financial contracts, including many derivatives contracts, repurchase agreements and securities lending agreements, terms that delay or restrict the rights of counterparties, such as us, to terminate such contracts, foreclose upon collateral, exercise other default rights or restrict transfers of affiliate credit enhancements (such as guarantees) in the event that the bank-regulated counterparty and/or its affiliates are subject to certain types of resolution or insolvency proceedings. It is possible that these requirements in the market, could adversely affect our ability to terminate existing derivatives agreements or to realize amounts to be received under such agreements. The Dodd-Frank Act and related federal regulations and foreign derivatives requirements expose us to operational, compliance, execution and other risks, including central counterparty insolvency risk.
We use derivatives to mitigate a wide range of risks in connection with our business, including the impact of increased benefit exposures from certain variable annuity products that offer GMxB features. We have always been subject to the risk that our hedging and other management procedures might prove ineffective in reducing the risks to which insurance policies expose us or that unanticipated policyholder behavior or mortality, combined with adverse market events, could produce economic losses beyond the scope of the risk management techniques employed. Any such losses could be increased by higher costs of writing derivatives (including customized derivatives) and the reduced availability of customized derivatives that might result from the enactment and implementation of new regulations.
Broker-Dealer Regulation
The Dodd-Frank Act authorized the SEC to promulgate rules to provide that the standard of conduct for all broker-dealers, when providing personalized investment advice about securities to retail customers. In response, the SEC adopted Regulation BI, which became effective on June 30, 2020. As part of the same rulemaking package, the SEC also required registered broker
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dealers and investment advisers to retail customers to file a client relationship summary (“Form CRS”) with the SEC and deliver copies of Form CRS to their retail customers. Form CRS provides disclosures from the broker-dealer or investment adviser about the applicable standard of conduct and conflicts of interest. The intent of these rules is to impose on broker-dealers an enhanced duty of care to their customers similar to that which applies to investment advisers under existing law. We have developed systems and processes and put in place policies and procedures to ensure that we are in compliance with Regulation Best Interest.
In December 2022, the SEC proposed a new Regulation Best Execution, which would supplement existing best execution rules enforced by FINRA and the Municipal Securities Rulemaking Board. In conjunction with Regulation Best Execution, the SEC also proposed other rules or rule modifications that, if adopted as proposed, would materially impact broker-dealers operating in the equity markets. These proposals include: (i) the Order Competition Rule, which would require certain retail customer orders to be exposed first to a “qualified auction” operated by an open competition trading center prior to execution in the OTC market; (ii) amendments to Regulation NMS to adopt, among other things, minimum pricing increments for quoting and trading of listed stocks and reduce exchange access fees; and (iii) amendments to disclosure requirements under Regulation NMS to require monthly publication of order execution quality information in listed equity by certain large broker-dealers and trading platforms in addition to the market centers that are currently required to publish such reports. If adopted, the proposals will likely increase costs for our broker-dealers.
In December 2023, the SEC adopted rules to require covered clearing agencies to adopt policies and procedures reasonably designed to require every direct participant of the agency to submit for clearing eligible secondary market transactions in U.S. Treasury securities, which will effectively require those participants to clear eligible cash transactions in U.S. Treasury securities by December 31, 2025, and eligible repurchase transactions in U.S. Treasury securities by June 30, 2026. The rule’s potential effect on the U.S. Treasury securities market is uncertain.
Investment Adviser Regulation
Changes to the marketing requirements for registered investment advisers were adopted in December 2020 and became effective in November 2022. The changes amended existing Rule 206(4)-1 under the Investment Advisers Act and incorporated aspects of Investment Advisers Act Rule 206(4)-3, which the SEC simultaneously rescinded in its entirety. The amended rules imposed a number of new requirements that will affect marketing of certain advisory products, including, in particular, private funds. We developed systems and processes and put in place policies and procedures to ensure that we are in compliance with the amended rule. The SEC is currently focused on examining compliance efforts with newly amended Rule 206(4)-1. The SEC has also adopted new reporting requirements for institutional investment managers regarding “say on pay” and more expansive reporting on voting practices by managers for registered funds on Form N-PX. In October 2022, the SEC also proposed a new rule and rule amendments under the Investment Advisers Act that would prohibit registered investment advisers from outsourcing certain services and functions without conducting due diligence and monitoring the proposed service providers. Both the new requirements and the new proposals, if adopted, will create substantially greater compliance requirements and costs for our investment adviser entities.
Fiduciary Rules / “Best Interest” Standards of Conduct
We provide certain products and services to employee benefit plans that are subject to ERISA and certain provisions of the Internal Revenue Code of 1986, as amended (the “Code”). As such, our activities are subject to the restrictions imposed by ERISA and the Code, including the requirement that fiduciaries must perform their duties solely in the interests of plan participants and beneficiaries, and fiduciaries may not cause or permit a covered plan to engage in certain prohibited transactions with persons (parties-in-interest) who have certain relationships with respect to such plans. The applicable provisions of ERISA and the Code are subject to enforcement by the DOL, the IRS, and the Pension Benefit Guaranty Corporation.
In 2023, the U.S. Department of Labor (the “DOL”) proposed a regulation to change the definition of “fiduciary” for purposes of ERISA and parallel provisions of the Code when a financial professional, including an insurance producer, provides investment advice, and proposed amendments to various existing prohibited transaction exemptions (“PTEs”), including PTE 84-14, that financial professionals rely on when they make investment recommendations to retirement investors. On April 23, 2024, the DOL finalized and published this new definition of “fiduciary” for purposes of ERISA and parallel provisions of the Code and finalized and published amendments to these PTEs (the new definition and the PTE amendments collectively, the “Final Rule”).
Various industry groups brought litigation against the DOL seeking a variety of remedies for the Final Rule. On July 25, 2024, the U.S. District Court for the Eastern District of Texas (the “E.D. Tex.”) issued a stay of the effective date of portions of
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the Final Rule. On July 26, 2024, the U.S. District Court for the Northern District of Texas (the “N.D. Tex.”) issued a stay of the effective date of the Final Rule as a whole. As a result of these court opinions, it is uncertain whether the Final Rule will become effective.The DOL has appealed the stay issued in the E.D. Tex. litigation to the U.S. Court of Appeals for the Fifth Circuit. The DOL has also filed an interlocutory appeal challenging the stay issued in the N.D. Tex. litigation to the U.S. Court of Appeals for the Fifth Circuit; the parties have jointly agreed to stay further proceedings pending the outcome of the interlocutory appeal. While this litigation proceeds, we are evaluating the potential impact of the Final Rule on our business, particularly as it pertains to the sale of insurance products to retirement investors.
In addition, in January 2020, the NAIC revised the Suitability in Annuity Transactions Model Regulation to apply a best interest of the consumer standard on insurance producers’ annuity recommendations and to require that insurers supervise such recommendations. Most U.S. states, including Arizona and Colorado, have adopted the revised regulation. As a notable exception, the NYDFS amended Regulation 187 - Suitability and Best Interests in Life Insurance and Annuity Transactions (“Regulation 187”) to add a “best interest” standard for recommendations regarding the sale of life insurance and annuity products in New York. We have developed our compliance framework for Regulation 187 with respect to annuity sales as well as our life insurance business.
Massachusetts has also adopted a regulation applying a fiduciary duty standard to broker-dealers and their agents which, although not applying to insurance product (including variable annuity) sales, did require us to make changes to certain policies and procedures to ensure compliance. The North American Securities Administrators Association has proposed a broker-dealer conduct model rule that states might seek to adopt. The stated objectives of the proposal are to account for revisions to federal conduct standards for broker-dealers and agents arising out of the adoption of Regulation BI by the SEC and other changes that have occurred in the financial services industry in recent years, including the blurring of brokerage and advisory service models. Other states have either adopted or are considering adoption of fiduciary and other conduct standards for broker-dealers.
Climate Risks
The topic of climate risk has come under increased scrutiny by insurance regulators and other regulatory agencies. In September 2020, the NYDFS announced that it expects New York domestic and foreign authorized insurers to integrate financial risks from climate change into their governance frameworks, risk management processes, and business strategies.
In November 2021, the NYDFS issued additional guidance for New York domestic insurers, such as Equitable Financial, stating that they are expected to manage financial risks from climate change by taking actions that are proportionate to the nature, scale and complexity of their businesses. For instance, such an insurer should: (i) incorporate climate risk into its financial risk management (e.g., a company’s ORSA should address climate risk); (ii) manage climate risk through its enterprise risk management functions and ensure that its organizational structure clearly defines roles and responsibilities related to managing such risk; (iii) use scenario analysis when developing business strategies and identifying risks; and (iv) incorporate the management of climate risk into its corporate governance structure at the group or insurer entity level (i.e., an insurer’s board of directors should understand climate risk and oversee the team responsible for managing such risk). As of August 2022, New York domestic insurers should have implemented certain corporate governance changes and developed plans to implement the organizational structure changes (e.g., defining roles and responsibilities related to managing climate risk). With respect to implementing more involved changes (e.g., reflecting climate risks in the ORSA and using scenario analysis when developing business strategies), insurers are encouraged to start work on these changes, although the NYDFS intends to issue additional guidance with more specific timing information. We have developed our compliance framework with respect to the November 2021 guidance.
The NYDFS also adopted an amendment to the regulation governing enterprise risk management, applicable to New York domestic and foreign authorized insurers, which requires an insurance group’s enterprise risk management function to address certain additional risks, including climate change risk.
In September 2023, the California legislature passed a law that will require firms with annual revenues of over $1 billion that do business in the state to publicly report their greenhouse gas emissions, beginning in 2026 for calendar year 2025.
In 2022, the NAIC adopted a new disclosure standard for insurance companies to report their climate-related risks as part of its annual Climate Risk Disclosure Survey, which applies to insurers that meet the reporting threshold of $100 million in countrywide direct premium and are licensed in one of the participating jurisdictions. The disclosure standard is consistent with the international Task Force on Climate-Related Financial Disclosures’ framework for reporting climate-related financial information.
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In addition, the FIO has been assessing how the insurance sector may mitigate climate risks and help achieve national climate-related goals pursuant to its authority under the Dodd-Frank Act, as discussed above. In June 2023, the FIO released a report titled, Insurance Supervision and Regulation of Climate-Related Risks, which evaluates climate-related issues and gaps in insurer regulation. The report urges insurance regulators to adopt climate-related risk-monitoring guidance in order to enhance their regulation and supervision of insurers.
Diversity and Corporate Governance
Insurance regulators are also focused on the topic of race, diversity and inclusion. In New York, the NYDFS issued a circular letter in 2021 stating that it expects the insurers it regulates, such as Equitable Financial, to make diversity of their leadership a business priority and a key element of their corporate governance. We consider the NYDFS’ guidance as part of our commitment to diversity and inclusion. The NAIC continues to work on identifying barriers that disadvantage people of color or historically underrepresented groups and improving access to different types of insurance products in minority communities. Groups at the NAIC are also coordinating on issues related to predictive modeling, price algorithms, and insurers’ use of artificial intelligence (“AI”), and new state regulations in these areas are possible.
International Regulation
Pursuant to the terms of the Bermuda Insurance Act, as a Class E insurer, Equitable Bermuda will not be permitted to engage in non-insurance business unless that non-insurance business is ancillary to its core insurance business. Non-insurance business means any business other than insurance business and includes carrying on investment business, underwriting debt or securities or otherwise engaging in investment banking and carrying on the business of management, sales or leasing of real property.
Many of AB’s subsidiaries are subject to the oversight of regulatory authorities in jurisdictions outside of the United States in which they operate, including the Ontario Securities Commission, the Investment Industry Regulatory Organization of Canada, the European Securities and Markets Authority, the Financial Conduct Authority in the U.K., the CSSF in Luxembourg, the Financial Services Agency in Japan, the Securities & Futures Commission in Hong Kong, the Monetary Authority of Singapore, the Financial Services Commission in South Korea, the Financial Supervisory Commission in Taiwan and the Securities and Exchange Board of India. While these regulatory requirements often may be comparable to the requirements of the SEC and other U.S. regulators, they are sometimes more restrictive and may cause AB to incur substantial expenditures of time and money related to AB’s compliance efforts.
Federal Tax Legislation, Regulation and Administration
Although we cannot predict what legislative, regulatory, or administrative changes may or may not occur with respect to the federal tax law, we nevertheless endeavor to consider the possible ramifications of such changes on the profitability of our business and the attractiveness of our products to consumers. In this regard, we analyze multiple streams of information, including those described below.
Enacted Legislation
At present, the federal tax laws generally permit certain holders of life insurance and annuity products to defer taxation on the build-up of value within such products (commonly referred to as “inside build-up”) until payments are made to the policyholders or other beneficiaries. From time to time, Congress considers legislation that could enhance or reduce (or eliminate) the benefit of tax deferral on some life insurance and annuity products. The modification or elimination of this tax-favored status could also reduce demand for our products. In addition, if the treatment of earnings accrued inside an annuity contract was changed prospectively, and the tax-favored status of existing contracts was grandfathered, holders of existing contracts would be less likely to surrender or rollover their contracts. These changes could reduce our earnings and negatively impact our business.
The SECURE 2.0 Act of 2022 (“SECURE 2.0”), signed into law in December 2022, makes significant changes to existing law for retirement plans by building upon provisions in the Setting Every Community Up for Retirement Enhancement Act of 2019. SECURE 2.0 introduces new requirements and considerations for plan sponsors that are intended to expand coverage, increase savings, preserve income, and simplify plan rules and administrative procedures. Among other provisions, SECURE 2.0 directs the DOL to review its current interpretive bullentin regarding ERISA plan sponsors’ selection of annuity providers for purposes of transferring plan sponsor benefit plan liability to such annuity providers. Such review could result in the DOL’s imposition of new or different requirements on plan sponsors or on annuity providers or could make such selection process more difficult for the parties involved.
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Regulatory and Other Administrative Guidance from the Treasury Department and the IRS
Regulatory and other administrative guidance from the Treasury Department and the IRS also could impact the amount of federal tax that we pay. For example, the adoption of “principles based” approaches for calculating statutory reserves may lead the Treasury Department and the IRS to issue guidance that changes the way that deductible insurance reserves are determined, potentially reducing future tax deductions for us.
Privacy and Security of Customer Information and Cybersecurity Regulation
We are subject to federal and state laws and regulations that require financial institutions to protect the security, integrity, confidentiality, and availability of customer information, and to notify customers about their policies and practices relating to their collection, disclosure, and security of customer information. We maintain, and we require our third-party service providers to maintain, security controls designed to ensure the integrity, confidentiality, and availability of our systems and the confidential and sensitive information we maintain and process thereon, or which is processed on our behalf. We have adopted a privacy policy outlining the Company’s procedures and practices relating to the collection, maintenance, disclosure, disposal, and protection of customer information, including personal information. As required by law, subject to certain exceptions, a copy of the privacy policy is mailed to customers on an annual basis. Federal and state laws generally require that we provide notice to affected individuals, law enforcement, regulators and/or potentially others, each as applicable, if there is a situation in which customer information is disclosed to and/or accessed or acquired by unauthorized third parties. Federal regulations require financial institutions to implement programs to protect against unauthorized access to this customer information, and to detect, prevent and mitigate identity theft. Federal and state laws and regulations regulate the ability of financial institutions to make telemarketing calls and to send unsolicited e-mail or fax messages to both consumers and customers, and also regulate the permissible uses of certain categories of customer information.
The violation of data privacy and data protection laws and regulations or the failure to implement and maintain reasonable and effective information security and cybersecurity programs may result in significant fines, remediation costs and regulatory enforcement actions. Moreover, a cybersecurity incident that disrupts critical operations and customer services could expose the Company to litigation, losses or additional costs, and reputational damage. As cyber threats continue to evolve, regulators continue to develop new requirements to account for risk exposure, including specific cybersecurity safeguards and program oversight. As such, it may be expected that legislation considered by either the U.S. Congress and/or state legislatures could create additional and/or more burdensome obligations relating to the use and protection of customer information.
We are subject to the rules and regulations of the NYDFS which in 2017 adopted the Cybersecurity Requirements for Financial Services Companies (the “NY Cybersecurity Regulation”), a regulation applicable to banking and insurance entities under its jurisdiction. The NY Cybersecurity Regulation requires covered entities to, among other things, assess risks associated with their information systems and establish and maintain a cybersecurity program designed to protect such systems, consumers’ private data, and confidential business data against such risks. We have adopted a cybersecurity policy outlining our policies and procedures for the protection of our information systems and information stored on those systems that comports with the regulation. In November 2023, the NYDFS adopted amendments to the NY Cybersecurity Regulation, which include significant changes, such as: (i) requiring new technical reporting; (ii) the implementation of governance and oversight measures, including that a senior governing body (e.g., the board of directors) have sufficient understanding of cybersecurity-related matters to exercise effective oversight; (iii) the enhancement of certain cybersecurity safeguards (e.g., annual audits, vulnerability assessments, and password controls and monitoring); (iv) mandating notifications to the NYDFS within 24 hours of a covered entity’s cyber-ransom payment and otherwise requiring prompt notification to the NYDFS, following the occurrence of a cybersecurity event; (v) requiring covered entities to maintain for examination and inspection upon request by NYDFS all records, schedules, and supporting data regarding cybersecurity events; and (vi) annually certifying to NYDFS a covered entity’s material compliance with the NY Cybersecurity Regulation. The amendments require compliance within 180 days of adoption, but also include delayed compliance dates (in May and November 2025) for certain requirements. We continue to assess the effect of the amendments on our business and compliance strategy.
Similarly, the NAIC adopted the Insurance Data Security Model Law for entities licensed under the relevant state’s insurance laws. The model law requires such entities to establish standards for data security and for the investigation and notification to insurance commissioners of cybersecurity events involving unauthorized access to, or the misuse of, certain nonpublic information. Approximately half of states have adopted the model law of a form thereof, although it has not been adopted by any of our significant insurance subsidiaries’ domiciliary states. We expect additional states to adopt the model law, even though it is not an NAIC accreditation standard, but we cannot predict whether or not, or in what form or when, they will do so.
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The NAIC’s Privacy Protections (H) Working Group (“PPWG”) is developing amendments to update the Privacy of Consumer Financial and Health Information Regulation (Model Law #672). The proposed amendments would expand the definition of nonpublic personal information; add consumer rights to request access, correction and deletion of nonpublic personal information; and add requirements for contracts with third-party service providers. In November 2024, the PPWG received an extension until December 31, 2025 to finalize the amendments to the model regulation. We cannot predict whether changes to Model Law #672 will be adopted, what form they will take, or what effect they would have on our business or compliance efforts in the form adopted by states whose laws apply to our insurance subsidiaries.
In July 2023, the SEC adopted the Risk Management, Strategy, Governance, and Incident Disclosure Final Rule (the “Cybersecurity Final Rule”) enhancing disclosure requirements for registered companies covering cybersecurity risk, management and governance. The Cybersecurity Final Rule requires registrants to disclose material cybersecurity incidents on Form 8-K within four business days of a determination that a cybersecurity incident is material, and such materiality determination must be made without unreasonable delay. The rule also requires periodic disclosures of, among other things, details on the company’s process to assess, identify, and manage cybersecurity risks, cybersecurity governance, and management’s role in overseeing such a compliance program, including the board of directors’ oversight of cybersecurity risks. The reporting requirements under the Cybersecurity Final Rule became effective in December 2023. In addition, federal regulators are increasingly focused on cybersecurity and several have established specific and potentially burdensome requirements. For instance, in October 2021, the Federal Trade Commission announced significant amendments to the Standards for Safeguarding Customer Information Rule (the “Safeguards Rule”) that require financial institutions to implement specific data security measures within their formal information security measures. The updated Safeguards Rule became effective in June 2023. Failure to comply with new regulations or requirements may result in enforcement action, fines and/or other operational or reputational harms.
Under the California Consumer Privacy Act, as amended by the California Privacy Rights Act, (collectively, “CCPA”), California residents enjoy the right to know what information a business has collected from them, the sourcing and sharing of that information, and the right to delete and limit certain uses of that information. CCPA also establishes a private right of action with potentially significant statutory damages, whereby businesses that fail to implement reasonable security measures to protect against breaches of personal information could be liable to affected consumers. Certain data processing which is otherwise regulated, including under the Gramm-Leach-Bliley Act, is excluded from the CCPA; however, this is not an entity-wide exclusion. We expect a significant portion of our business to be excepted from the requirements of the CCPA. The California Privacy Protection Agency (“CPPA”) is charged with adopting rules for and enforcing the CCPA. The CPPA updated the CCPA regulations as of March 2023, and has formally initiated further rulemaking activities, including with respect to when insurance companies must comply with the CCPA, that may lead to additional regulations. The CCPA and any future regulations may require additional compliance efforts, such as changes to our policies, procedures or operations.
Several other states have adopted, or are considering, enacting similar comprehensive privacy laws or regulations in the near future. To date, several of these state laws include entity-level exemptions for financial institutions that are subject to privacy protections in the Gramm-Leach-Bliley Act or similar, state-level financial privacy laws.
Innovation and Technology
As a result of increased innovation and technology in the insurance sector, the NAIC and insurance regulators have been focused on the use of “big data” techniques, such as the use of AI, machine learning and automated decision-making. In December 2023, the NAIC’s Innovation, Cybersecurity and Technology (H) Committee (the “(H) Committee”) adopted the Model Bulletin on the Use of Artificial Intelligence Systems by Insurers (the “AI Bulletin”) after exposing a draft for comment. States have started to adopt AI Bulletin, which outlines how insurance regulators should govern the development, acquisition and use of AI technologies, as well as the types of information that regulators may request during an investigation or examination of an insurer in regard to AI systems. The (H) Committee also formed a new task force in 2024 charged with creating a regulatory framework for the oversight of insurers’ use of third-party data and models. In addition, the NAIC’s Big Data and Artificial Intelligence (H) Working Group has a new workstream that is evaluating AI-use outcomes and how well the current regulatory framework addresses potential harms from the use of AI. The goal is to determine whether additional tools, resources and education are needed to effectuate the goals of the AI Bulletin. In 2025, the Working Group will also consider developing an overall AI regulatory framework that could be incorporated into an NAIC regulatory handbook.
Further, the NAIC and state insurance regulators have been focused on addressing unfair discrimination in the use of consumer data and technology, and some states have passed laws targeting unfair discrimination practices. For instance, in 2021, Colorado enacted a law which prohibits insurers from using external consumer data and information sources (“ECDIS”), as well as algorithms or predictive models that use ECDIS, in a way that unfairly discriminates based on race, color, national or
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ethnic origin, religion, sex, sexual orientation, disability, gender identity or gender expression. In August 2023, the Colorado Division of Insurance adopted the first binding regulation, effective on November 14, 2023, requiring life insurers to adopt a governance and risk management framework for the use of AI, machine learning and other technologies that utilize “external consumer data.” Colorado has proposed an amendment to the regulation which would extend the requirements to private passenger automobile and health benefit plan insurers that use ECDIS, as well as algorithms and predictive models that use ECDIS. Similarly, in July 2024, the NYDFS published a circular letter which provides guidance on how insurers should develop and manage their use of external consumer data and AI systems in underwriting and pricing so as not to harm consumers.
On July 26, 2023, the SEC proposed rules that, if adopted, would require a broker-dealer or investment adviser, when using a covered technology in a retail investor interaction (i.e., to engage or communicate with a retail investor), to eliminate or neutralize any conflict of interest that results in an investor interaction that places the interest of the broker-dealer or investment adviser ahead of the retail investors interests.
We expect big data to remain an important issue for the NAIC and state insurance regulators. We cannot predict which regulators will adopt the AI Bulletin, or what, if any, changes to laws or regulations may be enacted with regard to “big data” or AI technologies.
Environmental Considerations
Federal, state and local environmental laws and regulations apply to our ownership and operation of real property. Inherent in owning and operating real property are the risk of environmental liabilities and the costs of any required clean-up. Under the laws of certain states, contamination of a property may give rise to a lien on the property to secure recovery of the costs of clean-up, which could adversely affect our mortgage lending business. In some states, this lien may have priority over the lien of an existing mortgage against such property. In addition, in some states and under the federal Comprehensive Environmental Response, Compensation, and Liability Act of 1980, or CERCLA, we may be liable, in certain circumstances, as an “owner” or “operator,” for costs of cleaning-up releases or threatened releases of hazardous substances at a property mortgaged to us. We also risk environmental liability when we foreclose on a property mortgaged to us. However, federal legislation provides for a safe harbor from CERCLA liability for secured lenders, provided that certain requirements are met. Application of various other federal and state environmental laws could also result in the imposition of liability on us for costs associated with environmental hazards.
We routinely conduct environmental assessments prior to making a mortgage loan or taking title to real estate, whether through acquisition for investment or through foreclosure on real estate collateralizing mortgages. We cannot provide assurance that unexpected environmental liabilities will not arise. However, based on information currently available to us, we believe that any costs associated with compliance with environmental laws and regulations or any clean-up of properties would not have a material adverse effect on our consolidated results of operations.
Intellectual Property
We rely on a combination of copyright, trademark, patent and trade secret laws to establish and protect our intellectual property rights. We regard our intellectual property as valuable assets and protect them against infringement.
Human Capital Management
As of December 31, 2024, we had approximately 8,000 full time employees. Of these, approximately 4,300 were employed full-time by AB.
Equitable
To deliver on our commitments to stakeholders including our clients and investors, we need not only a sound business strategy but an equally well-developed people strategy. We aspire to building a culture of professional excellence, employee engagement and inclusion and continuous learning. We have made significant strides towards delivering on these three fronts.
Professional Excellence
Equitable’s mission is to help our clients secure their financial well-being so they can pursue long and fulfilling lives. To achieve our mission, we must deliver best-in-class products and services, with the goal of enhancing our clients’ financial outcomes. This requires our employees to have a passion for our mission, commitment to excellence and the ability to navigate market conditions with speed and agility.
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Over the last several years, we have transformed the entire organization, building mission-driven teams that have clear outcomes and goals, while making fundamental changes to our policies, procedures and structure to help us move faster. We have prioritized achieving full agility, an important mindset that will carry us into the future.
Equitable’s New Ways of Working (“NWOW”) throughout the organization is our biggest investment in our people, with employee training in skills such as adaptive leadership, design thinking and agile principles. NWOW, which is a proprietary methodology built by Equitable’s people for Equitable, sharpens our focus on the following five areas of the employee experience: (i) Adaptive Leadership — empowering those closest to the work with decision-making authority; (ii) Outcomes, Objectives & Key Results (“OKRs”) — long-term objectives and a goal-setting framework; (iii) Dynamic Enablers — processes and tools that promote innovation, autonomy and skills development; (iv) Enterprise Agile — adapting in the face of rapid change; and (v) Design Thinking — client-centric solutions design. In 2024, we introduced a new area of focus, process re-engineering, a dedicated new area to emphasize the significance of continuous improvement. Process re-engineering involves a fundamental rethinking and restructuring of our work processes to drive significant improvements in business performance. We believe that by prioritizing these areas, our business adapts with greater speed, agility, creativity, and client focus.
Of particular importance is Equitable’s focus on OKRs, which establish clear, measurable, and aspirational goals to both inspire and collectively focus teams across the organization. We recognize that our employees must believe in the possibility of their success. Further, our definition of success must be attainable. By clearly articulating and refining our view of employee success, we can ensure a balanced, holistic approach that will deliver successful outcomes for our employees, and by extension, our clients and investors.
Equitable’s NWOW has fundamentally changed the way we think, work and lead as a company, ensuring we are better positioned to grow, meet our clients’ needs and attract the best talent. Since we adopted NWOW, we have seen increased employee engagement, including higher employee Net Promoter Scores, new and innovative and teams responding to market conditions and client needs faster than ever before.
Employee Engagement and Inclusion
Employee engagement is a measurement of how committed and invested employees are in their work and the organization’s success. Engagement is not simply about showing up — it is about feeling connected, motivated and passionate about the company’s goals.
Internal surveys are a critical part of our listening strategy to gather feedback and gain an accurate picture of how people feel about working for Equitable. We measure our culture through an annual engagement survey and use quarterly pulse surveys to monitor trends and collect short-term feedback throughout the year. Importantly, this data continues to help shape internal programs, including our approach to holistic wellness and cultivating adaptive leadership practices. Leaders have direct access to survey results to better understand their teams’ culture. They are encouraged to take action by sharing results with their teams and collectively exploring opportunities to enhance the employee experience.
With a 75% response rate, Equitable achieved a score of 83% on its 2024 Corporate Engagement Index, a composite of our culture survey results including how likely employees are to stay at Equitable and recommend the company as an employer. Our 2024 engagement index score exceeded 2023’s score (81%), response rate (65%) and the industry benchmark.
At Equitable, building a more inclusive workplace is an essential and ongoing endeavor. It helps us better serve our clients and communities, creates a more supportive and productive work environment, and ultimately enables our people to achieve their full potential.
Our vision is to inspire, lead and serve as a model for the financial industry by fostering an inclusive, diverse, empowering and equitable workplace for all. To achieve our vision, our specific strategic goals are to:
•Attract, retain and advance diverse talent. We seek to create the most effective and impactful team in the financial services industry, reflecting the diverse clients we serve.
•Create and uphold an inclusive company culture. We seek to create an environment that values contributions from all and encourages collaboration, flexibility and fairness.
•Instill commitment and accountability at all levels. We seek to build a workplace culture where there is clarity and transparency around goals, successes and areas of opportunity.
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Our employee engagement is also driven by our active Employee Resource Groups (“ERGs”). Our twelve ERGs and five field advisory councils provide opportunities for colleagues with shared interests and experiences to network, engage and support one another. Our ERGs are sponsored by executive-level leaders and managed by employee volunteers who play a key role in serving as a community voice to leadership, driving policy changes and helping shape our strategy for excellence. We encourage our people to demonstrate allyship by joining more than one group. These communities frequently collaborate with and identify opportunities to support one another.
Continuous Learning
At Equitable, we recognize that our people are the cornerstone of our business. Their talent and dedication are essential to our long-term success and strategic vision. We are committed to attracting, developing, and retaining top talent by fostering an environment that rewards passion and innovation.
This starts with nurturing strong relationships between employees and leaders, which is further reinforced through peer-to-peer discussions, skill-building initiatives and a focus on professional aspirations.
Our Career Model Framework provides employees with the anchor and foundation to grow and develop their careers. Our framework elevates skills, provides holistic performance expectations and enables employees to see where their skills transfer across the organization. We define career progression holistically, including skill progression, internal mobility, people leadership elevation and enhanced proficiency levels. Subsequently, we focus career conversations around the skills needed to advance in the workplace, enabling our people to demonstrate their best abilities and chart their career paths.
Equitable offers a wide range of vehicles for growth and development (learning curriculum, talent programs, development programs) aimed at accelerating functional and foundational skills, all delivered through multi-channel learning platforms. Equitable invests in various talent programs to support the development of our colleagues and financial professionals. These programs range from three months to a full-year engagement and include developmental learning, mentorship or sponsorship and coaching engagements.
Compensation and Benefits
Rewarding performance is the cornerstone of our “Total Rewards” offering, which includes opportunities to share in company results through incentive programs and equity awards as well as access to a variety of benefits programs.
Our compensation package includes cash and equity incentive awards. Our benefits portfolio allows eligible employees and financial professionals to select the right health, vision and dental coverage to meet their individual needs. We offer retirement savings plans with company contributions and a 401(k) match, as well as a match for employees who choose to participate in the Employee Stock Purchase Plan. Starting in 2025, the 401(k) company contributions will cease and eligible employees will receive credits to the Equitable Retirement Plan, a defined benefit plan. the 401(k) matching contributions will continue.
Health and Wellness
We aspire to create an innovative, resilient culture that fosters exceptional health and well-being and enhances organizational performance. Our strategy focuses on four wellness pillars: physical, emotional, financial and social. In building our strategy, we challenged ourselves to think at the enterprise level — ensuring we have the right culture and conditions for optimal wellness and at the individual level — providing the tools and programs our people need to support their personal journeys.
In 2024, we created a new center of excellence focused on maintaining optimal energy, so we perform at our best. We believe that energy management and resilience are learned behaviors that can be strengthened. Our program is designed to help employees oscillate between periods of high intensity and recovery to support their health, happiness and relationships. To date, we have reached nearly 2,000 employees, and Net Promoter Scores and feedback from the sessions are consistently positive.
We had thousands of employees participate in our inaugural Health and Financial Wellness fairs. The fairs were deliberately created to encourage people to take action. Our Health Fair goal was to create an informative and convenient experience through preventive screenings and general health awareness programming. We focused on the top chronic conditions across our health plan participants and collaborated closely with Equitable’s medical team, who helped us shape the agenda and also provided engaging sessions on trending health matters. Our Financial Wellness Fair goal was to move beyond awareness and inspire employees to take action based on curated and engaging content and onsite experts including Equitable
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Advisors, our Benefits team and representatives from our benefits providers. To move people beyond the financial inertia hurdle, the fairs were framed around life stages and events (not products) and taking small, actionable steps.
To ensure we are meeting the needs of our people, we developed a proprietary wellness survey that asked employees to rate various wellness dimensions as they relate to personal, people leader and company perspectives. In addition, we also track key performance indicators such as preventative healthcare screenings, 401(k) participation rates and abandoned paid time off. In 2024, we completed our second annual wellness survey, with scores improving across all dimensions. Further, we once again earned Gold status from the American Heart Association for workplace well-being programs, improving our score over 2023 and now higher than the American Heart Association average company score.
Equitable Foundation
Our commitment to strengthening our communities is an extension of our promise to be a trusted and valued partner to all we serve. Since its inception in 1986, Equitable Foundation, the charitable giving arm of Equitable, has supported philanthropic causes to underscore our long-term commitment to our communities.
Our key focus areas and aspirations include the following:
•College access and career advancement – We aspire to provide programmatic support, scholarships, and social capital to empower students and educators to reach their full potential.
•Educator support and advancement — We aspire to support educators through programs that are designed to help increase access, knowledge and enthusiasm for the profession.
•Healthy and vibrant communities – We aspire to help drive community vitality, support social causes, and advance social and economic mobility.
We believe college access and equity are key determinants for increasing social and economic mobility. Equitable has a two-decade history of supporting college access through our scholarship program, Equitable Excellence®. To date, we have awarded $30 million in college scholarships, supporting more than 7,000 students. We know that simply matriculating at college is not the only barrier for students from lower socioeconomic backgrounds. Navigating time management and social, emotional and financial stresses can burden any student, but can be especially daunting for first-generation college students. In 2024, 98% of Equitable Excellence® scholarship recipients matriculated at their sophomore year in college, compared to the industry average of 76%.
In partnership with the National College Attainment Network, we provided funding, hands-on support and incentive programs needed to host 37 FAFSA workshops, which reached more than 2,350 students this year. In addition, Equitable Foundation also helped fund a FAFSA specialist position, the first of its kind within the Charlotte-Mecklenburg School District. For the 2024 graduating class, this role supported more than 2,000 students in completing their FAFSA and obtaining more than $4 million in federal aid. In addition to being highly scalable, this model also allows Equitable to drive deeper relationships with school districts by providing support to over-extended guidance counselors and administrators.
Another key area of focus for Equitable Foundation is supporting educators. Through strategic partnerships, we work to elevate educator voices within the industry. Additionally, we have provided critical wellness resources for educators to ensure they have the tools to support themselves, as they work to support their students. In 2024, we engaged more than 4,500 educators through professional development, wellness, and teacher pipeline initiatives.
Equitable Foundation provides our employees and financial professionals an opportunity to commit their time and effort to organizations within the communities in which we live and work. This is not just about giving our time to a great cause. It is about building up our surrounding communities and recognizing we are stronger together — as a team, as a company and as a community. Through national nonprofit partnerships, we have created opportunities for our people across the country to mobilize and give back to their local communities.
AllianceBernstein
The information contained herein does not apply Holdings’s subsidiary, AllianceBernstein (AB), which has its own human capital strategy and programs. For AB’s human capital disclosure, see Part I, Item 1 of AB’s Annual Report on Form 10-K for the year ended December 31, 2024.
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Available Information
We maintain a public website at https://equitableholdings.com. We use our website as a routine channel for distribution of important information, including news releases, analyst presentations, financial information and corporate governance information. We post filings on our website as soon as practicable after they are electronically filed with, or furnished to, the SEC, including our annual and quarterly reports on Forms 10-K and 10-Q and current reports on Form 8-K; our proxy statements; and any amendments to those reports or statements. All such postings and filings are available on the “Investors” section of our website free of charge. The SEC’s website, www.sec.gov, contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC.
We may use our website as a means of disclosing material information and for complying with our disclosure obligations under Regulation Fair Disclosure promulgated by the SEC. These disclosures are included on our website in the “Investors” section. Accordingly, investors should monitor this portion of our website, in addition to following our news releases, SEC filings, public conference calls and webcasts. The information contained on or connected to our website is not a part of this Form 10-K.
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Part I, Item 1A.
RISK FACTORS
You should read and consider all of the risks described below, as well as other information set forth in this Annual Report on Form 10-K. The risks described below are not the only ones we face. Many of these risks are interrelated and could occur under similar business and economic conditions, and the occurrence of certain of them may in turn cause the emergence or exacerbate the effect of others. Such a combination could materially increase the severity of the impact of these risks on our businesses, results of operations, financial condition or liquidity.
Risks Relating to Our Consolidated Business
Risks Relating to Conditions in the Financial Markets and Economy
Conditions in the global capital markets and the economy.
Our business, results of operations or financial condition are materially affected by conditions in the global capital markets and the economy. A wide variety of factors continue to impact economic conditions and consumer confidence. These factors include, among others, uncertainty regarding the federal debt limit, volatility in the capital markets, equity market declines, inflationary pressures, plateauing or decreasing economic growth, high fuel and energy costs and changes in fiscal or monetary policy. The Russian invasion of the Ukraine, the Israel-Hamas war and broader Middle Eastern hostilities, and the ensuing conflicts and the sanctions and other measures imposed in response to these conflicts, as well as the U.S. presidential administration’s threats of tariffs, and retaliatory tariffs in response, have significantly increased the level of volatility in the financial markets and have increased the level of economic and political uncertainty. Given our interest rate and equity market exposure in our investment and derivatives portfolios and many of our products, these factors could have a material adverse effect on us. The value of our investments and derivatives portfolios may also be adversely affected by reductions in price transparency, changes in the assumptions or methodology we use to estimate fair value and changes in investor confidence or preferences, which could potentially result in higher realized or unrealized losses. Market volatility may also make it difficult to transact in or to value certain of our securities if trading becomes less frequent.
In an economic downturn, the demand for our products and our investment returns could be materially and adversely affected. The profitability of many of our products depends in part on the value of the assets supporting them, which may fluctuate substantially depending on various market conditions. In addition, a change in market conditions could cause a change in consumer sentiment and adversely affect sales and could cause the actual persistency of these products to vary from their anticipated persistency and adversely affect profitability. Our policyholders may choose to defer paying insurance premiums or stop paying insurance premiums altogether. In addition, market conditions may adversely affect the availability and cost of reinsurance protections and the availability and performance of hedging instruments.
Equity market declines and volatility.
Declines or volatility in the equity markets can negatively impact our business, results of operations or financial condition. For example, equity market declines or volatility could decrease our AUM, the AV of our annuity and variable life contracts, or AUA, which, in turn, would reduce the amount of revenue we derive from fees charged on those account and asset values. Our variable annuity business is particularly sensitive to equity markets, and sustained weakness or stagnation in equity markets could decrease its revenues and earnings. At the same time, for variable annuity contracts that include GMxB features, equity market declines increase the amount of our potential obligations related to such GMxB features and could increase the cost of executing GMxB-related hedges beyond what was anticipated in the pricing of the products being hedged. This could result in an increase in claims and reserves related to those contracts, net of any reinsurance reimbursements or proceeds from our hedging programs. Equity market declines and volatility may also influence policyholder behavior, which may adversely impact the levels of surrenders, withdrawals and amounts of withdrawals of our annuity and variable life contracts or cause policyholders to reallocate a portion of their account balances to more conservative investment options (which may have lower fees), which could negatively impact our future profitability or increase our benefit obligations particularly if they were to remain in such options during an equity market increase. Market volatility can negatively impact the value of equity securities we hold for investment which could in turn reduce the statutory capital of certain of our insurance subsidiaries. In addition, equity market volatility could reduce demand for variable products relative to fixed products, and reduce our current earnings and result in changes to MRB balances, which could increase the volatility of our earnings. Lastly, periods of high market volatility or adverse conditions could decrease the availability or increase the cost of derivatives.
Interest rate fluctuations.
Some of our retirement and protection products and certain of our investment products, and our investment returns, are
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sensitive to interest rate fluctuations, and changes in interest rates and interest rate benchmarks may adversely affect our investment returns and results of operations, including in the following respects:
•changes in interest rates may reduce the spread on some of our products between the amounts that we are required to pay under the contracts and the rate of return we are able to earn on our General Account investments supporting the contracts;
•when interest rates rise rapidly, policy loans and surrenders and withdrawals of annuity contracts and life insurance policies may increase, requiring us to sell investment assets potentially resulting in realized investment losses, which could reduce our net income;
•a decline in interest rates accompanied by unexpected prepayments of certain investments may result in reduced investment income and a decline in our profitability. An increase in interest rates accompanied by unexpected extensions of certain lower yielding investments may result in a decline in our profitability;
•changes in the relationship between long-term and short-term interest rates may adversely affect the profitability of some of our products;
•changes in interest rates could result in changes to the fair value of our MRB purchased assets, which could increase the volatility of our earnings;
•changes in interest rates could result in changes to the fair value liability of our variable annuity GMxB business;
•changes in interest rates may adversely impact our liquidity and increase our costs of financing and hedges;
•we may not be able to effectively mitigate and we may sometimes choose not to fully mitigate or to increase, the interest rate risk of our assets relative to our liabilities; and
•the delay between the time we make changes in interest rate and other assumptions used for product pricing and the time we are able to reflect such changes in assumptions in products available for sale may negatively impact the long-term profitability of certain products sold during the intervening period.
Adverse capital and credit market conditions.
Volatility and disruption in the capital and credit markets may exert downward pressure on the availability of liquidity and credit capacity. We need liquidity to pay our operating expenses (including potential hedging losses), interest expenses and any distributions on our capital stock and to capitalize our insurance subsidiaries. Without sufficient liquidity, we could be required to curtail our operations and our business would suffer. While we expect that our future liquidity needs will be satisfied primarily through cash generated by our operations, borrowings from third parties and dividends and distributions from our subsidiaries, it is possible that we will not be able to meet our anticipated short-term and long-term benefit and expense payment obligations. If current resources are insufficient to satisfy our needs, we may access financing sources such as bank debt or the capital markets. These services may not be available during times of stress or may only be available on unfavorable terms. If we are unable to access capital markets to issue new debt, refinance existing debt or sell additional shares as needed, or if we are unable to obtain such financing on acceptable terms, our business could be adversely impacted. Volatility in the capital markets may also consume liquidity as we pay hedge losses and meet collateral requirements related to market movements. We expect these hedging programs to incur losses in certain market scenarios, creating a need to pay cash settlements or post collateral to counterparties. Although our liabilities will also be reduced in these scenarios, this reduction is not immediate, and so in the short term, hedging losses will reduce available liquidity.
Disruptions, uncertainty or volatility in the capital and credit markets may limit our ability to raise additional capital to support business growth, or to counter-balance the consequences of losses or increased regulatory reserves and rating agency capital requirements. This could force us to: (i) delay raising capital; (ii) miss payments on our debt or reduce or eliminate dividends paid on our capital stock; (iii) issue capital of different types or under different terms than we would otherwise; or (iv) incur a higher cost of capital than would prevail in a more stable market environment. Ratings agencies may change our credit ratings, and any downgrade is likely to increase our borrowing costs and limit our access to the capital markets and could be detrimental to our business relationships with distribution partners. Our business, results of operations, financial condition, liquidity, statutory capital or rating agency capital position could be materially and adversely affected by disruptions in the capital and credit markets.
In the U.S., the continued disagreement over the federal debt limit and other budget questions threatens the economy. Failure to resolve these issues in a timely manner could result in a government shutdown, erratic shutdown in government spending or a default on government debt, which could result in increased market volatility and reduced economic activity.
Market conditions and other factors could materially and adversely affect our goodwill.
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Business and market conditions may impact the amount of goodwill we carry in our consolidated balance sheet related to the Asset Management segment. To the extent that securities valuations are depressed for prolonged periods of time or market conditions deteriorate, or that AB experiences significant net redemptions, its AUM, revenues, profitability and unit price will be adversely affected. This may result in the need to recognize an impairment of goodwill which could adversely affect our business, results of operations or financial condition.
Risks Relating to Our Operations
Holdings depends on the ability of its subsidiaries to transfer funds to it to meet its obligations.
Dividends and other distributions from Holdings’ subsidiaries are the principal sources of funds available to Holdings to pay principal and interest on its outstanding indebtedness, to pay corporate operating expenses, to pay any stockholder dividends, to repurchase stock and to meet its other obligations. The inability to receive dividends from our subsidiaries could have a material adverse effect on our business, results of operations or financial condition. The ability of our insurance subsidiaries to pay dividends and make other distributions to Holdings will depend on their earnings, tax considerations, covenants contained in any financing or other agreements and applicable regulatory restrictions and receipt of regulatory approvals. If the ability of our insurance or non-insurance subsidiaries to pay dividends or make other distributions or payments to Holdings is materially restricted by these or other factors, we may be required to raise cash through the incurrence of debt, the issuance of equity or the sale of assets. However, there is no assurance that we would be able to raise sufficient cash by these means. This could materially and adversely affect our ability to pay our obligations.
Failure to protect the confidentiality, integrity, or availability of customer information or proprietary business information.
We and certain of our vendors retain confidential information (including customer transactional data and personal information about our customers, the employees and customers of our customers, and our own employees). The privacy or security of this information may be compromised, including as a result of an information security breach. We have implemented a formal, risk-based data security program, including physical, technical, and administrative safeguards; however, failure to implement and maintain effective data protection and cybersecurity programs that comply with applicable law, or any compromise of the security, confidentiality, integrity, or availability of our information systems, or those of our vendors, the cloud-based systems we use, or the sensitive information stored on such systems, through cyber-attacks or for any other reason that results in unauthorized access, use, modification, disclosure or destruction of personally identifiable information, customer information, or other confidential or proprietary information, or the disruption of critical operations and services, could damage our reputation, deter people from purchasing our products, subject us to significant civil and criminal liability and require us to incur significant technical, legal and other expenses any of which could have a material adverse effect on our business, results of operations or financial condition. For further information on the cybersecurity and data privacy laws applicable to our insurance subsidiaries, see “Cybersecurity—Overview of Equitable Cybersecurity Risk Management” and “Cybersecurity—Governance of Cybersecurity Risk Management.”
Our operational failures or those of service providers on which we rely.
Weaknesses or failures in our internal processes or systems or those of our vendors could lead to disruption of our operations, liability to clients, exposure to regulatory enforcement action or harm to our reputation. Our business is highly dependent on our ability to process large numbers of transactions, many of which are highly complex, across numerous and diverse markets. These transactions generally must comply with client investment guidelines, as well as stringent legal and regulatory standards. If we make a mistake in performing our services that causes financial harm to a client, we have a duty to act promptly to put the client in the position the client would have been in had we not made the error. The occurrence of mistakes, particularly significant ones, can have a material adverse effect on our reputation, business, results of operations or financial condition.
Our reliance on vendors creates a number of business risks, such as the risk that we may not maintain service quality, control or effective management of the outsourced business operations and that we cannot control the facilities or networks of such vendors. We are also at risk of being unable to meet legal, regulatory, financial or customer obligations if the facilities or networks of a vendor are disrupted, damaged or fail due to physical disruptions, such as fire, natural disaster, pandemic or power outage, or other impacts to vendors, including labor strikes, political unrest, and terrorist attacks. Since certain vendors conduct operations for us outside the United States, the political and military events in foreign jurisdictions could have an adverse impact on our outsourced operations. We may be adversely affected by a vendor who fails to deliver contracted services, which could lower revenues, increase costs, reduce profits, disrupt business, or damage our reputation.
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Use or misuse of artificial intelligence technologies.
The development and deployment of AI tools and technologies, including generative AI, and its use and anticipated use by us or by third parties on whom we rely, may increase the operational risks discussed above or create new operational risks that we are not currently anticipating. AI technologies offer potential benefits in areas such as customer service personalization and process automation, and we expect to use AI and generative AI to help deliver products and services and support critical functions. We also expect third parties on whom we rely to do the same. AI and generative AI may be misused by us or by such third parties, and that risk is increased by the relative newness of the technology, the speed at which it is being adopted, and the uncertain and evolving policy and regulatory landscape governing its use. Such misuse could expose us to legal or regulatory risk, damage customer relationships or cause reputational harm. Our competitors may also adopt AI or generative AI more quickly or more effectively than we do, which could cause competitive harm. Because the generative AI technology is so new, many of the potential risks of generative AI are currently unknowable.
The occurrence of a catastrophe, including natural or man-made disasters and/or pandemics or other public health issues.
Any catastrophic event, terrorist attacks, accidents, floods, severe storms or hurricanes, pandemics and other public health issues, or cyber-terrorism, could have a material and adverse effect on our business. We could experience long-term interruptions in our service and the services provided by our significant vendors. Some of our operational systems are not fully redundant, and our disaster recovery and business continuity planning cannot account for all eventualities. Additionally, unanticipated problems with our disaster recovery systems could further impede our ability to conduct business, particularly if those problems affect our computer-based data processing, transmission, storage and retrieval systems and destroy valuable data. We could experience a material adverse effect on our liquidity, financial condition and the operating results of our insurance business due to increased mortality and, in certain cases, morbidity rates and/or its impact on the economy and financial markets. We may also experience lower sales or other negative impacts to the use of services we provide if economic conditions worsen due to a catastrophe or pandemic or other public health emergency, as the financial condition of current or potential customers, policyholders, and clients may be adversely affected. See “—Conditions in the global capital markets and economy.” A catastrophe may affect our computer-based data processing, transmission, storage and retrieval systems and destroy valuable data. Climate change may increase the frequency and severity of weather-related disasters and pandemics. These events could result in an adverse impact on our ability to conduct our business, including our ability to sell our products and services and our ability to adjudicate and pay claims in a timely manner.
If economic conditions worsen as a result of a catastrophe, pandemic or other public health issue, companies may be unable inability to make interest and principal payments on their debt securities or mortgage loans that we hold for investment purposes. Accordingly, we may still incur significant losses that can result in a decline in net investment income and/or material increases in credit losses on our investment portfolios. With respect to commercial real estate, there could be potential impacts to estimates of expected losses resulting from lower underlying values, reflecting current market conditions at that time.
Our ability to recruit, motivate and retain key employees and experienced and productive financial professionals.
Our business depends on our ability to recruit, motivate and retain highly skilled, technical, investment, managerial and executive personnel, and there is no assurance that we will be able to do so. Our financial professionals and our key employees are key factors driving our sales. Intense competition exists among insurers and other financial services companies for financial professionals and key employees. We cannot provide assurances that we will be successful in our respective efforts to recruit, motivate and retain key employees and top financial professionals and the loss of such employees and professionals could have a material adverse effect on our business, results of operations or financial condition.
Misconduct by our employees or financial professionals.
Misconduct by our employees, financial professionals, agents, intermediaries, representatives of our broker-dealer subsidiaries - or employees of our vendors could result in obligations to report such misconduct publicly, regulatory enforcement proceedings and, even findings that violations of law were committed by us or our subsidiaries, regulatory sanctions or serious reputational or financial harm. Certain types of violations may result in our inability to act as an investment adviser or broker-dealer or to represent issuers in Regulation D offerings by acting as placement agent, general partner or other roles. We employ controls and procedures designed to monitor employees’ and financial professionals’ business decisions and to prevent them from taking excessive or inappropriate risks, including with respect to information security, but employees may take such risks regardless of such controls and procedures. If our employees or financial professionals take excessive or inappropriate risks, those risks could harm our reputation, subject us to significant civil or criminal liability and require us to incur significant technical, legal and other expenses.
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Potential strategic transactions.
We may consider potential strategic transactions, including acquisitions, dispositions, mergers, reinsurance, joint ventures and similar transactions. These transactions may not be effective and could result in decreased earnings and harm to our competitive position. In addition, these transactions, if undertaken, may involve a number of risks and present financial, managerial and operational challenges. Furthermore, strategic transactions may require us to increase our leverage or, if we issue shares to fund an acquisition, would dilute the holdings of the existing stockholders. Any of the above could cause us to fail to realize the benefits anticipated from any such transaction.
Changes in accounting standards.
Our consolidated financial statements are prepared in accordance with U.S. GAAP, the principles of which are revised from time to time. Accordingly, from time to time we are required to adopt new or revised accounting standards issued by recognized authoritative bodies, including the Financial Accounting Standards Board. We may not be able to predict or assess the effects of these new accounting pronouncements or new interpretations of existing accounting pronouncements, and they may have material adverse effects on our business, results of operations or financial condition. For a discussion of accounting pronouncements and their potential impact on our business, see Note 2 of the Notes to the Consolidated Financial Statements.
Investment advisory agreements with clients and selling and distribution agreements with various financial intermediaries and consultants.
AB derives most of its revenues pursuant to written investment management agreements (or other arrangements) with institutional investors, mutual funds and private wealth clients, and selling and distribution agreements with financial intermediaries that distribute AB funds. In addition, as part of our variable annuity products, EIMG enters into written investment management agreements (or other arrangements) with mutual funds. Generally, these investment management agreements (and other arrangements) are terminable without penalty at any time or upon relatively short notice by either party. In addition, the investment management agreements pursuant to which AB and EIMG manage an SEC-registered investment company (a “RIC”) must be renewed and approved by the RIC’s boards of directors (including a majority of the independent directors) annually. Consequently, there can be no assurance that the board of directors of each RIC will approve the investment management agreement each year or will not condition its approval on revised terms that may be adverse to us.
Similarly, we enter into selling and distribution agreements with various financial intermediaries that are terminable by either party upon notice (generally 60 days) and do not obligate the financial intermediary to sell any specific amount of our products. These intermediaries generally offer their clients investment products that compete with our products. In addition, certain institutional investors rely on consultants to advise them about choosing an investment adviser and some of AB’s services may not be considered among the best choices by these consultants. As a result, investment consultants may advise their clients to move their assets invested with AB to other investment advisers, which could result in significant net outflows.
Continued scrutiny and evolving expectations regarding ESG matters.
There is continued scrutiny and evolving expectations from investors, customers, regulators and other stakeholders on ESG practices and disclosures, including those related to environmental stewardship, climate change, diversity, equity and inclusion, racial justice and workplace conduct. Legislators and regulators have imposed and may continue to impose ESG-related legislation, rules and guidance, which may conflict with one another and impose additional costs on us, impede our business opportunities or expose us to new or additional risks. In addition, state attorneys general and other state officials have spoken out against ESG motivated investing by some investment managers and terminated contracts with managers based on their following certain ESG-motivated strategies. Moreover, proxy advisory firms that provide voting recommendations to investors have developed ratings for evaluating companies on their approach to different ESG matters, and unfavorable ratings of our company or our industry may lead to negative investor sentiment and the diversion of investment to other companies or industries. If we are unable to meet these standards or expectations, whether established by us or third parties, it could result in adverse publicity, reputational harm, or loss of customer and/or investor confidence, which could adversely affect our business, results of operations, financial condition and liquidity.
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Risks Relating to Credit, Counterparties and Investments
Our counterparties’ requirements to pledge collateral related to declines in estimated fair value of derivative contracts.
We use derivatives and other instruments to help us mitigate various business risks. Our transactions with financial and other institutions generally specify the circumstances under which the parties are required to pledge collateral related to any decline in the market value of the derivatives contracts. If our counterparties fail or refuse to honor their obligations under these contracts, we could face significant losses to the extent collateral agreements do not fully offset our exposures and our hedges of the related risk will be ineffective. Such failure could have a material adverse effect on our business, results of operations or financial condition.
Changes in the actual or perceived soundness or condition of other financial institutions and market participants.
A default by any financial institution or by a sovereign could lead to additional defaults by other market participants. Such failures could disrupt securities markets or clearance and settlement systems and lead to a chain of defaults, because the commercial and financial soundness of many financial institutions may be closely related as a result of credit, trading, clearing or other relationships. Even the perceived lack of creditworthiness of a financial institution may lead to market-wide liquidity problems and losses or defaults by us or by other institutions. This risk is sometimes referred to as “systemic risk” and may adversely affect financial intermediaries with which we interact on a daily basis. Systemic risk could have a material adverse effect on our ability to raise new funding and on our business, results of operations or financial condition. In addition, such a failure could impact future product sales as a potential result of reduced confidence in the financial services industry.
Losses due to defaults by third parties and affiliates, including outsourcing relationships.
We depend on third parties and affiliates that owe us money, securities or other assets to pay or perform under their obligations. Defaults by one or more of these parties could have a material adverse effect on our business, results of operations or financial condition. Moreover, as a result of contractual provisions certain swap dealers require us to add to derivatives documentation and to agreements, we may not be able to exercise default rights or enforce transfer restrictions against certain counterparties which may limit our ability to recover amounts due to us upon a counterparty’s default. We rely on various counterparties and other vendors to augment our existing investment, operational, financial and technological capabilities, but the use of a vendor does not diminish our responsibility to ensure that client and regulatory obligations are met. Disruptions in the financial markets and other economic challenges may cause our counterparties and other vendors to experience significant cash flow problems or even render them insolvent, which may expose us to significant costs and impair our ability to conduct business. We are also subject to the risk that our rights against third parties may not be enforceable in all circumstances. The deterioration or perceived deterioration in the credit quality of third parties whose securities or obligations we hold could result in losses or adversely affect our ability to use those securities or obligations for liquidity purposes.
Economic downturns, defaults and other events may adversely affect our investments.
The occurrence of a major economic downturn, acts of corporate malfeasance, widening credit risk spreads, ratings downgrades or other events that adversely affect the issuers or guarantors of securities we own or the underlying collateral of structured securities we own could cause the estimated fair value of our fixed maturity securities portfolio and corresponding earnings to decline and cause the default rate of the fixed maturity securities in our investment portfolio to increase. We may have to hold more capital to support our securities to maintain our insurance companies’ RBC levels, should securities we hold suffer a ratings downgrade. Levels of write-downs or impairments are impacted by intent to sell, or our assessment of the likelihood that we will be required to sell, fixed maturity securities, as well as our intent and ability to hold equity securities which have declined in value until recovery. Realized losses or impairments on these securities may have a material adverse effect on our business, results of operations, liquidity or financial condition in, or at the end of, any quarterly or annual period.
Some of our investments are relatively illiquid and may be difficult to sell.
We hold certain investments that may lack liquidity, such as privately placed fixed maturity securities, mortgage loans, commercial mortgage backed securities and alternative investments. In the past, even some of our very high quality investments experienced reduced liquidity during periods of market volatility or disruption. If we were required to liquidate these investments on short notice or were required to post or return collateral, we may have difficulty doing so and be forced to sell them for less than we otherwise would have been able to realize. The reported values of our relatively illiquid types of investments do not necessarily reflect the current market price for the asset. If we were forced to sell certain of our assets in the current market, there can be no assurance that we would be able to sell them for the prices at which we have recorded them and we might be forced to sell them at significantly lower prices, which could have a material adverse effect on our business, results of operations, liquidity or financial condition.
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Defaults on our mortgage loans and volatility in performance.
A portion of our investment portfolio consists of mortgage loans on commercial, residential, and agricultural real estate. Although we manage credit risk and market valuation risk for our commercial, residential, and agricultural real estate assets through geographic, property type and product type diversification and asset allocation, general economic conditions in the commercial and agricultural real estate sectors will continue to influence the performance of these investments. With respect to commercial real estate, there could be potential impacts to estimates of expected losses resulting from lower underlying values, reflecting current market conditions at that time. These factors, which are beyond our control, could have a material adverse effect on our business, results of operations, liquidity or financial condition. An increase in the default rate of our mortgage loan investments or fluctuations in their performance could have a material adverse effect on our business, results of operations, liquidity or financial condition.
Risks Relating to Our Retirement and Protection Businesses
Risks Relating to Reinsurance and Hedging
Our reinsurance and hedging programs.
We seek to mitigate some risks associated with the GMxB features or minimum crediting rate contained in certain of our retirement and protection products through our hedging and reinsurance programs. However, these programs cannot eliminate all of the risks, and no assurance can be given as to the extent to which such programs will be completely effective in reducing such risks.
Reinsurance—We use reinsurance to mitigate a portion of the risks that we face, principally in certain of our in-force annuity and life insurance products. Under our reinsurance arrangements, other insurers assume a portion of the obligation to pay claims and related expenses to which we are subject. However, we remain liable as the direct insurer on all risks we reinsure and, therefore, are subject to the risk that our reinsurer is unable or unwilling to pay or reimburse claims at the time demand is made. The inability or unwillingness of a reinsurer to meet its obligations to us, or the inability to collect under our reinsurance treaties for any other reason, could have a material adverse impact on our business, results of operations or financial condition. Prolonged or severe adverse mortality or morbidity experience could result in increased reinsurance costs, and ultimately may reduce the availability of reinsurance for future life insurance sales, if available at all. If, for new sales, we are unable to maintain our current level of reinsurance or purchase new reinsurance protection in amounts that we consider sufficient, we would either have to be willing to accept an increase in our net exposures, revise our pricing to reflect higher reinsurance premiums or limit the amount of new business written on any individual life. If this were to occur, we may be exposed to reduced profitability and cash flow strain or we may not be able to price new business at competitive rates. The premium rates and other fees that we charge are based, in part, on the assumption that reinsurance will be available at a certain cost. If a reinsurer raises the rates that it charges on a block of in-force business, we may not be able to pass the increased costs onto our customers and our profitability will be negatively impacted. Additionally, such a rate increase could result in our recapturing of the business, which may result in a need to maintain additional reserves, reduce reinsurance receivables and expose us to greater risks.
Hedging Programs—We use a hedging program to mitigate a portion of the unreinsured risks we face in, among other areas, the GMxB features of our variable annuity products and minimum crediting rates on our variable annuity and life products from unfavorable changes in benefit exposures due to movements in the capital markets. In certain cases, however, we may not be able to effectively apply these techniques because the derivatives markets in question may not be of sufficient size or liquidity or there could be an operational error in the application of our hedging strategy or for other reasons. The operation of our hedging programs is based on models involving numerous estimates and assumptions. There can be no assurance that ultimate actual experience will not differ materially from our assumptions, particularly, but not only, during periods of high market volatility, which could adversely impact our business, results of operations or financial condition. For example, in the past, due to, among other things, levels of volatility in the equity and interest rate markets above our assumptions as well as deviations between actual and assumed surrender and withdrawal rates, gains from our hedging programs did not fully offset the economic effect of the increase in the potential net benefits payable under the GMxB features offered in certain of our products. If these circumstances were to re-occur in the future or if, for other reasons, results from our hedging programs in the future do not correlate with the economic effect of changes in benefit exposures to customers, we could experience economic losses which could have a material adverse impact on our business, results of operations or financial condition. Additionally, our strategies may result in under or over-hedging our liability exposure, which could result in an increase in our hedging losses and greater volatility in our earnings and have a material adverse effect on our business, results of operations or financial condition. For further discussion, see “—Risks Relating to Estimates, Assumptions and Valuations—Our risk management policies and procedures.”
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Our reinsurance arrangement with an affiliated captive.
The reinsurance arrangement with EQ AZ Life Re Company (the “Affiliated Captive”) provides important capital management benefits to Equitable Financial and Equitable America (collectively, the “Affiliated Cedants”). Under applicable statutory accounting rules, the Affiliated Cedants are currently, and will in the future be, entitled to a credit in their calculations of reserves for amounts reinsured to the Affiliated Captive, to the extent the Affiliated Captive holds assets in trust or provides letters of credit or other financing acceptable to the respective domestic regulators of the Affiliated Cedants. The level of assets required to be maintained in the trust fluctuates based on market and interest rate movements, age of the policies, mortality experience and policyholder behavior. Increasing reserve requirements may necessitate that additional assets be placed in trust or securing additional letters of credit, which could impact the liquidity of the Affiliated Captive.
The completion of the reinsurance transaction with Reinsurance Group of America is subject to several conditions, including the receipt of consents and approvals from government entities, which may impose conditions that could have an adverse effect on the expected economic and non-economic benefits to the Company or could cause the proposed transaction to be abandoned.
Subsequent to December 31, 2024, our subsidiaries, Equitable Financial, as well as our subsidiaries Equitable America and Equitable L&A, entered into a master transaction agreement with Reinsurance Group of America (“RGA”) on February 23, 2025 pursuant to which at closing and subject to the terms and conditions set forth in such agreement, RGA would enter into reinsurance agreements, as reinsurer, with each such subsidiary, as ceding company, to reinsure 75% of such ceding companies’ in-force individual life insurance block on a pro-rata basis (the “RGA Reinsurance Transaction”).
The completion of the RGA Reinsurance Transaction, and entry into the reinsurance agreements contemplated thereby, is subject to several conditions, including, among others, the receipt of approvals from certain U.S. insurance regulators, including the New York Department of Financial Services, the Arizona Department of Insurance and Financial Institutions and the Missouri Department of Commerce & Insurance, as well as the Bermuda Monetary Authority. The Company cannot provide any assurance that either it or RGA will obtain the necessary approvals.
In addition, regulatory entities may impose certain requirements or obligations as conditions for their approval or in connection with their review. The master transaction agreement may require the Company (including its applicable subsidiaries) or RGA to accept certain conditions or limitations or modification to the transaction document from these regulators that could adversely effect the expected economic and non-economic benefits of the RGA Reinsurance Transaction to the Company or could cause the proposed transaction to be abandoned. The parties are not required to accept conditions that would or would reasonably be likely to have a Burdensome Condition (as defined in the master transaction agreement), which assessment will be made at or prior to closing, and the Company cannot provide any assurance that any required conditions, limitations or modification will not, individually or in the aggregate, have such an effect. Furthermore, it could take longer to receive the requisite governmental consents and approvals than currently anticipated, and any such delay could cause the Company to fail to realize the benefits it currently expects to receive from the RGA Reinsurance Transaction or result in the abandonment of the transaction.
On February 24, 2025, Holdings commenced a cash tender offer (the “Offer”) to purchase up to 46 million AB Holding Units at a price of $38.50 per unit, less any applicable tax withholding, for an aggregate purchase price of $1.8 billion. The Offer will expire on March 24, 2025 unless extended or earlier terminated. Holdings expects to fund the Offer from available cash and cash equivalents and the Term Loan described under “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources—Holdings Credit Facilities.” In the event the RGA Reinsurance Transaction is significantly delayed or fails to close, and the Company does not receive the expected economic benefits, the use of cash and cash equivalents, along with a draw under the Term Loan, could have a material adverse effect on our business, results of operations, liquidity or financial condition, including the ability to meet our 2027 financial targets.
Risks Relating to Our Products, Our Structure and Product Distribution
GMxB features within certain of our products.
Certain of the variable annuity products we offer and certain in-force variable annuity products we offered historically, and certain variable annuity risks we assumed historically through reinsurance, include GMxB features. We also offer index-linked variable annuities with guarantees against a defined floor on losses. GMxB features are designed to offer protection to policyholders against changes in equity markets and interest rates. Any such periods of significant and sustained negative or low Separate Accounts returns, increased equity volatility or reduced interest rates will result in an increase in the valuation of
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our liabilities associated with those products. In addition, if the Separate Account assets consisting of fixed income securities, which support the guaranteed index-linked return feature, are insufficient to reflect a period of sustained growth in the equity-index on which the product is based, we may be required to support such Separate Accounts with assets from our General Account and increase our liabilities. An increase in these liabilities would result in a decrease in our net income and depending on the magnitude of any such increase, could materially and adversely affect our financial condition, including our capitalization, as well as the financial strength ratings which are necessary to support our product sales.
Additionally, we make assumptions regarding policyholder behavior at the time of pricing and in selecting and using the GMxB features inherent within our products. An increase in the valuation of the liability could result to the extent emerging and actual experience deviates from these policyholder option use assumptions. If we update our assumptions based on our actuarial assumption review, we could be required to increase the liabilities we record for future policy benefits and claims to a level that may materially and adversely affect our business, results of operations or financial condition which, in certain circumstances, could impair our solvency. In addition, we have in the past updated our assumptions on policyholder behavior, which has negatively impacted our net income, and there can be no assurance that similar updates will not be required in the future.
In addition, hedging instruments may not effectively offset the costs of GMxB features or may otherwise be insufficient in relation to our obligations. Furthermore, we are subject to the risk that changes in policyholder behavior or mortality, combined with adverse market events, could produce economic losses not addressed by our risk management techniques. These factors, individually or collectively, may have a material adverse effect on our business, results of operations, including net income, capitalization, financial condition or liquidity including our ability to receive dividends from our insurance subsidiaries.
The amount of statutory capital that we have and the amount of statutory capital we must hold to meet our statutory capital requirements and our financial strength and credit ratings can vary significantly.
In any particular year, statutory surplus amounts and RBC ratios may increase or decrease depending on a variety of factors. For further information on the NAIC review of the RBC treatment of certain complex assets in which insurers have invested during recent years, see “Business—Regulation—Insurance Regulation—Surplus and Capital; Risk Based Capital.” Additionally, state insurance regulators have significant leeway in how to interpret existing regulations, which could further impact the amount of statutory capital or reserves that we must maintain. Equitable Financial is primarily regulated by the NYDFS, which from time to time has taken more stringent positions than other state insurance regulators on matters affecting, among other things, statutory capital or reserves. In certain circumstances, particularly those involving significant market declines, the effect of these more stringent positions may be that our financial condition appears to be worse than competitors who are not subject to the same stringent standards, which could have a material adverse impact on our business, results of operations or financial condition. Moreover, rating agencies may implement changes to their internal models that have the effect of increasing or decreasing the amount of capital our insurance subsidiaries must hold in order to maintain their current ratings. To the extent that our statutory capital resources are deemed to be insufficient to maintain a particular rating by one or more rating agencies, our insurance subsidiaries’ financial strength and credit ratings might be downgraded by one or more rating agencies. There can be no assurance that any of our insurance subsidiaries will be able to maintain its current RBC ratio in the future or that its RBC ratio will not fall to a level that could have a material adverse effect on our business, results of operations or financial condition.
The failure of any of our insurance subsidiaries to meet its applicable RBC requirements or minimum capital and surplus requirements could subject it to further examination or corrective action imposed by insurance regulators, including limitations on its ability to write additional business, supervision by regulators, rehabilitation, or seizure or liquidation. Any corrective action imposed could have a material adverse effect on our business, results of operations or financial condition. A decline in RBC ratios may limit the ability of an insurance subsidiary to pay dividends or distributions to us, could result in a loss of customers or new business, and could be a factor in causing ratings agencies to downgrade the insurer’s financial strength ratings, each of which could have a material adverse effect on our business, results of operations or financial condition.
A downgrade in our financial strength and claims-paying ratings.
Claims-paying and financial strength ratings are important factors in establishing the competitive position of insurance companies. They indicate the rating agencies’ opinions regarding an insurance company’s ability to meet policyholder obligations and are important to maintaining public confidence in our products and our competitive position. A downgrade of our ratings or those of Equitable Financial, Equitable America or Holdings could adversely affect our business, results of operations or financial condition by, among other things, reducing new sales of our products, increasing surrenders and withdrawals from our existing contracts, possibly requiring us to reduce prices or take other actions for many of our products and services to remain competitive, or adversely affecting our ability to obtain reinsurance or obtain reasonable pricing on reinsurance. A downgrade in our ratings may also adversely affect our ability to hedge our risks, our cost of raising capital or limit our access to capital.
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State insurance laws limit the ability of our insurance subsidiaries to pay dividends and other distributions to Holdings.
The payment of dividends and other distributions to Holdings by its insurance subsidiaries, including its captive reinsurer, is regulated by state insurance laws and regulations. These restrictions may limit or prevent our insurance subsidiaries from making dividend or other payments to Holdings. These restrictions are based, in part, on earned surplus and the prior year’s statutory income and policyholder surplus. In general, dividends may be paid only from earned surplus (typically defined as available or unassigned surplus, subject to possible adjustments) which is derived from realized net profits on the company’s business. Dividends up to specified levels are considered ordinary and generally may be made without prior regulatory approval. Meanwhile, dividends paid from sources other than earned surplus or in larger amounts, often called “extraordinary dividends,” are generally subject to approval by the insurance commissioner of the relevant state of domicile. In addition, certain states may prohibit the payment of dividends from other than the insurance company’s earned surplus. If any of our insurance subsidiaries subject to the positive earned surplus requirement do not succeed in building up sufficient positive earned surplus to have ordinary dividend capacity in future years, such subsidiary would be unable to pay dividends or distributions to our holding company, in certain cases, absent prior approval of its domiciliary insurance regulator. For further information on state insurance laws related to payments of dividends, see “Business—Regulation—Insurance Regulation—Holding Company and Shareholder Dividend Regulation.”
From time to time, the NAIC and various state insurance regulators have considered, and may in the future consider, proposals to further limit dividend payments that an insurance company may make without regulatory approval. For example, the NYDFS enacted Regulation 213. Due to a permitted statutory accounting practice agreed to with the NYDFS, Equitable Financial needs the prior approval of the NYDFS to pay the portion, if any, of any ordinary dividend that exceeds the ordinary dividend that Equitable Financial would be permitted to pay under New York’s insurance laws absent the application of such permitted practice. If more stringent restrictions on dividend payments are adopted by jurisdictions in which our insurance subsidiaries are domiciled, such restrictions could have the effect of significantly reducing dividends or other amounts payable to Holdings by its insurance subsidiaries without prior approval by regulatory authorities. The ability of our insurance subsidiaries to pay dividends or make other distributions is also limited by our need to maintain the financial strength ratings assigned to such subsidiaries by the rating agencies. These ratings depend to a large extent on the capitalization levels of our insurance subsidiaries.
A loss of, or significant change in, key product distribution relationships.
We distribute certain products under agreements with third-party distributors and other members of the financial services industry that are not affiliated with us. We compete with other financial institutions to attract and retain commercial relationships in each of these channels. An interruption or significant change in certain key relationships could materially and adversely affect our ability to market our products and could have a material adverse effect on our business, results of operation or financial condition. Distributors may elect to alter, reduce or terminate their distribution relationships with us, including for such reasons as changes in our distribution strategy, adverse developments in our business, adverse rating agency actions or concerns about market-related risks. Alternatively, we may terminate one or more distribution agreements due to, for example, a loss of confidence in, or a change in control of, one of the third-party distributors, which could reduce sales.
We are also at risk that key distribution partners may merge or change their business models in ways that affect how our products are sold, either in response to changing business priorities or as a result of shifts in regulatory supervision or potential changes in state and federal laws and regulations regarding standards of conduct applicable to third-party distributors when providing investment advice to retail and other customers. Our key distribution relationships may also be adversely impacted by regulatory changes that increase the costs associated with marketing or restrict the ability of distribution partners to receive sales and promotion related charges.
Risks Relating to Estimates, Assumptions and Valuations
Our risk management policies and procedures.
Our policies and procedures, including hedging programs, to identify, monitor and manage risks may not be adequate or fully effective. Many of our methods of managing risk and exposures are based upon our use of historical market behavior or statistics based on historical models. As a result, these methods may not predict future exposures, which could be significantly greater than the historical measures indicate. Other risk management methods depend upon the evaluation of information regarding markets, clients, catastrophe occurrence or other matters that is publicly available or otherwise accessible to us, which may not always be accurate, complete, up-to-date or properly evaluated. Management of operational, legal and regulatory risks requires, among other things, policies and procedures to record and verify large numbers of transactions and events. These policies and procedures may not be fully effective.
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We employ various strategies to mitigate risks inherent in our business and operations. These risks include current or future changes in the fair value of our assets and liabilities, current or future changes in cash flows, the effect of interest rates, equity markets and credit spread changes, the occurrence of credit defaults and changes in mortality and longevity. We seek to control these risks by, among other things, entering into reinsurance contracts and through our hedging programs. Developing an effective strategy for dealing with these risks is complex, and no strategy can completely insulate us from such risks. Our hedging strategies also rely on assumptions and projections that may prove to be incorrect or prove to be inadequate. Moreover, definitions used in our derivatives contracts may differ from those used in the contract being hedged. Accordingly, our hedging activities may not have the desired beneficial impact on our business, results of operations or financial condition. As U.S. GAAP accounting differs from the methods used to determine regulatory reserves and rating agency capital requirements, our hedging program tends to create earnings volatility in our U.S. GAAP financial statements. Further, the nature, timing, design or execution of our hedging transactions could actually increase our risks and losses. Our hedging strategies and the derivatives that we use, or may use in the future, may not adequately mitigate or offset the hedged risk and our hedging transactions may result in losses, including both losses based on the risk being hedged as well as losses based on the derivative. The terms of the derivatives and other instruments used to hedge the stated risks may not match those of the instruments they are hedging which could cause unpredictability in results.
Our reserves could be inadequate and product profitability could decrease due to differences between our actual experience and management’s estimates and assumptions.
Our reserve requirements for our direct and reinsurance assumed business are calculated based on a number of estimates and assumptions, including estimates and assumptions related to future mortality, morbidity, longevity, persistency, interest rates, future equity performance, reinvestment rates, claims experience and policyholder elections (i.e., the exercise or non-exercise of rights by policyholders under the contracts). The assumptions and estimates used in connection with the reserve estimation process are inherently uncertain and involve the exercise of significant judgment. We review the appropriateness of reserves and the underlying assumptions at least annually and, if necessary, update our assumptions as additional information becomes available. We cannot, however, determine with precision the amounts that we will pay for, or the timing of payment of, actual benefits and claims or whether the assets supporting the policy liabilities will grow to the level assumed prior to payment of benefits or claims. Our claim costs could increase significantly, and our reserves could be inadequate if actual results differ significantly from our estimates and assumptions. If so, we will be required to increase reserves or reduce DAC, which could materially and adversely impact our business, results of operations or financial condition. Future reserve increases in connection with experience updates could be material and adverse to the results of operations or financial condition of the Company. Future changes as a result of future assumptions reviews could require us to make material additional capital contributions to one or more of our insurance company subsidiaries or could otherwise materially and adversely impact our business, results of operations or financial condition and may negatively and materially impact our stock price.
Significant deviations in actual experience from our pricing assumptions could have an adverse effect on the profitability of our products. If actual persistency is significantly different from that assumed in our current reserving assumptions, our reserves for future policy benefits may prove to be inadequate. Although some of our variable annuity and life insurance products permit us to increase premiums or adjust other charges and credits during the life of the policy or contract, the adjustments permitted under the terms of the policies or contracts may not be sufficient to maintain profitability. Many of our variable annuity and life insurance products do not permit us to increase premiums or adjust other charges and credits or limit those adjustments during the life of the policy or contract. Even if we are permitted under the contract to increase premiums or adjust other charges and credits, we may not be able to do so due to litigation, point of sale disclosures, regulatory reputation and market risk or due to actions by our competitors. In addition, the development of a secondary market for life insurance could adversely affect the profitability of existing business and our pricing assumptions for new business.
Our financial models rely on estimates, assumptions and projections.
We use models in our hedging programs and many other aspects of our operations including, but not limited to, product development and pricing, capital management, the estimation of actuarial reserves, the amortization of DAC, the fair value of the GMIB reinsurance contracts and the valuation of certain other assets and liabilities. These models rely on estimates, assumptions and projections that are inherently uncertain and involve the exercise of significant judgment. Due to the complexity of such models, it is possible that errors in the models could exist and our controls could fail to detect such errors. Failure to detect such errors could materially and adversely impact our business, results of operations or financial condition.
Subjectivity of the determination of the amount of allowances and impairments taken on our investments.
The determination of the amount of allowances and impairments varies by investment type and is based upon our evaluation of known and inherent risks associated with the respective asset class. Management updates its evaluations regularly and reflects changes in allowances and impairments in operations as such evaluations are revised. There can be no assurance
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that management’s judgments, as reflected in our financial statements, will ultimately prove to be an accurate estimate of the actual diminution in realized value. Historical trends may not be indicative of future impairments or allowances. Additional impairments may need to be taken or allowances provided for in the future that could have a material adverse effect on our business, results of operations or financial condition. Further, rapidly changing and unprecedented credit and equity market conditions could materially impact the valuation of securities as reported within our financial statements and the period-to-period changes in estimated fair value could vary significantly. Decreases in the estimated fair value of securities we hold may have a material adverse effect on our business, results of operations or financial condition.
Risks Relating to Our Asset Management Business
AB’s revenues and results of operations depend on the market value and composition of AB’s AUM.
AB derives most of its revenues from investment advisory and services fees, typically calculated as a percentage of the value of AUM on a specified date, or as an average over a billing period. These fees vary based on the type of service, account size, and total assets managed for a client. Several factors can adversely affect AB’s AUM and composition, including market factors, client preferences, AB’s investment performance, investing trends, service changes and interest rate changes. A decrease in the value or amount of AB’s AUM, an adverse mix shift in its AUM, or a reduction in AB’s fee levels would negatively impact AB’s investment advisory fees and revenues. Reduced revenues, without a corresponding decrease in expenses, would adversely affect AB’s and our operating results.
AB’s reputation could suffer if it is unable to deliver consistent, competitive investment performance.
AB’s business relies on the trust and confidence of its clients. Damage to AB’s reputation, such as from poor or inconsistent investment performance, can significantly reduce AB’s AUM and hinder its ability to maintain or grow its business.
Performance-based fee arrangements with AB’s clients cause greater fluctuations in its net revenues.
AB sometimes charges performance-based fees, which include a base advisory fee plus an additional fee based on investment results, either in absolute terms or relative to a benchmark Some of these fees have a high-watermark provision, meaning if a client account underperforms, it must recover losses before AB can earn future performance-based fees. Failure to meet performance targets means no performance-based fee for that period, and high-watermark provisions can impare future fee earnings.
AB may be unable to develop new products and services, and the development of new products and services may expose AB to reputational harm, additional costs or operational risk.
AB’s financial performance relies on its ability to quickly adapt to changes in the asset management industry, meet evolving client needs, and develop, market, and manage new investment products and services. Creating new products, including those focused on specific in industries, sectors, or criteria like ESG, requires continuous innovation,, significant time, resources, and ongoing support. Introducing new products and services involves substantial risks and uncertainties, such establishing appropriate operational controls, adapting to shifting client and market preferences, facing competition, and complying with regulatory requirements.
AB’s seed capital investments are subject to market risk.
AB has a seed investment program to build track records and support marketing for its new products. These investments are subject to market risk. AB’s risk management team oversees a seed hedging program to minimize this risk, considering practical and cost factors. However, not all seed investments hedged, exposing AB to market risk. Additionally, AB may face basis risk as it cannot always precisely hedge its market exposure, leading to potential relative spreads between market sectors. Consequently, capital market volatility can significantly impact its financial and operating results.
AB uses various derivative instruments, such as futures, forwards, swaps, and options in its seed hedging program. While it hedges broad market risks, AB’s hedges are imperfect, leaving some market risk. Furthermore, using derivatives introduces counterparty risk (the risk of credit-related losses if counterparties fail to perform, regulatory risk (e.g., short selling restrictions) and cash/synthetic basis risk (the risk that underlying positions do not move identically to related derivatives).
AB may not accurately value the securities it holds on behalf of its clients or its company investments.
In accordance with applicable regulatory requirements, contractual obligations or client direction, AB has procedures for pricing and valuing securities and other positions in client accounts or for company investments. AB’s Valuation Committee
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and sub-committees, comprising senior officers and employees, oversee a consistent framework of pricing controls and valuation processes for the firm and its advisory affiliates. If market quotations for a security are unavailable, the Valuation Committee determines its fair value.
Extraordinary market volatility, liquidity constraints or failure to consider all factors when determining fair value could lead to improper valuation of securities. This could result in inaccurate AUM figures, incorrect net asset values for company-sponsored funds, and inaccurate financial reporting. Although the percentage of AB’s AUM that based on limited market observability is not significant, valuations can harm AB’s clients, create regulatory issues and damage its reputation.
The quantitative and systematic models AB uses in certain of its investment services may contain errors.
AB uses quantitative and systematic models in many of its investment services, often alongside fundamental research. These models are developed by senior quantitative professionals and typically are implemented by IT professionals. AB’s Model Risk Oversight Committee, supported by the Model Risk Team, oversees the model governance framework and review activities. However, due to the complexity and data dependency of these models, errors may occur, and AB’s controls might fail to detect them. Undetected errors could lead to client losses and reputational damage.
AB may not successfully manage actual and potential conflicts of interest that arise in its business.
AB must increasingly manage actual and potential conflicts of interest, including situations where its services to one client may conflict with another’s interests. Failure to address these conflicts could harm AB’s reputation, operations and business prospects. If AB fails, or appears to fail, in handling conflicts appropriately, its reputation could suffer, and clients may be less willing to engage with AB. Additionally, potential or perceived conflicts could lead to litigation or regulatory enforcement actions.
Changes in the treatment of AB Holding and ABLP as partnerships for tax purposes would have significant tax ramifications.
AB Holding has elected to be taxed as a PTP under Section 7704(g) of the Code with a 3.5% federal tax on its gross income from active business. To maintain such PTP status, AB Holding cannot directly or indirectly (through ABLP) enter into a substantial new line of business. A “new line of business” is defined as one not closely related to ABLP’s historical activities, and it becomes substantial if it generates more than 15% of the partnership’s gross income or uses more than 15% of its total assets (by value).
Additionally, AB Units must not be considered publicly traded to maintain ABLP’s status as a private partnership for U.S. federal income tax purposes. If AB Holding or ABLP were taxed as a corporation for U.S. federal income tax purposes, holders of AB Units would face double taxation: first at the corporate level, then on dividends received.
Legal and Regulatory Risks
We are heavily regulated.
We are heavily regulated, and regulators continue to increase their oversight over financial services companies. The adoption of new laws, regulations or standards and changes in the interpretation or enforcement of existing laws, regulations or standards have directly affected, and will continue to affect, our business, including making our efforts to comply more expensive and time-consuming. In recent years, insurance regulators and the NAIC have been focused on enhancing regulatory oversight of insurers’ investments in complex assets, the use of AI technologies and “big data,” and the management of climate risk. For additional information on regulatory developments and the risks we face, see “Business—Regulation”.
Our retirement and protection business is subject to a complex and extensive array of state and federal tax, securities, insurance and employee benefit plan laws and regulations, which are administered and enforced by a number of different governmental and self-regulatory authorities, including, among others, state insurance regulators, state securities administrators, state banking authorities, the SEC, FINRA, the DOL and the IRS. Failure to administer our retirement and protections products in accordance with contract provisions or applicable law, or to meet any of these complex tax, securities or insurance requirements could subject us to administrative penalties imposed by a governmental or self-regulatory authority, unanticipated costs associated with remedying such failure or other claims, litigation, harm to our reputation or interruption of our operations.
Certain of our insurance subsidiaries are required to file periodic and other reports within certain time periods imposed by U.S. federal securities laws, rules and regulations. Failure to file such reports within the designated time period or failure to accurately report our financial condition or results of operations could require these insurance subsidiaries to curtail or cease sales of certain of our products or delay the launch of new products or new features, which could cause a significant disruption
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in the business of our insurance subsidiaries. If our affiliated and third-party distribution platforms are required to curtail or cease sales of our products, we may lose shelf space for our products indefinitely, even once we are able to resume sales.
Virtually all aspects of our asset management business are subject to federal and state laws and regulations, rules of securities regulators and exchanges, and laws and regulations certain foreign jurisdictions in which we conduct business. If we violate these laws or regulations, we could be subject to civil liability, criminal liability or sanction, including restriction or revocation of our professional licenses or registrations or our ability to serve as an investment adviser to registered investment companies or as a qualified professional asset manager for employee benefit plans, revocation of the licenses of our employees, censures, fines, restrictions from relying on the issuance safe harbor of Regulation D under the Securities Act when issuing securities or causing our clients not to be able to rely on Regulation D if we act as an investment adviser, placement agent or promoter for the client or to refers clients to private funds or temporary suspension or permanent bar from conducting business. Any such liability or sanction could have a material adverse effect on our business, results of operations or financial condition. A regulatory proceeding could require substantial expenditures of time and money, trigger termination or default rights under contracts to which we are a party and could potentially damage our reputation.
Our Bermuda-based insurance subsidiary is subject to regulation in Bermuda where the BMA has broad supervisory and administrative powers relating to the granting and revoking of the conditions to an insurer’s registration in Bermuda which may limit its ability to transact reinsurance business, including, among others, requiring the BMA’s prior approval to enter into specific reinsurance transactions, prescribing minimum capital and solvency requirements, limitations on dividends, returning capital or otherwise making distributions to shareholders, the nature of and limitations on investments, and the filing of financial statements in accordance with prescribed or permitted statutory accounting practices.
Finally, regulators have proposed, imposed and may continue to impose new requirements or issue new guidance aimed at addressing or mitigating climate change-related risks and further regulating the industries in which we operate. These new or pending regulatory initiatives could result in increased compliance cost to our businesses and changes to our corporate governance and risk management practices. It is difficult to predict how the new administration will impact these or other regulatory initiatives. “Business—Regulation”.
Changes in U.S. tax laws and regulations or interpretations thereof.
Changes in tax laws and regulations or interpretations of such laws, including U.S. tax reform, could increase our corporate taxes and reduce our earnings. Changes may increase our ETR or have implications that make our products less attractive to consumers. Tax authorities may enact laws, change regulations to increase existing taxes, or add new types of taxes and authorities who have not imposed taxes in the past, may impose additional taxes. Any such changes may harm our business, results of operations or financial condition.
Uncertainty surrounding potential legal, regulatory and policy changes, as well as the potential for general market volatility, because of the change in the presidential administration in the United States.
We face regulatory and tax uncertainties because of possible changes arising from the new presidential administration. The nature, timing and economic effects of any potential change to the current legal and regulatory framework affecting our insurance subsidiaries or the products they offer remains highly uncertain. Uncertainty surrounding future changes may adversely affect our operating environment and have an adverse impact on our business, financial condition, results of operations and growth prospects.
Legal proceedings and regulatory actions.
A number of lawsuits and regulatory inquiries have been filed or commenced against us and other financial services companies in the jurisdictions in which we do business. Some of these matters have resulted in the award of substantial fines and judgments, including material amounts of punitive damages, or in substantial settlements. We face a significant risk of, and from time to time we are involved in, such actions and proceedings, including class action lawsuits. The frequency of large damage awards, including large punitive damage awards and regulatory fines that bear little or no relation to actual economic damages incurred, continues to create the potential for an unpredictable judgment in any given matter. In addition, investigations or examinations by federal and state regulators and other governmental and self-regulatory agencies could result in legal proceedings (including securities class actions and stockholder derivative litigation), adverse publicity, sanctions, fines and other costs. A substantial legal liability or a significant federal, state or other regulatory action against us, as well as regulatory inquiries or investigations, may divert management’s time and attention, could create adverse publicity and harm our reputation, result in material fines or penalties, result in significant expense, including legal and settlement costs, and otherwise have a material adverse effect on our business, results of operations or financial condition. For information regarding legal
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proceedings and regulatory actions pending against us, see Note 19 of the Notes to the Consolidated Financial Statements.
Risks Relating to Our Common Stock
Certain provisions in our certificate of incorporation and by-laws.
Our second amended and restated certificate of incorporation and our sixth amended and restated by-laws include a number of provisions that may discourage, delay or prevent a change in our management or prevent a takeover attempt that stockholders may consider favorable. These provisions may prevent our stockholders from receiving the benefit from any premium to the market price of our common stock offered in a takeover context or may even adversely affect the price of our common stock if the provisions discourage takeover attempts. Our second amended and restated certificate of incorporation and amended and sixth restated by-laws may also make it difficult for stockholders to replace or remove our management.
We have designated a sole and exclusive forum for certain litigation that may be initiated by our stockholders.
Our second amended and restated certificate of incorporation provides that, unless we consent in writing to the selection of an alternative forum, the Court of Chancery of the State of Delaware is, to the fullest extent permitted by law, be the sole and exclusive forum for a number of actions. Notwithstanding the foregoing, the exclusive provision shall not preclude or contract the scope of exclusive federal or concurrent jurisdiction for actions brought under the Exchange Act or the Securities Act or the respective rules and regulations promulgated thereunder.
General Risks
Competition from other insurance companies, banks, asset managers and other financial institutions.
We face strong competition from others offering the types of products and services we provide. It is difficult to provide unique retirement and protection or asset management products because, once such products are made available to the public, they often are reproduced and offered by our competitors. If competitors charge lower fees for similar products or services, we may decide to reduce the fees on our own products or services in order to retain or attract customers.
Competition may adversely impact our market share and profitability. Many of our competitors are large and well-established and some have greater market share or breadth of distribution, offer a broader range of products, services or features, assume a greater level of risk, have greater financial resources, have higher claims-paying or credit ratings, have better brand recognition or have more established relationships with clients than we do. We also face competition from new market entrants or non-traditional or online competitors, many of whom are leveraging digital technology that may challenge the position of traditional financial service companies. Due to the competitive nature of the financial services industry, there can be no assurance that we will continue to effectively compete within the industry or that competition will not materially and adversely impact our business, results of operations or financial condition.
Protecting our intellectual property.
We rely on a combination of contractual rights, copyright, trademark and trade secret laws to establish and protect our intellectual property. Third parties may infringe or misappropriate our intellectual property. The loss of intellectual property protection or the inability to secure or enforce the protection of our intellectual property assets could have a material adverse effect on our business and our ability to compete. Third parties may have, or may eventually be issued, patents or other protections that could be infringed by our products, methods, processes or services or could limit our ability to offer certain product features. If we were found to have infringed or misappropriated a third-party patent or other intellectual property right, we could in some circumstances be enjoined from providing certain products or services to our customers or from using and benefiting from certain patents, copyrights, trademarks, trade secrets or licenses. Alternatively, we could be required to enter into costly licensing arrangements with third parties or implement a costly alternative. Any of these scenarios could harm our reputation and have a material adverse effect on our business, results of operations or financial condition.
Part I, Item 1B.
UNRESOLVED STAFF COMMENTS
None.
Part I, Item 1C.
CYBERSECURITY
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Overview of Our Cybersecurity Risk Management
Equitable has implemented and maintains a formal cybersecurity program (the “Program”) to assess, identify and manage material risks from cybersecurity threats. The Program is based on and leverages industry-leading frameworks, including the National Institute of Standards and Technology Cyber Security Framework, which provides standards, guidelines and best practices for managing cybersecurity risk, as well as the organization, improvement and assessment of the Program. Equitable’s Chief Information Security Officer (“CISO”), who reports to its Chief Information Officer, manages the Program through an information security team organized into five functional areas (as outlined below). The CISO also establishes and monitors compliance with our internal controls using published standards, cybersecurity software and similar tools, and control assurance reviews. These five areas also work closely with our IT team to provide expertise and guidance to help manage risks and controls related to cybersecurity.
The information security team’s five functional areas consist of:
•Information Security Governance, Risk and Strategic Program Management – this includes cybersecurity policy lifecycle and regulatory change management, enterprise and role-based security awareness and training programs (including phishing campaigns), cyber risk management, strategy and program management and communications and reporting.
•Information Security Compliance – this includes cybersecurity assurance reviews, acting as a liaison for cybersecurity-related regulatory reviews and audits (both internal and external), support for third-party vendor security reviews, and IT financial controls oversight.
•Security Operations and Intelligence – this includes security operations center management, cyber incident lifecycle management, threat intelligence monitoring, vulnerability management and tabletop exercises.
•Identity and Access Management – this includes identity governance and administration, access recertification, and management of multi-factor authentication processes and password vaults.
•Security Architecture and Engineering – this includes establishing cybersecurity-related technical standards and baselines, reviews of any proposed exceptions to those standards, participating in architectural and software review processes and providing security engineering services for cybersecurity tools/solutions as well as with IT network and infrastructure teams.
Equitable continues to prioritize the security of its technology and sensitive data through investments in cybersecurity detection and prevention technologies as well as employee communications and training. As part of its cyber-incident readiness program, Equitable regularly conducts cyber exercises and readiness assessments, penetration testing and independent control reviews to validate and protect the confidentiality, integrity and availability of our information systems. Equitable also conducts annual security awareness training and periodic phishing simulation exercises to train employees to recognize and report phishing attacks, as well as other supplemental training organized by the information security team.
Equitable also regularly engages external consultants to develop or refresh target operating models, roadmaps, and new technologies and solutions for managing key cybersecurity risks. These engagements provide an external view that incorporates solutions to address evolving technologies and threats, and also aids with strategic alignment of vendors to achieve cyber risk reduction goals in a cost-effective manner. External consultants also perform penetration testing, advise on cyber incident response preparedness, conduct tabletop exercises, support security operations center activities, and perform third-party vendor cyber risk reviews.
The Program uses a risk-based approach to requiring Equitable’s third-party service providers to maintain security controls designed to ensure the integrity, confidentiality, and availability of the providers’ systems and the confidential and sensitive information that the provider maintains and processes on Equitable’s behalf. A third-party service provider risk team performs cybersecurity assessments on third-party service providers with support from information security compliance to evaluate the provider’s controls based on the level of risk that the provider’s services or solutions may present to Equitable. Relevant provisions of service provider contracts require providers to implement enhanced or heightened levels of controls, as applicable. This assessment is a part of Equitable’s overall corporate sourcing and procurement management process, and the corporate sourcing and procurement team separately tracks and reports any exceptions or compliance action plans to the same executive management-level committees to which the CISO provides cybersecurity risk updates, as discussed more fully below.
Equitable also maintains an Operational Resilience program managed by the enterprise risk management function that aims to protect its people, customers, and brand by sustaining critical services at defined levels while responding to expected and unexpected disruptions and adapting to changes in its operating environment. The Operational Resilience program includes a
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consultative process to identify critical resources across the organization to prioritize for recovery during a crisis such as business processes, applications, staffing, hardware/software and recovery timeframes. Under that program, both critical and non-critical applications are required to have a documented application recovery plan, and all business units are required to have a documented business continuity plan. Each of these plans is required to be certified annually and is tested periodically, with test results tracked and documented for distribution to designated management teams.
During the fiscal year of this Report, Equitable has not identified risks from cybersecurity threats that have materially affected or are reasonably anticipated to materially affect the organization. Nevertheless, we recognize that cybersecurity threats are ongoing and evolving, and we continue to remain vigilant. For more information on our cybersecurity risks, see “Risk Factors—Risks Relating to Our Operations—Failure to protect the confidentiality of customer information or proprietary business information” and “Risk Factors—Risks Relating to Our Operations—Failure” to protect the confidentiality, integrity, or availability of customer information or proprietary business information.
Governance of Cybersecurity Risk Management
The Program — overseen by the CISO, who has over 20 years of experience in cybersecurity roles, holds over 10 cyber-related industry certifications, is a Series 99 FINRA licensed Operations Professional, and has a Bachelor of Science degree in Computer Systems & Networking as well as a Master’s degree in business administration — is integrated into Equitable’s overall Enterprise Risk Management (ERM) program to identify, evaluate and manage risks, which is managed by Equitable’s risk management area and overseen by its Chief Risk Officer, who reports directly to its Chief Executive Officer. Under the ERM program, cybersecurity risks are evaluated alongside and consistent with the evaluation of other business risks, with the information security team providing subject matter expertise with respect to the identification, assessment, and tracking of cybersecurity risks pursuant to guidelines established as part of the ERM program. Various cross-functional committees within Equitable also meet on a regular basis to review risks, mitigation plans and projects that impact Equitable’s IT systems. In addition, Equitable’s Program is assessed on at least an annual basis by its internal audit function, including an assessment of control effectiveness related to designated risk scenarios.
The information security team also works with other areas of Equitable, including enterprise risk management, data privacy, compliance, internal audit, and fraud to coordinate and align (i) risk management processes (e.g., identification, assessment, and management), and (ii) reporting to senior management, the Board of Directors and certain committees thereof. More specifically, the information security team uses its subject matter expertise to tailor the risk assessment process for evaluation of cybersecurity risks while enterprise risk management establishes overall corporate risk policy and risk tolerance levels. In addition, a cross-functional team which includes members of the above-referenced areas routinely monitors threat intelligence feeds and evaluates emerging threats. Key risks are escalated and reported to executive management and the Board or committees thereof, via (i) an established cadence of at least quarterly cybersecurity updates, (ii) an incident response plan with respect to risks related to cybersecurity incidents meeting a defined threshold, and (iii) ad hoc meetings between the CISO and executive management and/or Board members as necessary.
The CISO provides regular updates regarding the Program and cybersecurity risks to Equitable’s Information Risk and Data Protection committee, comprised of members of executive management, and also provides quarterly updates to the Audit Committee of Equitable’s Board of Directors, which oversees cybersecurity risk. In addition to receiving quarterly updates from the CISO, the Audit Committee receives reports on cybersecurity risks from our internal audit function, and also periodically receives reports from an external cybersecurity advisor. The Board receives quarterly reports from the Audit Committee, and also receives at least annual updates on the Program and cybersecurity risks from the CISO. The CISO also meets on an individual basis at least quarterly, or more frequently as needed, with members of executive management with cybersecurity oversight responsibility, and has the authority to escalate disagreements with management regarding cybersecurity risks and management of such risks directly to the Board of Directors.
Periodic updates regarding the Operational Resilience program are provided by Equitable’s Chief Risk Officer or a designee to its Audit Risk and Compliance Committee, comprised of members of executive management, as well as the Information Risk and Data Protection Committee and the Audit Committee.
Under Holdings’s service agreement with Equitable Financial, Equitable Financial provides personnel services, employee benefits, facilities, supplies and equipment to Holdings to conduct its business. Included in these services are the cybersecurity monitoring and oversight procedures described herein.
The information contained herein does not apply to Holdings’s subsidiary, AllianceBernstein (AB), which has its own information systems and cybersecurity program to address cybersecurity risks associated with those systems. That program
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includes reporting of cybersecurity incidents impacting AB’s information systems to our CISO if they meet a defined threshold. For additional information regarding AB’s cybersecurity program, see Part I, Item 1C of AB’s Annual Report on Form 10-K for the year ended December 31, 2024.
Part I, Item 2.
PROPERTIES
Our principal executive offices are located at 1345 Avenue of the Americas, New York, NY pursuant to a lease that will expire in 2039. We also have significant office space leases in Syracuse, NY, where our lease that was scheduled to expire in 2023 was amended to extend the term for a portion of the space through 2028 and in Charlotte, NC, where we occupy space under a lease that expires in 2028.
AB’s principal executive offices at 501 Commerce Street, Nashville, TN are occupied pursuant to a 15-year lease expiring in 2036. In addition, AB’s lease of office space at 1345 Avenue of the Americas, New York, NY expired in 2024 and was replaced by a 20-year lease agreement in New York, NY at 66 Hudson Boulevard that commenced in January 2024. AB also leases space in San Antonio, TX under a lease expiring in 2029. Additionally, AB leases space in Pune, India under a lease expiring in 2033.
Part I, Item 3.
LEGAL PROCEEDINGS
For information regarding certain legal proceedings pending against us, see Note 19 of the Notes to the Consolidated Financial Statements. See “Risk Factors—Legal and Regulatory Risks—Legal proceedings and regulatory actions.”
Part I, Item 4.
MINE SAFETY DISCLOSURES
Not Applicable.
Part II, Item 5.
MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
General
Our common stock, par value $0.01 per share, began trading on the NYSE under the symbol “EQH” on May 10, 2018. As of January 28, 2025, there were four shareholders of record, which differs from the number of beneficial owners of our common stock.
Dividends
The declaration, payment and amount of future dividends is subject to the discretion of our Board of Directors and depends on our financial condition, results of operations, cash requirements, future prospects, regulatory restrictions on the payment of dividends by Holdings’ insurance subsidiaries and other factors deemed relevant by the Board. The payment of dividends will be substantially restricted in the event that we do not declare and pay (or set aside) dividends on the Series A Preferred Stock, Series B Preferred Stock and Series C Preferred Stock, for the last proceeding dividend period. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources—Dividends Declared and Paid” for further information regarding common stock dividends.
Equity Compensation Plan
For information regarding our equity compensation plan, see “Security Ownership of Certain Beneficial Owners and Related Stockholder Matters”—“Equity Compensation Plan Information.”
Purchases of Equity Securities by the Issuer
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The following table summarizes Holdings’ repurchases of its common stock during the three months ended December 31, 2024.

Period | Total Number of Shares (or Units) Purchased |  | Average Price Paid per Share (or Unit) |  | Total Number of Shares (or Units) Purchased as Part of Publicly Announced Programs |  | Approximate Dollar Value of Shares (or Units) that May Yet Be Purchased Under the Program (1)
Month #1 (October 1-31) | 2,147,833 |  |  | $ | 41.90 |  |  | 2,147,833 |  |  | $ | 600,562,578 |
Month #2 (November 1-30) | 1,706,253 |  |  | $ | 49.82 |  |  | 1,706,253 |  |  | $ | 536,563,706 |
Month #3 (December 1-31) | 1,830,115 |  |  | $ | 46.77 |  |  | 1,830,115 |  |  | $ | 444,570,180 |
Total | 5,684,201 |  |  | $ | 45.85 |  |  | 5,684,201 |  |  | $ | 444,570,180 |

_____________
(1)See Note 22 of the Notes to the Consolidated Financial Statements for the Share Repurchase program.
Holdings may choose to suspend or discontinue the repurchase program at any time. The repurchase program does not obligate Holdings to purchase any particular number of shares. During the three months ended December 31, 2024, the Company repurchased approximately 6 million shares of its common stock, at a total cost of approximately $261 million. The repurchased common stock was recorded as treasury stock in the consolidated balance sheets.
Stock Performance Graph
Effective January 18, 2024, the S&P Dow Jones Indices added Holdings to the S&P MidCap 400 Index. We believe this index consists of a more appropriate peer group and our inclusion will increase our visibility and exposure to a broader investor base. Where Holdings previously used the S&P 500 index for benchmarking purposes, going forward, it will use the Standard & Poor’s 400 indices as shown in the graph and table below, which present Holdings’ cumulative total shareholder return relative to the performance of: (1) the S&P MidCap 400 Index; (2) the S&P MidCap 400 Insurance Industry Index; (3) the S&P MidCap 400 Financials Index; and (4) the S&P 500, respectively, for the year ended December 31, 2024, commencing May 14, 2018 (our initial day of “regular-way” trading on the NYSE).
All values assume a $100 initial investment in the Holdings’ common stock on the NYSE and data for each of the S&P MidCap 400 Index, the S&P MidCap 400 Insurance Industry Index, the S&P MidCap 400 Financials Index and the S&P 500 assume all dividends were reinvested on the date paid. The points on the graph and the values in the table represent quarter-end values based on the last trading day of each quarter. The comparisons are based on historical data and are not indicative of, nor intended to forecast, the future performance of our common stock.
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| May 14, 2018 |  | Dec 31, 2018 |  | Dec 31, 2019 |  | Dec 31, 2020 |  | Dec 31, 2021 |  | Dec 31, 2022 |  | Dec 31, 2023 |  | Dec 31, 2024
Equitable Holdings, Inc. | $ | 100.00 |  |  | $ | 78.71 |  |  | $ | 120.53 |  |  | $ | 127.79 |  |  | $ | 169.33 |  |  | $ | 151.10 |  |  | $ | 179.74 |  |  | $ | 256.88 |
S&P 400 | $ | 100.00 |  |  | $ | 86.86 |  |  | $ | 109.59 |  |  | $ | 124.55 |  |  | $ | 155.36 |  |  | $ | 135.01 |  |  | $ | 157.13 |  |  | $ | 179.31 |
S&P 400 Financials | $ | 100.00 |  |  | $ | 80.92 |  |  | $ | 102.19 |  |  | $ | 100.47 |  |  | $ | 133.57 |  |  | $ | 128.93 |  |  | $ | 139.30 |  |  | $ | 186.63 |
S&P 400 Insurance | $ | 100.00 |  |  | $ | 97.61 |  |  | $ | 123.50 |  |  | $ | 114.11 |  |  | $ | 139.02 |  |  | $ | 151.58 |  |  | $ | 176.30 |  |  | $ | 202.84 |
S&P 500 | $ | 100.00 |  |  | $ | 93.08 |  |  | $ | 122.39 |  |  | $ | 144.74 |  |  | $ | 183.22 |  |  | $ | 152.62 |  |  | $ | 192.52 |  |  | $ | 225.85 |

Part II, Item 6. RESERVED
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Part II, Item 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our annual financial statements included elsewhere herein. In addition to historical data, this discussion contains forward-looking statements about our business, operations and financial performance based on current expectations that involve risks, uncertainties and assumptions. Actual results may differ materially from those discussed in the forward-looking statements as a result of various factors. Factors that could or do contribute to these differences include those factors discussed below and elsewhere in this Form 10-K, particularly under the captions “Risk Factors” and “Note Regarding Forward-Looking Statements and Information.”
Executive Summary
Overview
We are one of America’s leading financial services companies, providing: (i) advice and solutions for helping Americans set and meet their retirement goals and protect and transfer their wealth across generations; and (ii) a wide range of investment management insights, expertise and innovations to drive better investment decisions and outcomes for clients worldwide.
We manage our business through six segments: Individual Retirement, Group Retirement, Asset Management, Protection Solutions, Wealth Management and Legacy. We report certain activities and items that are not included in these segments in Corporate and Other. See Note 21 of the Notes to the Consolidated Financial Statements for further information on our segments.
We benefit from our complementary mix of businesses. This business mix provides diversity in our earnings sources, which helps offset fluctuations in market conditions and variability in business results, while offering growth opportunities.
Overview of Recent Developments
RGA Reinsurance Transaction
On February 23, 2025, Equitable Financial, as well as Equitable America and Equitable Financial L&A, entered into a Master Transaction Agreement with RGA pursuant to which, at closing and subject to the terms and conditions set forth in such agreement, RGA would enter into reinsurance agreements, as reinsurer, with each such subsidiary, as ceding company, to effect the RGA Reinsurance Transaction. The transaction is expected to reinsure 75% of such ceding companies’ in-force individual life insurance block, and upon closing, generate total value for Holdings of over $2 billion, which includes a positive ceding commission and capital release, and is expected to close in mid-2025.
Tender Offer
On February 24, 2025, Holdings commenced a cash tender offer (the “Offer”) to purchase up to 46 million AB Holding Units at a price of $38.50 per unit, less any applicable tax withholding, for an aggregate purchase price of $1.8 billion. The Offer will expire on March 24, 2025 unless extended or earlier terminated. The Offer is not conditioned upon the receipt of financing or any minimum number of units being tendered but is subject to certain other conditions set forth in the Offer to Purchase, dated February 24, 2025. If Holdings purchases the maximum of 46 million units in the Offer, Holdings will own approximately 41.7% of the issued and outstanding AB Holding Units and will have an approximate 77.5% economic interest in AB. Holdings expects to fund the Offer from available cash and cash equivalents and the Term Loan described in the following paragraphs. Additional information about the Offer is set forth in the tender offer statement on Schedule TO filed with the SEC, including the Offer to Purchase.
Term Loan Agreement
In connection with the commencement of the Offer described in the precedent paragraph, Holdings entered into the 364-Day Term Loan Credit Agreement (the “Term Loan Agreement”) with respect to a $500 million senior unsecured delayed-draw term loan (the “Term Loan”). The Term Loan will be used, along with available cash and cash equivalents, to fund the Offer and related fees and expenses. The Term Loan may be drawn at any time until April 24, 2025 and will mature 364 days from the date of funding, provided that Holdings may elect not to incur all or a portion of such Term Loan to the extent it is unnecessary to fund the Offer.
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Although the Term Loan is required to be repaid with the cash proceeds from the RGA Reinsurance Transaction, it may be prepaid at any time without a fee (other than customary breakage costs relating to the prepayment of any drawn loans). Borrowings under the Term Loan Agreement will bear interest at a rate per annum, which will be, at Holdings’ option, a rate equal to an applicable margin, which is subject to adjustment based on the credit ratings of Holdings, plus an Alternate Base Rate or Adjusted Term SOFR (each as defined in the Term Loan Agreement). The funding of the Term Loan is subject to the satisfaction of customary conditions for facilities of such type that are set forth therein.
Share Repurchase Authority
On February 13, 2025, Holdings’s Board approved an additional $1.5 billion of share repurchases under Holdings’s share repurchase program. As of December 31, 2024, Holdings had $445 million of authorized capacity remaining under its prior authorization. The repurchase program does not obligate Holdings to purchase any particular number of shares. See Note 22 for additional details on the repurchase program.
Macroeconomic and Industry Trends
Our business and consolidated results of operations are significantly affected by economic conditions and consumer confidence, conditions in the global capital markets and the interest rate environment.
Financial and Economic Environment
A wide variety of factors continue to impact global financial and economic conditions. These factors include, among others, uncertainty regarding the federal debt limit, volatility in the capital markets, equity market declines, plateauing or decreasing economic growth, high fuel and energy costs, changes in fiscal or monetary policy and geopolitical tensions. The Russian invasion of the Ukraine, the Israel-Hamas war and broader Middle Eastern hostilities, and the ensuing conflicts and the sanctions and other measures imposed in response to these conflicts, as well as the U.S. presidential administration’s threats of tariffs, and retaliatory tariffs in response, significantly increased the level of volatility in the financial markets and have increased the level of economic and political uncertainty.
Stressed conditions, volatility and disruptions in the capital markets, particular markets, or financial asset classes can have an adverse effect on us, in part because we have a large investment portfolio. In addition, our insurance liabilities and derivatives are sensitive to changing market factors, including equity market performance and interest rates, which fell twice in November and December 2024. However, in December 2024, the Federal Reserve scaled back expectations for rate cuts in 2025 due to persistent inflation and a robust labor market. An increase in market volatility could continue to affect our business, including through effects on the yields we earn on invested assets, changes in required reserves and capital and fluctuations in the value of our AUM, AV or AUA from which we derive our fee income. These effects could be exacerbated by uncertainty about future fiscal policy, changes in tax policy, the scope of potential deregulation and levels of global trade.
The potential for increased volatility could pressure sales and reduce demand for our products as consumers consider purchasing alternative products to meet their objectives. In addition, this environment could make it difficult to consistently develop products that are attractive to customers. Financial performance can be adversely affected by market volatility and equity market declines as fees driven by AV and AUM fluctuate, hedging costs increase and revenues decline due to reduced sales and increased outflows.
We will continue to monitor the behavior of our customers and other factors, including mortality rates, morbidity rates, annuitization rates and lapse and surrender rates, which change in response to changes in capital market conditions, to ensure that our products and solutions remain attractive and profitable. For additional information on our sensitivity to interest rates and capital market prices, see “Risk Factors—Risks Relating to Conditions in the Financial Markets and Economy” and “Quantitative and Qualitative Disclosures About Market Risk.”
Regulatory Developments
Our life insurance subsidiaries are regulated primarily at the state level, with some policies and products also subject to federal regulation. In addition, Holdings and its insurance subsidiaries are subject to regulation under the insurance holding company laws of various U.S. jurisdictions. Furthermore, on an ongoing basis, regulators refine capital requirements and introduce new reserving standards. Regulations recently adopted or currently under review can potentially impact our statutory reserve, capital requirements and profitability of the industry and result in increased regulation and oversight for the industry. For additional information on regulatory developments and the risks we face, see “Business—Regulation” and “Risk Factors—Legal and Regulatory Risks.”
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Revenues
Our revenues come from three principal sources:
•fee income derived from our retirement and protection products and our asset management services;
•premiums from our traditional life insurance and annuity products; and
•investment income from our General Account investment portfolio.
Our fee income varies directly in relation to the amount of the underlying AV or benefit base of our retirement and protection products, the amount of AUM and AUA in our Wealth management business, and the amount of AUM of our Asset Management business. AV and AUM, each as defined in “Key Operating Measures,” are influenced by changes in economic conditions, primarily equity market returns, as well as net flows. Our premium income is driven by the growth in new policies written and the persistency of our in-force policies, both of which are influenced by a combination of factors, including our efforts to attract and retain customers and market conditions that influence demand for our products. Our investment income is driven by the yield on our General Account investment portfolio and is impacted by the prevailing level of interest rates as we reinvest cash associated with maturing investments and net flows to the portfolio.
Benefits and Other Deductions
Our primary expenses are:
•policyholders’ benefits and interest credited to policyholders’ account balances;
•sales commissions and compensation paid to intermediaries and advisors that distribute our products and services; and
•compensation and benefits provided to our employees and other operating expenses.
Policyholders’ benefits are driven primarily by mortality, customer withdrawals, and benefits which change in response to changes in capital market conditions. In addition, some of our policyholders’ benefits are directly tied to the AV and benefit base of our variable annuity products. Interest credited to policyholders varies in relation to the amount of the underlying AV or benefit base. Sales commissions and compensation paid to intermediaries and advisors vary in relation to premium and fee income generated from these sources, whereas compensation and benefits to our employees are more constant and impacted by market wages and decline with increases in efficiency. Our ability to manage these expenses across various economic cycles and products is critical to the profitability of our company.
Net Income Volatility
We have offered and continue to offer variable annuity products with GMxB features. The future claims exposure on these features is sensitive to movements in the equity markets and interest rates. Accordingly, we have implemented hedging and reinsurance programs designed to mitigate the economic exposure to us from these features due to equity market and interest rate movements. We are using a combination of General Account assets and derivatives to manage duration gap on an economic basis. The changes in the values of the derivatives associated with these programs due to equity and interest rate movements, together with the GMxB MRBs assets and liabilities, are recognized in net income in the periods in which they occur, while the General Account asset gains and losses are recorded in OCI resulting in an offset between OCI and net income. In addition, we conduct macro hedging to protect our statutory capital which could also cause net income volatility as further described below. Net income is also impacted by changes in our reinsurers credit spread, while changes in the Company’s credit spread is recorded in OCI. See “—Significant Factors Impacting Our Results—Impact of Hedging and GMIB Reinsurance on Results.”
In addition to our dynamic hedging strategy, we have static hedge positions designed to mitigate the adverse impact of changing market conditions on our statutory capital. We believe this program will continue to preserve the economic value of our variable annuity contracts and better protect our target variable annuity asset level. However, these static hedge positions increase the size of our derivative positions and may result in additional net income volatility on a period-over-period basis.
Due to the impacts on our net income of equity market and interest rate movements and other items that are not part of the underlying profitability drivers of our business, we evaluate and manage our business performance using Non-GAAP Operating Earnings, a Non-GAAP financial measure that is intended to remove these impacts from our results. See “—Key Operating Measures—Non-GAAP Operating Earnings.”
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Significant Factors Impacting Our Results
The following significant factors have impacted, and may in the future impact, our financial condition, results of operations or cash flows.
Impact of Hedging and GMxB Reinsurance on Results
We have offered and continue to offer variable annuity products with GMxB features. The future claims exposure on these features is sensitive to movements in the equity markets and interest rates. Accordingly, we have implemented hedging and reinsurance programs designed to mitigate the economic exposure to us from these features due to equity market and interest rate movements. These programs include:
•Variable annuity hedging programs. We use a dynamic hedging program (within this program, generally, we reevaluate our economic exposure at least daily and rebalance our hedge positions accordingly) to mitigate certain risks associated with the GMxB features that are embedded in our liabilities for our variable annuity products. This program utilizes various derivative instruments that are managed in an effort to reduce the economic impact of unfavorable changes in GMxB features’ exposures attributable to movements in the equity markets and interest rates. Although this program is designed to provide a measure of economic protection against the impact of adverse market conditions, it does not qualify for hedge accounting treatment. Accordingly, changes in value of the derivatives will be recognized in the period in which they occur with offsetting changes in reserves recognized in the current period. In addition, we utilize AFS fixed maturity securities in our General Account to mitigate the economic impact of unfavorable changes in GMxB features’ exposures attributable to movements in interest rates. However, the economic effect of interest rate changes on such securities is reflected in OCI, which results in net income volatility as the economic effect of interest rates on our GMxB MRB liabilities is reflected in net income.
•In addition to our dynamic hedging program, we have a hedging program using static hedge positions (derivative positions intended to be HTM with less frequent re-balancing) to protect our statutory capital against stress scenarios. This program, in addition to our dynamic hedge program, has increased the size of our derivative positions, resulting in additional net income volatility. The impacts are most pronounced for variable annuity products.
•GMxB reinsurance contracts. Historically, GMxB reinsurance contracts were used to cede to non-affiliated reinsurers a portion of our exposure to variable annuity products that offer GMxB features. We account for the reinsurance contracts as MRBs and report them at fair value. In addition, on June 1, 2021, we ceded legacy variable annuity policies sold by Equitable Financial between 2006-2008 (the “Block”), comprised of non-New York “Accumulator” policies containing fixed rate GMIB and/or GMDB guarantees.
Effect of Assumption Updates on Operating Results
During the third quarter of each year, we conduct our annual review of the assumptions underlying the valuation of DAC, deferred sales inducement assets, unearned revenue liabilities, liabilities for future policyholder benefits and MRBs for our Individual Retirement, Group Retirement, Protection Solutions, and Legacy segments (assumption reviews are not relevant for the Asset Management and Wealth Management segments). Assumptions are based on a combination of Company experience, industry experience, management actions and expert judgement and reflect our best estimate as of the date of the applicable financial statements.
Most of the variable annuity products, variable universal life insurance and universal life insurance products we offer maintain policyholder deposits that are reported as liabilities and classified within either Separate Accounts liabilities or policyholder account balances. Our products and riders also impact liabilities for future policyholder benefits, MRBs and unearned revenues and assets for DAC and DSI. The valuation of these assets and liabilities (other than deposits) is based on differing accounting methods depending on the product, each of which requires numerous assumptions and considerable judgment. The accounting guidance applied in the valuation of these assets and liabilities includes, but is not limited to, the following: (i) traditional life insurance products for which assumptions are updated annually to estimate the value of future death, morbidity or income benefits; (ii) universal life insurance and variable life insurance secondary guarantees for which benefit liabilities are determined by estimating the expected value of death benefits payable when the account balance is projected to be zero and recognizing those benefits ratably over the accumulation period based on total expected assessments; and (iii) certain product guarantees reported as MRBs at fair value.
For further details of our accounting policies and related judgments pertaining to assumption updates, see Note 2 of the Notes to the Consolidated Financial Statements.

Assumption Updates and Model Changes
We conduct our annual review of our assumptions and models during the third quarter of each year. We also update our assumptions as needed in the event we become aware of economic conditions or events that could require a change in our assumptions that we believe may have a significant impact to the carrying value of product liabilities and assets and consequently materially impact our earnings in the period of the change.
Impact of Assumption Updates and Model Changes on Income from Continuing Operations before income taxes and Net income (loss)
The table below presents the impact of our actuarial assumption update to our income (loss) from continuing operations, before income taxes and net income (loss).

|  |  | Year Ended December 31,
|  |  |  |  | 2024 |  | 2023 |  | 2022
|  |  |  |  | (in millions)
Impact of assumption update on Net income (loss): |  |  |  |  |  |  |  |  |
Variable annuity product features related assumption update |  |  |  |  | $ | 28 |  |  | $ | 44 |  |  | $ | (205) |
Assumption updates for other business |  |  |  |  | (8) |  |  | (49) |  |  | (1) |
Impact of assumption updates on Income (loss) from continuing operations, before income tax |  |  |  |  | 20 |  |  | (5) |  |  | (206) |
Income tax benefit on assumption update |  |  |  |  | (4) |  |  | 1 |  |  | 43 |
Net income (loss) impact of assumption update |  |  |  |  | $ | 16 |  |  | $ | (4) |  |  | $ | (163) |

2024 Assumption Updates
The impact of the economic assumption update during 2024 was an increase of $20 million to income (loss) from continuing operations, before income taxes and an increase to net income (loss) of $16 million.
The net impact of this assumption update on income (loss) from continuing operations, before income taxes of $20 million consisted of an increase in other income of $21 million, an increase in remeasurement of liability for future policy benefits of $18 million, a decrease in policyholders’ benefits of $8 million and a decrease in change in MRBs and purchased MRBs of $9 million.
2023 Assumption Updates
The impact of the economic assumption update during 2023 was a decrease of $5 million to income (loss) from continuing operations, before income taxes and a decrease to net income (loss) of $4 million.
The net impact of this assumption update on income (loss) from continuing operations, before income taxes of $5 million consisted of a decrease in other income of $9 million, an increase in remeasurement of liability for future policy benefits of $51 million, a decrease in policyholders’ benefits of $2 million and a decrease in change in MRBs and purchased MRBs of $53 million.
2022 Assumption Updates
The impact of the economic assumption update during 2022 was a decrease of $206 million to income (loss) from continuing operations, before income taxes and a decrease to net income (loss) of $163 million.
The net impact of this assumption update on income (loss) from continuing operations, before income taxes of $206 million consisted of an increase in remeasurement of liability for future policy benefits of $14 million, a decrease in policyholders’ benefits of $13 million, an increase in change in market risk benefits and purchased market risk benefits of $204 million and an increase in interest credited to policyholder’s account balances of $1 million.
Model Changes
There were no material model changes during 2024, 2023 and 2022.
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Impact of Assumption Updates and Model Changes on Pre-tax Non-GAAP Operating Earnings Adjustments
The table below presents the impact on pre-tax Non-GAAP Operating Earnings of our actuarial assumption updates by segment and Corporate and Other.

|  |  |  | Year Ended December 31,
|  |  |  | 2024 |  | 2023 |  | 2022
|  | (in millions)
Impact of assumption updates by segment: |  |  |  |  |  |  |  |
Individual Retirement |  |  |  | $ | — |  |  | $ | 1 |  |  | $ | (1) |
Group Retirement |  |  |  | 21 |  |  | — |  |  | — |
Protection Solutions |  |  |  | (12) |  |  | 11 |  |  | (4) |
Legacy |  |  |  | (8) |  |  | 3 |  |  | — |
Impact of assumption updates on Corporate and Other |  |  |  | 3 |  |  | — |  |  | 3 |
Total impact on pre-tax Non-GAAP Operating Earnings |  |  |  | $ | 4 |  |  | $ | 15 |  |  | $ | (2) |

2024 Assumption Updates
The impact of our 2024 annual review on Non-GAAP Operating Earnings was favorable by $4 million before taking into consideration the tax impacts, or $3 million after tax.
The net impact of assumption changes on Non-GAAP Operating Earnings increased other income by $13 million, increased remeasurement of liability for future policy benefits by $18 million, and decreased policyholders’ benefits by $9 million. Non-GAAP Operating Earnings excludes items related to variable annuity product features, such as changes in the MRBs and purchased MRBs.
2023 Assumption Updates
The impact of our 2023 annual review on Non-GAAP Operating Earnings was favorable by $15 million before taking into consideration the tax impacts, or $12 million after tax.
The net impact of assumption changes on Non-GAAP Operating Earnings increased other income by $4 million, decreased remeasurement of liability for future policy benefits by $10 million and decreased policyholders’ benefits by $1 million. Non-GAAP Operating Earnings excludes items related to variable annuity product features, such as changes in the MRBs and purchased MRBs.
2022 Assumption Updates
The impact of our 2022 annual review on Non-GAAP Operating Earnings was unfavorable by $2 million before taking into consideration the tax impacts or $1 million after tax.
The net impact of assumption changes on Non-GAAP Operating Earnings increased remeasurement of liability for future policy benefits by $14 million, decreased policyholders’ benefits by $13 million and increased interest credited by to policyholder’s account balances by $1 million. Non-GAAP Operating Earnings excludes items related to variable annuity product features, such as changes in the MRBs and purchased MRBs.
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Productivity
As part of our continuing efforts to drive productivity improvements, in May 2023, we began a new program expected to achieve $150 million of run-rate expense savings by 2027, of which $100 million has been achieved as of December 31, 2024. We expect to achieve these savings by optimizing our real estate footprint at both Equitable and AB in addition to other initiatives to improve operational efficiency.
As previously announced, we entered into a 15-year lease agreement in New York, NY at 1345 Avenue of the Americas which commenced in 2023 and will reduce rental expense beginning in 2024. We also realized expense efficiencies in office space leases as follows: in Syracuse, NY, we occupy space under a lease that was scheduled to expire in 2024, but which was amended to extend a portion of the space through 2028 at a lower total cost; and in Jersey City, NJ, we occupied space under a lease that expired in 2023 and was not extended or replaced.
As previously announced in 2018, AB established its corporate headquarters in Nashville, TN at 501 Commerce Street and began the process of transitioning Finance, IT, Operations, Legal, Compliance, Internal Audit, Human Capital, and Sales and Marketing functions. As of December 31, 2024, 1,063 employees were located in Nashville and AB has successfully completed the relocation of their corporate headquarters to Nashville, TN. AB will continue to operate a principal location in New York City, which houses Portfolio Management, Trading, and New York-based Wealth Management Private Wealth businesses. Beginning in 2025, as the transition period has now been completed, AB expects to realize an estimated $75 million of annual savings from a combination of lower occupancy and compensation-related expenses.
Key Operating Measures
In addition to our results presented in accordance with U.S. GAAP, we report Non-GAAP Operating Earnings, Non-GAAP Operating ROE, and Non-GAAP operating common EPS, each of which is a measure that is not determined in accordance with U.S. GAAP. Management principally uses these Non-GAAP financial measures in evaluating performance because they present a clearer picture of our operating performance and they allow management to allocate resources. Similarly, management believes that the use of these Non-GAAP financial measures, together with relevant U.S. GAAP measures, provide investors with a better understanding of our results of operations and the underlying profitability drivers and trends of our business. These Non-GAAP financial measures are intended to remove from our results of operations the impact of market changes (where there is a mismatch in the valuation of assets and liabilities) as well as certain other expenses which are not part of our underlying profitability drivers or likely to re-occur in the foreseeable future, as such items fluctuate from period-to-period in a manner inconsistent with these drivers. These measures should be considered supplementary to our results that are presented in accordance with U.S. GAAP and should not be viewed as a substitute for the U.S. GAAP measures. Other companies may use similarly titled Non-GAAP financial measures that are calculated differently from the way we calculate such measures. Consequently, our Non-GAAP financial measures may not be comparable to similar measures used by other companies.
We also discuss certain operating measures, including AUM, AUA, AV, Protection Solutions reserves and certain other operating measures, which management believes provide useful information about our businesses and the operational factors underlying our financial performance.
Non-GAAP Operating Earnings
Non-GAAP Operating Earnings is an after-tax Non-GAAP financial measure used to evaluate our financial performance on a consolidated basis that is determined by making certain adjustments to our consolidated after-tax net income attributable to Holdings. The most significant of such adjustments relates to our derivative positions, which protect economic value and statutory capital, and the variable annuity product MRBs. This is a large source of volatility in net income.
Non-GAAP Operating Earnings equals our consolidated after-tax net income attributable to Holdings adjusted to eliminate the impact of the following items:
•Items related to variable annuity product features, which include: (i) changes in the fair value of MRB and purchased MRB, including the related attributed fees and claims, offset by derivatives and other securities used to hedge the MRB which result in residual net income volatility as the change in fair value of certain securities is reflected in OCI and due to our statutory capital hedge program; and (ii) market adjustments to deposit asset or liability accounts arising from reinsurance agreements which do not expose the reinsurer to a reasonable possibility of a significant loss from insurance risk;
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•Investment (gains) losses, which includes credit loss impairments of securities/investments, sales or disposals of securities/investments, realized capital gains/losses and valuation allowances;
•Net actuarial (gains) losses, which includes actuarial gains and losses as a result of differences between actual and expected experience on pension plan assets or projected benefit obligation during a given period related to pension, other postretirement benefit obligations, and the one-time impact of the settlement of the defined benefit obligation;
•Other adjustments, which primarily include restructuring costs related to severance and separation, lease write-offs related to non-recurring restructuring activities, COVID-19 related impacts, net derivative gains (losses) on certain Non-GMxB derivatives, net investment income from certain items including consolidated VIE investments, seed capital mark-to-market adjustments, unrealized gain/losses and realized capital gains/losses from sales or disposals of select securities, certain legal accruals; a bespoke deal to repurchase UL policies from one entity that had invested in numerous policies purchased in the life settlement market, which disposed of the risk of additional COI litigation by that entity related to those UL policies, impact of the annual actuarial assumption updates attributable to LFPB when the majority of the impact relates to the non-core business; and
•Income tax expense (benefit) related to the above items and non-recurring tax items, which includes the effect of uncertain tax positions for a given audit period and changes to the deferred tax valuation allowance.
In the fourth quarter of 2023, the Company updated its operating earnings measure to exclude the impact of realized amounts related to equity classified instruments. The recognition of the realized capital gains and losses from investments in current net investment income is generally considered distortive and not reflective of the ongoing core business activities of the segments. The presentation of operating earnings in prior periods was not revised to reflect this modification. The impact to operating earnings was immaterial for the year ended December 31, 2023.
In the first quarter of 2024, the we began allocating to our business segments collateral expense resulting from a designated rate to be paid on the collateral held back to counterparties. The new segment allocation methodology for collateral expense is based on the income earned on cash equivalents held in the surplus segments and income earned in portfolios backing collateral expenses, such that the collateral expense would be allocated to the segments up to that amount. Any remaining amount is included within Corporate and Other. This expense was previously recorded in Corporate and Other with no allocation to our business segments in prior reporting periods.
The presentation of operating earnings in prior periods was not revised to reflect this modification, however, we estimated that allocating collateral expense to the segments for the twelve months ended December 31, 2023 and 2022, respectively, would have resulted in a decrease to operating earnings of $4.0 million and $0.8 million for Individual Retirement, $7.7 million and $1.4 million for Group Retirement, $21.9 million and $2.5 million for Protection Solutions, $4.2 million and $1.0 million for Legacy, and an increase of $37.8 million and $5.7 million for Corporate and Other. Our total operating earnings were not impacted.
During the third quarter 2024, we moved revenues and expenses related to payout annuitizations from the Legacy segment to the Individual Retirement segment. Now all payout annuities will be reported within the Individual Retirement segment as the block is managed on an aggregate basis. Prior periods have been recast to reflect this change.
Because Non-GAAP Operating Earnings excludes the foregoing items that can be distortive or unpredictable, management believes that this measure enhances the understanding of our underlying drivers of profitability and trends in our business, thereby allowing management to make decisions that will positively impact our business.
We use the prevailing corporate federal income tax rate of 21% while taking into account any non-recurring differences for events recognized differently in our financial statements and federal income tax returns as well as partnership income taxed at lower rates when reconciling Net income (loss) attributable to Holdings to Non-GAAP Operating Earnings.
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The table below presents a reconciliation of net income (loss) attributable to Holdings to Non-GAAP Operating Earnings:

|  |  | Year Ended December 31,
|  |  |  |  | 2024 |  | 2023 |  | 2022
|  |  |  |  | (in millions)
Net income (loss) attributable to Holdings |  |  |  |  | $ | 1,307 |  |  | $ | 1,302 |  |  | $ | 2,153 |
Adjustments related to: |  |  |  |  |  |  |  |  |
Variable annuity product features (1) |  |  |  |  | 606 |  |  | 607 |  |  | (2,193) |
Investment (gains) losses |  |  |  |  | 133 |  |  | 713 |  |  | 945 |
Net actuarial (gains) losses related to pension and other postretirement benefit obligations |  |  |  |  | 60 |  |  | 39 |  |  | 82 |
Other adjustments (2) (3) (4) (6) |  |  |  |  | 93 |  |  | 351 |  |  | 605 |
Income tax expense (benefit) related to above adjustments |  |  |  |  | (187) |  |  | (359) |  |  | 118 |
Non-recurring tax items (5) |  |  |  |  | (5) |  |  | (959) |  |  | 16 |
Non-GAAP Operating Earnings |  |  |  |  | $ | 2,007 |  |  | $ | 1,694 |  |  | $ | 1,726 |

______________
(1)Includes the impact of favorable assumption updates of $16 million and $40 million for the year ended December 31, 2024 and 2023, respectively. Includes the impact of unfavorable assumption updates of $204 million for the year ended December 31, 2022.
(2)Includes certain gross legal expenses related to the COI litigation of $106 million, $144 million and $218 million for the year ended December 31, 2024, 2023 and 2022, respectively. Includes the impact of annual actuarial assumptions updates related to LFPB of $61 million for the year ended December 31, 2023. Prior period impact was immaterial and was not revised.
(3)For the year ended December 31, 2024, includes $82 million of the gain on sale on AB's Bernstein Research Service attributable to Holdings.
(4)For the year ended December 31, 2024, includes $78 million contingent payment gain recognized in connection with a fair value remeasurement of the contingent payment liability associated with AB's acquisition of CarVal in 2022.
(5)For the and 2023, respectively, non-recurring tax items reflect primarily the effect of uncertain tax positions for a given audit period. Include a decrease of the deferred tax valuation allowance of $1.0 billion during year ended December 31, 2023.
(6) Includes Non-GMxB related derivative hedge losses (gains) of $6 million, $26 million and ($34) million for the years ended December 31, 2024, 2023 and 2022, respectively.
Non-GAAP Operating ROE
We calculate Non-GAAP Operating ROE by dividing Non-GAAP Operating Earnings for the previous twelve calendar months by consolidated average equity attributable to Holdings’ common shareholders, excluding AOCI. AOCI fluctuates period-to-period in a manner inconsistent with our underlying profitability drivers as the majority of such fluctuation is related to the market volatility of the unrealized gains and losses associated with our AFS securities. Therefore, we believe excluding AOCI is more effective for analyzing the trends of our operations.
The following table presents return on average equity attributable to Holdings’ common shareholders, excluding AOCI and Non-GAAP Operating ROE for the year ended December 31, 2024.

| Year Ended December 31, 2024
| (in millions)
Net income (loss) available to Holdings’ common shareholders | $ | 1,227
Average equity attributable to Holdings’ common shareholders, excluding AOCI | $ | 8,602
Return on average equity attributable to Holdings’ common shareholders, excluding AOCI | 14.3 | %
Non-GAAP Operating Earnings available to Holdings’ common shareholders | $ | 1,927
Average equity attributable to Holdings’ common shareholders, excluding AOCI | $ | 8,602
Non-GAAP Operating ROE | 22.4 | %

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Non-GAAP Operating Common EPS
Non-GAAP operating common EPS is calculated by dividing Non-GAAP Operating Earnings by diluted common shares outstanding. The following table sets forth Non-GAAP operating common EPS:

|  |  | Year Ended December 31,
|  |  |  |  | 2024 |  | 2023 |  | 2022
|  |  |  |  | (per share amounts)
Net income (loss) attributable to Holdings |  |  |  |  | $ | 4.02 |  |  | $ | 3.70 |  |  | $ | 5.67 |
Less: Preferred stock dividends |  |  |  |  | 0.24 |  |  | 0.22 |  |  | 0.21 |
Net income (loss) available to Holdings’ common shareholders |  |  |  |  | 3.78 |  |  | 3.48 |  |  | 5.46 |
Adjustments related to: |  |  |  |  |  |  |  |  |
Variable annuity product features (1) |  |  |  |  | 1.87 |  |  | 1.73 |  |  | (5.77) |
Investment (gains) losses |  |  |  |  | 0.41 |  |  | 2.03 |  |  | 2.49 |
Net actuarial (gains) losses related to pension and other postretirement benefit obligations |  |  |  |  | 0.18 |  |  | 0.11 |  |  | 0.22 |
Other adjustments (2) (3) (4) (6) |  |  |  |  | 0.29 |  |  | 0.99 |  |  | 1.58 |
Income tax expense (benefit) related to above adjustments |  |  |  |  | (0.58) |  |  | (1.02) |  |  | 0.31 |
Non-recurring tax items (5) |  |  |  |  | (0.02) |  |  | (2.73) |  |  | 0.04 |
Non-GAAP Operating Earnings |  |  |  |  | $ | 5.93 |  |  | $ | 4.59 |  |  | $ | 4.33 |

______________
(1)Includes the impact of favorable assumption updates of $0.05 and $0.11 for the year ended December 31, 2024 and 2023, respectively. Includes the impact of unfavorable assumption updates of $0.54 for the year ended December 31, 2022.
(2)Includes certain gross legal expenses related to the COI litigation of $0.33, $0.41 and $0.57 for the year ended December 31, 2024, 2023 and 2022, respectively. Includes the impact of unfavorable annual actuarial assumptions updates related to LFPB of $0.17 for the year ended December 31, 2023. Includes policyholder benefit costs of $0.20 for the year ended December 31, 2022 stemming from a deal to repurchase UL policies from one entity that had invested in numerous policies purchased in the life settlement market.
(3)For the year ended December 31, 2024, includes $0.25 of the gain on sale on AB's Bernstein Research Service attributable to Holdings.
(4)For the year ended December 31, 2024 includes $0.24 contingent payment gain recognized in connection with a fair value remeasurement of the contingent payment liability associated with AB's acquisition of CarVal in 2022.
(5)For the 2023, respectively, non-recurring tax items reflect primarily the effect of uncertain tax positions for a given audit period. Include a decrease of the deferred tax valuation allowance of $2.84 per common share during year ended December 31, 2023.
(6)Includes Non-GMxB related derivative hedge losses (gains) of $0.02, $0.07 and $(0.09) for the years ended December 31, 2024, 2023 and 2022, respectively.
Assets Under Management
AUM means investment assets that are managed by one of our subsidiaries and includes: (i) assets managed by AB; (ii) the assets in our General Account investment portfolio; and (iii) the Separate Accounts assets of our Individual Retirement, Group Retirement and Protection Solutions businesses. Total AUM reflects exclusions between segments to avoid double counting.
Assets Under Administration
AUA includes non-insurance client assets that are invested in our savings and investment products or serviced by our Equitable Advisors platform. We provide administrative services for these assets and generally record the revenues received as distribution fees.
Account Value
AV generally equals the aggregate policy account value of our retirement products. General Account AV refers to account balances in investment options that are backed by the General Account while Separate Accounts AV refers to Separate Accounts investment assets.
Protection Solutions Reserves
Protection Solutions reserves equals the aggregate value of policyholders’ account balances and future policy benefits for policies in our Protection Solutions segment.
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Consolidated Results of Operations
Our consolidated results of operations are significantly affected by conditions in the capital markets and the economy because we offer market sensitive products. These products have been a significant driver of our results of operations. Because the future claims exposure on these products is sensitive to movements in the equity markets and interest rates, we have in place various hedging and reinsurance programs that are designed to mitigate the economic risk of movements in the equity markets and interest rates. The volatility in net income attributable to Holdings for the periods presented below results from the mismatch between: (i) the change in carrying value of the reserves for GMDB and certain GMIB features that do not fully and immediately reflect the impact of equity and interest market fluctuations; (ii) the change in fair value of products with the GMIB feature that have a no-lapse guarantee; and (iii) our hedging and reinsurance programs.
Ownership and Consolidation of AllianceBernstein
Our indirect, wholly-owned subsidiary, AllianceBernstein Corporation, is the General Partner of AB. Accordingly, AB’s results are fully reflected in our consolidated financial statements.
Our average economic interest in AB was approximately 61%, 61% and 64% for the year ended December 31, 2024, 2023 and 2022, respectively. The slight decrease was due to the issuance of AB Units relating to AB’s 100% acquisition of CarVal Investments L.P. (“CarVal”). On July 1, 2022, AB issued 3.2 million AB Units (with a fair value of $133 million) with the remaining 12.1 million AB units (with a fair value of $456 million) issued on November 1, 2022. AB also recorded a contingent consideration payable of $229 million (to be paid predominantly in AB Units) based on CarVal achieving certain performance objectives over a six-year period ending December 31, 2027. During 2024, AB remeasured the contingent liability and recorded a gain reflected within contingent payment arrangements of $129 million. In December 2024, AB agreed to finalize its contingent consideration liability with CarVal for a value of $134 million. This liability will be paid predominantly in AB units issued within 10 days of December 31, 2027.
Consolidated Results of Operations
The following table summarizes our consolidated statements of income (loss):
Consolidated Statements of Income (Loss)

|  |  | Year Ended December 31,
|  |  |  |  | 2024 |  | 2023 |  | 2022
|  |  |  |  | (in millions, except per share data)
REVENUES |  |  |  |  |  |  |  |  |
Policy charges and fee income |  |  |  |  | $ | 2,495 |  |  | $ | 2,380 |  |  | $ | 2,454 |
Premiums |  |  |  |  | 1,162 |  |  | 1,104 |  |  | 994 |
Net derivative gains (losses) |  |  |  |  | (2,551) |  |  | (2,397) |  |  | 907 |
Net investment income (loss) |  |  |  |  | 4,896 |  |  | 4,320 |  |  | 3,315 |
Investment gains (losses), net: |  |  |  |  |  |  |  |  |
Credit losses on available-for-sale debt securities and loans |  |  |  |  | (82) |  |  | (220) |  |  | (314) |
Other investment gains (losses), net |  |  |  |  | (51) |  |  | (493) |  |  | (631) |
Total investment gains (losses), net |  |  |  |  | (133) |  |  | (713) |  |  | (945) |
Investment management and service fees |  |  |  |  | 5,263 |  |  | 4,820 |  |  | 4,891 |
Other income |  |  |  |  | 1,305 |  |  | 1,014 |  |  | 1,028 |
Total revenues |  |  |  |  | 12,437 |  |  | 10,528 |  |  | 12,644 |

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|  |  | Year Ended December 31,
|  |  |  |  | 2024 |  | 2023 |  | 2022
|  |  |  |  | (in millions, except per share data)
BENEFITS AND OTHER DEDUCTIONS |  |  |  |  |  |  |  |  |
Policyholders’ benefits |  |  |  |  | 2,696 |  |  | 2,754 |  |  | 2,716 |
Remeasurement of liability for future policy benefits |  |  |  |  | 6 |  |  | 75 |  |  | 66 |
Change in market risk benefits and purchased market risk benefits |  |  |  |  | (1,971) |  |  | (1,807) |  |  | (1,280) |
Interest credited to policyholders’ account balances |  |  |  |  | 2,499 |  |  | 2,083 |  |  | 1,410 |
Compensation and benefits |  |  |  |  | 2,441 |  |  | 2,328 |  |  | 2,201 |
Commissions and distribution-related payments |  |  |  |  | 1,896 |  |  | 1,590 |  |  | 1,567 |
Interest expense |  |  |  |  | 226 |  |  | 228 |  |  | 201 |
Amortization of deferred policy acquisition costs |  |  |  |  | 711 |  |  | 641 |  |  | 586 |
Other operating costs and expenses |  |  |  |  | 1,822 |  |  | 1,898 |  |  | 2,185 |
Total benefits and other deductions |  |  |  |  | 10,326 |  |  | 9,790 |  |  | 9,652 |
Income (loss) from continuing operations, before income taxes |  |  |  |  | 2,111 |  |  | 738 |  |  | 2,992 |
Income tax (expense) benefit |  |  |  |  | (288) |  |  | 905 |  |  | (598) |
Net income (loss) |  |  |  |  | 1,823 |  |  | 1,643 |  |  | 2,394 |
Less: Net income (loss) attributable to the noncontrolling interest |  |  |  |  | 516 |  |  | 341 |  |  | 241 |
Net income (loss) attributable to Holdings |  |  |  |  | 1,307 |  |  | 1,302 |  |  | 2,153 |
Less: Preferred stock dividends |  |  |  |  | 80 |  |  | 80 |  |  | 80 |
Net income (loss) available to Holdings’ common shareholders |  |  |  |  | $ | 1,227 |  |  | $ | 1,222 |  |  | $ | 2,073 |
EARNINGS PER COMMON SHARE |  |  |  |  |  |  |  |  |
Net income (loss) applicable to Holdings’ common shareholders per common share: |  |  |  |  |  |  |  |  |
Basic |  |  |  |  | $ | 3.82 |  |  | $ | 3.49 |  |  | $ | 5.49 |
Diluted |  |  |  |  | $ | 3.78 |  |  | $ | 3.48 |  |  | $ | 5.46 |
Weighted average common shares outstanding (in millions): |  |  |  |  |  |  |  |  |
Basic |  |  |  |  | 321.2 |  |  | 350.1 |  |  | 377.6 |
Diluted |  |  |  |  | 324.8 |  |  | 351.6 |  |  | 379.9 |

|  | Year Ended December 31,
|  |  |  | 2024 |  | 2023 |  | 2022
|  |  |  | (in millions)
Non-GAAP Operating Earnings |  |  |  | $ | 2,007 |  |  | $ | 1,694 |  |  | $ | 1,726 |

The following table summarizes our Non-GAAP Operating Earnings per common share:

|  | Year Ended December 31, |
|  |  |  | 2024 |  | 2023 |  | 2022 |
|  |  |  | (per share amounts) |
Non-GAAP Operating Earnings per common share: |  |  |  |  |  |  |  |  |
Basic |  |  |  | $ | 6.00 |  |  | $ | 4.61 |  |  | $ | 4.36 |  |
Diluted |  |  |  | $ | 5.93 |  |  | $ | 4.59 |  |  | $ | 4.33 |  |

Year Ended December 31, 2024 Compared to the Year Ended December 31, 2023
N et Income (Loss) Attributable to Holdings
Net income attributable to Holdings was relatively flat at $1.3 billion for the years ended December 31, 2024 and 2023. The following were notable changes in net income (loss):
79

Favorable items included:
•Fee-type revenue increased by $907 million mainly driven by higher investment base advisory fees and distribution revenue from higher average AUM and the gain on sale of AB’s Bernstein Research Service in our Asset Management segment, higher advisory fee type revenue attributed to higher average asset balances in our Wealth Management segment, higher average Separate Account values from market appreciation in our Group Retirement segment, partially offset by lower revenue from Bernstein Research Services due to the sale of this business completed during April 2024.
•Investment losses decreased by $580 million mainly due to our rebalancing program to reduce duration during 2023.
•Net investment income increased by $576 million mainly due to higher average asset balances, higher investment yields, higher alternative investments, and higher income on seed capital investments.
•Change in market risk benefits and purchased market risk benefits decreased by $164 million mainly due to more favorable interest rate movements in 2024 compared to 2023. This was partially offset by less favorable equity market and volatility movements in 2024 compared to 2023.
•Remeasurement of liability for future policy benefits decreased by $69 million mainly due to less unfavorable assumption updates in 2024 compared to 2023.
•Policyholders’ benefits decreased by $58 million mainly due to lower net mortality and more favorable Traditional Life and SOP reserve reactivity, partially offset by growth in Employee Benefits in our Protection Solutions segment.
These were partially offset by the following unfavorable items:
•Interest credited to policyholders’ account balances increased by $416 million mainly due to growth of SCS account values in our Individual Retirement segment, partially offset by lower interest expense on funding agreements in Corporate and Other.
•Commissions and distribution-related payments increased by $306 million mainly due to higher payments to financial intermediaries for the distribution of AB mutual funds resulting from higher AUM in our Asset Management segment and higher asset-based commissions and sales volumes in our Individual Retirement segment.
•Net derivative losses increased by $154 million mainly due to higher equity market appreciation during 2024 compared to 2023.
•Amortization of DAC increased by $70 million mainly due to growth in our Individual Retirement segment from sales momentum.
•Net income attributable to noncontrolling interest increased by $175 million mainly due to higher pre-tax earnings in our Asset Management segment.
•Income tax expense increased by $1.2 billion primarily due to a partial release of the valuation allowance of $1.0 billion on the deferred tax asset in the year ended December 31, 2023 compared to no valuation allowance release in the year ended December 31, 2024.
See “—Significant Factors Impacting Our Results—Effect of Assumption Updates on Operating Results” for more information regarding assumption updates.
Non-GAAP Operating Earnings
Non-GAAP Operating Earnings increased by $313 million to $2.0 billion for the year ended December 31, 2024 from $1.7 billion in the year ended December 31, 2023. The following were notable changes in Non-GAAP Operating Earnings:
Favorable items included:
•Fee-type revenue increased by $742 million mainly driven by higher investment base advisory fees and distribution revenue from higher average AUM in our Asset Management segment, higher advisory fee type revenue attributed to higher average asset balances in our Wealth Management segment, higher average Separate Account values from market appreciation in our Group Retirement segment, partially offset by lower revenue from Bernstein Research Services due to the sale of this business completed during April 2024.
•Net investment income increased by $600 million mainly due to higher average asset balances, higher investment yields, higher alternative investments, and higher income on seed capital investments.
80

•Policyholders’ benefits decreased by $64 million mainly due to lower net mortality and more favorable Traditional Life and SOP reserve reactivity, partially offset by growth in Employee Benefits in our Protection Solutions segment.
•Net derivative losses decreased by $27 million mainly due to inflation swaps in our Protection Solutions segment and lower losses from hedging seed capital investments in our Asset Management segment.
These were partially offset by the following unfavorable items:
•Interest credited to policyholders’ account balances increased by $428 million mainly due to growth of SCS account values in our Individual Retirement segment, partially offset by lower interest expense on funding agreements in Corporate and Other.
•Commissions and distribution-related payments increased by $306 million mainly due to higher payments to financial intermediaries for the distribution of AB mutual funds resulting from higher average AUM in our Asset Management segment and higher asset-based commissions and sales volumes in our Individual Retirement segment.
•Compensation, benefits, interest expense and other operating costs increased by $168 million mainly due to higher variable compensation from higher sales in our Wealth Management and Asset Management segments, and higher incentive compensation and sub-advisory fees.
•Amortization of DAC increased by $70 million mainly due to growth in our Individual Retirement segment from sales momentum.
•Net income attributable to the noncontrolling interest increased by $98 million mainly due to higher pre-tax earnings.
•Income tax expense increased by $54 million mainly driven by higher pre-tax earnings in 2024.
Year Ended December 31, 2023 Compared to the Year Ended December 31, 2022
Net Income Attributable to Holdings
For a discussion that compares results for the year ended December 31, 2023 to the year ended December 31, 2022 refer to the MD&A section in our Annual Report on Form 10-K for the year ended December 31, 2023 (“2023 Form 10-K”).
Non-GAAP Operating Earnings
For a discussion that compares results for the year ended December 31, 2023 to the year ended December 31, 2022 refer to the MD&A section in our 2023 Form 10-K.
Results of Operations by Segment
We manage our business through the following six segments: Individual Retirement, Group Retirement, Asset Management, Protection Solutions, Wealth Management and Legacy. We report certain activities and items that are not included in our six segments in Corporate and Other. The following section presents our discussion of operating earnings (loss) by segment and AUM, AV and Protection Solutions Reserves by segment, as applicable. Consistent with U.S. GAAP guidance for segment reporting, operating earnings (loss) is our U.S. GAAP measure of segment performance. See Note 21 of the Notes to the Consolidated Financial Statements for further information on our segments.
81

The following table summarizes operating earnings (loss) on our segments and Corporate and Other:

|  |  | Year Ended December 31,
|  |  |  |  | 2024 |  | 2023 |  | 2022
|  |  |  |  | (in millions)
Operating earnings (loss) by segment: |  |  |  |  |  |  |  |  |
Individual Retirement |  |  |  |  | $ | 953 |  |  | $ | 884 |  |  | $ | 820 |
Group Retirement |  |  |  |  | 522 |  |  | 399 |  |  | 446 |
Asset Management |  |  |  |  | 479 |  |  | 411 |  |  | 424 |
Protection Solutions |  |  |  |  | 186 |  |  | 51 |  |  | 97 |
Wealth Management |  |  |  |  | 184 |  |  | 159 |  |  | 101 |
Legacy |  |  |  |  | 131 |  |  | 151 |  |  | 177 |
Corporate and Other |  |  |  |  | (448) |  |  | (361) |  |  | (339) |
Non-GAAP Operating Earnings |  |  |  |  | $ | 2,007 |  |  | $ | 1,694 |  |  | $ | 1,726 |

Effective Tax Rates by Segment
The following table summarizes income tax expense which was allocated to the Company’s business segments:

| Year Ended December 31
| 2024 |  | 2023 |  | 2022
| (percentages)
Effective Tax Rates by Segment: |  |  |  |  |
Retirement and Protection business(1) | 14 | % |  | 16 | % |  | 17 | %
Asset Management | 27 | % |  | 23 | % |  | 28 | %
Wealth Management | 25 | % |  | 24 | % |  | 26 | %
Consolidated Non-GAAP Operating Earnings | 19 | % |  | 19 | % |  | 21 | %

______________
(1)Includes: Individual Retirement, Group Retirement, Protection Solutions and Legacy.
Individual Retirement
The Individual Retirement segment includes our variable annuity products which primarily meet the needs of individuals saving for retirement or seeking retirement income.
The following table summarizes operating earnings (loss) of our Individual Retirement segment:

|  | Year Ended December 31,
|  |  |  | 2024 |  | 2023 |  | 2022
|  |  |  | (in millions)
Operating earnings (loss) |  |  |  | $ | 953 |  |  | $ | 884 |  |  | $ | 820 |

82

Key components of operating earnings (loss) were:

|  |  | Year Ended December 31,
|  |  |  |  | 2024 |  | 2023 |  | 2022
|  |  |  |  | (in millions)
REVENUES |  |  |  |  |  |  |  |  |
Policy charges, fee income and premiums |  |  |  |  | $ | 864 |  |  | $ | 791 |  |  | $ | 756 |
Net investment income |  |  |  |  | 2,449 |  |  | 1,782 |  |  | 1,206 |
Net derivative gains (losses) |  |  |  |  | (21) |  |  | (20) |  |  | (42) |
Investment management, service fees and other income |  |  |  |  | 364 |  |  | 360 |  |  | 359 |
Segment revenues |  |  |  |  | $ | 3,656 |  |  | $ | 2,913 |  |  | $ | 2,279 |
BENEFITS AND OTHER DEDUCTIONS |  |  |  |  |  |  |  |  |
Policyholders’ benefits |  |  |  |  | $ | 324 |  |  | $ | 299 |  |  | $ | 222 |
Remeasurement of liability for future policy benefits |  |  |  |  | (2) |  |  | (2) |  |  | (3) |
Interest credited to policyholders’ account balances |  |  |  |  | 1,208 |  |  | 708 |  |  | 327 |
Commissions and distribution-related payments |  |  |  |  | 356 |  |  | 262 |  |  | 236 |
Amortization of deferred policy acquisition costs |  |  |  |  | 460 |  |  | 388 |  |  | 334 |
Compensation, benefits and other operating costs and expenses |  |  |  |  | 204 |  |  | 197 |  |  | 169 |
Interest expense |  |  |  |  | — |  |  | 1 |  |  | 1 |
Segment benefits and other deductions |  |  |  |  | $ | 2,550 |  |  | $ | 1,853 |  |  | $ | 1,286 |

The following table summarizes AV for our Individual Retirement segment:

| December 31,
| 2024 |  | 2023 |  |
| (in millions)
AV (1) |  |  |  |  |
General Account | $ | 69,020 |  |  | $ | 52,387 |  |  |
Separate Accounts | 41,524 |  |  | 39,619 |  |  |
Total AV | $ | 110,544 |  |  | $ | 92,006 |  |  |

_____________
(1)AV presented are net of reinsurance.
The following table summarizes a roll-forward of AV for our Individual Retirement segment:

|  |  | Year Ended December 31,
|  |  |  |  | 2024 |  | 2023 |  | 2022
|  |  |  |  | (in millions)
Balance, beginning of period |  |  |  |  | $ | 92,006 |  |  | $ | 74,583 |  |  | $ | 82,943 |
Gross premiums |  |  |  |  | 18,600 |  |  | 14,332 |  |  | 11,552 |
Surrenders, withdrawals and benefits |  |  |  |  | (11,443) |  |  | (8,767) |  |  | (7,636) |
Net flows |  |  |  |  | 7,157 |  |  | 5,565 |  |  | 3,916 |
Change in market value and reinvestment and policy charges |  |  |  |  | 4,277 |  |  | 6,010 |  |  | (9,502) |
Change in fair value of embedded derivative instruments |  |  |  |  | 7,104 |  |  | 5,841 |  |  | (2,774) |
Other (1) |  |  |  |  | — |  |  | 7 |  |  | — |
Balance, end of period |  |  |  |  | $ | 110,544 |  |  | $ | 92,006 |  |  | $ | 74,583 |
Balance as of end of period net of embedded derivative instruments |  |  |  |  | $ | 93,614 |  |  | $ | 81,533 |  |  | $ | 70,524 |

______________
(1)For the year ended December 31, 2023, amounts reflect a total special payment applied to the accounts of active clients as part of a previously disclosed settlement agreement between Equitable Financial and the SEC.
83

Year Ended December 31, 2024 Compared to the Year Ended December 31, 2023 for the Individual Retirement Segment
Operating earnings
Operating earnings increased $69 million to $953 million during the year ended December 31, 2024 from $884 million in the year ended December 31, 2023. The following were notable changes in operating earnings (losses):
Favorable items included:
•Net investment income increased by $667 million mainly due to higher income from higher average asset balances, higher investment yields, and higher alternative investment income.
•Fee-type revenue increased by $77 million mainly due to higher average Separate Account values.
•Income tax expense decreased by $23 million mainly driven by a lower ETR in 2024.
These were partially offset by the following unfavorable items:
•Interest credited to policyholders’ account balances increased by $500 million mainly due to growth of SCS account values.
•Commissions and distribution-related payments increased by $94 million mainly due to higher asset-based commissions and sales volumes.
•Amortization of DAC increased by $72 million mainly due to growth in the business from sales momentum.
•Policyholders’ benefits increased by $25 million mainly due to growth in the payout business.
Net Flows and AV
•The increase in AV of $18.5 billion in the year ended December 31, 2024 was driven by an increase in investment performance as a result of market appreciation and change in fair value of embedded derivative instruments of $11.3 billion in the year ended December 31, 2024 and net inflows of $7.2 billion.
•Net inflows of $7.2 billion were $1.6 billion higher than in the year ended December 31, 2023, mainly driven by higher sales in the year ended December 31, 2024.
Year Ended December 31, 2023 Compared to the Year Ended December 31, 2022 for the Individual Retirement Segment
Operating earnings
For a discussion that compares results for the year ended December 31, 2023 to the year ended December 31, 2022 refer to the MD&A section in our 2023 Form 10-K.
Net Flows and AV
For a discussion on net flows and AV comparative results for the year ended December 31, 2023 to the year ended December 31, 2022 refer to the MD&A section in our 2023 Form 10-K.
Group Retirement
The Group Retirement segment offers tax-deferred investment and retirement services or products to plans sponsored by educational entities, municipalities and not-for-profit entities, as well as small and medium-sized businesses.
The following table summarizes operating earnings (loss) of our Group Retirement segment:

|  | Year Ended December 31,
|  |  |  | 2024 |  | 2023 |  | 2022
|  |  |  | (in millions)
Operating earnings (loss) |  |  |  | $ | 522 |  |  | $ | 399 |  |  | $ | 446 |

84

Key components of operating earnings (loss) are:

|  |  | Year Ended December 31,
|  |  |  |  | 2024 |  | 2023 |  | 2022
|  |  |  |  | (in millions)
REVENUES |  |  |  |  |  |  |  |  |
Policy charges, fee income and premiums |  |  |  |  | $ | 317 |  |  | $ | 268 |  |  | $ | 318 |
Net investment income |  |  |  |  | 560 |  |  | 497 |  |  | 624 |
Net derivative gains (losses) |  |  |  |  | (1) |  |  | (1) |  |  | (30) |
Investment management, service fees and other income |  |  |  |  | 318 |  |  | 257 |  |  | 246 |
Segment revenues |  |  |  |  | $ | 1,194 |  |  | $ | 1,021 |  |  | $ | 1,158 |
BENEFITS AND OTHER DEDUCTIONS |  |  |  |  |  |  |  |  |
Interest credited to policyholders’ account balances |  |  |  |  | $ | 227 |  |  | $ | 215 |  |  | $ | 281 |
Commissions and distribution-related payments |  |  |  |  | 170 |  |  | 155 |  |  | 154 |
Amortization of deferred policy acquisition costs |  |  |  |  | 54 |  |  | 59 |  |  | 59 |
Compensation, benefits and other operating costs and expenses |  |  |  |  | 137 |  |  | 113 |  |  | 123 |
Segment benefits and other deductions |  |  |  |  | $ | 588 |  |  | $ | 542 |  |  | $ | 618 |

The following table summarizes AV and AUA for our Group Retirement segment:

| December 31,
| 2024 |  | 2023 |  |
| (in millions)
AV and AUA |  |  |  |  |
General Account | $ | 9,341 |  |  | $ | 8,952 |  |  |
Separate Accounts and Mutual Funds | 31,313 |  |  | 27,519 |  |  |
Total AV and AUA (1) | $ | 40,654 |  |  | $ | 36,471 |  |  |

____________
(1) AV presented are net of reinsurance.
The following table summarizes a roll-forward of AV and AUA for our Group Retirement segment:

|  |  | Year Ended December 31,
|  |  |  |  | 2024 |  | 2023 |  | 2022
|  |  |  |  | (in millions)
Balance, beginning of period |  |  |  |  | $ | 36,471 |  |  | $ | 32,005 |  |  | $ | 47,809 |
Gross Premiums |  |  |  |  | 4,693 |  |  | 3,806 |  |  | 4,448 |
Surrenders, withdrawals and benefits |  |  |  |  | (4,797) |  |  | (4,062) |  |  | (3,814) |
Net flows |  |  |  |  | (104) |  |  | (256) |  |  | 634 |
Change in market value and reinvestment and policy charges |  |  |  |  | 4,239 |  |  | 4,609 |  |  | (7,037) |
Change in fair value of embedded derivative instruments |  |  |  |  | 48 |  |  | 87 |  |  | (38) |
Ceded to Global Atlantic |  |  |  |  | — |  |  | — |  |  | (9,363) |
Other (1) |  |  |  |  | — |  |  | 26 |  |  | — |
Balance, end of period |  |  |  |  | $ | 40,654 |  |  | $ | 36,471 |  |  | $ | 32,005 |
Balance as of end of period net of embedded derivative instruments |  |  |  |  | $ | 40,584 |  |  | $ | 36,389 |  |  | $ | 31,984 |

____________
(1)For the year ended December 31, 2023, amounts reflect a total special payment applied to the accounts of active clients as part of a previously disclosed settlement agreement between Equitable Financial and the SEC.
85

Year Ended December 31, 2024 Compared to the Year Ended December 31, 2023 for the Group Retirement Segment
Operating earnings
Operating earnings increased by $123 million to $522 million during the year ended December 31, 2024 from $399 million during the year ended December 31, 2023. The following were notable changes in operating earnings (losses):
Favorable items included:
•Fee-type revenue increased by $110 million primarily due to higher average Separate Account values from market appreciation.
•Net investment income increased by $63 million due to higher alternative investment income, higher average asset, and higher investment yields.
These were partially offset by the following unfavorable items:
•Compensation, benefits and other operating costs and expenses increased by $24 million mainly due to the expansion of our Institutional business and higher vendor and legal expenses.
•Commissions and distribution-related payments increased by $15 million mainly due to higher premium-based and asset-based commission payments.
•Interest credited to policyholders’ account balances increased by $12 million mainly due to higher average account balances in institutional markets (offset in Net investment income).
Net Flows and AV
•The increase in AV of $4.2 billion in the year ended December 31, 2024 was primarily driven by equity market appreciation, partially offset by net outflows of $104 million.
•Net outflows of $104 million for the year ended December 31, 2024 improved by $152 million compared to the year ended December 31, 2023, mainly driven by large institutional lump sum premiums partially offset by higher tax-exempt and corporate surrenders.
Year Ended December 31, 2023 Compared to the Year Ended December 31, 2022 for the Group Retirement Segment
Operating earnings
For a discussion that compares results for the year ended December 31, 2023 to the year ended December 31, 2022 refer to the MD&A section in our 2023 Form 10-K.
Net Flows and AV
For a discussion on net flows and AV comparative results for the year ended December 31, 2023 to the year ended December 31, 2022 refer to the MD&A section in our 2023 Form 10-K.
Asset Management
The Asset Management segment provides diversified investment management and related services to a broad range of clients around the world. Operating earnings (loss), net of tax, presented here represents our average economic interest in AB of approximately 61%, 61% and 64% during the years ended December 31, 2024, 2023 and 2022.

|  |  | Year Ended December 31,
|  |  |  |  | 2024 |  | 2023 |  | 2022
|  |  |  |  | (in millions)
Operating earnings (loss) |  |  |  |  | $ | 479 |  |  | $ | 411 |  |  | $ | 424 |

86

Key components of operating earnings (loss) were:

|  |  | Year Ended December 31,
|  |  |  |  | 2024 |  | 2023 |  | 2022
|  |  |  |  | (in millions)
REVENUES |  |  |  |  |  |  |  |  |
Net investment income (loss) |  |  |  |  | $ | 27 |  |  | $ | 18 |  |  | $ | (43) |
Net derivative gains (losses) |  |  |  |  | (7) |  |  | (16) |  |  | 41 |
Investment management, service fees and other income |  |  |  |  | 4,459 |  |  | 4,115 |  |  | 4,107 |
Segment revenues |  |  |  |  | $ | 4,479 |  |  | $ | 4,117 |  |  | $ | 4,105 |
BENEFITS AND OTHER DEDUCTIONS |  |  |  |  |  |  |  |  |
Commissions and distribution related payments |  |  |  |  | $ | 742 |  |  | $ | 610 |  |  | $ | 630 |
Compensation, benefits and other operating costs and expenses |  |  |  |  | 2,609 |  |  | 2,567 |  |  | 2,519 |
Interest expense |  |  |  |  | 44 |  |  | 54 |  |  | 18 |
Segment benefits and other deductions |  |  |  |  | $ | 3,395 |  |  | $ | 3,231 |  |  | $ | 3,167 |

Changes in AUM in the Asset Management segment were as follows:

|  |  | Year Ended December 31,
|  |  |  |  | 2024 |  | 2023 |  | 2022
|  |  |  |  | (in billions)
Balance, beginning of period |  |  |  |  | $ | 725.2 |  |  | $ | 646.4 |  |  | $ | 778.6 |
Long-term flows |  |  |  |  |  |  |  |  |
Sales/new accounts |  |  |  |  | 133.7 |  |  | 101.5 |  |  | 115.6 |
Redemptions/terminations |  |  |  |  | (106.5) |  |  | (88.2) |  |  | (95.4) |
Cash flow/unreinvested dividends |  |  |  |  | (29.4) |  |  | (20.3) |  |  | (23.8) |
Net long-term (outflows) inflows (1) |  |  |  |  | (2.2) |  |  | (7.0) |  |  | (3.6) |
Adjustments (2) |  |  |  |  | 0.7 |  |  | — |  |  | (0.4) |
Acquisition (3) |  |  |  |  | — |  |  | — |  |  | 12.2 |
Market appreciation (depreciation) |  |  |  |  | 68.5 |  |  | 85.8 |  |  | (140.4) |
Net change |  |  |  |  | 67.0 |  |  | 78.8 |  |  | (132.2) |
Balance, end of period |  |  |  |  | $ | 792.2 |  |  | $ | 725.2 |  |  | $ | 646.4 |

__________
(1)Net flows include $4.5 billion of AXA redemptions for 2022.
(2)Approximately $0.7 billion adjustment is due to a change in fee policy related to certain fixed income assets effective October 1, 2024. Approximately $0.4 billion of Institutional AUM was removed from AB total assets under management during the second quarter 2022 due to a change in the fee structure.
(3)The CarVal acquisition added approximately $12.2 billion of Institutional AUM in the third quarter 2022.
87

Average AUM in the Asset Management segment for the periods presented by distribution channel and investment services were as follows:

|  |  | Year Ended December 31,
|  |  |  |  | 2024 |  | 2023 |  | 2022
|  |  |  |  | (in billions)
Distribution Channel: |  |  |  |  |  |  |  |  |
Institutions |  |  |  |  | $ | 322.9 |  |  | $ | 304.6 |  |  | $ | 308.4 |
Retail |  |  |  |  | 315.3 |  |  | 262.0 |  |  | 267.8 |
Private Wealth |  |  |  |  | 130.3 |  |  | 113.7 |  |  | 110.3 |
Total |  |  |  |  | $ | 768.5 |  |  | $ | 680.3 |  |  | $ | 686.5 |
Investment Service: |  |  |  |  |  |  |  |  |
Equity Actively Managed |  |  |  |  | $ | 261.3 |  |  | $ | 231.5 |  |  | $ | 239.7 |
Equity Passively Managed (1) |  |  |  |  | 66.0 |  |  | 57.7 |  |  | 60.4 |
Fixed Income Actively Managed – Taxable (3) |  |  |  |  | 211.4 |  |  | 198.3 |  |  | 210.0 |
Fixed Income Actively Managed – Tax-exempt |  |  |  |  | 67.5 |  |  | 56.0 |  |  | 54.1 |
Fixed Income Passively Managed (1) |  |  |  |  | 11.0 |  |  | 9.7 |  |  | 11.5 |
Alternatives/Multi-Asset Solutions (2) (3) |  |  |  |  | 151.3 |  |  | 127.1 |  |  | 110.8 |
Total |  |  |  |  | $ | 768.5 |  |  | $ | 680.3 |  |  | $ | 686.5 |

____________
(1)Includes index and enhanced index services.
(2)Includes certain multi-asset solutions and services not included in equity of fixed income services.
(3)Approximately $12.1 billion of private placements was transferred from Taxable Fixed Income into Alternatives/Multi-Asset during the three months ended September 30, 2024 to better align with standard industry practice for asset class reporting purposes.
Year Ended December 31, 2024 Compared to the Year Ended December 31, 2023 for the Asset Management Segment
Operating earnings
Operating earnings increased $68 million to $479 million during the year ended December 31, 2024 from $411 million in the year ended December 31, 2023. The following were notable changes in operating earnings (losses):
Favorable items included:
•Fee-type revenue increased by $344 million primarily due to higher investment base advisory fees and higher distribution revenue from higher average AUM, higher performance based fees, partially offset by lower revenue from Bernstein Research Services due to the sale of this business completed during April 2024.
•Net investment income increased by $9 million mainly due to higher gains from seed capital investments.
•Net derivative losses decreased by $9 million mainly due to lower losses from hedging seed capital investments.
These were offset by the following unfavorable items:
•Commissions and distribution-related payments increased by $132 million mainly due to higher payments to financial intermediaries for the distribution of AB mutual funds resulting from higher average AUM.
•Compensation, benefits, interest expense and other operating costs increased by $32 million mainly due to higher incentive compensation expense and other expenses including office related expenses, partially offset by lower base compensation and other expenses driven by the sale of Bernstein Research Services and the recognition of a $21 million incentive grant gain in connection with the AB headquarters relocation to Nashville.
•Net income attributable to noncontrolling interest increased by $78 million due to higher pre-tax earnings.
•Income tax expense increased by $52 million primarily due to higher pre-tax earnings and a higher ETR for the year ended December 31, 2024 compared to the year ended December 31, 2023.
88

Long-Term Net Flows and AUM
•Total AUM as of December 31, 2024 was $792.2 billion, up $67.0 billion, or 9.2%, compared to December 31, 2023. The increase is primarily the result of market appreciation of $68.5 billion, partially offset by net outflows of ($2.2) billion. Market appreciation of $68.5 billion attributed to Retail of $34.2 billion, Institutions of $20.7 billion and Private Wealth of $13.6 billion. Net outflows were driven by Institutions net outflows of $16.5 billion, which were partially offset by Retail and Private Wealth net inflows of $13.4 billion and $0.9 billion respectively.
Year Ended December 31, 2023 Compared to the Year Ended December 31, 2022 for the Asset Management Segment
Operating earnings
For a discussion that compares results for the year ended December 31, 2023 to the year ended December 31, 2022 refer to the MD&A section in our 2023 Form 10-K.
Net Flows and AUM
For a discussion that compares results for the year ended December 31, 2023 to the year ended December 31, 2022 refer to the MD&A section in our 2023 Form 10-K.
Protection Solutions
The Protection Solutions segment includes our life insurance and EB businesses. We provide a targeted range of products aimed at serving the financial needs of our clients throughout their lives, including VUL, IUL and term life products. In 2015, we entered the EB market and currently offer a suite of dental, vision, life, as well as short- and long-term disability insurance products to small and medium-size businesses.
The following table summarizes operating earnings (loss) of our Protection Solutions segment:

|  |  | Year Ended December 31,
|  |  |  |  | 2024 |  | 2023 |  | 2022
|  |  |  |  | (in millions)
Operating earnings (loss) |  |  |  |  | $ | 186 |  |  | $ | 51 |  |  | $ | 97 |

89

Key components of operating earnings (loss) were:

|  |  | Year Ended December 31,
|  |  |  |  | 2024 |  | 2023 |  | 2022
|  |  |  |  | (in millions)
REVENUES |  |  |  |  |  |  |  |  |
Policy charges, fee income and premiums |  |  |  |  | $ | 2,134 |  |  | $ | 2,104 |  |  | $ | 2,018 |
Net investment income |  |  |  |  | 1,026 |  |  | 952 |  |  | 981 |
Net derivative gains (losses) |  |  |  |  | — |  |  | (16) |  |  | (20) |
Investment management, service fees and other income |  |  |  |  | 169 |  |  | 140 |  |  | 141 |
Segment revenues |  |  |  |  | $ | 3,329 |  |  | $ | 3,180 |  |  | $ | 3,120 |
BENEFITS AND OTHER DEDUCTIONS |  |  |  |  |  |  |  |  |
Policyholders’ benefits |  |  |  |  | $ | 1,901 |  |  | $ | 1,975 |  |  | $ | 1,896 |
Remeasurement of liability for future policy benefits |  |  |  |  | 9 |  |  | 18 |  |  | 47 |
Interest credited to policyholders’ account balances |  |  |  |  | 534 |  |  | 520 |  |  | 511 |
Commissions and distribution related payments |  |  |  |  | 172 |  |  | 158 |  |  | 142 |
Amortization of deferred policy acquisition costs |  |  |  |  | 125 |  |  | 120 |  |  | 117 |
Compensation, benefits and other operating costs and expenses |  |  |  |  | 371 |  |  | 323 |  |  | 289 |
Interest expense |  |  |  |  | 1 |  |  | 5 |  |  | 1 |
Segment benefits and other deductions |  |  |  |  | $ | 3,113 |  |  | $ | 3,119 |  |  | $ | 3,003 |

The following table summarizes Protection Solutions Reserves for our Protection Solutions segment:

| December 31,
| 2024 |  | 2023 |  |
| (in millions)
Protection Solutions Reserves (1) |  |  |  |  |
General Account | $ | 18,208 |  |  | $ | 18,184 |  |  |
Separate Accounts | 18,753 |  |  | 16,337 |  |  |
Total Protection Solutions Reserves | $ | 36,961 |  |  | $ | 34,521 |  |  |

_______________
(1)Does not include Protection Solutions Reserves for our EB business as it is a scaling business and therefore has immaterial in-force policies.
The following table presents our in-force face amounts for our individual life insurance products:

| December 31,
| 2024 |  | 2023 |  |
| (in billions)
In-force face amount by product: (1) |  |  |  |  |
Universal Life (2) | $ | 38.5 |  |  | $ | 40.9 |  |  |
Indexed Universal Life | 26.2 |  |  | 26.9 |  |  |
Variable Universal Life (3) | 141.6 |  |  | 136.9 |  |  |
Term | 201.8 |  |  | 206.5 |  |  |
Whole Life | 1.1 |  |  | 1.1 |  |  |
Total in-force face amount | $ | 409.2 |  |  | $ | 412.3 |  |  |

_______________
(1)Includes individual life insurance and does not include EB as it is a scaling business and therefore has immaterial in-force policies.
(2)UL includes GUL.
(3)VUL includes VL and COLI.
90

Year Ended December 31, 2024 Compared to the Year Ended December 31, 2023 for the Protection Solutions Segment
Operating earnings (loss)
Operating earnings increased $135 million to $186 million during the year ended December 31, 2024 from $51 million in the year ended December 31, 2023. The following were notable changes in operating earnings (losses):
Favorable items included:
•Policyholders’ benefits decreased by $74 million mainly due to lower net mortality and more favorable Traditional Life and SOP reserve reactivity, partially offset by growth in Employee Benefits.
•Net investment income increased by $74 million mainly due to higher alternative investment income and higher investment yields.
•Fee-type revenue increased by $59 million mainly driven by higher premiums due to growth in Employee Benefits.
•Net derivative losses decreased by $16 million mainly due to inflation swaps.
These were partially offset by the following unfavorable items:
•Compensation, benefits, interest expense and other operating costs increased by $44 million mainly due to higher incentive compensation, higher premium taxes, and higher sub advisory fees.
•Commissions and distribution-related payments increased by $14 million mainly due to growth in Employee Benefits.
•Interest credited to policyholders’ account balances increased by $14 million mainly due to higher crediting rates.
•Income tax expense increased by $20 million primarily due to higher pre-tax earnings, partially offset by a lower ETR.
Year Ended December 31, 2023 Compared to the Year Ended December 31, 2022 for the Protection Solutions Segment
For a discussion that compares results for the year ended December 31, 2023 to the year ended December 31, 2022 refer to the MD&A section in our 2023 Form 10-K.
Wealth Management
The Wealth Management segment is an emerging leader in the wealth management space with a differentiated advice value proposition that offers discretionary and non-discretionary investment advisory accounts, financial planning and advice, life insurance, and annuity products. In 2023, we began reporting this business separately from our other segments and Corporate and Other.
The following table summarizes operating earnings (loss) of our Wealth Management segment:

|  | Year Ended December 31,
|  |  |  | 2024 |  | 2023 |  | 2022
|  |  |  | (in millions)
Operating earnings (loss) |  |  |  | $ | 184 |  |  | $ | 159 |  |  | $ | 101 |

91

Key components of operating earnings (loss) were:

|  |  | Year Ended December 31,
|  |  |  |  | 2024 |  | 2023 |  | 2022
|  |  |  |  | (in millions)
REVENUES |  |  |  |  |  |  |  |  |
Net investment income |  |  |  |  | $ | 17 |  |  | $ | 13 |  |  | $ | 2 |
Investment management, service fees and other income |  |  |  |  | 1,779 |  |  | 1,538 |  |  | 1,444 |
Segment revenues |  |  |  |  | $ | 1,796 |  |  | $ | 1,551 |  |  | $ | 1,446 |
BENEFITS AND OTHER DEDUCTIONS |  |  |  |  |  |  |  |  |
Commissions and distribution-related payments |  |  |  |  | $ | 1,133 |  |  | $ | 968 |  |  | $ | 940 |
Compensation, benefits and other operating costs and expenses |  |  |  |  | 419 |  |  | 373 |  |  | 370 |
Segment benefits and other deductions |  |  |  |  | $ | 1,552 |  |  | $ | 1,341 |  |  | $ | 1,310 |

The following table summarizes revenue by activity type for our Wealth Management segment:

|  |  | Year Ended December 31,
|  |  |  |  | 2024 |  | 2023 |  | 2022
|  |  |  |  | (in millions)
Revenue by Activity Type |  |  |  |  |  |  |  |  |
Investment management, service fees and other income: |  |  |  |  |  |  |  |  |
Investment management and advisory fees |  |  |  |  | $ | 657 |  |  | $ | 542 |  |  | $ | 519 |
Distribution fees |  |  |  |  | 1,056 |  |  | 931 |  |  | 894 |
Interest income |  |  |  |  | 49 |  |  | 50 |  |  | 15 |
Service and other income |  |  |  |  | 17 |  |  | 15 |  |  | 17 |
Total Investment management, service fees and other income |  |  |  |  | $ | 1,779 |  |  | $ | 1,538 |  |  | $ | 1,444 |

The following table summarizes a roll-forward of AUA for our Wealth Management segment:

|  |  | Year Ended December 31,
|  |  |  |  | 2024 |  | 2023 |  | 2022
|  |  |  |  | (in millions)
Total Wealth Management Assets |  |  |  |  |  |  |  |  |
Advisory assets: |  |  |  |  |  |  |  |  |
Beginning, beginning of period |  |  |  |  | $ | 55,072 |  |  | $ | 45,544 |  |  | $ | 50,575 |
Advisory net flows |  |  |  |  | 4,000 |  |  | 2,978 |  | 3,513
Advisory market appreciation (depreciation) and other |  |  |  |  | 6,888 |  |  | 6,550 |  |  | (8,544) |
Advisory ending assets |  |  |  |  | $ | 65,960 |  |  | $ | 55,072 |  |  | $ | 45,544 |
Brokerage and direct assets |  |  |  |  | $ | 34,663 |  |  | $ | 31,975 |  |  | $ | 26,862 |
Balance, end of period |  |  |  |  | $ | 100,623 |  |  | $ | 87,047 |  |  | $ | 72,406 |

Year Ended December 31, 2024 Compared to the Year Ended December 31, 2023 for the Wealth Management Segment
Operating earnings
Operating earnings increased $25 million to $184 million during the year ended December 31, 2024 compared to $159 million in the year ended December 31, 2023. The following were notable changes in operating earnings (losses):
92

Favorable items included:
•Investment management, service fees and other income increased by $241 million mainly due to higher advisory fee type revenue attributed to higher average asset balances combined with increased distribution fees from higher retirement sales.
These were partially offset by the following unfavorable items:
•Commissions and distribution-related payments increased by $165 million mainly due to higher distribution and advisory fee-type revenue from higher retirement sales and average asset balances.
•Compensation, benefits and other operating costs and expenses increased by $46 million mainly due to higher variable compensation from higher sales.
•Income tax expense increased by $9 million primarily due to higher pre-tax earnings.
Net Flows and AUA
•The increase in AUA of $13.6 billion in the year ended December 31, 2024 was mainly driven by market appreciation and advisory net flows of $4.0 billion.
•Advisory net inflows of $4.0 billion were $1.0 billion higher than in the year ended December 31, 2023 mainly driven by sales.
Year Ended December 31, 2023 Compared to the Year Ended December 31, 2022 for the Wealth Management Segment
Operating earnings
For a discussion that compares results for the year ended December 31, 2023 to the year ended December 31, 2022 refer to the MD&A section in our 2023 Form 10-K.
Net Flows and AUA
For a discussion on net flows and AUA comparative results for the year ended December 31, 2023 to the year ended December 31, 2022 refer to the MD&A section in our 2023 Form 10-K.
Legacy
The Legacy segment consists of our capital intensive fixed-rate GMxB business written prior to 2011.
The following table summarizes operating earnings (loss) of our Legacy segment:

|  |  | Year Ended December 31,
|  |  |  |  | 2024 |  | 2023 |  | 2022
|  |  |  |  | (in millions)
Operating earnings (loss) |  |  |  |  | $ | 131 |  |  | $ | 151 |  |  | $ | 177 |

93

Key components of operating earnings (loss) were:

|  |  | Year Ended December 31,
|  |  |  |  | 2024 |  | 2023 |  | 2022
|  |  |  |  | (in millions)
REVENUES |  |  |  |  |  |  |  |  |
Policy charges, fee income and premiums |  |  |  |  | $ | 41 |  |  | $ | 24 |  |  | $ | 38 |
Net investment income |  |  |  |  | 58 |  |  | 99 |  |  | 102 |
Investment management, service fees and other income |  |  |  |  | 399 |  |  | 408 |  |  | 428 |
Segment revenues |  |  |  |  | $ | 498 |  |  | $ | 531 |  |  | $ | 568 |
BENEFITS AND OTHER DEDUCTIONS |  |  |  |  |  |  |  |  |
Policyholders’ benefits |  |  |  |  | $ | 1 |  |  | $ | — |  |  | $ | 1 |
Interest credited to policyholders’ account balances |  |  |  |  | 33 |  |  | 36 |  |  | 40 |
Commissions and distribution-related payments |  |  |  |  | 160 |  |  | 171 |  |  | 187 |
Amortization of deferred policy acquisition costs |  |  |  |  | 62 |  |  | 63 |  |  | 65 |
Compensation, benefits and other operating costs and expenses |  |  |  |  | 90 |  |  | 80 |  |  | 61 |
Interest expense |  |  |  |  | — |  |  | — |  |  | — |
Segment benefits and other deductions |  |  |  |  | $ | 346 |  |  | $ | 350 |  |  | $ | 354 |

The following table summarizes AV for our Legacy segment:

| December 31,
| 2024 |  | 2023 |  |
| (in millions)
AV (1) |  |  |  |  |
General Account | $ | 447 |  |  | $ | 524 |  |  |
Separate Accounts | 20,911 |  |  | 21,316 |  |  |
Total AV | $ | 21,358 |  |  | $ | 21,840 |  |  |

_______________
(1)AV presented are net of reinsurance.
The following table summarizes a roll-forward of AV for our Legacy segment net of the Venerable transaction:

|  |  | Year Ended December 31,
|  |  |  |  | 2024 |  | 2023 |  | 2022
|  |  |  |  | (in millions)
Balance, beginning of period |  |  |  |  | $ | 21,840 |  |  | $ | 21,176 |  |  | $ | 28,961 |
Gross Premiums |  |  |  |  | 173 |  |  | 179 |  |  | 195 |
Surrenders, withdrawals and benefits |  |  |  |  | (2,997) |  |  | (2,477) |  |  | (2,409) |
Net flows |  |  |  |  | (2,824) |  |  | (2,298) |  |  | (2,214) |
Investment performance, interest credited and policy charges |  |  |  |  | 2,342 |  |  | 2,962 |  |  | (5,571) |
Balance, end of period |  |  |  |  | $ | 21,358 |  |  | $ | 21,840 |  |  | $ | 21,176 |

94

Year Ended December 31, 2024 Compared to the Year Ended December 31, 2023 for the Legacy Segment
Operating earnings
Operating earnings decreased $20 million to $131 million during the year ended December 31, 2024 from $151 million in the year ended December 31, 2023. The following were notable changes in operating earnings (losses):
Unfavorable items included:
•Net investment income decreased by $41 million mainly due to lower average asset balances.
These were partially offset by the following favorable items:
•Commissions and distribution-related payments decreased by $11 million mainly due to business runoff.
•Income tax expense decreased by $9 million primarily due to lower pre-tax earnings and a lower ETR for the year ended December 31, 2024.
Net Flows and AV
•The decrease in AV of $482 million in the year ended December 31, 2024 was primarily driven by net outflows of $2.8 billion, partially offset by $2.3 billion of market appreciation.
•Net outflows of $2.8 billion were $526 million higher than in the year ended December 31, 2023, mainly driven by continuing runoff of the business.
Year Ended December 31, 2023 Compared to the Year Ended December 31, 2022 for the Legacy Segment
Operating earnings
For a discussion that compares results for the year ended December 31, 2023 to the year ended December 31, 2022 refer to the MD&A section in our 2023 Form 10-K.
Net Flows and AV
For a discussion on net flows and AV comparative results for the year ended December 31, 2023 to the year ended December 31, 2022 refer to the MD&A section in our 2023 Form 10-K.
Corporate and Other
Corporate and Other includes some of our financing and investment expenses. It also includes: the Closed Block, run-off variable annuity reinsurance business, run-off group pension business, run-off health business, benefit plans for our employees, certain strategic investments and certain unallocated items, including capital and related investments, interest expense and financing fees and corporate expense. AB’s results of operations are reflected in the Asset Management segment. Accordingly, Corporate and Other does not include any items applicable to AB.
The following table summarizes operating earnings (loss) of Corporate and Other:

|  | Year Ended December 31,
|  |  |  | 2024 |  | 2023 |  | 2022
|  |  |  | (in millions)
Operating earnings (loss) |  |  |  | $ | (448) |  |  | $ | (361) |  |  | $ | (339) |

General Account Investment Portfolio
Our investment philosophy is driven by our long-term commitments to clients, robust risk management and strategic asset allocation. Our General Account investment portfolio investment strategy seeks to achieve sustainable risk-adjusted returns by focusing on principal preservation and investment return, subject to duration and liquidity requirements by product as well as diversification of investment risks. Investment activities are undertaken based on established investment guidelines and are required to comply with applicable laws and insurance regulations.
95

Risk tolerances are established for credit risk, market risk, liquidity risk and concentration risk across issuers and asset classes, each of which seek to mitigate the impact of cash flow variability arising from these risks. Significant interest rate increases and market volatility since 2022 have reduced the fair value of fixed maturities from a net unrealized gain position to a net unrealized loss. As a part of asset and liability management, we maintain a weighted average duration for our General Account investment portfolio that is within an acceptable range of the estimated duration of our liabilities given our risk appetite and hedging programs.
The General Account investment portfolio consists largely of investment grade fixed maturities, short-term investments, commercial, agricultural and residential mortgage loans, alternative investments and other financial instruments. Fixed maturities include publicly issued corporate bonds, government bonds, privately placed notes and bonds, bonds issued by states and municipalities, agency and non-agency mortgage-backed securities and asset-backed securities. In addition, from time to time we use derivatives to hedge our exposure to equity markets, interest rates, foreign currency and credit spreads.
We incorporate ESG factors into the investment processes for a significant portion of our General Account portfolio. As investors with a long-term horizon, we believe that companies with sustainable practices are better positioned to deliver value to stakeholders over an extended period. These companies are more likely to increase sales through sustainable products, reduce energy costs and attract and retain talent. This belief underpins our approach to sustainable investing, where we seek to enhance the sustainability and quality of our investment portfolio.
Investments in our surplus portfolio are generally comprised of a mix of fixed maturity investment grade and below investment grade securities as well as various alternative investments, primarily private equity and real estate equity. Although alternative investments are subject to period over period earnings fluctuations, they have historically achieved returns in excess of the fixed maturity portfolio.
The General Account investment portfolio reflects certain differences from the presentation of the U.S. GAAP Consolidated Financial Statements. This presentation is consistent with how we manage the General Account investment portfolio. For further investment information, see Note 3 and Note 4 of the Notes to the Consolidated Financial Statements.
Investment Results of the General Account Investment Portfolio
The following table summarizes the General Account investment portfolio results with Non-GAAP Operating Earnings adjustments by asset category for the periods indicated. This presentation is consistent with how we measure investment performance for management purposes.

96

| Year Ended December 31,
| 2024 |  | 2023 |  | 2022
| Yield |  | Amount (2) |  | Yield |  | Amount (2) |  | Yield |  | Amount (2)
| (Dollars in millions)
Fixed Maturities: |  |  |  |  |  |  |  |  |  |  |
Income (loss) | 4.41 | % |  | $ | 3,462 |  |  | 4.17 | % |  | $ | 3,103 |  |  | 3.57 | % |  | $ | 2,619 |
Ending assets |  |  | 84,202 |  |  |  |  | 73,526 |  |  |  |  | 72,255 |
Mortgages: |  |  |  |  |  |  |  |  |  |  |
Income (loss) | 5.14 | % |  | 973 |  |  | 4.65 | % |  | 806 |  |  | 3.92 | % |  | 587 |
Ending assets |  |  | 20,072 |  |  |  |  | 18,171 |  |  |  |  | 16,481 |
Other Equity Investments: (1) |  |  |  |  |  |  |  |  |  |  |
Income (loss) | 5.75 | % |  | 203 |  |  | 3.88 | % |  | 135 |  |  | 5.21 | % |  | 171 |
Ending assets |  |  | 3,495 |  |  |  |  | 3,433 |  |  |  |  | 3,433 |
Trading Securities: |  |  |  |  |  |  |  |  |  |  |
Income (loss) | 5.07 | % |  | 16 |  |  | — | % |  | — |  |  | — | % |  | — |
Ending assets |  |  | 527 |  |  |  |  | — |  |  |  |  | — |
Policy Loans: |  |  |  |  |  |  |  |  |  |  |
Income (loss) | 5.31 | % |  | 225 |  |  | 5.30 | % |  | 216 |  |  | 5.35 | % |  | 215 |
Ending assets |  |  | 4,330 |  |  |  |  | 4,158 |  |  |  |  | 4,033 |
Cash and Short-term Investments: (3) |  |  |  |  |  |  |  |  |  |  |
Income (loss) | (4.10) | % |  | (223) |  |  | (2.51) | % |  | (81) |  |  | (1.44) | % |  | (24) |
Ending assets |  |  | 3,259 |  |  |  |  | 4,718 |  |  |  |  | 1,419 |
Funding agreements: |  |  |  |  |  |  |  |  |  |  |
Interest expense and other |  |  | (335) |  |  |  |  | (425) |  |  |  |  | (156) |
Ending assets (liabilities) |  |  | (7,167) |  |  |  |  | (7,616) |  |  |  |  | (8,501) |
Total Invested Assets: |  |  |  |  |  |  |  |  |  |  |
Income (loss) | 4.17 | % |  | 4,321 |  |  | 3.98 | % |  | 3,754 |  |  | 3.79 | % |  | 3,412 |
Ending Assets |  |  | 108,718 |  |  |  |  | 96,390 |  |  |  |  | 89,120 |
Short Duration Fixed Maturities: |  |  |  |  |  |  |  |  |  |  |
Income (loss) | — | % |  | — |  |  | 4.14 | % |  | 3 |  |  | 3.62 | % |  | 5 |
Ending assets |  |  | — |  |  |  |  | 16 |  |  |  |  | 87 |
Total: |  |  |  |  |  |  |  |  |  |  |
Investment income (loss) | 4.17 | % |  | 4,321 |  |  | 3.98 | % |  | 3,757 |  |  | 3.79 | % |  | 3,417 |
Less: investment fees (4) | (0.17) | % |  | (180) |  |  | (0.18) | % |  | (166) |  |  | (0.15) | % |  | (138) |
Investment Income, Net | 3.99 | % |  | 4,141 |  |  | 3.80 | % |  | 3,591 |  |  | 3.63 | % |  | 3,279 |
Ending Net Assets |  |  | $ | 108,718 |  |  |  |  | $ | 96,406 |  |  |  |  | $ | 89,207 |

_____________
(1)Includes, as of December 31, 2024, December 31, 2023 and December 31, 2023 respectively, $431 million, $361 million and $400 million of other invested assets. Amounts for certain consolidated VIE investments are shown net of associated non-controlling interest.
(2)Amount for fixed maturities and mortgages represents original cost, reduced by repayments, write-downs, adjusted amortization of premiums, accretion of discount and allowances. Cost for equity securities represents original cost reduced by write-downs; cost for other limited partnership interests represents original cost adjusted for equity in earnings and reduced by distributions.
(3)Cash and Short-term net of collateral expense.
(4)Fixed maturities yield excludes out of period income adjustment during year ended December 31, 2023.
AFS Fixed Maturities
The fixed maturity portfolio consists largely of investment grade corporate debt securities and includes significant amounts of U.S. government and agency obligations. The below investment grade securities in the General Account investment portfolio consist of loans to middle market companies, public high yield securities, bank loans, as well as “fallen angels,” originally purchased as investment grade investments.
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AFS Fixed Maturities by Industry
The following table sets forth these fixed maturities by industry category along with their associated gross unrealized gains and losses:
AFS Fixed Maturities by Industry (1)

| Amortized Cost |  | Allowance for Credit Losses |  | Gross Unrealized Gains |  | Gross Unrealized Losses |  | Fair Value |  | Percentage of Total (%)
| (Dollars in millions) |  |
As of December 31, 2024 |  |  |  |  |  |  |  |  |  |  |
Corporate Securities: |  |  |  |  |  |  |  |  |  |  |
Finance | $ | 16,080 |  |  | $ | 1 |  |  | $ | 46 |  |  | $ | 1,494 |  |  | $ | 14,631 |  |  | 18 | %
Manufacturing | 12,499 |  |  | — |  |  | 37 |  |  | 1,583 |  |  | 10,953 |  |  | 14 |
Utilities | 8,476 |  |  | — |  |  | 44 |  |  | 1,004 |  |  | 7,516 |  |  | 10 |
Services | 8,899 |  |  | 1 |  |  | 55 |  |  | 1,075 |  |  | 7,878 |  |  | 10 |
Energy | 2,546 |  |  | — |  |  | 15 |  |  | 318 |  |  | 2,243 |  |  | 3 |
Retail and wholesale | 2,979 |  |  | — |  |  | 34 |  |  | 258 |  |  | 2,755 |  |  | 4 |
Transportation | 1,559 |  |  | — |  |  | 11 |  |  | 156 |  |  | 1,414 |  |  | 2 |
Other | 1,665 |  |  | — |  |  | 9 |  |  | 225 |  |  | 1,449 |  |  | 2 |
Total corporate securities | 54,703 |  |  | 2 |  |  | 251 |  |  | 6,113 |  |  | 48,839 |  |  | 63 |
U.S. government | 5,801 |  |  | — |  |  | — |  |  | 1,513 |  |  | 4,288 |  |  | 6 |
Residential mortgage-backed (2) | 4,520 |  |  | — |  |  | 15 |  |  | 152 |  |  | 4,383 |  |  | 6 |
Preferred stock | 56 |  |  | — |  |  | 3 |  |  | — |  |  | 59 |  |  | — |
State & political | 472 |  |  | — |  |  | 2 |  |  | 88 |  |  | 386 |  |  | 1 |
Foreign governments | 689 |  |  | — |  |  | 1 |  |  | 136 |  |  | 554 |  |  | 1 |
Commercial mortgage-backed | 4,301 |  |  | — |  |  | 5 |  |  | 385 |  |  | 3,921 |  |  | 5 |
Asset-backed securities (3) | 13,660 |  |  | — |  |  | 96 |  |  | 57 |  |  | 13,699 |  |  | 18 |
Total | $ | 84,202 |  |  | $ | 2 |  |  | $ | 373 |  |  | $ | 8,444 |  |  | $ | 76,129 |  |  | 100 | %
As of December 31, 2023 |  |  |  |  |  |  |  |  |  |  |
Corporate Securities: |  |  |  |  |  |  |  |  |  |  |
Finance | $ | 13,181 |  |  | $ | 2 |  |  | $ | 49 |  |  | $ | 1,209 |  |  | $ | 12,019 |  |  | 18 | %
Manufacturing | 11,333 |  |  | 1 |  |  | 60 |  |  | 1,330 |  |  | 10,062 |  |  | 15 |
Utilities | 6,838 |  |  | 1 |  |  | 44 |  |  | 826 |  |  | 6,055 |  |  | 9 |
Services | 8,242 |  |  | — |  |  | 79 |  |  | 917 |  |  | 7,404 |  |  | 11 |
Energy | 3,758 |  |  | — |  |  | 26 |  |  | 447 |  |  | 3,337 |  |  | 5 |
Retail and wholesale | 3,253 |  |  | — |  |  | 30 |  |  | 306 |  |  | 2,977 |  |  | 4 |
Transportation | 2,493 |  |  | — |  |  | 22 |  |  | 290 |  |  | 2,225 |  |  | 3 |
Other | 190 |  |  | — |  |  | 9 |  |  | 13 |  |  | 186 |  |  | — |
Total corporate securities | 49,288 |  |  | 4 |  |  | 319 |  |  | 5,338 |  |  | 44,265 |  |  | 65 |
U.S. government | 5,735 |  |  | — |  |  | 2 |  |  | 1,106 |  |  | 4,631 |  |  | 7 |
Residential mortgage-backed (2) | 2,470 |  |  | — |  |  | 18 |  |  | 133 |  |  | 2,355 |  |  | 4 |
Preferred stock | 56 |  |  | — |  |  | 3 |  |  | — |  |  | 59 |  |  | — |
State & political | 614 |  |  | — |  |  | 9 |  |  | 74 |  |  | 549 |  |  | 1 |
Foreign governments | 719 |  |  | — |  |  | 3 |  |  | 111 |  |  | 611 |  |  | 1 |
Commercial mortgage-backed | 3,595 |  |  | — |  |  | 2 |  |  | 515 |  |  | 3,082 |  |  | 5 |
Asset-backed securities (3) | 11,049 |  |  | — |  |  | 52 |  |  | 110 |  |  | 10,991 |  |  | 17 |
Total | $ | 73,526 |  |  | $ | 4 |  |  | $ | 408 |  |  | $ | 7,387 |  |  | $ | 66,543 |  |  | 100 | %

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______________
(1)Investment data has been classified based on standard industry categorizations for domestic public holdings and similar classifications by industry for all other holdings.
(2)Includes publicly traded agency pass-through securities and collateralized obligations.
(3)Includes credit-tranched securities collateralized by sub-prime mortgages, credit risk transfer securities and other asset types.
Fixed Maturities Credit Quality
The SVO of the NAIC evaluates the investments of insurers for regulatory reporting purposes and assigns fixed maturities to one of six categories (“NAIC Designations”). NAIC Designations of “1” or “2” include fixed maturities considered investment grade, which include securities rated Baa3 or higher by Moody’s or BBB- or higher by Standard & Poor’s. NAIC Designations of “3” through “6” are referred to as below investment grade, which include securities rated Ba1 or lower by Moody’s and BB+ or lower by Standard & Poor’s. As a result of time lags between the funding of investments and the completion of the SVO filing process, the fixed maturity portfolio typically includes securities that have not yet been rated by the SVO as of each balance sheet date. Pending receipt of SVO ratings, the categorization of these securities by NAIC Designation is based on the expected ratings indicated by internal analysis.
The following table sets forth the General Account’s fixed maturities portfolio by NAIC rating:
AFS Fixed Maturities

NAIC Designation |  | Rating Agency Equivalent |  | Amortized Cost |  | Allowance for Credit Losses |  | Gross Unrealized Gains |  | Gross Unrealized Losses |  | Fair Value
|  |  |  | (in millions)
As of December 31, 2024 |  |  |  |  |  |  |  |  |  |  |  |
1................................ |  | Aaa, Aa, A |  | $ | 56,266 |  |  | $ | — |  |  | $ | 210 |  |  | $ | 5,342 |  |  | $ | 51,134 |
2................................ |  | Baa |  | 26,255 |  |  | — |  |  | 147 |  |  | 3,043 |  |  | 23,359 |
|  | Investment grade |  | 82,521 |  |  | — |  |  | 357 |  |  | 8,385 |  |  | 74,493 |
3................................ |  | Ba |  | 810 |  |  | — |  |  | 5 |  |  | 38 |  |  | 777 |
4................................ |  | B |  | 663 |  |  | — |  |  | 7 |  |  | 7 |  |  | 663 |
5................................ |  | Caa |  | 187 |  |  | 1 |  |  | 3 |  |  | 13 |  |  | 176 |
6................................ |  | Ca, C |  | 21 |  |  | 1 |  |  | 1 |  |  | 1 |  |  | 20 |
|  | Below investment grade |  | 1,681 |  |  | 2 |  |  | 16 |  |  | 59 |  |  | 1,636 |
Total Fixed Maturities |  | $ | 84,202 |  |  | $ | 2 |  |  | $ | 373 |  |  | $ | 8,444 |  |  | $ | 76,129 |
As of December 31, 2023: |  |  |  |  |  |  |  |  |  |  |  |
1................................ |  | Aaa, Aa, A |  | $ | 47,694 |  |  | $ | — |  |  | $ | 217 |  |  | $ | 4,660 |  |  | $ | 43,251 |
2................................ |  | Baa |  | 23,476 |  |  | — |  |  | 179 |  |  | 2,635 |  |  | 21,020 |
|  | Investment grade |  | 71,170 |  |  | — |  |  | 396 |  |  | 7,295 |  |  | 64,271 |
3................................ |  | Ba |  | 1,292 |  |  | 2 |  |  | 5 |  |  | 60 |  |  | 1,235 |
4................................ |  | B |  | 927 |  |  | — |  |  | 5 |  |  | 23 |  |  | 909 |
5................................ |  | Caa |  | 134 |  |  | 2 |  |  | 2 |  |  | 8 |  |  | 126 |
6................................ |  | Ca, C |  | 3 |  |  | — |  |  | — |  |  | 1 |  |  | 2 |
|  | Below investment grade |  | 2,356 |  |  | 4 |  |  | 12 |  |  | 92 |  |  | 2,272 |
Total Fixed Maturities |  |  |  | $ | 73,526 |  |  | $ | 4 |  |  | $ | 408 |  |  | $ | 7,387 |  |  | $ | 66,543 |

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Mortgage Loans
The mortgage portfolio primarily consists of commercial, agricultural, and residential mortgage loans. The investment strategy for the mortgage loan portfolio emphasizes diversification by property type and geographic location with a primary focus on asset quality. The commercial mortgage loan portfolio is backed by high quality properties located in primary markets typically owned by experienced institutional investors with a demonstrated ability to manage their assets through business cycles. Our commercial loan portfolio is monitored on an ongoing basis, assigning credit quality ratings for each loan, with the particular emphasis on loans that are scheduled to mature in the next 12 to 24 months. Scheduled maturities for full year 2025 and 2026, respectively are $2.1 billion and $2.3 billion, or 13% and 14% of the commercial mortgage portfolio. The commercial mortgage portfolio consists of 87% fixed rate loans and 13% floating rate loans. For floating rate loans, the borrower is typically required to purchase an interest rate cap to the scheduled maturity of the loan to protect against rising rates.
Commercial mortgage loans are evaluated annually to determine a current LTV ratio. Property financial statements, current rent roll, lease maturities, tenant creditworthiness, property physical inspections, and forecasted leasing market strength are used to develop projected cash flows. A discounted cash flow methodology which incorporates market data is used to determine property values. The average LTV ratio at origination provided by a certified appraisal firm was 53%. The average LTV ratio was 67% and 64% at December 31, 2024 and December 31, 2023, respectively, which reflects the most recent opinion of value on the underlying collateral.
We use CarVal to invest in residential whole loans and other private investments. These investments allow us to leverage CarVal’s expertise in asset classes where we are looking to increase exposure. The residential mortgage portfolio primarily consists of purchased closed end, amortizing residential mortgage loans. The investment strategy for the mortgage loan portfolio emphasizes high credit quality borrowers, conservative LTV ratios, superior ability to repay and geographic diversification.
Residential mortgage loans are pooled by loan type (i.e., Jumbo, Agency Eligible, Non-Qualified, etc.) and pooled by similar risk profiles (including consumer credit score and LTV ratios). The portfolio is monitored monthly primarily based on payment activity, occurrence of regional natural disasters and borrower interactions with the mortgage servicer.
The tables below show the breakdown of the amortized cost of the General Account’s investments in mortgage loans by geographic region and property type:
Mortgage Loans by Region and Property Type

| December 31,
| 2024 |  | 2023
| Amortized Cost |  | % of Total |  | Amortized Cost |  | % of Total
| (Dollars in millions)
By Region: |  |  |  |  |  |  |
U.S. Regions: |  |  |  |  |  |  |
Pacific | $ | 5,517 |  |  | 27 | % |  | $ | 5,004 |  |  | 27 | %
Middle Atlantic | 3,861 |  |  | 19 |  |  | 3,678 |  |  | 20 |
South Atlantic | 3,130 |  |  | 15 |  |  | 2,809 |  |  | 15 |
East North Central | 1,183 |  |  | 6 |  |  | 1,102 |  |  | 6 |
Mountain | 1,510 |  |  | 7 |  |  | 1,557 |  |  | 8 |
West North Central | 953 |  |  | 5 |  |  | 828 |  |  | 5 |
West South Central | 1,674 |  |  | 8 |  |  | 1,336 |  |  | 7 |
New England | 925 |  |  | 5 |  |  | 865 |  |  | 5 |
East South Central | 822 |  |  | 4 |  |  | 527 |  |  | 3 |
Total U.S. | 19,575 |  |  | 96 |  |  | 17,706 |  |  | 96 |
Other Regions: |  |  |  |  |  |  |
Europe | 775 |  |  | 4 |  |  | 744 |  |  | 4 |
Total Other | 775 |  |  | 4 |  |  | 744 |  |  | 4 |
Total Mortgage Loans | $ | 20,350 |  |  | 100 | % |  | $ | 18,450 |  |  | 100 | %

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| December 31,
| 2024 |  | 2023
| Amortized Cost |  | % of Total |  | Amortized Cost |  | % of Total
By Property Type: |  |  |  |  |  |  |
Office | $ | 4,711 |  |  | 23 | % |  | $ | 4,756 |  |  | 26 | %
Multifamily | 7,397 |  |  | 36 |  |  | 6,500 |  |  | 34 |
Agricultural loans | 2,568 |  |  | 13 |  |  | 2,545 |  |  | 14 |
Retail | 627 |  |  | 3 |  |  | 305 |  |  | 2 |
Industrial | 2,310 |  |  | 11 |  |  | 2,366 |  |  | 13 |
Hospitality | 720 |  |  | 4 |  |  | 595 |  |  | 3 |
Residential | 1,066 |  |  | 5 |  |  | 298 |  |  | 2 |
Other | 951 |  |  | 5 |  |  | 1,085 |  |  | 6 |
Total Mortgage Loans | $ | 20,350 |  |  | 100 | % |  | $ | 18,450 |  |  | 100 | %

Other Equity Assets
The following table includes information related to our alternative investments in certain other equity investments and consolidated VIEs, including private equity funds, real estate funds and other alternative investments. These investments are typically structured as limited partnerships or LLCs and are reported to us on a lag of one month and three months for hedge funds and private equity funds, respectively.
At December 31, 2024 and December 31, 2023, the fair value of alternative investments was $3.0 billion and $2.7 billion respectively. Alternative investments were 2.4% and 2.5% of cash and invested assets at December 31, 2024 and December 31, 2023, respectively.
Alternative Investments (1)

|  | December 31,
|  | 2024 |  | 2023
|  | Fair Value |  | % |  | Fair Value |  | %
|  | (in millions)
Private Equity |  | $ | 1,568 |  |  | 52 | % |  | $ | 1,455 |  |  | 53 | %
Private Debt |  | 260 |  |  | 9 |  |  | 161 |  |  | 6 |
Infrastructure |  | 211 |  |  | 7 |  |  | 208 |  |  | 8 |
Real Estate |  | 652 |  |  | 22 |  |  | 603 |  |  | 22 |
Hedge Funds |  | 57 |  |  | 2 |  |  | 57 |  |  | 2 |
Other (2) |  | 263 |  |  | 8 |  |  | 264 |  |  | 9 |
Total (3) |  | $ | 3,011 |  |  | 100 | % |  | $ | 2,748 |  |  | 100 | %

_____________
(1)Reported in Other Equity Investments in the consolidated balance sheets.
(2)Includes CLO equity, co-investments and investments in other strategies. CLO equity investments are consolidated and assets are reported in Fixed Maturities, at fair value using the fair value option in the consolidated balance sheets.
(3)Includes $812 million and $455 million of non-General Account assets as of December 31, 2024 and December 31, 2023, respectively.
Liquidity and Capital Resources
Liquidity refers to our ability to generate adequate amounts of cash from our operating, investment and financing activities to meet our cash requirements with a prudent margin of safety. Capital refers to our long-term financial resources available to support business operations and future growth. Our ability to generate and maintain sufficient liquidity and capital is dependent on the profitability of our businesses, timing of cash flows related to our investments and products, our ability to access the capital markets, general economic conditions and the alternative sources of liquidity and capital described herein. When considering our liquidity and cash flows, we distinguish between the needs of Holdings and the needs of our insurance and non-insurance subsidiaries. We also distinguish and separately manage the liquidity and capital resources of our retirement and protection businesses (our Individual Retirement, Group Retirement, Protection Solutions and Legacy segments) and our Asset
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Management and Wealth Management segments.
Subsequent to December 31, 2024, our operating subsidiary, Equitable Financial, as well as our subsidiaries Equitable America and Equitable Financial L&A, entered into a master transaction agreement with RGA on February 23, 2025 pursuant to which at closing and subject to the terms and conditions set forth in such agreement, RGA would enter into reinsurance agreements, as reinsurer, with each such subsidiary, as ceding company, to effect the RGA Reinsurance Transaction. The transaction is expected to reinsure 75% of such ceding companies’ in-force individual life insurance block, and upon closing, generate total value for Holdings of over $2 billion, which includes a positive ceding commission and capital release, and is expected to close in mid-2025. See “Risk Factors—The completion of the reinsurance transaction with Reinsurance Group of America is subject to several conditions, including the receipt of consents and approvals from government entities, which may impose conditions that could have an adverse effect on the expected economic and non-economic benefits to the Company or could cause the proposed transaction to be abandoned.”
Additionally, our Board authorized a tender offer to purchase up to 46 million AB Holding Units at a price of $38.50 per unit, less any applicable tax withholding, for an aggregate purchase price of $1.8 billion. The tender offer commenced on February 24, 2025 and will expire on March 24, 2025 unless extended or earlier terminated. We expect to fund the tender offer from available cash and cash equivalents and the Term Loan described below under “Holdings Credit Facilities.” See Note 26 of the Notes to the Consolidated Financial Statements for additional information.
Separately, our Board approved an additional $1.5 billion of share repurchases under its share repurchase program. As of December 31, 2024, we had $445 million of authorized capacity remaining under its prior authorization. The repurchase program does not obligate Holdings to purchase any particular number of shares. See Note 22 for additional details on the repurchase program.
Sources and Uses of Liquidity
The Company has sufficient cash flows from operations to satisfy liquidity requirements in 2025.
Cash Flows of Holdings
As a holding company with no business operations of its own, Holdings primarily derives cash flows from dividends from its subsidiaries and distributions related to its economic interest in AB, all of which is currently held outside our insurance company subsidiaries. These principal sources of liquidity are augmented by cash and short-term investments held by Holdings and access to bank lines of credit and the capital markets. The main uses of liquidity for Holdings are interest payments and debt repayment, payment of dividends and other distributions to stockholders (which may include stock repurchases) loans and capital contributions, if needed, to our insurance subsidiaries. Our principal sources of liquidity and our capital position are described in the following paragraphs.
Sources and Uses of Holding Company Highly Liquid Assets
The following table sets forth Holdings’ principal sources and uses of highly liquid assets:

| Year Ended December 31,
| 2024 |  | 2023
| (in millions)
Highly Liquid Assets, beginning of period | $ | 1,998 |  |  | $ | 1,992 |
Dividends from subsidiaries | 1,499 |  |  | 2,442 |
Issuance of loans to affiliates | — |  |  | — |
Capital contribution from parent company | — |  |  | — |
Capital contributions to subsidiaries | — |  |  | (1,142) |
M&A Activity | — |  |  | — |
Purchase of AllianceBernstein Units | (150) |  |  | — |
Total Business Capital Activity | 1,349 |  |  | 1,300 |
Purchase of treasury shares | (1,014) |  |  | (919) |
Shareholder dividends paid | (302) |  |  | (301) |
Total Share Repurchases, Dividends and Acquisition Activity | (1,316) |  |  | (1,220) |

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| Year Ended December 31,
| 2024 |  | 2023
| (in millions)
Issuance/(redemption) of preferred stock | (56) |  |  | — |
Preferred stock dividend | (80) |  |  | (80) |
Total Preferred Stock Activity | (136) |  |  | (80) |
Issuance of long-term debt | 600 |  |  | 500 |
Repayment of long-term debt | (570) |  |  | (520) |
Total External Debt Activity | 30 |  |  | (20) |
Proceeds from loans from affiliates | — |  |  | — |
Net decrease (increase) in existing facilities to affiliates (1) | 190 |  |  | 90 |
Total Affiliated Debt Activity | 190 |  |  | 90 |
Interest paid on external debt and P-Caps | (220) |  |  | (212) |
Others, net | 87 |  |  | 148 |
Total Other Activity | (133) |  |  | (64) |
Net increase (decrease) in highly liquid assets | (16) |  |  | 6 |
Highly Liquid Assets, end of period | $ | 1,982 |  |  | $ | 1,998 |

_______________
(1) Represents net activity of draws and repayments of existing credit facilities between Holdings and affiliates.
Capital Contribution to Our Subsidiaries
No capital contributions were made during the year ended December 31, 2024.
Loans from Our Subsidiaries
There were no new loans from our subsidiaries during the year ended December 31, 2024.
Cash Distributions from Our Non-Insurance Subsidiaries
During the year ended December 31, 2024, Holdings received cash distributions of $432 million from AB and $236 million from the investment management contracts with EFIM and EIM. We also received cash distributions of $130 million from Equitable Advisors.
Distributions from Insurance Subsidiaries
Our insurance companies are subject to limitations on the payment of dividends and other transfers of funds to Holdings and other affiliates under applicable insurance law and regulation. Also, more generally, the ability of our insurance subsidiaries to pay dividends can be affected by market conditions and other factors beyond our control.
Equitable’s primary insurance regulators are the NYDFS and the Arizona Department of Insurance and Financial Institutions. Under New York’s insurance laws, which are applicable to Equitable Financial, a domestic stock life insurer may not pay an Ordinary Dividend exceeding an amount calculated based on a statutory formula without prior approval of the NYDFS. Extraordinary Dividends require the insurer to file a notice of its intent to declare the dividends with the NYDFS and obtain prior approval or non-disapproval from the NYDFS. Similarly, under Arizona Insurance Law, which is applicable to Equitable America, a domestic life insurer may not pay a dividend to its shareholders that exceeds an amount calculated based on a statutory formula without prior approval of the Arizona Superintendent.
In 2024, Equitable America had Ordinary Dividend capacity of $441 million. In June 2024, Equitable America received approval from Arizona Department of Insurance and Financial Institutions for an Extraordinary Dividend of $300 million. Holdings received an Ordinary Dividend distribution from Equitable America of $441 million during July 2024. Holdings received a dividend distribution from Equitable America of $22 million during September 2024 under the Extraordinary
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Dividend capacity. Holdings also received a dividend distribution from Equitable America of $238 million in December 2024 under the Extraordinary Dividend capacity. In 2025, Equitable America estimates it will have Ordinary Dividend capacity of $347 million.
Based on the NYDFS formula, Equitable Financial had no Ordinary Dividend capacity in 2024 and will have no Ordinary Dividend capacity in 2025.
Distributions from AllianceBernstein
ABLP is required to distribute all of its Available Cash Flow, as defined in the Amended and Restated Partnership Agreement of ABLP, to the holders of AB Units and to the General Partner. Available Cash Flow is defined as the cash flow received by ABLP from operations minus such amounts as the General Partner determines, in its sole discretion, should be retained by ABLP for use in its business, or plus such amounts as the General Partner determines, in its sole discretion, should be released from previously retained cash flow. Distributions by ABLP are made 1% to the General Partner and 99% among the limited partners.
Typically, Available Cash Flow has been the adjusted diluted net income per unit for the quarter multiplied by the number of general and limited partnership interests at the end of the quarter. In future periods, management of AB anticipates that Available Cash Flow will be based on adjusted diluted net income per unit, unless management of AB determines, with the concurrence of the Board of Directors of AB, that one or more adjustments that are made for adjusted net income should not be made with respect to the Available Cash Flow calculation.
AB Holding is required to distribute all of its Available Cash Flow, as defined in the Amended and Restated Agreement of Limited Partnership of AB Holding, to holders of AB Holding Units pro rata in accordance with their percentage interest in AB Holding. Available Cash Flow is defined as the cash distributions AB Holding receives from ABLP minus such amounts as the General Partner determines, in its sole discretion, should be retained by AB Holding for use in its business (such as the payment of taxes) or plus such amounts as the General Partner determines, in its sole discretion, should be released from previously retained cash flow. AB Holding is dependent on the quarterly cash distributions it receives from ABLP, which is subject to the performance of capital markets and other factors beyond our control. Distributions from AB Holding are made pro rata based on the holder’s percentage ownership interest in AB Holding.
On December 19, 2024, Holdings and its subsidiaries exchanged 5,211,194 AB Holding Units for AB Units, which receive higher net distributions. On December 19, 2024, Holdings also acquired 4,215,140 AB Units from ABLP for a cash purchase price of $35.59 per share.
As of December 31, 2024, Holdings and its non-insurance company subsidiaries hold approximately 179.5 million AB Units, 0.1 million AB Holding Units and the 1% General Partnership interest in ABLP.
As of December 31, 2024, the ownership structure of ABLP, including AB Units outstanding as well as the General Partner’s 1% interest, was as follows:

Owner | Percentage Ownership
EQH and its subsidiaries | 61.9 | %
AB Holding | 37.5 |
Unaffiliated holders | 0.6 |
Total | 100.0 | %

Including both the general partnership and limited partnership interests in AB Holding and ABLP, Holdings and its subsidiaries had an approximate 61.9% economic interest in AB as of December 31, 2024.
Holdings Credit Facilities
On June 24, 2021, Holdings entered into the Amended and Restated Revolving Credit Agreement with respect to a five-year senior unsecured revolving credit facility (the “Credit Facility”), which lowered the facility amount to $1.5 billion and extended the maturity date to June 24, 2026, among other changes. The Amended and Restated Revolving Credit Agreement amends the Revolving Credit Agreement entered into by Holdings on February 16, 2018, as amended on March 22, 2021.
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On December 15, 2023, the Company added a $75 million commitment from TD Bank to the Credit Facility, raising the facility amount to $1.6 billion. On July 24, 2024, the Company terminated a $75 million commitment from Credit Suisse to the Credit Facility, reducing the facility amount to $1.5 billion. Additionally, the Company entered in a letter of credit facility with MUFG Bank on January 23, 2024, in a face amount of $200 million to replace a $150 million facility with HSBC that expired on February 16, 2024.
The Credit Facility may provide significant support to our liquidity position when alternative sources of credit are limited. In addition to the Credit Facility, we have letter of credit facilities with an aggregate principal amount of approximately $1.9 billion (the “LOC Facilities”), primarily to be used to support our life insurance business reinsured to EQ AZ Life Re in April 2018. In June 2021, Holdings entered into amendments with each of the issuers of its bilateral letter of credit facilities to effect changes similar to those effected in the Amended and Restated Revolving Credit Agreement. The respective facility limits of the bilateral letter of credit facilities remained unchanged. On May 12, 2023, the Company entered into an amendment to the Credit Facility and LOC Facilities to replace remaining LIBOR-based benchmark rates with Secured Overnight Financial Rate (“SOFR”)-based benchmark rates and to make certain other conforming changes.
On February 21, 2025, Holdings entered into the 364-Day Term Loan Credit Agreement (the “Term Loan Agreement”) with respect to a $500 million senior unsecured delayed-draw term loan (the “Term Loan”). The Term Loan will be used, along with available cash and cash equivalents, to fund our tender offer for AB Holding Units for an aggregate purchase price of up to $1.8 billion and the payment of related fees and expenses and is required to be repaid with the cash proceeds from the RGA Reinsurance Transaction, which is expected to close in mid-2025. For additional information regarding the Term Loan Agreement, see Note 26 of the Notes to the Consolidated Financial Statements.
The Credit Facility, LOC Facilities and Term Loan Agreement contain certain administrative, reporting, legal and financial covenants, including requirements to maintain a specified minimum consolidated net worth and to maintain a ratio of indebtedness to total capitalization not in excess of a specified percentage, and limitations on the dollar amount of indebtedness that may be incurred by our subsidiaries and the dollar amount of secured indebtedness that may be incurred by us, which could restrict our operations and use of funds. The right to borrow funds under the Credit Facility, LOC Facilities and Term Loan Agreement is subject to the fulfillment of certain conditions, including compliance with all covenants, and the ability to borrow thereunder is also subject to the continued ability of the lenders that are or will be parties to the facilities to provide funds. As of December 31, 2024, we were in compliance with the covenants under the Credit Facility and LOC Facilities.
Contingent Funding Arrangements
For information regarding activity pertaining to our contingent funding arrangements and other off-balance sheet commitments, see “Commitments and Contingent Liabilities” in Note 19 of the Notes to the Consolidated Financial Statements in this Form 10-K.
Series A Preferred Stock, Series B Preferred Stock and Series C Preferred Stock
For information pertaining to our Series A Preferred Stock, Series B Preferred Stock and Series C Preferred Stock see Note 22 of the Notes to the Consolidated Financial Statements.
Capital Position of Holdings
We manage our capital position to maintain financial strength and credit ratings that facilitate the distribution of our products and provide our desired level of access to the bank and capital markets. Our capital position is supported by the ability of our subsidiaries to generate cash flows and distribute cash to us and our ability to effectively manage the risk of our businesses and to borrow funds and raise capital to meet our operating and growth needs.
Our Board and senior management are directly involved in the development of our capital management policies. Accordingly, capital actions, including proposed changes to the annual capital plan, capital targets and capital policies, are approved by the Board.
Dividends Declared and Paid
The declaration and payment of future dividends is subject to the discretion of our Board of Directors and depends on our financial condition, results of operations, cash requirements, future prospects, regulatory restrictions on the payment of dividends by Holdings’ insurance subsidiaries and other factors deemed relevant by the Board.
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The payment of dividends will be substantially restricted in the event that we do not declare and pay (or set aside) dividends on the Series A, Series B and Series C Preferred Stock for the last proceeding dividend period. For additional information on our preferred stock, see “—Series A Preferred Stock, Series B Preferred Stock and Series C Preferred Stock”.
For information regarding activity pertaining to common and preferred dividends declared and paid, see Note 22 of the Notes to the Consolidated Financial Statements.
Share Repurchase Programs
For information regarding activity pertaining to share repurchase programs, see Note 22 and Note 26 of the Notes to the Consolidated Financial Statements.
Sources and Uses of Liquidity of Our Insurance Subsidiaries
The principal sources of liquidity for our insurance subsidiaries are premiums, investment and fee income, deposits associated with our insurance and annuity operations, cash and invested assets, as well as internal borrowings. The principal uses of that liquidity include benefits, claims and dividends paid to policyholders and payments to policyholders in connection with surrenders and withdrawals. Other uses of liquidity include commissions, general and administrative expenses, purchases of investments, the payment of dividends to Holdings and hedging activity. Certain of our insurance subsidiaries’ principal sources and uses of liquidity are described in the paragraphs that follow.
We manage the liquidity of our insurance subsidiaries with the objective of ensuring that they can meet payment obligations linked to our Individual Retirement, Group Retirement and Protection Solutions businesses and to their outstanding debt and derivative positions, including in our hedging programs, without support from Holdings. We employ an asset/liability management approach specific to the requirements of each of our insurance businesses. We measure liquidity against internally-developed benchmarks that consider the characteristics of our asset portfolio and the liabilities that it supports in both the short-term (the next 12 months) and long-term (beyond the next 12 months). We consider attributes of the various categories of our liquid assets (for example, type of asset and credit quality) in calculating internal liquidity indicators for our insurance and reinsurance operations. Our liquidity benchmarks are established for various stress scenarios and durations, including company-specific and market-wide events. The scenarios we use to evaluate the liquidity of our subsidiaries are defined to allow operating entities to operate without support from Holdings.
Liquid Assets
The investment portfolios of our insurance subsidiaries are a significant component of our overall liquidity. Liquid assets include cash and cash equivalents, short-term investments, U.S. Treasury fixed maturities, fixed maturities that are not designated as HTM and public equity securities. We believe that our business operations and the liquidity profile of our assets provide sufficient liquidity under reasonably foreseeable stress scenarios for each of our insurance subsidiaries.
See “—General Account Investment Portfolio” and Note 3 and Note 4 of the Notes to the Consolidated Financial Statements for a description of our retirement and protection businesses’ portfolio of liquid assets.
Hedging Activities
Because the future claims exposure on our insurance products, and in particular our variable annuity products, is sensitive to movements in the equity markets and interest rates, we have in place various hedging and reinsurance programs that are designed to mitigate the economic risks of movements in the equity markets and interest rates. We use derivatives as part of our overall asset/liability risk management program primarily to reduce exposures to equity market and interest rate risks. In addition, we use credit derivatives to replicate exposure to individual securities or pools of securities as a means of achieving credit exposure similar to bonds of the underlying issuer(s) more efficiently. The derivative contracts are an integral part of our risk management program, especially for the management of our variable annuities program, and are collectively managed to reduce the economic impact of unfavorable movements in capital markets. These derivative transactions require liquidity to meet payment obligations such as payments for periodic settlements, purchases, maturities and terminations as well as liquid assets pledged as collateral related to any decline in the net estimated fair value. Collateral calls represent one of our biggest drivers for liquidity needs for our insurance subsidiaries. Our derivatives contracts reside primarily within Equitable Financial, which has a significantly large investment portfolio.
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FHLB Membership
Equitable Financial and Equitable America are members of the FHLB, which provides access to collateralized borrowings and other FHLB products.
See Note 19 of the Notes to the Consolidated Financial Statements for further description of our FHLB program.
FABN
Under the FABN program, Equitable Financial may issue funding agreements in U.S. dollar or other foreign currencies.
See Note 19 of the Notes to the Consolidated Financial Statements for further description of our FABN program.
FABCP
Under the FABCP program, Equitable Financial and Equitable America may issue funding agreements in U.S. dollars to the SPLLC.
See Note 19 of the Notes to the Consolidated Financial Statements for further description of our FABCP program.
Sources and Uses of Liquidity of our Asset Management Segment
The principal sources of liquidity for our Asset Management business include investment management fees and borrowings under its credit facilities and commercial paper program. The principal uses of liquidity include general and administrative expenses, business financing and distributions to holders of AB Units and AB Holding Units plus interest and debt service. The primary liquidity risk for our fee-based Asset Management business is its profitability, which is impacted by market conditions and our investment management performance.
EQH Facility
AB has a $900 million committed, unsecured senior credit facility (the “EQH Facility”). The EQH Facility was amended and restated as of August 30, 2024, extending the maturity date to August 31, 2029. There were no other significant changes included in the amendment. The EQH Facility is available for AB’s general business purposes. Borrowings under the EQH Facility generally bear interest at a rate per annum based on prevailing overnight commercial paper rates.
The EQH Facility contains affirmative, negative and financial covenants which are substantially similar to those in AB’s committed bank facilities. As of December 31, 2024, AB was in compliance with these covenants. The EQH Facility also includes customary events of default substantially similar to those in AB’s committed bank facilities, including provisions under which, upon the occurrence of an event of default, all outstanding loans may be accelerated and/or the lender’s commitment may be terminated.
Amounts under the EQH Facility may be borrowed, repaid and re-borrowed by AB from time to time until the maturity of the facility. AB or Holdings may reduce or terminate the commitment at any time without penalty upon proper notice. Holdings also may terminate the facility immediately upon a change of control of AB’s General Partner.
As of December 31, 2024 and 2023, AB had $710 million and $900 million outstanding under the EQH Facility, with interest rates of approximately 4.3% and 5.3%, respectively. Average daily borrowing of the EQH Facility during 2024 and 2023 were $494 million and $743 million, respectively, with a weighted average interest rates of approximately 5.2% and 4.9%, respectively.
EQH Uncommitted Facility
In addition to the EQH Facility, AB has a $300 million uncommitted, unsecured senior credit facility (the “EQH Uncommitted Facility”) with EQH. The EQH Uncommitted Facility is available for AB’s general business purposes. The EQH Uncommitted Facility was amended and restated as of August 30, 2024, extending the maturity date to August 31, 2029. There were no other significant changes included in the amendment. The EQH Uncommitted Facility is available for AB’s general business purposes. Borrowings under the EQH Uncommitted Facility bear interest generally at a rate per annum based on prevailing overnight commercial paper rates. The EQH Uncommitted Facility contains affirmative, negative and financial covenants, which are substantially similar to those in the EQH Facility. As of December 31, 2024, AB was in compliance with these covenants.
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As of December 31, 2024 and December 31, 2023, AB had no amounts outstanding under the EQH Uncommitted Facility. During 2024, AB did not draw upon the EQH Uncommitted Facility. Average daily borrowing of the EQH Uncommitted Facility during the year ended December 31, 2024 and 2023 were $0 million and $4 million with a weighted average interest rate of approximately 0.0% and 4.6%.
Statutory Capital of Our Insurance Subsidiaries
Our capital management framework for our insurance subsidiaries is primarily based on statutory RBC standards and the CTE asset standard for our variable annuity business.
RBC requirements are used as minimum capital requirements by the NAIC and the state insurance departments to evaluate the capital condition of regulated insurance companies. RBC is based on a formula calculated by applying factors to various asset, premium, claim, expense and statutory reserve items. The formula takes into account the risk characteristics of the insurer, including asset risk, insurance risk, interest rate risk, market risk and business risk and is calculated on a quarterly basis and made public on an annual basis. The formula is used as an early warning regulatory tool to identify possible inadequately capitalized insurers for purposes of initiating regulatory action, and not as a means to rank insurers generally. These rules apply to our insurance company subsidiaries and not to Holdings. State insurance laws provide insurance regulators the authority to require various actions by, or take various actions against, insurers whose TAC does not meet or exceed certain RBC levels. At the date of the most recent annual statutory financial statements filed with insurance regulators, the TAC of each of these insurance company subsidiaries subject to these requirements was in excess of each of those RBC levels.
See Note 20 of the Notes to the Consolidated Financial Statements for additional information relating to Prescribed and Permitted Statutory Accounting practices and its impact on our statutory surplus.
Captive Reinsurance Company
We use a captive reinsurance company to more effectively manage our reserves and capital on an economic basis and to enable the aggregation and transfer of risks. Our captive reinsurance company assumes business from affiliates only and is closed to new business. Our captive reinsurance company is a wholly-owned subsidiary located in the United States. In addition to state insurance regulation, our captive reinsurance company is subject to internal policies governing its activities. We continue to analyze the use of our existing captive reinsurance structure, as well as additional third-party reinsurance arrangements.
Borrowings
Our financial strategy going forward will remain subject to market conditions and other factors. For example, we may from time to time enter into additional bank or other financing arrangements, including public or private debt, structured facilities and contingent capital arrangements, under which we could incur additional indebtedness.
For information regarding activity pertaining to our total consolidated borrowings, see Note 14 of the Notes to the Consolidated Financial Statements, and for information regarding the Term Loan Agreement entered into subsequent to December 31, 2024, see Note 26 of the Notes to the Consolidated Financial Statements.
Ratings
Financial strength ratings (which are sometimes referred to as “claims-paying” ratings) and credit ratings are important factors affecting public confidence in an insurer and its competitive position in marketing products. Our credit ratings are also important for our ability to raise capital through the issuance of debt and for the cost of such financing.
Financial strength ratings represent the opinions of rating agencies regarding the financial ability of an insurance company to meet its obligations under an insurance policy. Credit ratings represent the opinions of rating agencies regarding an entity’s ability to repay its indebtedness. The following table summarizes the ratings for Holdings and certain of its subsidiaries. AM Best, S&P and Moody’s have a stable outlook.
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| AM Best |  | S&P |  | Moody’s
Last review date | Feb '24 |  | Feb '24 |  | May '24
Financial Strength Ratings: |  |  |  |  |
Equitable Financial Life Insurance Company | A |  | A+ |  | A1
Equitable Financial Life Insurance Company of America | A |  | A+ |  | A1
Credit Ratings: |  |  |  |  |
Equitable Holdings, Inc. | bbb+ |  | A- |  | Baa1
Last review date |  |  | Nov '24 |  | Mar '24
AllianceBernstein L.P. |  |  | A |  | A2

Material Cash Requirements
The table below summarizes the material short and long-term cash requirements related to contractual and other obligations as of December 31, 2024. Short-term cash requirements are considered to be requirements within the next 12 months and long-term cash requirements are considered to be beyond the next 12 months. We do not believe that our cash flow requirements can be adequately assessed based solely upon an analysis of these obligations, as the table below does not contemplate all aspects of our cash inflows, such as the level of cash flow generated by certain of our investments, nor all aspects of our cash outflows.

| Estimated Payments Due by Year
| Total |  | 2025 |  | 2026-2027 |  | 2028-2029 |  | 2030 and thereafter
| (in millions)
Material Cash Requirements: |  |  |  |  |  |  |  |  |
Policyholders’ liabilities (1) | $ | 123,159 |  |  | $ | 4,114 |  |  | $ | 8,537 |  |  | $ | 8,588 |  |  | $ | 101,920 |
FHLB Funding Agreements | 7,165 |  |  | 5,843 |  |  | 630 |  |  | 199 |  |  | 493 |
Interest on FHLB Funding Agreements | 182 |  |  | 51 |  |  | 56 |  |  | 41 |  |  | 34 |
FABN Funding Agreements | 5,743 |  |  | 1,050 |  |  | 2,450 |  |  | 1,943 |  |  | 300 |
Interest on FABN Funding Agreements | 581 |  |  | 151 |  |  | 269 |  |  | 150 |  |  | 11 |
Operating leases, net of sublease commitments | 917 |  |  | 101 |  |  | 182 |  |  | 143 |  |  | 491 |
Long-Term and Short-term Debt | 3,850 |  |  | — |  |  | — |  |  | 1,850 |  |  | 2,000 |
Interest on long-term debt and short-term debt | 2,507 |  |  | 193 |  |  | 385 |  |  | 341 |  |  | 1,588 |
Interest on P-Caps | 1,321 |  |  | 48 |  |  | 96 |  |  | 96 |  |  | 1,081 |
Employee benefits | 3,101 |  |  | 196 |  |  | 399 |  |  | 350 |  |  | 2,156 |
Funding Commitments | 1,603 |  |  | 693 |  |  | 406 |  |  | 504 |  |  | — |
Total Material Cash Requirements | $ | 150,129 |  |  | $ | 12,440 |  |  | $ | 13,410 |  |  | $ | 14,205 |  |  | $ | 110,074 |

______________
(1) Policyholders’ liabilities represent estimated cash flows out of the General Account related to the payment of death and disability claims, policy surrenders and withdrawals, annuity payments, minimum guarantees on Separate Account funded contracts, matured endowments, benefits under accident and health contracts, policyholder dividends and future renewal premium-based and fund-based commissions offset by contractual future premiums and deposits on in-force contracts. These estimated cash flows are based on mortality, morbidity and lapse assumptions comparable with the Company’s experience and assume market growth and interest crediting consistent with actuarial assumptions. These amounts are undiscounted and, therefore, exceed the policyholders’ account balances and future policy benefits and other policyholder liabilities included in the consolidated balance sheet included elsewhere in this Annual Report on Form 10-K. They do not reflect projected recoveries from reinsurance agreements. Due to the use of assumptions, actual cash flows will differ from these estimates. Separate Accounts liabilities have been excluded as they are legally insulated from General Account obligations and will be funded by cash flows from Separate Accounts assets.
Unrecognized tax benefits of $330 million, including $0 million related to AB were not included in the above table because it is not possible to make reasonably reliable estimates of the occurrence or timing of cash settlements with the respective taxing authorities.
In addition, the below items are included as part of AB’s aggregate contractual obligations:
•As of December 31, 2024, AB had a $373 million accrual for compensation and benefits, which are primarily paid out in less than one year, with the exception of deferred compensation obligations which are payable over various periods,
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with the majority payable over periods up to three years. Not included in this amount is the $69 million of pension related payments xpected to be paid in 2025. Further, AB expects to make contributions to its qualified profit-sharing plan of $19 million in each of the next four years.
Summary of Critical Accounting Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to adopt accounting policies and make estimates and assumptions that affect amounts reported in our consolidated financial statements included elsewhere herein. For a discussion of our significant accounting policies, see Note 2 of the Notes to the Consolidated Financial Statements. The most critical estimates include those used in determining:
•market risk benefits and purchased market risk benefits;
•accounting for reinsurance;
•estimated fair values of investments in the absence of quoted market values and investment impairments;
•estimated fair values of freestanding derivatives;
•goodwill and related impairment;
•measurement of income taxes and the valuation of deferred tax assets; and
•liabilities for litigation and regulatory matters.
In applying our accounting policies, we make subjective and complex judgments that frequently require estimates about matters that are inherently uncertain. Many of these policies, estimates and related judgments are common in the insurance and financial services industries while others are specific to our business and operations. Actual results could differ from these estimates.
Market Risk Benefits
Market risk benefits include contract features that provide minimum guarantees to policyholders and include GMIB, GMDB, GMWB, GMAB, and ROP DB benefits. MRBs are measured at estimated fair value with changes reported in the change in market risk benefits and purchased market risk benefits on the Consolidated Statement of Income (Loss), except for the portion of the fair value change related to the Company’s own credit risk, which is recognized in OCI.
MRBs are measured at fair value on a seriatim basis using an Ascribed Fee approach based upon policyholder behavior projections and risk neutral economic scenarios adjusted based on the facts and circumstances of the Company’s product features. Market conditions including, but not limited to, changes in interest rates, equity indices, market volatility and variations in actuarial assumptions, including policyholder behavior, mortality and risk margins related to non-capital market inputs, as well as changes in our nonperformance risk adjustment may result in significant fluctuations in the estimated fair value of the MRBs that could materially affect net income.
Risk margins are established to capture the non-capital market risks of the instrument which represent the additional compensation a market participant would require to assume the risks related to the uncertainties in certain actuarial assumptions. The establishment of risk margins requires the use of significant management judgment, including assumptions of the amount needed to cover the guarantees.
We ceded the risk associated with certain of the variable annuity products with GMxB features described in the preceding paragraphs. The value of the MRBs on the ceded risk is determined using a methodology consistent with that described previously for the guarantees directly written by us with the exception of the input for nonperformance risk that reflects the credit of the reinsurer.
Sensitivity of MRBs to Changes in Interest Rates
The following table demonstrates the sensitivity of the MRBs to changes in long-term interest rates by quantifying the adjustments that would be required, assuming an increase and decrease in long-term interest rates of 50bps. This information considers only the direct effect of changes in the interest rates on MRB balances, net of reinsurance.
Interest Rate Sensitivity
December 31, 2024
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|  | Increase/(Decrease) In MRB
|  | (in millions)
Increase in interest rates by 50bps |  | $ | (533) |
Decrease in interest rates by 50bps |  | $ | 613 |

Sensitivity of MRBs to Changes in Equity Returns
The following table demonstrates the sensitivity of the MRBs to changes in equity returns.
Equity Returns Sensitivity
December 31, 2024

|  | Increase/(Decrease) In MRB
|  | (in millions)
Increase in equity returns by 10% |  | $ | (712) |
Decrease in equity returns by 10% |  | $ | 808 |

Sensitivity of MRBs to Changes in GMIB Lapses
Lapse rates are adjusted at the contract level based on a comparison of the value of the embedded GMIB rider and the current policyholder account value, which include other factors such as considering surrender charges. Generally, lapse rates are assumed to be lower in periods when a surrender charge applies. A dynamic lapse function reduces the base lapse rate when the guaranteed amount is greater than the account value as in-the-money contracts are less likely to lapse.
GMIB Lapse floor Sensitivity
December 31, 2024

|  | Increase/(Decrease) In MRB
|  | (in millions)
GMIB Lapse floor of 1% |  | $ | (77) |

Nonperformance Risk Adjustment
The valuation of our MRBs includes an adjustment for the risk that we fail to satisfy our obligations, which we refer to as our nonperformance risk. The nonperformance risk adjustment, which is captured as a spread over the risk-free rate in determining the discount rate to discount the cash flows of the liability, is determined by taking into consideration publicly available information relating to spreads on corporate bonds in the secondary market comparable to Holdings’ financial strength rating.
The table below illustrates the impact that a range of reasonably likely variances in credit spreads would have on our consolidated balance sheet, excluding the effect of income tax, related to the GMxB Core and GMxB Legacy MRBs measured at estimated fair value. Even when credit spreads do not change, the impact of the nonperformance risk adjustment on fair value will change when the cash flows within the fair value measurement change. The table only reflects the impact of changes in credit spreads on our consolidated financial statements included elsewhere herein and not these other potential changes. In determining the ranges, we have considered current market conditions, as well as the market level of spreads that can reasonably be anticipated over the near term. The ranges do not reflect extreme market conditions such as those experienced during the 2008–2009 financial crisis as we do not consider those to be reasonably likely events in the near future.
NPR Sensitivity
December 31, 2024

|  | Increase/(Decrease) In MRB
|  | (in millions)
Increase in NPR by 50bps |  | $ | (978) |
Decrease in NPR by 50bps |  | $ | 1,076 |

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Reinsurance
Accounting for reinsurance requires extensive use of assumptions and estimates, particularly related to the future performance of the underlying business and the potential impact of counterparty credit risk with respect to reinsurance receivables. We periodically review actual and anticipated experience compared to the aforementioned assumptions used to establish assets and liabilities relating to ceded and assumed reinsurance and evaluate the financial strength of counterparties to our reinsurance agreements using criteria similar to those evaluated in our security impairment process. See “—Estimated Fair Value of Investments.” Additionally, for each of our reinsurance agreements, we determine whether the agreement provides indemnification against loss or liability relating to insurance risk, in accordance with applicable accounting standards. We review all contractual features, including those that may limit the amount of insurance risk to which the reinsurer is subject or features that delay the timely reimbursement of claims. If we determine that a reinsurance agreement does not expose the reinsurer to a reasonable possibility of a significant loss from insurance risk, we record the agreement using the deposit method of accounting.
Estimated Fair Value of Investments
The Company’s investment portfolio principally consists of public and private fixed maturities, mortgage loans, equity securities and derivative financial instruments, including exchange traded equity, currency and interest rate futures contracts, total return and/or other equity swaps, interest rate swap and floor contracts, swaptions, variance swaps, as well as equity options used to manage various risks relating to its business operations.
Fair Value Measurements
Investments reported at fair value in the consolidated balance sheets of the Company include fixed maturity securities classified as AFS, equity and trading securities and certain other invested assets, such as freestanding derivatives. GMxB riders and the reinsurance on these riders are held as Market Risk Benefits.
When available, the estimated fair value of securities is based on quoted prices in active markets that are readily and regularly obtainable; these generally are the most liquid holdings and their valuation does not involve management judgment. When quoted prices in active markets are not available, we estimate fair value based on market standard valuation methodologies. These alternative approaches include matrix or model pricing and use of independent pricing services, each supported by reference to principal market trades or other observable market assumptions for similar securities. More specifically, the matrix pricing approach to fair value is a discounted cash flow methodology that incorporates market interest rates commensurate with the credit quality and duration of the investment. For securities with reasonable price transparency, the significant inputs to these valuation methodologies either are observable in the market or can be derived principally from or corroborated by observable market data. When the volume or level of activity results in little or no price transparency, significant inputs no longer can be supported by reference to market observable data but instead must be based on management’s estimation and judgment. Substantially the same approach is used by us to measure the fair values of freestanding and embedded derivatives with exception for consideration of the effects of master netting agreements and collateral arrangements as well as incremental value or risk ascribed to changes in own or counterparty credit risk.
As required by the accounting guidance, we categorize our assets and liabilities measured at fair value into a three-level hierarchy, based on the priority of the inputs to the respective valuation technique, giving the highest priority to quoted prices in active markets for identical assets and liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). For additional information regarding the key estimates and assumptions surrounding the determinations of fair value measurements, see Note 8 of the Notes to the Consolidated Financial Statements.
Impairments and Valuation Allowances
The carrying values of fixed maturities classified as AFS are reported at fair value. Changes in fair value are reported in OCI, net of allowance for credit losses, policy related amounts and deferred income taxes. Changes in credit losses are recognized in Investment gains (losses), net.
With the assistance of our investment advisors, we evaluate AFS debt securities that experience a decline in fair value below amortized cost for credit losses which are evaluated in accordance with the financial instruments credit losses guidance. The remainder of the unrealized loss related to other factors, if any, is recognized in OCI. Integral to this review is an assessment made each quarter, on a security-by-security basis, by our IUS Committee, of various indicators of credit deterioration to determine whether the investment security has experienced a credit loss. This assessment includes, but is not limited to, consideration of the severity of the unrealized loss, failure, if any, of the issuer of the security to make scheduled
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payments, actions taken by rating agencies, adverse conditions specifically related to the security or sector, the financial strength, liquidity and continued viability of the issuer.
We recognize an allowance for credit losses on AFS debt securities with a corresponding adjustment to earnings rather than a direct write down that reduces the cost basis of the investment, and credit losses are limited to the amount by which the security’s amortized cost basis exceeds its fair value. Any improvements in estimated credit losses on AFS debt securities are recognized immediately in earnings. We do not use the length of time a security has been in an unrealized loss position as a factor, either by itself or in combination with other factors, to conclude that a credit loss does not exist.
If there is no intent to sell or likely requirement to dispose of the fixed maturity security before its recovery, only the credit loss component of any resulting allowance is recognized in income (loss) and the remainder of the fair value loss is recognized in OCI. The amount of credit loss is the shortfall of the present value of the cash flows expected to be collected as compared to the amortized cost basis of the security. The present value is calculated by discounting management’s best estimate of projected future cash flows at the effective interest rate implicit in the debt security at the date of acquisition. Projections of future cash flows are based on assumptions regarding probability of default and estimates regarding the amount and timing of recoveries. These assumptions and estimates require use of management judgment and consider internal credit analyses as well as market observable data relevant to the collectability of the security. For mortgage and asset-backed securities, projected future cash flows also include assumptions regarding prepayments and underlying collateral value.
Write-offs of AFS debt securities are recorded when all or a portion of a financial asset is deemed uncollectible. Full or partial write-offs are recorded as reductions to the amortized cost basis of the AFS debt security and deducted from the allowance in the period in which the financial assets are deemed uncollectible. We elected to reverse accrued interest deemed uncollectible as a reversal of interest income. In instances where we collect cash that has previously been written off, the recovery will be recognized through earnings or as a reduction of the amortized cost basis for interest and principal, respectively.
Mortgage loans are stated at unpaid principal balances, net of unamortized discounts and valuation allowances. For collectively evaluated mortgages, the Company estimates the allowance for credit losses based on the amortized cost basis of its mortgages over their expected life using a PD / LGD model. For individually evaluated mortgages, the Company continues to recognize valuation allowances based on the present value of expected future cash flows discounted at the loan’s original effective interest rate or on its collateral value if the loan is collateral dependent.
For commercial, agricultural and residential mortgage loans, an allowance for credit loss is typically recommended when management believes it is probable that principal and interest will not be collected according to the contractual terms. Factors that influence management’s judgment in determining allowance for credit losses include the following:
•LTV ratio—Derived from current loan balance divided by the fair market value of the property. An allowance for credit loss is typically recommended when the LTV ratio is in excess of 100%. In the case where the LTV is in excess of 100%, the allowance for credit loss is derived by taking the difference between the fair market value (less cost of sale) and the current loan balance.
•DSC ratio—Derived from actual operating earnings divided by annual debt service. If the ratio is below 1.0x, then the income from the property does not support the debt.
•DTI ratio - Is used for residential mortgage loans to assess a borrower’s ability to repay a loan. DTI ratio is derived by adding up all of the borrower’s debt payments and dividing that sum by the borrower’s gross monthly income.
•Consumer Credit Score - Is used for residential mortgage loans to determine the borrower’s credit worthiness and eligibility for a residential loan based upon credit reports.
•Occupancy—Criteria vary by property type but low or below market occupancy is an indicator of sub-par property performance.
•Lease expirations—The percentage of leases expiring in the upcoming 12 to 36 months are monitored as a decline in rent and/or occupancy may negatively impact the debt service coverage ratio. In the case of single-tenant properties or properties with large tenant exposure, the lease expiration is a material risk factor.
•Maturity—Mortgage loans that are not fully amortizing and have upcoming maturities within the next 12 to 24 months are monitored in conjunction with the capital markets to determine the borrower’s ability to refinance the debt and/or pay off the balloon balance.
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•Borrower/tenant related issues—Financial concerns, potential bankruptcy, or words or actions that indicate imminent default or abandonment of property.
•Payment status—current vs. delinquent—A history of delinquent payments may be a cause for concern.
•Property condition—Significant deferred maintenance observed during the lenders annual site inspections.
•Other—Any other factors such as current economic conditions may call into question the performance of the loan.
Mortgage loans that do not share similar risk characteristics with other loans in the portfolio are individually evaluated quarterly by the IUS Committee for impairment on a loan-by-loan basis, including an assessment of related collateral value. Commercial mortgages 60 days or more past due and agricultural and residential mortgages 90 days or more past due, as well as all mortgages in the process of foreclosure, are identified as problem mortgages. Based on its monthly monitoring of mortgages, a class of potential problem mortgages also is identified, consisting of mortgage loans not currently classified as problems but for which management has doubts as to the ability of the borrower to comply with the present loan payment terms and which may result in the loan becoming a problem or being restructured. The decision whether to classify a performing mortgage loan as a potential problem involves significant subjective judgments by management as to likely future industry conditions and developments with respect to the borrower or the individual mortgaged property.
For problem mortgage loans a valuation allowance is established to provide for the risk of credit losses inherent in the lending process. The allowance includes loan specific reserves for loans determined to be non-performing as a result of the loan review process. A non-performing loan is defined as a loan for which it is probable that amounts due according to the contractual terms of the loan agreement will not be collected. The loan specific portion of the loss allowance is based on our assessment as to ultimate collectability of loan principal and interest. Valuation allowances for a non-performing loan are recorded based on the present value of expected future cash flows discounted at the loan’s effective interest rate or based on the fair value of the collateral if the loan is collateral dependent. The valuation allowance for mortgage loans can increase or decrease from period to period based on such factors.
Impaired mortgage loans without provision for losses are mortgage loans where the fair value of the collateral or the net present value of the expected future cash flows related to the loan equals or exceeds the recorded investment. Interest income earned on mortgage loans where the collateral value is used to measure impairment is recorded on a cash basis. Interest income on mortgage loans where the present value method is used to measure impairment is accrued on the net carrying value amount of the loan at the interest rate used to discount the cash flows. Changes in the present value attributable to changes in the amount or timing of expected cash flows are reported as investment gains or losses.
Mortgage loans are placed on nonaccrual status once management believes the collection of accrued interest is doubtful. Once mortgage loans are classified as nonaccrual mortgage loans, interest income is recognized under the cash basis of accounting and the resumption of the interest accrual would commence only after all past due interest has been collected or the mortgage loan on real estate has been restructured to where the collection of interest is considered likely.
See Note 2 and Note 3 of the Notes to the Consolidated Financial Statements for additional information relating to our determination of the amount of allowances and impairments.
Derivatives
We use freestanding derivative instruments to hedge various capital market risks in our products, including: (i) certain guarantees, some of which are reported as embedded derivatives; (ii) current or future changes in the fair value of our assets and liabilities; and (iii) current or future changes in cash flows. All derivatives, whether freestanding or embedded, are required to be carried on the consolidated balance sheet at fair value with changes reflected in either net income (loss) or in OCI, depending on the type of hedge. Below is a summary of critical accounting estimates by type of derivative.
Freestanding Derivatives
The determination of the estimated fair value of freestanding derivatives, when quoted market values are not available, is based on market standard valuation methodologies and inputs that management believes are consistent with what other market participants would use when pricing such instruments. Derivative valuations can be affected by changes in interest rates, foreign currency exchange rates, financial indices, credit spreads, default risk, nonperformance risk, volatility, liquidity and changes in estimates and assumptions used in the pricing models. See Note 8 of the Notes to the Consolidated Financial Statements for additional details on significant inputs into the OTC derivative pricing models and credit risk adjustment.
Goodwill
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Goodwill represents the excess of purchase price over the estimated fair value of identifiable net assets acquired in a business combination. We test goodwill for recoverability each annual reporting period at December 31 and at interim periods if facts or circumstances are indicative of potential impairment. As of December 31, 2024, our goodwill of $5.1 billion results solely from our investment in AB and is attributed to the Asset Management segment, also deemed a reporting unit for purpose of assessing the recoverability of that goodwill.
Estimating the fair value of reporting units for the purpose of goodwill impairment testing is a subjective process that involves the use of significant judgements by management. Estimates of fair value are inherently uncertain and represent management’s reasonable expectation regarding future developments, giving consideration to internal strategic plans and general market and economic forecasts. On an annual basis, or when circumstances warrant, goodwill is tested for impairment utilizing the market approach, where the fair value of the reporting unit is based on its adjusted market valuation assuming a control premium.
Income Taxes
Income taxes represent the net amount of income taxes that we expect to pay to or receive from various taxing jurisdictions in connection with its operations. We provide for Federal and state income taxes currently payable, as well as those deferred due to temporary differences between the financial reporting and tax bases of assets and liabilities. Deferred tax assets and liabilities are measured at the balance sheet date using enacted tax rates expected to apply to taxable income in the years the temporary differences are expected to reverse. The realization of deferred tax assets depends upon the existence of sufficient taxable income within the carryforward periods under the tax law in the applicable jurisdiction. Valuation allowances are established when management determines, based on available information, that it is more likely than not that deferred tax assets will not be realized. Management considers all available evidence including past operating results, the existence of cumulative losses in the most recent years, forecasted earnings, future taxable income and prudent and feasible tax planning strategies. Our accounting for income taxes represents management’s best estimate of the tax consequences of various events and transactions. At December 31, 2024, we determined that it was more likely than not that a portion of our capital deferred tax assets would not be realized. For more information, see Note 18 of the Notes to the Consolidated Financial Statements.
Significant management judgment is required in determining the provision for income taxes and deferred tax assets and liabilities, and in evaluating our tax positions including evaluating uncertainties under the guidance for Accounting for Uncertainty in Income Taxes. Under the guidance, we determine whether it is more likely than not that a tax position will be sustained upon examination by the appropriate taxing authorities before any part of the benefit can be recorded in the financial statements. Tax positions are then measured at the largest amount of benefit that is greater than 50 percent likely of being realized upon settlement.
Our tax positions are reviewed quarterly, and the balances are adjusted as new information becomes available.
Litigation and Regulatory Contingencies
We are a party to a number of legal actions and are involved in a number of regulatory investigations. Given the inherent unpredictability of these matters, it is difficult to estimate the impact on our financial position, results of operations and cash flows.
Liabilities are established when it is probable that a loss has been incurred and the amount of the loss can be reasonably estimated. On a quarterly and annual basis, we review relevant information with respect to liabilities for litigation, regulatory investigations and litigation-related contingencies to be reflected in our consolidated financial statements included elsewhere herein. See Note 19 of the Notes to the Consolidated Financial Statements for information regarding our assessment of litigation contingencies.
Adoption of New Accounting Pronouncements
See Note 2 of the Notes to the Consolidated Financial Statements for a complete discussion of newly issued accounting pronouncements.
Part II, Item 7A.
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
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Our businesses are subject to financial, market, political and economic risks, as well as to risks inherent in our business operations. The discussion that follows provides additional information on market risks arising from our insurance asset/liability management and investment management activities. Such risks are evaluated and managed by each business on a decentralized basis. Primary market risk exposure results from interest rate fluctuations, equity price movements and changes in credit quality.
Individual Retirement, Group Retirement, Protection Solutions and Legacy Segments
Our results significantly depend on profit margins or “spreads” between investment results from assets held in the General Account investment portfolio and interest credited on individual insurance and annuity products. Management believes its fixed rate liabilities should be supported by a portfolio principally composed of fixed rate investments that generate predictable, steady rates of return. Although these assets are purchased for long-term investment, the portfolio management strategy considers them AFS in response to changes in market interest rates, changes in prepayment risk, changes in relative values of asset sectors and individual securities and loans, changes in credit quality outlook and other relevant factors. See the “Investments” section of Note 2 of the Notes to the Consolidated Financial Statements for the accounting policies for the investment portfolios. The objective of portfolio management is to maximize returns, taking into account interest rate and credit risks. Insurance asset/liability management includes strategies to minimize exposure to loss as interest rates and economic and market conditions change. As a result, the fixed maturity portfolio has modest exposure to call and prepayment risk and the vast majority of mortgage holdings are fixed rate mortgages that carry yield maintenance and prepayment provisions.
Investments with Interest Rate Risk – Fair Value
Assets with interest rate risk include AFS and trading fixed maturities and mortgage loans that make up 78.4% and 76.7% of the fair value of the General Account investment portfolio as of December 31, 2024 and 2023, respectively. As part of our asset/liability management, quantitative analyses are used to model the impact various changes in interest rates have on assets with interest rate risk. The table that follows shows the impact an immediate one percent increase/decrease in interest rates as of December 31, 2024 and 2023 would have on the fair value of fixed maturities and mortgage loans:
Interest Rate Risk Exposure

| December 31,
| 2024 |  | 2023
| Fair Value |  | Impact of +1% Change |  | Impact of -1% Change |  | Fair Value |  | Impact of +1% Change |  | Impact of -1% Change
| (in millions)
Fixed Income Investments: |  |  |  |  |  |  |  |  |  |  |
AFS securities: |  |  |  |  |  |  |  |  |  |  |
Fixed rate | $ | 66,279 |  |  | $ | (4,080) |  |  | $ | 4,558 |  |  | $ | 56,481 |  |  | $ | (3,997) |  |  | $ | 4,595 |
Floating rate | $ | 9,848 |  |  | $ | (10) |  |  | $ | 8 |  |  | $ | 10,063 |  |  | $ | 3 |  |  | $ | 5 |
Trading securities: |  |  |  |  |  |  |  |  |  |  |
Fixed rate | $ | 497 |  |  | $ | (38) |  |  | $ | 42 |  |  | $ | 15 |  |  | $ | — |  |  | $ | — |
Floating rate | $ | 27 |  |  | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | — |
Mortgage loans | $ | 18,567 |  |  | $ | (656) |  |  | $ | 708 |  |  | $ | 16,467 |  |  | $ | (585) |  |  | $ | 624 |

A one percent increase/decrease in interest rates is a hypothetical rate scenario used to demonstrate potential risk; it does not represent management’s view of future market changes. While these fair value measurements provide a representation of interest rate sensitivity of fixed maturities and mortgage loans, they are based on various portfolio exposures at a particular point in time and may not be representative of future market results. These exposures will change as a result of ongoing portfolio activities in response to management’s assessment of changing market conditions and available investment opportunities.
Investments with Equity Price Risk – Fair Value
The investment portfolios also have direct holdings of public and private equity securities. The following table shows the potential exposure from those equity security investments, measured in terms of fair value, to an immediate 10% increase/decrease in equity prices from those prevailing as of December 31, 2024 and 2023:
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Equity Price Risk Exposure

| December 31,
| 2024 |  | 2023
| Fair Value |  | Impact of+10% Equity Price Change |  | Impact of -10% Equity Price Change |  | Fair Value |  | Impact of+10% Equity Price Change |  | Impact of -10% Equity Price Change
| (in millions)
Equity Investments | $ | 634 |  |  | $ | 63 |  |  | $ | (63) |  |  | $ | 731 |  |  | $ | 73 |  |  | $ | (73) |

A 10% decrease in equity prices is a hypothetical scenario used to calibrate potential risk and does not represent management’s view of future market changes. The fair value measurements shown are based on the equity securities portfolio exposures at a particular point in time and these exposures will change as a result of ongoing portfolio activities in response to management’s assessment of changing market conditions and available investment opportunities.
Liabilities with Interest Rate Risk – Fair Value
As of December 31, 2024 and 2023, the aggregate carrying values of insurance contracts with interest rate risk were $15.0 billion and $16.5 billion, respectively. The aggregate fair value of such liabilities as of December 31, 2024 and 2023 were $14.7 billion and $16.0 billion, respectively. The impact of a relative 1% decrease in interest rates would be an increase in the fair value of those liabilities of $110 million and $280 million, respectively. While these fair value measurements provide a representation of the interest rate sensitivity of insurance liabilities, they are based on the composition of such liabilities at a particular point in time and may not be representative of future results.
Asset/liability management is integrated into many aspects of the Individual Retirement, Group Retirement, Protection Solutions and Legacy segments’ operations, including investment decisions, product development and determination of crediting rates. As part of our risk management process, numerous economic scenarios are modeled, including cash flow testing required for insurance regulatory purposes, to determine if existing assets would be sufficient to meet projected liability cash flows. Key variables include policyholder behavior, such as persistency, under differing crediting rate strategies.
Derivatives and Interest Rate and Equity Risks – Fair Value
We primarily use derivative contracts for asset/liability risk management, to mitigate our exposure to equity market decline and interest rate risks and for hedging individual securities. In addition, we periodically enter into forward, exchange-traded futures and interest rate swap, swaptions and floor contracts to reduce the economic impact of movements in the equity and fixed income markets, including the program to hedge certain risks associated with the GMxB features. As more fully described in Note 2 and Note 4 of the Notes to the Consolidated Financial Statements, various traditional derivative financial instruments are used to achieve these objectives. To minimize credit risk exposure associated with its derivative transactions, each counterparty’s credit is appraised and approved, and risk control limits and monitoring procedures are applied. Credit limits are established and monitored on the basis of potential exposures that take into consideration current market values and estimates of potential future movements in market values given potential fluctuations in market interest rates. To reduce credit exposures in OTC derivative transactions, we enter into master agreements that provide for a netting of financial exposures with the counterparty and allow for collateral arrangements. We further control and minimize counterparty exposure through a credit appraisal and approval process. Under the ISDA Master Agreement, we have executed a CSA with each of our OTC derivative counterparties that require both posting and accepting collateral either in the form of cash or high-quality securities, such as U.S. Treasury securities or those issued by government agencies.
Mark to market exposure is a point-in-time measure of the value of a derivative contract in the open market. A positive value indicates existence of credit risk for us because the counterparty would owe money to us if the contract were closed. Alternatively, a negative value indicates we would owe money to the counterparty if the contract were closed. If there is more than one derivative transaction outstanding with a counterparty, a master netting arrangement exists with the counterparty. In that case, the market risk represents the net of the positive and negative exposures with the single counterparty. In management’s view, the net potential exposure is the better measure of credit risk. As of December 31, 2024 and 2023, the net fair values of our derivatives were $6.9 billion and $4.5 billion, respectively.
The tables below show the interest rate or equity sensitivities of those derivatives, measured in terms of fair value. These exposures will change as a result of ongoing portfolio and risk management activities.
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Derivative Financial Instruments

|  |  |  |  | Interest Rate Sensitivity
| Notional Amount |  | Weighted Average Term (Years) |  | Impact of -1% Change |  | Fair Value |  | Impact of +1% Change
| (in millions)
December 31, 2024 |  |  |  |  |  |  |  |  |
Swaps | $ | 1,606 |  |  | 12 |  | $ | (242) |  |  | $ | (347) |  |  | $ | (432) |
Futures | 9,310 |  |  | — |  | 275 |  |  | — |  |  | (216) |
Total | $ | 10,916 |  |  |  |  | $ | 33 |  |  | $ | (347) |  |  | $ | (648) |
December 31, 2023 |  |  |  |  |  |  |  |  |
Swaps | $ | 3,828 |  |  | 6 |  | $ | 180 |  |  | $ | (195) |  |  | $ | (839) |
Futures | 8,094 |  |  | — |  | 40 |  |  | — |  |  | (25) |
Total | $ | 11,922 |  |  |  |  | $ | 220 |  |  | $ | (195) |  |  | $ | (864) |

|  |  |  |  | Equity Sensitivity
| Notional Amount |  | Weighted Average Term (Years) |  | Fair Value |  | Balance after -10% Equity Price Shift
| (in millions)
December 31, 2024 |  |  |  |  |  |  |
Futures | $ | 14,372 |  |  | — |  | $ | — |  |  | $ | (382) |
Swaps | 16,047 |  |  | 1 |  | 57 |  |  | 1,439 |
Options | 70,634 |  |  | 3 |  | 16,328 |  |  | 12,804 |
Total | $ | 101,053 |  |  |  |  | $ | 16,385 |  |  | $ | 13,861 |
December 31, 2023 |  |  |  |  |  |  |
Futures | $ | 7,761 |  |  | — |  | $ | — |  |  | $ | (250) |
Swaps | 14,926 |  |  | 1 |  | 53 |  |  | 1,599 |
Options | 53,877 |  |  | 3 |  | 10,084 |  |  | 17,500 |
Total | $ | 76,564 |  |  |  |  | $ | 10,137 |  |  | $ | 18,849 |

Market Risk Benefits and Interest Rate and Equity Risks – Fair Value
GMxB feature’s liability associated with certain annuity contracts is considered market risk benefits for accounting purposes and was reported at its fair value of $10.9 billion and $14.0 billion as of December 31, 2024 and 2023, respectively. The potential fair value exposure to an immediate 10% drop in equity prices from those prevailing as of December 31, 2024 and 2023, respectively, would be to decrease the direct market risk benefits balance by $1.3 billion and $1.5 billion. The potential fair value exposure to an immediate 50 bps drop in interest rates from those prevailing as of December 31, 2024 and 2023, respectively, would decrease the direct market risk benefits balance by $1.3 billion and $1.7 billion.
We have entered into reinsurance contracts to mitigate the risk associated with the impact of potential market fluctuations GMxB features contained in certain annuity contracts. These reinsurance contracts are accounted for as purchased market risk benefits and reported at their fair values of $7.4 billion and $9.4 billion as of December 31, 2024 and 2023, respectively. The potential fair value exposure to an immediate 10% drop in equity prices from those prevailing as of December 31, 2024 and 2023, respectively, would increase the balances of the reinsurance contract asset by $480 million and $560 million. The potential fair value exposure to an immediate 50 bps drop in interest rates from those prevailing as of December 31, 2024 and 2023, respectively, would increase the balances of the reinsurance contract asset by $715 million and $914 million.
Asset Management
The investments of our Asset Management segment consist of trading and AFS investments and other investments. AB’s trading and AFS investments include U.S. Treasury bills and equity and fixed income mutual funds’ investments. Trading investments are purchased for short-term investment, principally to fund liabilities related to deferred compensation plans and to seed new investment services. Although AFS investments are purchased for long-term investment, the portfolio strategy
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considers them AFS from time to time due to changes in market interest rates, equity prices and other relevant factors. Other investments include investments in hedge funds sponsored by AB and other private investment vehicles.
Investments with Interest Rate Risk – Fair Value
The table below provides AB’s potential exposure with respect to its fixed income investments, measured in terms of fair value, to an immediate 1% increase in interest rates at all maturities from the levels prevailing as of December 31, 2024 and 2023:
Interest Rate Risk Exposure

| December 31, 2024 |  | December 31, 2023 |
| Fair Value |  | Balance After -1% Change |  | Balance After +1% Change |  | Fair Value |  | Balance After -1% Change |  | Balance After +1% Change |
| (in millions)
Fixed Income Investments: |  |  |  |  |  |  |  |  |  |  |  |
Trading | $ | 51 |  |  | $ | 55 |  |  | $ | 48 |  |  | $ | 71 |  |  | $ | 76 |  |  | $ | 66 |  |

Such a fluctuation in interest rates is a hypothetical rate scenario used to calibrate potential risk and does not represent AB management’s view of future market changes. Although these fair value measurements provide a representation of interest rate sensitivity of its investments in fixed income mutual funds and fixed income hedge funds, they are based on AB’s exposures at a particular point in time and may not be representative of future market results. These exposures will change as a result of ongoing changes in investments in response to AB management’s assessment of changing market conditions and available investment opportunities.
Investments with Equity Price Risk – Fair Value
AB’s investments include investments in equity mutual funds and equity hedge funds. The following table presents AB’s potential exposure from its equity investments, measured in terms of fair value, to an immediate 10% drop in equity prices from those prevailing as of December 31, 2024 and 2023:
Equity Price Risk Exposure

| December 31, 2024 |  | December 31, 2023 |
| Fair Value |  | Balance After +10% Equity Price Change |  | Balance After -10% Equity Price Change |  | Fair Value |  | Balance After +10% Equity Price Change |  | Balance After -10% Equity Price Change |
| (in millions)
Equity Investments: |  |  |  |  |  |  |  |  |  |  |  |
Trading | $ | 151 |  |  | $ | 166 |  |  | $ | 136 |  |  | $ | 117 |  |  | $ | 129 |  |  | $ | 106 |  |
Other investments | $ | 333 |  |  | $ | 367 |  |  | $ | 300 |  |  | $ | 55 |  |  | $ | 61 |  |  | $ | 50 |  |

A 10% decrease in equity prices is a hypothetical scenario used to calibrate potential risk and does not represent AB management’s view of future market changes. While these fair value measurements provide a representation of equity price sensitivity of AB’s investments in equity mutual funds and equity hedge funds, they are based on AB’s exposure at a particular point in time and may not be representative of future market results. These exposures will change as a result of ongoing portfolio activities in response to AB management’s assessment of changing market conditions and available investment opportunities.
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Item 8. Financial Statements and Supplementary Data
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

Audited Consolidated Financial Statements |
Report of Independent Registered Public Accounting Firm (PricewaterhouseCoopers LLP, New York, New York, PCAOB ID: 238) | 121
Consolidated Balance Sheets, December 31, 202 4 and 202 3 | 123
Consolidated Statements of Income (Loss), Years Ended December 31, 202 4, 202 3 and 202 2 | 124
Consolidated Statements of Comprehensive Income (Loss), Years Ended December 31, 202 4, 202 3 and 202 2 | 125
Consolidated Statements of Equity, Years Ended December 31, 202 4, 202 3 and 202 2 | 126
Consolidated Statements of Cash Flows, Years Ended December 31, 202 4, 202 3 and 202 2 | 127
Notes to Consolidated Financial Statements |
Note 1 - Organization | 130
Note 2 - Significant Accounting Policies | 130
Note 3 - Investments | 147
Note 4 - Derivatives | 160
Note 5 - Goodwill and Other Intangible Assets | 168
Note 6 - Closed Block | 169
Note 7 - DAC and Other Deferred Assets/Liabilities | 170
Note 8 - Fair Value Disclosures | 172
Note 9 - Liabilities for Future Policyholder Benefits | 187
Note 10 - Market Risk Benefits | 192
Note 11 - Policyholder Account Balances | 194
Note 12 - Leases | 200
Note 13 - Reinsurance | 203
Note 14 - Short-Term and Long-Term Debt | 204
Note 15 - Related Party Transactions | 207
Note 16 - Employee Benefit Plans | 207
Note 17 - Share-Based Compensation Programs | 215
Note 18 - Income Taxes | 219
Note 19 - Commitments and Contingent Liabilities | 222
Note 20 - Insurance Statutory Financial Information | 225
Note 21 - Business Segment Information | 228
Note 22 - Equity | 234
Note 23 - Earnings Per Share | 239
Note 24 - Redeemable NCI | 239
Note 25 - Held-For-Sale | 239
Note 26 - Subsequent Events | 241
Audited Consolidated Financial Statement Schedules |
Schedule I - Summary of Investments - Other than Investments in Related Parties, December 31, 2024 | 243
Schedule II - Condensed Financial Information of Parent Company as of December 31, 2024 and 2023, and for the Years Ended December 31, 2024, 2023 and 2022 | 244
Schedule III - Supplementary Insurance Information, as of and for the Years Ended December 31, 2024, 2023 and 2022 | 250
Schedule IV - Reinsurance, Years Ended December 31, 2024, 2023 and 2022 | 252

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Report of Independent Registered Public Accounting Firm
To the Board of Directors and Stockholders of Equitable Holdings, Inc.
Opinions on the Financial Statements and Internal Control over Financial Reporting
We have audited the accompanying consolidated balance sheets of Equitable Holdings, Inc. and its subsidiaries (the “Company”) as of December 31, 2024 and 2023, and the related consolidated statements of income (loss), of comprehensive income (loss), of equity and of cash flows for each of the three years in the period ended December 31, 2024, including the related notes and financial statement schedules listed in the index appearing under Item 15.2 (collectively referred to as the “consolidated financial statements”). We also have audited the Company's internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2024 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.
Basis for Opinions
The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in Management’s Annual Report on Internal Control over Financial Reporting appearing under Item 9A. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company's internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to 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.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.
Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.
Definition and Limitations of Internal Control over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
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Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Critical Audit Matters
The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Valuation of Market Risk Benefits
As described in Notes 2 and 8 to the consolidated financial statements, certain guaranteed minimum death and living benefits (collectively, the “GMxB features”) associated with variable annuity products, other general account annuities and ceded reinsurance contracts with GMxB features with other than nominal market risk are identified by management, measured at estimated fair value and presented separately on the balance sheet as market risk benefits. Market risk benefits (MRBs) are measured at fair value on a seriatim basis using an ascribed fee approach. The ascribed fee is determined at policy inception date so that the present value of claims, including any risk charge, is equal to the present value of the projected attributed fees which will be capped at average present value of total policyholder contractual fees. The attributed fee percentage is considered a fixed term of the MRB feature and is held static over the life of the contract. The market risk benefits fair value is equal to the estimated present value of benefits less the estimated present value of ascribed fees and is determined using a discounted cash flow valuation technique. Considerable judgment is utilized by management in determining the assumptions related to lapse rates, withdrawal rates, utilization rates, non-performance risk, volatility rates, annuitization rates and mortality (collectively, the “significant market risk benefit assumptions”). As of December 31, 2024, the estimated fair value of purchased market risk benefits, assets for market risk benefits and liabilities for market risk benefits was $7,376 million, $863 million and $11,810 million, respectively.
The principal considerations for our determination that performing procedures relating to the valuation of market risk benefits is a critical audit matter are (i) the significant judgment by management in developing the fair value estimate of market risk benefits, (ii) a high degree of auditor judgment, subjectivity and effort in performing procedures and evaluating audit evidence related to management’s significant market risk benefit assumptions and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.
Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to the valuation of market risk benefits, including controls over the development of the assumptions utilized in the valuation of market risk benefits. These procedures also included, among others (i) evaluating management’s process for developing the fair value estimate of market risk benefits, (ii) testing, on a sample basis, the completeness and accuracy of data used by management in developing the estimates, and (iii) the involvement of professionals with specialized skill and knowledge to assist in evaluating the reasonableness of the significant market risk benefit assumptions used in developing the fair value estimate of market risk benefits based on the consideration of the Company’s historical and actual experience, industry trends, and market conditions, as applicable.
/s/ PricewaterhouseCoopers LLP
New York, New York
February 24, 2025
We have served as the Company’s auditor since 1993.
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EQUITABLE HOLDINGS, INC.
Consolidated Balance Sheets
December 31, 2024 and 2023

| December 31,
| 2024 |  | 2023
| (in millions, except share data)
ASSETS |  |  |
Investments: |  |  |
Fixed maturities available-for-sale, at fair value (amortized cost of $84,717 and $74,033) (allowance for credit losses of $2 and $4) | $ | 76,641 |  |  | $ | 67,030 |
Fixed maturities, at fair value using the fair value option (1) | 2,053 |  |  | 1,654 |
Mortgage loans on real estate (net of allowance for credit losses of $278 and $279) (1) | 20,072 |  |  | 18,171 |
Policy loans | 4,330 |  |  | 4,158 |
Other equity investments (1) | 3,719 |  |  | 3,384 |
Trading securities, at fair value | 1,095 |  |  | 1,057 |
Other invested assets (1) | 8,537 |  |  | 6,719 |
Total investments | 116,447 |  |  | 102,173 |
Cash and cash equivalents (1) | 6,964 |  |  | 8,239 |
Cash and securities segregated, at fair value | 500 |  |  | 868 |
Broker-dealer related receivables | 1,961 |  |  | 1,837 |
Deferred policy acquisition costs | 7,170 |  |  | 6,705 |
Goodwill and other intangible assets, net | 5,371 |  |  | 5,433 |
Amounts due from reinsurers (allowance for credit losses of $8 and $7) | 8,044 |  |  | 8,352 |
Current and deferred income taxes | 1,997 |  |  | 2,050 |
Purchased market risk benefits | 7,376 |  |  | 9,427 |
Other assets (1) | 4,462 |  |  | 3,323 |
Assets held-for-sale | — |  |  | 565 |
Assets for market risk benefits | 863 |  |  | 591 |
Separate Accounts assets | 134,711 |  |  | 127,251 |
Total Assets | $ | 295,866 |  |  | $ | 276,814 |
LIABILITIES |  |  |
Policyholders’ account balances | $ | 110,965 |  |  | $ | 95,673 |
Liability for market risk benefits | 11,810 |  |  | 14,612 |
Future policy benefits and other policyholders’ liabilities | 17,613 |  |  | 17,363 |
Broker-dealer related payables | 775 |  |  | 1,232 |
Customer related payables | 1,933 |  |  | 2,201 |
Amounts due to reinsurers | 1,407 |  |  | 1,450 |
Short-term debt | — |  |  | 254 |
Long-term debt | 3,833 |  |  | 3,820 |
Notes issued by consolidated variable interest entities, at fair value using the fair value option (1) | 2,116 |  |  | 1,559 |
Other liabilities (1) | 7,135 |  |  | 6,088 |
Liabilities held-for-sale | — |  |  | 153 |
Separate Accounts liabilities | 134,711 |  |  | 127,251 |
Total Liabilities | $ | 292,298 |  |  | $ | 271,656 |
Redeemable noncontrolling interest (1) (2) | $ | 125 |  |  | $ | 770 |
Commitments and contingent liabilities (3) |  |  |
EQUITY |  |  |
Equity attributable to Holdings: |  |  |
Preferred stock and additional paid-in capital, $1 par value and $25,000 liquidation preference | $ | 1,507 |  |  | $ | 1,562 |
Common stock, $0.01 par value, 2,000,000,000 shares authorized; 477,801,636 and 491,003,966 shares issued, respectively; 309,900,248 and 333,877,990 shares outstanding, respectively | 5 |  |  | 5 |
Additional paid-in capital | 2,336 |  |  | 2,328 |
Treasury stock, at cost, 167,901,388 and 157,125,976 shares, respectively | (4,198) |  |  | (3,712) |
Retained earnings | 10,647 |  |  | 10,243 |
Accumulated other comprehensive income (loss) | (8,712) |  |  | (7,777) |
Total equity attributable to Holdings | 1,585 |  |  | 2,649 |
Noncontrolling interest | 1,858 |  |  | 1,739 |
Total Equity | 3,443 |  |  | 4,388 |
Total Liabilities, Redeemable Noncontrolling Interest and Equity | $ | 295,866 |  |  | $ | 276,814 |

______________
(1) See Note 2 of the Notes to these Consolidated Financial Statements for details of balances with VIEs.
(2) See Note 24 of the Notes to these Consolidated Financial Statements for details of redeemable noncontrolling interest.
(3) See Note 19 of the Notes to these Consolidated Financial Statements for details of commitments and contingent liabilities.
See Notes to Consolidated Financial Statements.
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EQUITABLE HOLDINGS, INC.
Consolidated Statements of Income (Loss)
Years Ended December 31, 2024, 2023 and 2022

|  |  | Year Ended December 31,
|  |  |  |  | 2024 |  | 2023 |  | 2022
|  |  |  |  | (in millions, except per share data)
REVENUES |  |  |  |  |  |  |  |  |
Policy charges and fee income |  |  |  |  | $ | 2,495 |  |  | $ | 2,380 |  |  | $ | 2,454 |
Premiums |  |  |  |  | 1,162 |  |  | 1,104 |  |  | 994 |
Net derivative gains (losses) |  |  |  |  | (2,551) |  |  | (2,397) |  |  | 907 |
Net investment income (loss) |  |  |  |  | 4,896 |  |  | 4,320 |  |  | 3,315 |
Investment gains (losses), net: |  |  |  |  |  |  |  |  |
Credit and intent to sell losses on available for sale debt securities and loans |  |  |  |  | (82) |  |  | (220) |  |  | (314) |
Other investment gains (losses), net |  |  |  |  | (51) |  |  | (493) |  |  | (631) |
Total investment gains (losses), net |  |  |  |  | (133) |  |  | (713) |  |  | (945) |
Investment management and service fees |  |  |  |  | 5,263 |  |  | 4,820 |  |  | 4,891 |
Other income |  |  |  |  | 1,305 |  |  | 1,014 |  |  | 1,028 |
Total revenues |  |  |  |  | 12,437 |  |  | 10,528 |  |  | 12,644 |
BENEFITS AND OTHER DEDUCTIONS |  |  |  |  |  |  |  |  |
Policyholders’ benefits |  |  |  |  | 2,696 |  |  | 2,754 |  |  | 2,716 |
Remeasurement of liability for future policy benefits |  |  |  |  | 6 |  |  | 75 |  |  | 66 |
Change in market risk benefits and purchased market risk benefits |  |  |  |  | (1,971) |  |  | (1,807) |  |  | (1,280) |
Interest credited to policyholders’ account balances |  |  |  |  | 2,499 |  |  | 2,083 |  |  | 1,410 |
Compensation and benefits |  |  |  |  | 2,441 |  |  | 2,328 |  |  | 2,201 |
Commissions and distribution-related payments |  |  |  |  | 1,896 |  |  | 1,590 |  |  | 1,567 |
Interest expense |  |  |  |  | 226 |  |  | 228 |  |  | 201 |
Amortization of deferred policy acquisition costs |  |  |  |  | 711 |  |  | 641 |  |  | 586 |
Other operating costs and expenses |  |  |  |  | 1,822 |  |  | 1,898 |  |  | 2,185 |
Total benefits and other deductions |  |  |  |  | 10,326 |  |  | 9,790 |  |  | 9,652 |
Income (loss) from continuing operations, before income taxes |  |  |  |  | 2,111 |  |  | 738 |  |  | 2,992 |
Income tax (expense) benefit |  |  |  |  | (288) |  |  | 905 |  |  | (598) |
Net income (loss) |  |  |  |  | 1,823 |  |  | 1,643 |  |  | 2,394 |
Less: Net income (loss) attributable to the noncontrolling interest (1) |  |  |  |  | 516 |  |  | 341 |  |  | 241 |
Net income (loss) attributable to Holdings |  |  |  |  | 1,307 |  |  | 1,302 |  |  | 2,153 |
Less: Preferred stock dividends |  |  |  |  | 80 |  |  | 80 |  |  | 80 |
Net income (loss) available to Holdings’ common shareholders |  |  |  |  | $ | 1,227 |  |  | $ | 1,222 |  |  | $ | 2,073 |
EARNINGS PER COMMON SHARE |  |  |  |  |  |  |  |  |
Net income (loss) applicable to Holdings’ common shareholders per common share: |  |  |  |  |  |  |  |  |
Basic |  |  |  |  | $ | 3.82 |  |  | $ | 3.49 |  |  | $ | 5.49 |
Diluted |  |  |  |  | $ | 3.78 |  |  | $ | 3.48 |  |  | $ | 5.46 |
Weighted average common shares outstanding (in millions): |  |  |  |  |  |  |  |  |
Basic |  |  |  |  | 321.2 |  |  | 350.1 |  |  | 377.6 |
Diluted |  |  |  |  | 324.8 |  |  | 351.6 |  |  | 379.9 |

______________
(1) Includes redeemable noncontrolling interest. See Note 24 of the Notes to these Consolidated Financial Statements for details of redeemable noncontrolling interest.
See Notes to Consolidated Financial Statements.
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EQUITABLE HOLDINGS, INC.
Consolidated Statements of Comprehensive Income (Loss)
Years Ended December 31, 2024, 2023 and 2022

|  |  | Year Ended December 31,
|  |  |  |  | 2024 |  | 2023 |  | 2022
|  |  |  |  | (in millions)
COMPREHENSIVE INCOME (LOSS) |  |  |  |  |  |  |  |  |
Net income (loss) |  |  |  |  | $ | 1,823 |  |  | $ | 1,643 |  |  | $ | 2,394 |
Other comprehensive income (loss) net of income taxes: |  |  |  |  |  |  |  |  |
Change in unrealized gains (losses), net of reclassification adjustment |  |  |  |  | (760) |  |  | 2,377 |  |  | (12,606) |
Change in market risk benefits - instrument-specific credit risk |  |  |  |  | (389) |  |  | (1,027) |  |  | 1,249 |
Change in liability for future policy benefits - current discount rate |  |  |  |  | 150 |  |  | (137) |  |  | 1,074 |
Change in defined benefit plan related items not yet recognized in periodic benefit cost, net of reclassification adjustment |  |  |  |  | 73 |  |  | (3) |  |  | 18 |
Foreign currency translation adjustment |  |  |  |  | (11) |  |  | 15 |  |  | (46) |
Total other comprehensive income (loss), net of income taxes |  |  |  |  | (937) |  |  | 1,225 |  |  | (10,311) |
Comprehensive income (loss) |  |  |  |  | 886 |  |  | 2,868 |  |  | (7,917) |
Less: Comprehensive income (loss) attributable to the noncontrolling interest |  |  |  |  | 514 |  |  | 351 |  |  | 225 |
Comprehensive income (loss) attributable to Holdings |  |  |  |  | $ | 372 |  |  | $ | 2,517 |  |  | $ | (8,142) |

See Notes to Consolidated Financial Statements.
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EQUITABLE HOLDINGS, INC.
Consolidated Statements of Equity
Years Ended December 31, 2024, 2023 and 2022

| Year Ended December 31,
| Equity Attributable to Holdings |  |  |  |
| Preferred Stock and Additional Paid-In Capital |  | Common Stock |  | Additional Paid-in Capital |  | Treasury Stock |  | Retained Earnings |  | Accumulated Other Comprehensive Income (Loss) |  | Total Holdings Equity |  | Non-controlling Interest |  | Total Equity
| (in millions)
Balance, beginning of period | $ | 1,562 |  |  | $ | 5 |  |  | $ | 2,328 |  |  | $ | (3,712) |  |  | $ | 10,243 |  |  | $ | (7,777) |  |  | $ | 2,649 |  |  | $ | 1,739 |  |  | $ | 4,388 |
Stock compensation | — |  |  | — |  |  | 68 |  |  | 23 |  |  | — |  |  | — |  |  | 91 |  |  | 217 |  |  | 308 |
Purchase of treasury stock | — |  |  | — |  |  | 6 |  |  | (1,020) |  |  | — |  |  | — |  |  | (1,014) |  |  | — |  |  | (1,014) |
Reissuance of treasury stock | — |  |  | — |  |  | — |  |  | — |  |  | (10) |  |  | — |  |  | (10) |  |  | — |  |  | (10) |
Retirement of common stock | — |  |  | — |  |  | — |  |  | 511 |  |  | (511) |  |  | — |  |  | — |  |  | — |  |  | — |
Purchase of AB Holding units | — |  |  | — |  |  | (35) |  |  | — |  |  | — |  |  | — |  |  | (35) |  |  | (157) |  |  | (192) |
Dividends paid to noncontrolling interest | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (384) |  |  | (384) |
Dividends on common stock (cash dividends declared per common share of $0.94) | — |  |  | — |  |  | — |  |  | — |  |  | (302) |  |  | — |  |  | (302) |  |  | — |  |  | (302) |
Dividends on preferred stock | — |  |  | — |  |  | — |  |  | — |  |  | (80) |  |  | — |  |  | (80) |  |  | — |  |  | (80) |
Redemption of preferred stock | (55) |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (55) |  |  | — |  |  | (55) |
Net income (loss) | — |  |  | — |  |  | — |  |  | — |  |  | 1,307 |  |  | — |  |  | 1,307 |  |  | 455 |  |  | 1,762 |
Other comprehensive income (loss) | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (935) |  |  | (935) |  |  | (2) |  |  | (937) |
Other | — |  |  | — |  |  | (31) |  |  | — |  |  | — |  |  | — |  |  | (31) |  |  | (10) |  |  | (41) |
December 31, 2024 | $ | 1,507 |  |  | $ | 5 |  |  | $ | 2,336 |  |  | $ | (4,198) |  |  | $ | 10,647 |  |  | $ | (8,712) |  |  | $ | 1,585 |  |  | $ | 1,858 |  |  | $ | 3,443 |

Balance, beginning of period | $ | 1,562 |  |  | $ | 4 |  |  | $ | 2,299 |  |  | $ | (3,297) |  |  | $ | 9,825 |  |  | $ | (8,992) |  |  | $ | 1,401 |  |  | $ | 1,740 |  |  | $ | 3,141 |
Stock compensation | — |  |  | — |  |  | 54 |  |  | 17 |  |  | — |  |  | — |  |  | 71 |  |  | 180 |  |  | 251 |
Purchase of treasury stock | — |  |  |  |  | (1) |  |  | (918) |  |  | — |  |  | — |  |  | (919) |  |  | — |  |  | (919) |
Reissuance of treasury stock | — |  |  | — |  |  | — |  |  | — |  |  | (16) |  |  | — |  |  | (16) |  |  | — |  |  | (16) |
Retirement of common stock | — |  |  | — |  |  | — |  |  | 487 |  |  | (487) |  |  | — |  |  | — |  |  | — |  |  | — |
Purchase of AB Holding units | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (144) |  |  | (144) |
Dividends paid to noncontrolling interest | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (334) |  |  | (334) |
Dividends on common stock (cash dividends declared per common share of $0.86) | — |  |  | — |  |  | — |  |  | — |  |  | (301) |  |  | — |  |  | (301) |  |  | — |  |  | (301) |
Dividends on preferred stock | — |  |  | — |  |  | — |  |  | — |  |  | (80) |  |  | — |  |  | (80) |  |  | — |  |  | (80) |
Net income (loss) | — |  |  | — |  |  | — |  |  | — |  |  | 1,302 |  |  | — |  |  | 1,302 |  |  | 297 |  |  | 1,599 |
Other comprehensive income (loss) | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | 1,215 |  |  | 1,215 |  |  | 10 |  |  | 1,225 |
Other | — |  |  | 1 |  |  | (24) |  |  | (1) |  |  | — |  |  | — |  |  | (24) |  |  | (10) |  |  | (34) |
December 31, 2023 | $ | 1,562 |  |  | $ | 5 |  |  | $ | 2,328 |  |  | $ | (3,712) |  |  | $ | 10,243 |  |  | $ | (7,777) |  |  | $ | 2,649 |  |  | $ | 1,739 |  |  | $ | 4,388 |

Balance, beginning of period | $ | 1,562 |  |  | $ | 4 |  |  | $ | 1,919 |  |  | $ | (2,850) |  |  | $ | 8,413 |  |  | $ | 1,303 |  |  | $ | 10,351 |  |  | $ | 1,576 |  |  | $ | 11,927 |
Stock compensation | — |  |  | — |  |  | 87 |  |  | 38 |  |  | — |  |  | — |  |  | 125 |  |  | 199 |  |  | 324 |
Purchase of treasury stock | — |  |  | — |  |  | (34) |  |  | (815) |  |  | — |  |  | — |  |  | (849) |  |  | — |  |  | (849) |
Reissuance of treasury stock | — |  |  | — |  |  | — |  |  | — |  |  | (38) |  |  | — |  |  | (38) |  |  | — |  |  | (38) |
Retirement of common stock | — |  |  | — |  |  | — |  |  | 330 |  |  | (330) |  |  | — |  |  | — |  |  | — |  |  | — |
Repurchase of AB Holding units | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (211) |  |  | (211) |
Dividends paid to noncontrolling interest | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (401) |  |  | (401) |
Issuance of AB Units for CarVal acquisition |  |  |  |  | 314 |  |  |  |  |  |  |  |  | 314 |  |  | 275 |  |  | 589 |
Dividends on common stock (cash dividends declared per common share of $0.78) | — |  |  | — |  |  | — |  |  | — |  |  | (294) |  |  | — |  |  | (294) |  |  | — |  |  | (294) |
Dividends on preferred stock | — |  |  | — |  |  | — |  |  | — |  |  | (80) |  |  | — |  |  | (80) |  |  | — |  |  | (80) |
Net income (loss) | — |  |  | — |  |  | — |  |  | — |  |  | 2,153 |  |  | — |  |  | 2,153 |  |  | 300 |  |  | 2,453 |
Other comprehensive income (loss) | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (10,295) |  |  | (10,295) |  |  | (16) |  |  | (10,311) |
Other | — |  |  | — |  |  | 13 |  |  | — |  |  | 1 |  |  | — |  |  | 14 |  |  | 18 |  |  | 32 |
December 31, 2022 | $ | 1,562 |  |  | $ | 4 |  |  | $ | 2,299 |  |  | $ | (3,297) |  |  | $ | 9,825 |  |  | $ | (8,992) |  |  | $ | 1,401 |  |  | $ | 1,740 |  |  | $ | 3,141 |

See Notes to Consolidated Financial Statements.
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EQUITABLE HOLDINGS, INC.
Consolidated Statements of Cash Flows
Years Ended December 31, 2024, 2023 and 2022

| Year Ended December 31,
| 2024 |  | 2023 |  | 2022
| (in millions)
Cash flows from operating activities: |  |  |  |  |
Net income (loss) | $ | 1,823 |  |  | $ | 1,643 |  |  | $ | 2,394 |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: |  |  |  |  |
Interest credited to policyholders’ account balances | 2,499 |  |  | 2,083 |  |  | 1,410 |
Policy charges and fee income | (2,495) |  |  | (2,380) |  |  | (2,454) |
Net derivative (gains) losses | 2,551 |  |  | 2,397 |  |  | (907) |
Credit and intent to sell losses on available for sale debt securities and loans | 82 |  |  | 220 |  |  | 314 |
Investment (gains) losses, net | 51 |  |  | 493 |  |  | 631 |
(Gains) losses on businesses held-for-sale | (135) |  |  | (1) |  |  | 7 |
Realized and unrealized (gains) losses on trading securities | (88) |  |  | (77) |  |  | 198 |
Non-cash long term incentive compensation expense | 285 |  |  | 234 |  |  | 286 |
Amortization and depreciation | 860 |  |  | 812 |  |  | 636 |
Remeasurement of liability for future policy benefits | 6 |  |  | 75 |  |  | 66 |
Change in market risk benefits | (1,971) |  |  | (1,807) |  |  | (1,280) |
Equity (income) loss from limited partnerships | (174) |  |  | (125) |  |  | (146) |
Changes in: |  |  |  |  |
Net broker-dealer and customer related receivables/payables | (446) |  |  | (910) |  |  | 189 |
Reinsurance recoverable | (866) |  |  | (1,471) |  |  | (636) |
Segregated cash and securities, net | 368 |  |  | 655 |  |  | (18) |
Capitalization of deferred policy acquisition costs | (1,177) |  |  | (976) |  |  | (841) |
Future policy benefits | 394 |  |  | 329 |  |  | (495) |
Current and deferred income taxes | 322 |  |  | (1,163) |  |  | 470 |
Other, net | 117 |  |  | (239) |  |  | (74) |
Net cash provided by (used in) operating activities | $ | 2,006 |  |  | $ | (208) |  |  | $ | (250) |
Cash flows from investing activities: |  |  |  |  |
Proceeds from the sale/maturity/pre-payment of: |  |  |  |  |
Fixed maturities, available-for-sale | $ | 10,934 |  |  | $ | 10,492 |  |  | $ | 15,547 |
Fixed maturities, at fair value using the fair value option | 875 |  |  | 483 |  |  | 525 |
Mortgage loans on real estate | 1,170 |  |  | 446 |  |  | 1,154 |
Trading account securities | 1,087 |  |  | 963 |  |  | 371 |
Short term investments | 836 |  |  | 3,324 |  |  | 575 |
Other | 777 |  |  | 738 |  |  | 573 |
Payment for the purchase/origination of: |  |  |  |  |
Fixed maturities, available-for-sale | (21,058) |  |  | (12,031) |  |  | (18,502) |
Fixed maturities, at fair value using the fair value option | (1,253) |  |  | (592) |  |  | (488) |
Mortgage loans on real estate | (3,162) |  |  | (2,246) |  |  | (3,683) |
Trading account securities | (2,219) |  |  | (1,301) |  |  | (521) |
Short term investments | (423) |  |  | (2,772) |  |  | (1,502) |
Other | (278) |  |  | (878) |  |  | (1,173) |
Purchase of business, net of cash acquired | — |  |  | — |  |  | 40 |
Cash from the sale of business, net of cash sold | — |  |  | — |  |  | — |
Cash settlements related to derivative instruments, net | (3,131) |  |  | (1,335) |  |  | (316) |
Investment in capitalized software, leasehold improvements and EDP equipment | (153) |  |  | (117) |  |  | (167) |
Other, net | 143 |  |  | (25) |  |  | 80 |
Net cash provided by (used in) investing activities | $ | (15,855) |  |  | $ | (4,851) |  |  | $ | (7,487) |

See Notes to Consolidated Financial Statements.
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EQUITABLE HOLDINGS, INC.
Consolidated Statements of Cash Flows
Years Ended December 31, 2024, 2023 and 2022

| Year Ended December 31,
| 2024 |  | 2023 |  | 2022
| (in millions)
Cash flows from financing activities: |  |  |  |  |
Policyholders’ account balances: |  |  |  |  |
Deposits | $ | 19,094 |  |  | $ | 16,925 |  |  | $ | 16,367 |
Withdrawals | (10,518) |  |  | (9,842) |  |  | (6,962) |
Transfers (to) from Separate Accounts | 1,749 |  |  | 1,359 |  |  | 1,447 |
Payments of market risk benefits | (683) |  |  | (744) |  |  | (601) |
Repayment of short-term financings | (254) |  |  | (504) |  |  | 147 |
Change in collateralized pledged assets | (85) |  |  | (49) |  |  | 36 |
Change in collateralized pledged liabilities | 4,849 |  |  | 2,354 |  |  | (1,575) |
(Decrease) increase in overdrafts payable | — |  |  | — |  |  | (25) |
Issuance of long-term debt | — |  |  | 497 |  |  | — |
Repayment of long term debt | (565) |  |  | — |  |  | — |
Repayment of acquisition-related debt obligation | — |  |  | — |  |  | (43) |
Proceeds from collateralized loan obligations | 52 |  |  | 40 |  |  | — |
Repayment of collateralized loan obligations | (61) |  |  | — |  |  | — |
Proceeds from notes issued by consolidated VIEs | 552 |  |  | 362 |  |  | 6 |
Repayment of notes issued by consolidated VIEs | (16) |  |  | — |  |  | — |
Dividends paid on common stock | (302) |  |  | (301) |  |  | (294) |
Dividends paid on preferred stock | (80) |  |  | (80) |  |  | (80) |
Redemption of preferred stock | (55) |  |  | — |  |  | — |
Purchase of AllianceBernstein Units | (35) |  |  | — |  |  | — |
Purchase of AB Holding Units to fund long-term incentive compensation plan awards, net | (157) |  |  | (144) |  |  | (211) |
Purchase of treasury shares | (1,014) |  |  | (919) |  |  | (849) |
Purchases (redemptions) of noncontrolling interests of consolidated company-sponsored investment funds | 340 |  |  | 274 |  |  | 52 |
Distribution to noncontrolling interest of consolidated subsidiaries | (384) |  |  | (334) |  |  | (401) |
Change in securities lending | 21 |  |  | 116 |  |  | — |
Other, net | (7) |  |  | (10) |  |  | 31 |
Net cash provided by (used in) financing activities | $ | 12,441 |  |  | $ | 9,000 |  |  | $ | 7,045 |
Effect of exchange rate changes on cash and cash equivalents | $ | (20) |  |  | $ | 23 |  |  | $ | (56) |
Change in cash and cash equivalents | (1,428) |  |  | 3,964 |  |  | (748) |
Cash and cash equivalents, beginning of period | 8,239 |  |  | 4,281 |  |  | 5,188 |
Change in cash of businesses held-for-sale | 153 |  |  | (6) |  |  | (159) |
Cash and cash equivalents, end of period | $ | 6,964 |  |  | $ | 8,239 |  |  | $ | 4,281 |
Supplemental cash flow information: |  |  |  |  |
Interest paid | $ | 318 |  |  | $ | 344 |  |  | $ | 263 |

See Notes to Consolidated Financial Statements.
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EQUITABLE HOLDINGS, INC.
Consolidated Statements of Cash Flows
Years Ended December 31, 2024, 2023 and 2022

| Year Ended December 31,
| 2024 |  | 2023 |  | 2022
| (in millions)
Income taxes (refunded) paid | $ | (38) |  |  | $ | 266 |  |  | $ | 89 |
Non-cash transactions from investing and financing activities: |  |  |  |  |
Securities received in exchange for the 2029 Notes (1) | $ | 547 |  |  | $ | — |  |  | $ | — |
Issuance of long-term debt in exchange for the 2029 Notes (1) | $ | 600 |  |  | $ | — |  |  | $ | — |
Deconsolidated trading securities (2) | $ | (1,153) |  |  | $ | — |  |  | $ | — |
Deconsolidated redeemable noncontrolling interests (2) | $ | (1,040) |  |  | $ | — |  |  | $ | — |
Transfer of assets to reinsurer | $ | — |  |  | $ | — |  |  | $ | (2,762) |

______________
(1) See Note 19 of the Notes to these Consolidated Financial Statements for details of the 2029 Trust Eligible Assets received in exchange for the 2029 Notes.
(2) See Note 24 of the Notes to these Consolidated Financial Statements for details of the deconsolidated funds.
See Notes to Consolidated Financial Statements.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements
1) ORGANIZATION
Equitable Holdings, Inc. is the holding company for a diversified financial services organization. The Company conducts operations in six segments: Individual Retirement, Group Retirement, Asset Management, Protection Solutions, Wealth Management and Legacy. The Company’s management evaluates the performance of each of these segments independently. Effective April 1, 2024, the Company renamed its Investment Management and Research segment to Asset Management following the close of the previously announced joint venture between AllianceBernstein and Societe Generale. Following the close of the transaction, Bernstein Research Services business results are no longer consolidated within the financial results for AllianceBernstein and Equitable Holdings, Inc.
•The Individual Retirement segment offers a diverse suite of variable annuity products which are primarily sold to affluent and high net worth individuals saving for retirement or seeking retirement income.
•The Group Retirement segment offers tax-deferred investment and retirement services or products to plans sponsored by educational entities, municipalities and not-for-profit entities, as well as small and medium-sized businesses.
•The Asset Management segment provides diversified investment management and related services globally to a broad range of clients through three main client channels - Institutional, Retail and Private Wealth. The Asset Management segment reflects the business of AB Holding and ABLP and their subsidiaries (collectively, AB).
•The Protection Solutions segment includes the Company’s life insurance and group employee benefits (“EB”) businesses.
•The Wealth Management segment is an emerging leader in the wealth management space with a differentiated advice value proposition that offers discretionary and non-discretionary investment advisory accounts, financial planning and advice, life insurance, and annuity products.
•The Legacy segment consists of our capital intensive fixed-rate GMxB business written prior to 2011.
The Company reports certain activities and items that are not included in our segments in Corporate and Other. Corporate and Other includes certain of our financing and investment expenses. It also includes closed block of life insurance (the “Closed Block”), run-off variable annuity reinsurance business, run-off group pension business, run-off health business, benefit plans for our employees, certain strategic investments and certain unallocated items, including capital and related investments, interest expense and corporate expense. AB’s results of operations are reflected in the Asset Management segment. Accordingly, Corporate and Other does not include any items applicable to AB.
As of December 31, 2024 and 2023, the Company’s economic interest in AB was approximately 62% and 61%, respectively. The General Partner of AB is a wholly owned subsidiary of the Company. Because the General Partner has the authority to manage and control the business of AB, AB is consolidated in the Company’s financial statements for all periods presented.
2) SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation and Principles of Consolidation
The preparation of the accompanying consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions (including normal, recurring accruals) that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from these estimates.
The accompanying consolidated financial statements present the consolidated results of operations, financial condition, and cash flows of the Company and its subsidiaries and those investment companies, partnerships and joint ventures in which the Company has control and a majority economic interest as well as those VIEs that meet the requirements for consolidation.
Financial results in the historical consolidated financial statements may not be indicative of the results of operations, comprehensive income (loss), financial position, equity or cash flows that would have been achieved had we operated
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
as a separate, standalone entity during the reporting periods presented. We believe that the consolidated financial statements include all adjustments necessary for a fair presentation of the results of operations of the Company.
All significant intercompany transactions and balances have been eliminated in consolidation. The years “2024”, “2023” and “2022” refer to the years ended December 31, 2024, 2023 and 2022, respectively.
Adoption of New Accounting Pronouncements

Description | Effect on the Financial Statement or Other Significant Matters
ASU 2023-07: Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures
This ASU provides improvements to reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. In addition, the amendments enhance interim disclosure requirements, clarify circumstances in which an entity can disclose multiple measures of segment profit or loss, provide new segment disclosure requirements for entities with a single reportable segment and contain other disclosure requirements. | The Company adopted the new accounting standard ASU 2023-07 for the year ended December 31, 2024 using the retrospective approach. See Note 21 of the Notes to these Consolidated Financial Statements for details.

Future Adoption of New Accounting Pronouncements

Description | Effective Date and Method of Adoption | Effect on the Financial Statement or Other Significant Matters
ASU 2023-09: Income Taxes (Topic 740): Improvements to Income Tax Disclosures
The ASU enhanced existing income tax disclosures primarily related to the rate reconciliation and income taxes paid information. With regard to the improvements to disclosures of rate reconciliation, a public business entity is required on an annual basis to (1) disclose specific categories in the rate reconciliation and (2) provide additional information for reconciling items that meet a quantitative threshold. Similarly, a public entity is required to provide the amount of income taxes paid (net of refunds received) disaggregated by (1) federal, state, and foreign taxes and by (2) individual jurisdictions in which income taxes paid (net of refunds received) is equal to or greater than 5 percent of total income taxes paid (net of refunds received). The ASU also includes certain other amendments to improve the effectiveness of income tax disclosures, for example, an entity is required to provide (1) pretax income (or loss) from continuing operations disaggregated between domestic and foreign, and (2) income tax expense (or benefit) from continuing operations disaggregated by federal, state, and foreign. | The ASU will be effective for annual periods beginning after December 15, 2024. Entities are required to apply the ASU on a prospective basis. | The adoption of ASU 2023-09 is not expected to materially impact the Company’s financial position, results of operation, or cash flows.

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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued

Description | Effective Date and Method of Adoption | Effect on the Financial Statement or Other Significant Matters
ASU 2024-03: Accounting Standards Update No. 2024-03-Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40)
This ASU requires a public business entity to disclose specific information about certain costs and expenses in the notes to its financial statements for interim and annual reporting periods. The objective of the disclosure requirements is to provide disaggregated information about a public business entity’s expenses to help investors (a) better understand the entity’s performance, (b) better assess the entity’s prospects for future cash flows, and (c) compare an entity’s performance over time and with that of other entities. The ASU does not change the expense captions an entity presents on the face of the income statement; rather, it requires disaggregation of certain expense captions into specified categories in disclosures within the notes to the financial statements. | The ASU will be effective for annual periods beginning after December 15, 2026 and interim periods beginning after December 15, 2027. Entities are required to apply the ASU on a prospective basis. | The Company is currently assessing the impact to the financial statements of this ASU.

Investments
The carrying values of fixed maturities classified as AFS are reported at fair value. Changes in fair value are reported in OCI, net of allowance for credit losses, policy related amounts and deferred income taxes. Changes in credit losses are recognized in Investment gains (losses), net. The redeemable preferred stock investments that are reported in fixed maturities include REIT, perpetual preferred stock and redeemable preferred stock. These securities may not have a stated maturity, may not be cumulative and do not provide for mandatory redemption by the issuer.
The Company determines the fair values of fixed maturities and equity securities based upon quoted prices in active markets, when available, or through the use of alternative approaches when market quotes are not readily accessible or available. These alternative approaches include matrix or model pricing and use of independent pricing services, each supported by reference to principal market trades or other observable market assumptions for similar securities. More specifically, the matrix pricing approach to fair value is a discounted cash flow methodology that incorporates market interest rates commensurate with the credit quality and duration of the investment. The Company’s management, with the assistance of its investment advisors, evaluates AFS debt securities that experienced a decline in fair value below amortized cost for credit losses which are evaluated in accordance with the new financial instruments credit losses guidance. Integral to this review is an assessment made each quarter, on a security-by-security basis, by the IUS Committee, of various indicators of credit deterioration to determine whether the investment security has experienced a credit loss. This assessment includes, but is not limited to, consideration of the severity of the unrealized loss, failure, if any, of the issuer of the security to make scheduled payments, actions taken by rating agencies, adverse conditions specifically related to the security or sector, and the financial strength, liquidity and continued viability of the issuer.
The Company recognizes an allowance for credit losses on AFS debt securities with a corresponding adjustment to earnings rather than a direct write down that reduces the cost basis of the investment, and credit losses are limited to the amount by which the security’s amortized cost basis exceeds its fair value. Any improvements in estimated credit losses on AFS debt securities are recognized immediately in earnings. Management does not use the length of time a security has been in an unrealized loss position as a factor, either by itself or in combination with other factors, to conclude that a credit loss does not exist.
When the Company determines that there is more than 50% likelihood that it is not going to recover the principal and interest cash flows related to an AFS debt security, the security is placed on nonaccrual status and the Company reverses accrued interest receivable against interest income. Since the nonaccrual policy results in a timely reversal of accrued interest receivable, the Company does not record an allowance for credit losses on accrued interest receivable.
If there is no intent to sell or likely requirement to dispose of the fixed maturity security before its recovery, only the credit loss component of any resulting allowance is recognized in income (loss) and the remainder of the fair value loss is recognized in OCI. The amount of credit loss is the shortfall of the present value of the cash flows expected to be collected as compared to the amortized cost basis of the security. The present value is calculated by discounting management’s best estimate of projected future cash flows at the effective interest rate implicit in the debt security at
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
the date of acquisition. Projections of future cash flows are based on assumptions regarding probability of default and estimates regarding the amount and timing of recoveries. These assumptions and estimates require use of management judgment and consider internal credit analyses as well as market observable data relevant to the collectability of the security. For mortgage and asset-backed securities, projected future cash flows also include assumptions regarding prepayments and underlying collateral value.
Write-offs of AFS debt securities are recorded when all or a portion of a financial asset is deemed uncollectible. Full or partial write-offs are recorded as reductions to the amortized cost basis of the AFS debt security and deducted from the allowance in the period in which the financial assets are deemed uncollectible. The Company elected to reverse accrued interest deemed uncollectible as a reversal of interest income. In instances where the Company collects cash that it has previously written off, the recovery will be recognized through earnings or as a reduction of the amortized cost basis for interest and principal, respectively.
Policy loans represent funds loaned to policyholders up to the cash surrender value of the associated insurance policies and are carried at the unpaid principal balances due to the Company from the policyholders. Interest income on policy loans is recognized in net investment income at the contract interest rate when earned. Policy loans are fully collateralized by the cash surrender value of the associated insurance policies.
Partnerships, investment companies and joint venture interests that the Company has control of and has an economic interest in or those that meet the requirements for consolidation under accounting guidance for consolidation of VIEs are consolidated. Those that the Company does not have control of and does not have a majority economic interest in and those that do not meet the VIE requirements for consolidation are reported on the equity method of accounting and are reported in other equity investments. The Company records its interests in certain of these partnerships on a month or one quarter lag.
Trading securities, which include equity securities and fixed maturities, are carried at fair value based on quoted market prices, with realized and unrealized gains (losses) reported in net investment income (loss) in the consolidated statements of income (loss).
The carrying values of certain fixed maturities are reported at fair value where the fair value option has been elected. The fair value option allows the Company to elect fair value as an alternative measurement for selected financial assets and financial liabilities not otherwise reported at fair value. Such elections have been made to help mitigate volatility in earnings that result from different measurement attributes. Electing the fair value option also allows the consistent accounting in net investment income (loss) for certain assets and liabilities. Changes in fair value of fixed maturities that have elected the fair value option are reflected in realized and unrealized gains (losses) reported in net investment income (loss) in the consolidated statements of income (loss).
Notes issued by consolidated variable interest entities represent notes issued by certain asset-backed investment vehicles, primarily CLOs, which we are required to consolidate. The creditors of these VIEs do not have recourse to the Company in excess of the assets contained within the VIEs. The Company has elected the fair value option for the majority of these notes and has based the fair value on the corresponding debt security collateral. Changes in fair value are reported in net investment income (loss).
COLI has been purchased by the Company and certain subsidiaries on the lives of certain key employees and the Company and these subsidiaries are named as beneficiaries under these policies. COLI is carried at the cash surrender value of the policies. As of December 31, 2024 and 2023, the carrying value of COLI was $965 million and $921 million, respectively, and is reported in other invested assets in the consolidated balance sheets.
Cash and cash equivalents includes cash on hand, demand deposits, money market accounts, overnight commercial paper and highly liquid debt instruments purchased with an original maturity of three months or less. Due to the short-term nature of these investments, the recorded value is deemed to approximate fair value. Cash and securities segregated primarily includes U.S. Treasury Bills segregated by AB in a special reserve bank custody account for the exclusive benefit of its brokerage customers under Rule 15c3-3 of the Exchange Act.
Securities Sold under Agreements to Repurchase
Securities sold under agreements to repurchase involve the temporary exchange of securities for cash or other collateral of equivalent value, with agreement to redeliver a like quantity of the same or similar securities at a future date prior to maturity at a fixed and determinable price. Securities sold under agreements to repurchase transactions are conducted by the Company under a standardized securities industry master agreement, amended to suit the
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
requirements of each respective counterparty. Transfers of securities under these agreements to repurchase are evaluated by the Company to determine whether they satisfy the criteria for accounting treatment as secured borrowing arrangements. Agreements not meeting the criteria would require recognition of the transferred securities as sales with related forward repurchase commitments. All of the Company’s securities repurchase transactions are accounted for as secured borrowings with the related obligations distinctly captioned in the consolidated balance sheets on a gross basis. As of December 31, 2024 and 2023 the Company had no Securities sold under agreements to repurchase outstanding.
Securities Lending Program
The Company enters into securities lending transactions whereby securities are loaned to third parties, primarily major brokerage firms. Securities lending transactions are treated as financing arrangements and the associated liability is recorded as the amount of cash received. Income and expenses associated with securities lending transactions are reported within net investment income in the consolidated statements of income (loss).
Derivatives
Derivatives are financial instruments whose values are derived from interest rates, foreign exchange rates, financial indices, values of securities or commodities, credit spreads, market volatility, expected returns and liquidity. Values can also be affected by changes in estimates and assumptions, including those related to counterparty behavior and non-performance risk used in valuation models. Derivative financial instruments generally used by the Company include equity, currency, and interest rate futures, total return and/or other equity swaps, interest rate swaps and floors, swaptions, variance swaps and equity options, all of which may be exchange-traded or contracted in the OTC market. All derivative positions are carried in the consolidated balance sheets at fair value, generally by obtaining quoted market prices or through the use of valuation models.
Freestanding derivative contracts are reported in the consolidated balance sheets either as assets within “other invested assets” or as liabilities within “other liabilities.” The Company nets the fair value of all derivative financial instruments with counterparties for which an ISDA Master Agreement and related CSA have been executed. All changes in the fair value of the Company’s freestanding derivative positions not designated to hedge accounting relationships, including net receipts and payments, are included in “net derivative gains (losses)” without considering changes in the fair value of the economically associated assets or liabilities.
The Company has designated certain derivatives it uses to economically manage asset/liability risk in relationships which qualify for hedge accounting. To qualify for hedge accounting, we formally document our designation at inception of the hedge relationship as a cash flow, fair value or net investment hedge. This documentation includes our risk management objective and strategy for undertaking the hedging transaction. The Company identifies how the hedging instrument is expected to offset the designated risks related to the hedged item and the method that will be used to retrospectively and prospectively assess the hedge effectiveness. To qualify for hedge accounting, a hedging instrument must be assessed as being highly effective in offsetting the designated risk of the hedged item. Hedge effectiveness is formally assessed and documented at inception and periodically throughout the life of the hedge accounting relationship.
The Company does not exclude any components of the hedging instrument from the effectiveness assessments and therefore does not separately measure or account for any excluded components of the hedging instrument.
While in cash flow hedge relationships, any periodic net receipts and payments from the hedging instrument are included in the income or expense line that the hedged item’s periodic income or expense is recognized. Other changes in the fair value of the hedging instrument while in a cash flow hedging relationship are reported within OCI. These amounts are deferred in AOCI until they are reclassified to Net income (loss). The reclassified amount offsets the effect of the cash flows on Net income (loss) in the same period when the hedged item affects earnings and on the same line as the hedged item.
We discontinue cash flow hedge accounting prospectively when the Company determines: (1) the hedging instrument is no longer highly effective in offsetting changes in the cash flow from the hedged risk, (2) the hedged item is no longer probable of occurring within two months of their forecast, or (3) the hedging instrument is otherwise redesignated from the hedging relationship. Changes in the fair value of the derivative after discontinuation of cash flow hedge accounting are accounted for as freestanding derivative positions not designated to hedge accounting relationships unless and until the derivative is redesignated to a hedge accounting relationship. When cash flow hedge accounting is discontinued the amounts deferred in AOCI during the hedge relationship continue to be deferred in AOCI, as long as the hedged items continue to be probable of occurring within two months of their forecast, until the
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
hedged item affects Net income (loss). Any amount deferred in AOCI for hedged items which are no longer probable of occurring within two months of their forecast will be reclassified to “net derivative gains (losses)” at that time.
The Company is a party to financial instruments and other contracts that contain “embedded” derivative instruments. At inception, the Company assesses whether the economic characteristics of the embedded instrument are “clearly and closely related” to the economic characteristics of the remaining component of the “host contract” and whether a separate instrument with the same terms as the embedded instrument would meet the definition of a derivative instrument. Once those criteria are met the resulting embedded derivative is bifurcated from the host contract, carried in the consolidated balance sheets at fair value, and changes in its fair value are recognized immediately and captioned in the consolidated statements of income (loss) according to the nature of the related host contract. For certain financial instruments that contain an embedded derivative that otherwise would need to be bifurcated and reported at fair value, the Company instead may elect to carry the entire instrument at fair value.
Mortgage Loans on Real Estate
The Company invests in commercial, agricultural and residential mortgage loans which are included in the consolidated balance sheets as mortgage loans on real estate. Mortgage loans are stated at unpaid principal balances, net of unamortized discounts and the allowance for credit losses. The Company calculates the allowance for credit losses in accordance with the CECL model in order to provide for the risk of credit losses in the lending process.
Expected credit losses for loans with similar risk characteristics are estimated on a collective (i.e., pool) basis in order to meet CECL’s risk of loss concept which requires the Company to consider possibilities of loss, even if remote.
For collectively evaluated mortgages, the Company estimates the allowance for credit losses based on the amortized cost basis of its mortgages over their expected life using a PD / LGD model. The PD / LGD model incorporates the Company’s reasonable and supportable forecast of macroeconomic information over a specified period. The length of the reasonable and supportable forecast period is reassessed on a quarterly basis and may be adjusted as appropriate over time to be consistent with macroeconomic conditions and the environment as of the reporting date. For periods beyond the reasonable and supportable forecast period, the model reverts to historical loss information. The PD and LGD are estimated at the loan-level based on loans’ current and forecasted risk characteristics as well as macroeconomic forecasts. The PD is estimated using both macroeconomic conditions as well as individual loan risk characteristics including LTV ratios, DSC ratios, DTI ratio, seasoning, collateral type, geography, and underlying credit. The LGD is driven primarily by the type and value of collateral, and secondarily by expected liquidation costs and time to recovery.
For individually evaluated mortgages, the Company continues to recognize a valuation allowance on the present value of expected future cash flows discounted at the loan’s original effective interest rate or on its collateral value.
The CECL model is configured to the Company’s specifications and takes into consideration the detailed risk attributes of each discrete loan in the mortgage portfolio which will vary by loan type, but are not limited to the following:
•LTV ratio – Derived from current loan balance divided by the fair market value of the property. An LTV ratio in excess of 100% indicates an underwater mortgage.
•DSC ratio – Derived from actual operating earnings divided by annual debt service. If the ratio is below 1.0x, then the income from the property does not support the debt.
•DTI ratio - Is used for residential mortgage loans to assess a borrower’s ability to repay a loan. DTI ratio is derived by adding up all of the borrower’s debt payments and dividing that sum by the borrower’s gross monthly income.
•Consumer Credit Score - Is used for residential mortgage loans to determine the borrower’s credit worthiness and eligibility for a residential loan based upon credit reports.
•Occupancy – Criteria varies by property type but low or below market occupancy is an indicator of sub-par property performance.
•Lease expirations – The percentage of leases expiring in the upcoming 12 to 36 months are monitored as a decline in rent and/or occupancy may negatively impact the debt service coverage ratio. In the case of single-tenant properties or properties with large tenant exposure, the lease expiration is a material risk factor.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
•Other – Any other factors such as maturity, borrower/tenant related issues, payment status, property condition, or current economic conditions may call into question the performance of the loan.
Mortgage loans that do not share similar risk characteristics with other loans in the portfolio are individually evaluated quarterly by the Company’s IUS Committee. The allowance for credit losses on these individually evaluated mortgages is a loan-specific reserve as a result of the loan review process that is recorded based on the present value of expected future cash flows discounted at the loan’s effective interest rate or based on the fair value of the collateral. The individually assessed allowance for mortgage loans can increase or decrease from period to period based on such factors.
Individually assessed loans may include, but are not limited to, mortgages that have deteriorated in credit quality such as a TDR and reasonably expected TDRs, mortgages for which foreclosure is probable, and mortgages which have been classified as “potential problem” or “problem” loans within the Company’s IUS Committee processes as described below.
Within the IUS process, commercial mortgages 60 days or more past due and agricultural and residential mortgages 90 days or more past due, as well as all mortgages in the process of foreclosure, are identified as problem mortgage loans. Based on its monthly monitoring of mortgages, a class of potential problem mortgage loans are also identified, consisting of mortgage loans not currently classified as problem mortgage loans but for which management has doubts as to the ability of the borrower to comply with the present loan payment terms and which may result in the loan becoming a problem or being modified. The decision whether to classify a performing mortgage loan as a potential problem involves judgments by management as to likely future industry conditions and developments with respect to the borrower or the individual mortgaged property.
Individually assessed mortgage loans without provision for losses are mortgage loans where the fair value of the collateral or the net present value of the expected future cash flows related to the loan equals or exceeds the recorded investment. Interest income earned on mortgage loans where the collateral value is used to measure impairment is recorded on a cash basis. Interest income on mortgage loans where the present value method is used to measure impairment is accrued on the net carrying value amount of the loan at the interest rate used to discount the cash flows.
Mortgage loans are placed on nonaccrual status once management believes the collection of accrued interest is not probable. Once mortgage loans are classified as nonaccrual mortgage loans, interest income is recognized under the cash basis of accounting and the resumption of the interest accrual would commence only after all past due interest has been collected or the mortgage loan has been restructured to where the collection of interest is considered likely. The Company charges off loan balances and accrued interest that are deemed uncollectible.
The components of amortized cost for mortgage loans on the consolidated balance sheets excludes accrued interest amounts because the Company presents accrued interest receivables within other assets. Once mortgage loans are placed on nonaccrual status, the Company reverses accrued interest receivable against interest income. Since the nonaccrual policy results in the timely reversal of accrued interest receivable, the Company does not record an allowance for credit losses on accrued interest receivable.
Held-for-Sale
The Company classifies assets and liabilities (“disposal group”) as held-for-sale when the specified criteria in Accounting Standards Codification 360, Property, Plant and Equipment, are met. Assets and liabilities held-for-sale are presented separately within the Consolidated Balance Sheets. Depreciation of property, plant and equipment and amortization of intangible and right-of-use assets are not recorded while these assets are classified as held-for-sale. If, in any period, the carrying value of the disposal group exceeds the estimated fair value, less costs to sell, an impairment loss will be recognized. See Note 25 of the Notes to these Consolidated Financial Statements for additional information regarding the disposal group.
Troubled Debt Restructuring
The investment the Company makes in commercial, agricultural and residential mortgage loans are included in the consolidated balance sheets as mortgage loans on real estate. The investments the Company makes in privately negotiated fixed maturities are included in the consolidated balance sheets as fixed maturities AFS. Under certain circumstances, modifications are granted to these contracts. Each modification is evaluated as to whether a TDR has occurred. A modification is a TDR when the borrower is in financial difficulty and the creditor makes concessions. Generally, the types of concessions may include reducing the face amount or maturity amount of the debt as originally stated, reducing the contractual interest rate, extending the maturity date at an interest rate lower than current market
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
interest rates and/or reducing accrued interest. The Company considers the amount, timing and extent of the concession granted in determining any impairment or changes in the specific credit allowance recorded in connection with the TDR. A credit allowance may have been recorded prior to the period when the loan is modified in a TDR. Accordingly, the carrying value (net of the allowance) before and after modification through a TDR may not change significantly, or may increase if the expected recovery is higher than the pre-modification recovery assessment. For information pertaining to our TDRs see Note 3 of the Notes to these Consolidated Financial Statements.
Net Investment Income (Loss), Investment Gains (Losses) Net and Unrealized Investment Gains (Losses)
Realized investment gains (losses) are determined by identification with the specific asset and are presented as a component of revenue. Changes in the allowance for credit losses are included in investment gains (losses), net.
Realized and unrealized holding gains (losses) on trading and equity securities are reflected in net investment income (loss).
Unrealized investment gains (losses) on fixed maturities designated as AFS held by the Company are accounted for as a separate component of AOCI, net of related deferred income taxes, as are amounts attributable to certain pension operations, Closed Block’s policyholders’ dividend obligation, insurance liability loss recognition, DAC related to UL policies, investment-type products and participating traditional life policies.
Changes in unrealized gains (losses) reflect changes in fair value of only those fixed maturities classified as AFS and do not reflect any change in fair value of policyholders’ account balances and future policy benefits.
Fair Value of Financial Instruments
See Note 8 of the Notes to these Consolidated Financial Statements for additional information regarding determining the fair value of financial instruments.
Recognition of Insurance Income and Related Expenses
Deposits related to UL and investment-type contracts are reported as deposits to policyholders’ account balances. Revenues from these contracts consist of fees assessed during the period against policyholders’ account balances for mortality charges, policy administration charges and surrender charges. Policy benefits and claims that are charged to expense include benefit claims incurred in the period in excess of related policyholders’ account balances.
DAC
Acquisition costs that vary with and are primarily related to the acquisition of new and renewal insurance business, reflecting incremental direct costs of contract acquisition with independent third parties or employees that are essential to the contract transaction, as well as the portion of employee compensation, including employee fringe benefits and other costs directly related to underwriting, policy issuance and processing, medical inspection, and contract selling for successfully negotiated contracts including commissions, underwriting, agency and policy issue expenses, are deferred.
Contracts are measured on a grouped basis utilizing cohorts consistent with those used in the calculation of future policy benefit reserves. DAC is amortized on a constant level basis for the grouped contracts over the expected term of the contract. For life insurance products, DAC is amortized in proportion to the face amount in force. For annuity products DAC is amortized in proportion to policy counts. The constant level basis used for amortization determines the current period amortization considering both the current period’s actual experience and future projections. The amortization pattern is revised quarterly on a prospective basis. Amortization of DAC is included in Amortization of DAC, part of total benefits and other deductions.
For some products, policyholders can elect to modify product benefits, features, rights or coverages that occur by the exchange of a contract for a new contract, or by amendment, endorsement, or rider to a contract, or by election or coverage within a contract. These transactions are known as internal replacements. If such modification substantially changes the contract, the associated DAC is written off immediately through income and any new acquisition costs associated with the replacement contract are deferred.
Amount due to and from Reinsurers
For each of its reinsurance agreements, the Company determines whether the agreement provides indemnification against loss or liability relating to insurance risk in accordance with applicable accounting standards. Cessions under
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
reinsurance agreements do not discharge the Company’s obligations as the primary insurer. The Company reviews all contractual features, including those that may limit the amount of insurance risk to which the reinsurer is subject or features that delay the timely reimbursement of claims.
For reinsurance of existing in-force blocks of long-duration contracts that transfer significant insurance risk, the difference, if any, between the amounts paid (received), and the liabilities ceded (assumed) related to the underlying contracts is considered the net cost of reinsurance at the inception of the reinsurance agreement. Subsequent amounts paid (received) on the reinsurance of in-force blocks, as well as amounts paid (received) related to new business, are recorded as premiums ceded (assumed); and amounts due from reinsurers (amounts due to reinsurers) are established.
Assets and liabilities relating to reinsurance agreements with the same reinsurer may be recorded net on the balance sheet if a right of offset exists within the reinsurance agreement. In the event that reinsurers do not meet their obligations to the Company under the terms of the reinsurance agreements, reinsurance recoverable balances could become uncollectible. In such instances, reinsurance recoverable balances are stated net of allowances for uncollectible reinsurance.
Premiums, policy charges and fee income, and policyholders’ benefits include amounts assumed under reinsurance agreements and are net of reinsurance ceded. Amounts received from reinsurers for policy administration are reported in other revenues.
For reinsurance contracts, reinsurance recoverable balances are generally calculated using methodologies and assumptions that are consistent with those used to calculate the direct liabilities.
Ceded reinsurance transactions are recognized and measured in a manner consistent with underlying reinsured contracts, including using consistent assumptions. Assumed and ceded reinsurance contract rights and obligations are accounted for on a basis consistent with our direct contract. The reinsurance cost or benefit for traditional life non-participating and limited-payment contracts is recognized in proportion to the Gross Premiums of the underlying direct cohorts. The locked-in single A discount rate used to calculate the reinsurance cost or benefit is established at inception of the reinsurance contract. Changes to the single A discount rate are reflected in comprehensive income at each reporting date.
If the Company determines that a reinsurance agreement does not expose the reinsurer to a reasonable possibility of a significant loss from insurance risk, the Company records the agreement using the deposit method of accounting. Deposits received are included in other liabilities and deposits made are included within other assets. As amounts are paid or received, consistent with the underlying contracts, the deposit assets or liabilities are adjusted. Interest on such deposits is recorded as other income or other operating costs and expenses, as appropriate.
Sales Inducement Assets
Sales inducement assets are offered on certain deferred annuity products in the form of either immediate bonus interest credited or enhanced interest crediting rates for a period of time. The interest crediting expense associated with these sales inducement assets is deferred and amortized over the lives of the underlying contracts in a manner consistent with the amortization of DAC. Unamortized balances are included in other assets in the consolidated balance sheets and amortization is included in interest credited to policyholders’ account balances in the consolidated statements of income (loss).
Policyholders’ Account Balances
Policyholders’ account balances relate to contracts or contract features where the Company has no significant insurance risk. This liability represents the contract value that has accrued to the benefit of the policyholder as of the balance sheet date.
Obligations arising from funding agreements are also reported in policyholders’ account balances in the consolidated balance sheets. As a member of the FHLB, the Company has access to collateralized borrowings. The Company may also issue funding agreements to the FHLB. Both the collateralized borrowings and funding agreements would require the Company to pledge qualified mortgage-backed assets and/or government securities as collateral.
Future Policy Benefits and Other Policyholders’ Liabilities
The liability for future policy benefits is estimated based upon the present value of future policy benefits and related claim expenses less the present value of estimated future net premiums where net premium equals Gross Premium
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
under the contract multiplied by the net premium ratio. Related claim expenses include termination and settlement costs and exclude acquisition costs and non-claim related costs. The liability is estimated using current assumptions that include discount rate, mortality, and lapses. Assumptions are based on judgments that consider the Company’s historical experience, industry data, and other factors.
For participating traditional life insurance policies, future policy benefit liabilities are calculated using a net level premium method based on guaranteed mortality and dividend fund interest rates. The liability for annual dividends represents the accrual of annual dividends earned. Terminal dividends are accrued in proportion to face amount over the life of the contract.
For non-participating traditional life insurance policies (Term) and limited pay contracts (Payout, Pension), contracts are grouped into cohorts by contract type and issue year. The Company quarterly updates its estimate of cash flows using actual experience and current future cash flow assumptions, which is reflected in an updated net premium ratio used to calculate the liability. The ratio of actual and future expected claims to actual and future expected premiums determines the net premium ratio. The policy administration expense assumption is not updated after policy issuance. If actual expenses differ from the original expense assumptions, the differences are recognized in the period identified. The revised net premium ratio is used to determine the updated liability for future policy benefits as of the beginning of the reporting period, discounted at the original contract issuance rate. Changes in the liability due to current discount rates differing from original rates are included in OCI within the consolidated statement of comprehensive income.
For non-participating traditional life insurance policies and limited pay contracts, the discount rate assumption used is corporate A rated forward curve. We use a forward curve based upon a Bloomberg index. The liability is remeasured each quarter with the remeasurement change reported in OCI. The locked-in discount rate is generally based on expected investment returns at contract inception for contracts issued prior to January 1, 2021 and the upper medium grade fixed income corporate instrument yield (i.e., single A) at contract inception for contracts issued after January 1, 2021. The Company developed an LDTI discount rate methodology used to calculate the LFPB for its traditional insurance liabilities and constructed a discount rate curve that references upper-medium grade (low credit risk) fixed-income instrument yields (i.e. Single-A rated Corporate bond yields) which are meant to reflect the duration characteristics of the corresponding insurance liabilities. The methodology uses observable market data, where available, and uses various estimation techniques in line with fair value guidance (such as interpolation and extrapolation) where data is limited. Discount rates are updated quarterly.
For limited-payment products, Gross Premiums received in excess of net premiums are deferred at initial recognition as a deferred profit liability (“DPL”). DPL will be amortized in relation to the expected future benefit payments. As the calculation of the DPL is based on discounted cash flows, interest accrues on the unamortized DPL balance using the discount rate determined at contract issuance. The DPL is updated at the same time as the estimates for cash flows for the liability for future policy benefits. Any difference between the recalculated and beginning of period DPL is recognized in remeasurement gain or loss in the consolidated statements of income (loss), Remeasurement of Liability for Future Policy Benefits, part of total benefits and other deductions. On the consolidated balance sheets the DPL is recorded in the liability for future policy benefits.
Additional liabilities for contract or contract feature that provide for additional benefits in addition to the account balance but are not market risk benefits or embedded derivatives (“additional insurance liabilities”) are established by estimating the expected value of death or other insurance benefits in excess of the projected contract accumulation value and recognizing the excess over the estimated life based on expected assessments (i.e., benefit ratio). The liability equals the current benefit ratio multiplied by cumulative assessments recognized to date, plus interest, less cumulative excess payments to date. These reserves are recorded within future policy benefits and other policyholders’ liabilities. The determination of this estimated future policy benefits liability is based on models that involve numerous assumptions and subjective judgments, including those regarding expected market rates of return and volatility, contract surrender and withdrawal rates, and mortality experience. There can be no assurance that actual experience will be consistent with management’s estimates. Assumptions are reviewed annually and updated with the remeasurement gain or loss reflected in total benefit expense.
The Company recognizes an adjustment in OCI for the additional insurance liabilities for unrealized gains and losses not included when calculating the present value of expected assessments for the benefit ratios.
The Company conducts annual premium deficiency testing except for liability for future policy benefits for non-participating traditional and limited payment contracts. The Company reviews assumptions and determines whether the sum of existing liabilities and the present value of future Gross Premiums is sufficient to cover the present value of
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
future benefits to be paid and settlement costs. Anticipated investment income is considered when performing premium deficiency for long duration contracts. The anticipated investment income is projected based on current investment portfolio returns grading to long term reinvestment rates over the projection periods, based on anticipated gross reinvestment spreads, defaults and investment expenses. Premium deficiency reserves are recorded in certain instances where the policyholder liability for a particular line of business may not be deficient in the aggregate to trigger loss recognition, but the pattern of earnings may be such that profits are expected to be recognized in earlier years followed by losses in later years. This pattern of PFBL is exhibited in our VISL business and is generated by the cost structure of the product or secondary guarantees in the contract. The secondary guarantee ensures that, subject to specified conditions, the policy will not terminate and will continue to provide a death benefit even if there is insufficient policy value to cover the monthly deductions and charges. We accrue for these PFBL using a dynamic approach that changes over time as the projection of future losses change.
Market Risk Benefits
The Company has issued and continues to offer certain variable annuity products with GMDB and/or contain a GMLB (collectively, the “GMxB features”) which, if elected by the policyholder after a stipulated waiting period from contract issuance, guarantees a minimum lifetime annuity based on predetermined annuity purchase rates that may be in excess of what the contract account value can purchase at then-current annuity purchase rates. This minimum lifetime annuity is based on predetermined annuity purchase rates applied to a GMIB base. The Company previously issued certain variable annuity products with GMIB, GWBL, GMWB, and GMAB features. The Company has also assumed reinsurance for products with GMxB features.
Market risk benefits (“MRBs”) are contracts or contract features that provide protection to the contract holder from other than nominal capital market risk and expose the Company to other than nominal capital market risk. Market risk benefits include contract features that provide minimum guarantees to policyholders and include GMIB, GMDB, GMWB, GMAB, and ROP DB benefits. MRBs are identified and measured at fair value on a seriatim basis using an ascribed fee approach based upon policyholder behavior projections and risk neutral economic scenarios adjusted based on the facts and circumstances of the Company’s product features. The MRB Asset and MRB Liability will be equal to the estimated present value of benefits and risk margins less the estimated present value of ascribed fees. Ascribed fees will consist of the fee needed at policy inception date, under a stochastically generated set of risk-neutral scenarios, so that the present value of claims, including any risk charge, is equal to the present value of the projected attributed fees which will be capped at estimated present value of total policyholder contractual fees. The attributed fee percentage is considered a fixed term of the MRB feature and is held static over the life of the contract. Discount rates are updated quarterly. Changes in fair value are recognized as a remeasurement gain/loss in the Change in market risk benefits and purchased market risk benefits, part of total benefits and other deductions except for the portion of the change in the fair value due to change in the Company’s own credit risk, which is recognized in other than comprehensive income. Additionally, when an annuitization occurs (for annuitization benefits) or upon extinguishment of the account balance (for withdrawal benefits) the balance related to the MRB will be derecognized and the amount deducted (after derecognition of any related amount included in AOCI) shall be used in the calculation of the liability for future policy benefits for the payout annuity. Upon derecognition, any related balance will be removed from AOCI.
Features in ceded reinsurance contracts that meet the definition of MRBs are accounted for at fair value as a purchased MRB. The fees used to determine the fair value of the reinsured market risk benefit are those defined in the reinsurance contract. The expected periodic future premiums would represent cash outflows and the expected future benefits would represent cash inflows in the fair value calculation. On the ceded side, the purchased MRB will be measured considering the counterparty credit risk of the reinsurer, while the direct contract liabilities will be measured considering the instrument-specific credit risk of the insurer. As a result of the difference in the treatment of the counterparty credit risk, the fair value of the direct and ceded contracts may be different even if the contractual fees and benefits are the same. Changes in instrument-specific credit risk of the Company is included in the fair value of its market risk benefit, whether in an asset or liability position, and whether related to an issued or purchased MRB, is recognized in OCI. The counterparty credit risk of the reinsurer is recorded in the consolidated statements of income (loss).
Policyholders’ Dividends
The amount of policyholders’ dividends to be paid (including dividends on policies included in the Closed Block) is determined annually by the board of directors of the issuing insurance company. The aggregate amount of policyholders’ dividends is related to actual interest, mortality, morbidity and expense experience for the year and judgment as to the appropriate level of statutory surplus to be retained by the Company.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
Separate Accounts
Generally, Separate Accounts established under New York State and Arizona State Insurance Law are not chargeable with liabilities that arise from any other business of the Company. Separate Accounts assets are subject to General Account claims only to the extent Separate Accounts assets exceed Separate Accounts liabilities. Assets and liabilities of the Separate Account represent the net deposits and accumulated net investment earnings (loss) less fees, held primarily for the benefit of policyholders, and for which the Company does not bear the investment risk. Separate Accounts assets and liabilities are shown on separate lines in the consolidated balance sheets. Assets held in Separate Accounts are reported at quoted market values or, where quoted values are not readily available or accessible for these securities, their fair value measures most often are determined through the use of model pricing that effectively discounts prospective cash flows to present value using appropriate sector-adjusted credit spreads commensurate with the security’s duration, also taking into consideration issuer-specific credit quality and liquidity. Investment performance (including investment income, net investment gains (losses) and changes in unrealized gains (losses)) and the corresponding amounts credited to policyholders of such Separate Accounts are offset within the same line in the consolidated statements of income (loss).
Deposits to Separate Accounts are reported as increases in Separate Accounts assets and liabilities and are not reported in the consolidated statements of income (loss). Mortality, policy administration and surrender charges on all policies including those funded by Separate Accounts are included in revenues.
The Company reports the General Account’s interests in Separate Accounts as trading securities, at fair value, in the consolidated balance sheets.
Leases
The Company does not record leases with an initial term of 12 months or less in its consolidated balance sheets, but instead recognizes lease expense for these leases on a straight-line basis over the lease term. For leases with a term greater than one year, the Company records in its consolidated balance sheets at the time of lease commencement or modification a RoU operating lease asset and a lease liability, initially measured at the present value of the lease payments. Lease costs are recognized in the consolidated statements of income (loss) over the lease term on a straight-line basis. RoU operating lease assets represent the Company’s right to use an underlying asset for the lease term and RoU operating lease liabilities represent the Company’s obligation to make lease payments arising from the lease.
Broker-Dealer Revenues, Receivables and Payables
Equitable Advisors and certain of the Company’s other subsidiaries provide investment management, brokerage and distribution services for affiliates and third parties. Third-party revenues earned from these services are reported in other income in the Company’s consolidated statement of income (loss).
Receivables from and payables to clients include amounts due on cash and margin transactions. Securities owned by customers are held as collateral for receivables; such collateral is not reflected in the consolidated financial statements.
Goodwill and Other Intangible Assets
Goodwill recorded by the Company represents the excess of purchase price over the estimated fair value of identifiable net assets of companies acquired in a business combination and relates principally to the acquisition of SCB Inc., an investment research and management company formerly known as Sanford C. Bernstein Inc. (“Bernstein Acquisition”), the purchase of AB Units, and AB’s acquisition of CarVal on July 1, 2022. The Company tests goodwill for recoverability each annual reporting period at December 31 and at interim periods if facts or circumstances are indicative of potential impairment.
The Company uses a market valuation approach. Under the market valuation approach, the fair value of the reporting unit is based on its adjusted market valuation assuming a control premium. The Company determined that this valuation technique provided a more exact determination of fair value for the reporting unit and was applied during its annual testing for goodwill recoverability at December 31, 2024 and 2023.
The Company’s intangible assets primarily relate to AB’s acquisition of CarVal and reflect amounts assigned to acquired investment management contracts based on their estimated fair values at the time of acquisition, less accumulated amortization. These intangible assets generally are amortized on a straight-line basis over their estimated useful life, ranging from six to twenty years. All intangible assets are periodically reviewed for impairment as events
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
or changes in circumstances indicate that the carrying value may not be recoverable. If the carrying value exceeds fair value, impairment tests are performed to measure the amount of the impairment loss, if any.
Deferred Sales Commissions, Net
Commissions paid to financial intermediaries in connection with the sale of shares of open-end AB sponsored mutual funds sold without a front-end sales charge (“back-end load shares”) are capitalized as deferred sales commissions and amortized over periods not exceeding five and one-half years for U.S. fund shares and four years for non-U.S. fund shares, the periods of time during which the deferred sales commissions are generally recovered. These commissions are recovered from distribution services fees received from those funds and from CDSC received from shareholders of those funds upon the redemption of their shares. CDSC cash recoveries are recorded as reductions of unamortized deferred sales commissions when received. Since January 31, 2009, AB sponsored U.S. mutual funds have not offered back-end load shares to new investors.
Management periodically reviews the deferred sales commission asset for impairment as events or changes in circumstances indicate that the carrying value may not be recoverable. If these factors indicate impairment in value, a comparison is made of the carrying value to the undiscounted cash flows expected to be generated by the asset over its remaining life. If it is determined the deferred sales commission asset is not fully recoverable, the asset will be deemed impaired and a loss will be recorded in the amount by which the recorded amount of the asset exceeds its estimated fair value.
As of December 31, 2024 and 2023, respectively, net deferred sales commissions from AB totaled $183 million and $87 million and are included within other assets in the consolidated balance sheets. The estimated amortization expense of deferred sales commissions, based on the December 31, 2024 net asset balance for each of the next three years is $76 million, $68 million and $37 million. The Company tests the deferred sales commission asset for impairment quarterly by comparing undiscounted future cash flows to the recorded value, net of accumulated amortization. Each quarter, significant assumptions used to estimate the future cash flows are updated to reflect management’s consideration of current market conditions on expectations made with respect to future market levels and redemption rates. As of December 31, 2024 and 2023, the Company determined that the deferred sales commission asset was not impaired.
Capitalized Computer Software and Hosting Arrangements
Capitalized computer software and hosting arrangements include certain internal and external costs used to implement internal-use software and cloud computing hosting arrangements. These capitalized computer costs are included in other assets in the consolidated balance sheets and amortized on a straight-line basis over the estimated useful life of the software or term of the hosting arrangement that ranges between three and five years. Capitalized amounts are periodically tested for impairment in accordance with the guidance on impairment of long-lived assets. An immediate charge to earnings is recognized if capitalized computer costs no longer are deemed to be recoverable. In addition, service potential is periodically reassessed to determine whether facts and circumstances have compressed the software’s useful life or a significant change in the term of the hosting arrangement such that acceleration of amortization over a shorter period than initially determined would be required.
Capitalized computer software and hosting arrangements, net of accumulated amortization, amounted to $122 million and $163 million as of December 31, 2024 and 2023, respectively. Amortization of capitalized computer software and hosting arrangements in 2024, 2023 and 2022 was $41 million, $53 million and $45 million, respectively, recorded in other operating costs and expenses in the consolidated statements of income (loss).
Short-term and Long-term Debt
Liabilities for short-term and long-term debt are primarily carried at an amount equal to unpaid principal balance, net of unamortized discount or premium and debt issue costs. Original-issue discount or premium and debt-issue costs are recognized as a component of interest expense over the period the debt is expected to be outstanding, using the interest method of amortization. Interest expense is generally presented within interest expense in the consolidated statements of income (loss). Short-term debt represents debt coming due in the next twelve months, including that portion of debt otherwise classified as long-term. See Note 14 of the Notes to these Consolidated Financial Statements for additional information regarding short-term and long-term debt.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
Income Taxes
The Company and certain of its consolidated subsidiaries and affiliates file a consolidated federal income tax return. The Company provides for federal and state income taxes currently payable, as well as those deferred due to temporary differences between the financial reporting and tax bases of assets and liabilities. Current federal income taxes are charged or credited to operations based upon amounts estimated to be payable or recoverable as a result of taxable operations for the current year. Deferred income tax assets and liabilities are recognized based on the difference between financial statement carrying amounts and income tax bases of assets and liabilities using enacted income tax rates and laws. Valuation allowances are established when management determines, based on available information, that it is more likely than not that deferred tax assets will not be realized.
Under accounting for uncertainty in income taxes guidance, the Company determines whether it is more likely than not that a tax position will be sustained upon examination by the appropriate taxing authorities before any part of the benefit can be recorded in the consolidated financial statements. Tax positions are then measured at the largest amount of benefit that is greater than 50% likely of being realized upon settlement.
ABLP is a private partnership for federal income tax purposes and, accordingly, is not subject to federal and state corporate income taxes. However, ABLP is subject to a 4.0% New York City unincorporated business tax. AB Holding is subject to a 3.5% federal tax on partnership gross income from the active conduct of a trade or business. Domestic corporate subsidiaries of AB are subject to federal, state and local income taxes. Foreign corporate subsidiaries are generally subject to taxes in the foreign jurisdictions where they are located.
Recognition of Investment Management and Service Fees and Related Expenses
Investment management, advisory and service fees
Investment management and service fees principally include the Asset Management segment’s investment advisory and service fees, distribution revenues and institutional research services revenue. Investment advisory and service base fees, generally calculated as a percentage, referred to as BPs, of assets under management, are recorded as revenue as the related services are performed. Certain investment advisory contracts, including those associated with hedge funds, provide for a performance-based fee, in addition to or in lieu of a base fee which is calculated as either a percentage of absolute investment results or a percentage of the investment results in excess of a stated benchmark over a specified period of time.
Investment management and administrative service fees are also earned by EIM and EIMG and reported in the Individual Retirement, Group Retirement, Protection Solutions and Legacy segments as well as certain asset-based fees associated with insurance contracts.
AB provides asset management services by managing customer assets and seeking to deliver returns to investors. Similarly, EIM and EIMG provides investment management and administrative services, such as fund accounting and compliance services, to EQAT and 1290 Funds as well as two private investment trusts established in the Cayman Islands, AXA Allocation Funds Trust and AXA Offshore Multi-manager Funds Trust (collectively, the “Other AXA Trusts”). The contracts supporting these revenue streams create a distinct, separately identifiable performance obligation for each day the assets are managed for the performance of a series of services that are substantially the same and have the same pattern of transfer to the customer. Accordingly, these investment management, advisory, and administrative service base fees are recorded over time as services are performed and entitle the Company to variable consideration. Base fees, generally calculated as a percentage of AUM, are recognized as revenue at month-end when the transaction price no longer is variable and the value of the consideration is determined. These fees are not subject to claw back and there is minimal probability that a significant reversal of the revenue recorded will occur.
Certain investment advisory contracts of AB, including those associated with hedge funds or other alternative investments, provide for a performance-based fee (including carried interest), in addition to a base advisory fee, calculated either as a percentage of absolute investment results or a percentage of investment results in excess of a stated benchmark over a specified period of time. These performance-based fees are forms of variable consideration and, therefore, are excluded from the transaction price until it becomes probable there will not be significant reversal of the cumulative revenue recognized. At each reporting date, the Company evaluates constraining factors surrounding the variable consideration to determine the extent to which, if any, revenues associated with the performance-based fee can be recognized. Constraining factors impacting the amount of variable consideration included in the transaction price include contractual claw-back provisions, the length of time of the uncertainty, the number and range of possible
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
amounts, the probability of significant fluctuations in the fund’s market value and the level in which the fund’s value exceeds the contractual threshold required to earn such a fee and the materiality of the amount being evaluated.
Sub-advisory and sub-administrative expenses associated with these services are calculated and recorded as the related services are performed in other operating costs and expense in the consolidated statements of income (loss) as the Company is acting in a principal capacity in these transactions and, as such, reflects these revenues and expenses on a gross basis.
Research services
Research services revenue principally consists of brokerage transaction charges received by SCB LLC, SCBL and AB’s other sell side subsidiaries for providing equity research services to institutional clients. Brokerage commissions for trade execution services and related expenses may be used to pay for equity research services in accordance with Section 28(e) of the Exchange Act and are recorded on a trade-date basis when the performance obligations are satisfied. Generally, the transaction price is agreed upon at the point of each trade and based upon the number of shares traded or the value of the consideration traded. Research revenues are recognized when the transaction price is quantified, collectability is assured and significant reversal of such revenue is not probable.
Distribution services
Revenues from distribution services include fees received as partial reimbursement of expenses incurred in connection with the sale of certain AB sponsored mutual funds and the 1290 Funds and for the distribution primarily of EQAT Trust shares to separate accounts in connection with the sale of variable life and annuity contracts. The amount and timing of revenues recognized from performance of these distribution services often is dependent upon the contractual arrangements with the customer and the specific product sold as further described below.
Most open-end management investment companies, such as U.S. funds and the EQAT and the 1290 Funds, have adopted a plan under Rule 12b-1 of the Investment Company Act that allows for certain share classes to pay out of assets, distribution and service fees for the distribution and sale of its shares (“12b-1 Fees”). These open-end management investment companies have such agreements with the Company, and the Company has selling and distribution agreements pursuant to which it pays sales commissions to the financial intermediaries that distribute the shares. These agreements may be terminated by either party upon notice (generally 30 days) and do not obligate the financial intermediary to sell any specific amount of shares.
The Company records 12b-1 fees monthly based upon a percentage of the NAV of the funds. At month-end, the variable consideration of the transaction price is no longer constrained as the NAV can be calculated and the value of consideration is determined. These services are separate and distinct from other asset management services as the customer can benefit from these services independently of other services. The Company accrues the corresponding 12b-1 fees paid to sub-distributors monthly as the expenses are incurred. The Company is acting in a principal capacity in these transactions; as such, these revenues and expenses are recorded on a gross basis in the consolidated statements of income (loss).
AB sponsored mutual funds offer back-end load shares in limited instances and charge the investor a CDSC if the investment is redeemed within a certain period. The variable consideration for these contracts is contingent upon the timing of the redemption by the investor and the value of the sales proceeds. Due to these constraining factors, the Company excludes the CDSC fee from the transaction price until the investor redeems the investment. Upon redemption, the cash consideration received for these contractual arrangements is recorded as a reduction of unamortized deferred sales commissions.
AB’s Luxembourg subsidiary, the management company for most of its non-U.S. funds, earns a management fee which is accrued daily and paid monthly, at an annual rate, based on the average daily net assets of the fund. With respect to certain share classes, the management fee also may contain a component paid to distributors and other financial intermediaries and service providers to cover shareholder servicing and other administrative expenses (also referred to as an “All-in-Fee”). Based on the conclusion that asset management is distinct from distribution, the Company allocates a portion of the investment and advisory fee to distribution revenues for the servicing component based on standalone selling prices.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
Other revenues
Also reported as investment management and service fees in the Company’s consolidated statements of income (loss) are other revenues from contracts with customers, primarily consisting of shareholder servicing fees, mutual fund reimbursements and other brokerage income.
Shareholder services, including transfer agency, administration and record-keeping are provided by AB to company-sponsored mutual funds. The consideration for these services is based on a percentage of the NAV of the fund or a fixed-fee based on the number of shareholder accounts being serviced. The revenues are recorded at month-end when the constraining factors involved with determining NAV or the numbers of shareholders’ accounts are resolved.
Other income
Revenues from contracts with customers reported as other income in the Company’s consolidated statements of income (loss) primarily consist of advisory account fees and brokerage commissions from the Company’s broker-dealer operations and sales commissions from the Company’s general agents for the distribution of non-affiliate insurers’ life insurance and annuity products. These revenues are recognized at month-end when constraining factors, such as AUM and product mix, are resolved and the transaction pricing no longer is variable such that the value of consideration can be determined. The change in deposit asset/liability accounts arising from reinsurance agreements which do not expose the reinsurer to a reasonable possibility of significant loss from insurance risk is included in other income.
Accounting and Consolidation of VIEs
For all new investment products and entities developed by the Company, the Company first determines whether the entity is a VIE, which involves determining an entity’s variability and variable interests, identifying the holders of the equity investment at risk and assessing the five characteristics of a VIE. Once an entity is determined to be a VIE, the Company then determines whether it is the primary beneficiary of the VIE based on its beneficial interests. If the Company is deemed to be the primary beneficiary of the VIE, the Company consolidates the entity.
Quarterly, management of the Company reviews its investment management agreements and its investments in, and other financial arrangements with, certain entities that hold client AUM to determine the entities the Company is required to consolidate under this guidance. These entities include certain mutual fund products, hedge funds, structured products, group trusts, collective investment trusts, and limited partnerships.
The analysis performed to identify variable interests held, determine whether entities are VIEs or VOEs, and evaluate whether the Company has a controlling financial interest in such entities requires the exercise of judgment and is updated on a continuous basis as circumstances change or new entities are developed. The primary beneficiary evaluation generally is performed qualitatively based on all facts and circumstances, including consideration of economic interests in the VIE held directly and indirectly through related parties and entities under common control, as well as quantitatively, as appropriate.
Consolidated VIEs
Consolidated CLOs
The Company is the investment manager of certain asset-backed investment vehicles, commonly referred to as CLOs, and certain other vehicles for which the Company earns fee income for investment management services. The Company may sell or syndicate investments through these vehicles, principally as part of the strategic investing activity as part of its investment management businesses. Additionally, the Company may invest in securities issued by these vehicles which are eliminated in consolidation of the CLOs.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
As of December 31, 2024 and 2023, respectively, Equitable Financial holds $128 million and $113 million of equity interests in the CLOs. The Company consolidated the CLOs as of December 31, 2024 and 2023 as it is the primary beneficiary due to the combination of both its equity interest held by Equitable Financial and the majority ownership of AB, which functions as the CLO’s loan manager. The assets of the CLOs are legally isolated from the Company’s creditors and can only be used to settle obligations of the CLOs. The liabilities of the CLOs are non-recourse to the Company and the Company has no obligation to satisfy the liabilities of the CLOs. As of December 31, 2024, Equitable Financial holds $0 million of equity interests in a SPE established to purchase loans from the market in anticipation of a new CLO transaction. The Company consolidated the SPE as of December 31, 2024 as it is the primary beneficiary due to the combination of both its equity interest held by Equitable Financial and the majority ownership of AB, which functions as the SPE loan manager.
Resulting from this consolidation in the Company’s consolidated balance sheets are fixed maturities, at fair value using the fair value option with total assets of $2.1 billion and $1.7 billion notes issued by consolidated VIEs, at fair value using the fair value option with total liabilities of $2.1 billion and $1.6 billion at December 31, 2024 and 2023, respectively. The unpaid outstanding principal balance of the notes and short-term borrowing is $1.9 billion and $1.6 billion at December 31, 2024 and 2023.
Consolidated Limited Partnerships and LLCs
As of December 31, 2024 and 2023 the Company consolidated limited partnerships and LLCs for which it was identified as the primary beneficiary under the VIE model. Included in other invested assets, mortgage loans on real estate, other equity investments, trading securities, cash and other liabilities in the Company’s consolidated balance sheets at December 31, 2024 and 2023 are total net assets of $2.1 billion and $1.8 billion, respectively related to these VIEs.
Consolidated AB-Sponsored Investment Funds
Included in the Company’s consolidated balance sheets as of December 31, 2024 and 2023 are assets of $85 million and $309 million, liabilities of $0 million and $10 million, and redeemable noncontrolling interests of $32 million and $203 million, respectively, associated with the consolidation of AB-sponsored investment funds under the VIE model. Also included in the Company’s consolidated balance sheets as of December 31, 2024 and 2023 are assets of $73 million and $121 million, liabilities of $1 million and $3 million, and redeemable noncontrolling interests of $17 million and $7 million, respectively, from consolidation of AB-sponsored investment funds under the VOE model.
Non-Consolidated VIEs
As of December 31, 2024 and 2023 respectively, the Company held approximately $3.0 billion and $2.6 billion of investment assets in the form of equity interests issued by non-corporate legal entities determined under the guidance to be VIEs, such as limited partnerships and limited liability companies, including CLOs, hedge funds, private equity funds and real estate-related funds. The Company continues to reflect these equity interests in the consolidated balance sheets as other equity investments and applies the equity method of accounting for these positions. The net assets of these non-consolidated VIEs are approximately $350.7 billion and $268.6 billion as of December 31, 2024 and 2023 respectively. The Company’s maximum exposure to loss from its direct involvement with these VIEs is the carrying value of its investment of $3.0 billion and $2.6 billion and approximately $1.2 billion and $1.3 billion of unfunded commitments as of December 31, 2024 and 2023, respectively. The Company has no further economic interest in these VIEs in the form of guarantees, derivatives, credit enhancements or similar instruments and obligations.
Non-Consolidated AB-Sponsored Investment Products
As of December 31, 2024 and 2023, the net assets of investment products sponsored by AB that are non-consolidated VIEs are approximately $46.9 billion and $54.6 billion, respectively. The Company’s maximum exposure to loss from its direct involvement with these VIEs is its investment of $17 million and $10 million as of December 31, 2024 and 2023, respectively. The Company has no further commitments to or economic interest in these VIEs.
Assumption Updates and Model Changes
The Company conducts its annual review of its assumptions and models during the third quarter of each year. The annual review encompasses assumptions underlying the valuation of MRB, liabilities for future policyholder benefits and additional liability update.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
However, the Company updates its assumptions as needed in the event it becomes aware of economic conditions or events that could require a change in assumptions that it believes may have a significant impact to the carrying value of product liabilities and assets and consequently materially impact its earnings in the period of the change.
MRB Update
The Company updates its assumptions to reflect emerging experience for withdrawals, mortality and lapse election. This includes actuarial judgement informed by actual experience of how policy holders are expected to use these policies in the future.
LFPB Update
The significant assumptions for the liability for future policy benefits (“LFPB”) balances include mortality and lapses for our Traditional Life businesses. The primary assumption for the payout block of business is mortality.
Additional Liability Update
The significant assumptions for the additional insurance liability balances include mortality, lapses, premium payment pattern and interest crediting assumption.
Impact of Assumption Updates
The net impact of assumption changes during 2024 increased other income by $21 million, increased remeasurement of liability for future policy benefits by $18 million, decreased policy benefits by $8 million, and decreased the change in MRB and purchased MRB by $9 million. This resulted in an increase in income (loss) from operations, before income taxes of $20 million and increased net income (loss) by $16 million.
The net impact of this assumption update during 2023 decreased other income by $9 million, increased remeasurement of liability for future policy benefits by $51 million, decreased policyholders’ benefits by $2 million and decreased change in MRB and purchased MRB by $53 million. This resulted in a decrease in income (loss) from operations, before income taxes of $5 million and decreased net income (loss) by $4 million.
The net impact of this assumption update during 2022 increased remeasurement of liability for future policy benefits by $14 million, decreased policyholders’ benefits by $13 million, increased change in market risk benefits and purchased market risk benefits by $204 million and increased interest credited to policyholder’s account balances by $1 million. This resulted in a decrease in income (loss) from operations, before income taxes of $206 million and decreased net income (loss) by $163 million.
Model Changes
There were no material model changes during 2024, 2023 and 2022.
3) INVESTMENTS
Fixed Maturities AFS
The components of fair value and amortized cost for fixed maturities classified as AFS on the consolidated balance sheets excludes accrued interest receivable because the Company elected to present accrued interest receivable within other assets. Accrued interest receivable on AFS fixed maturities as of December 31, 2024 and 2023 was $693 million and $626 million, respectively. There was no accrued interest written off for AFS fixed maturities for the years ended December 31, 2024, 2023 and 2022.
The following tables provide information relating to the Company’s fixed maturities classified as AFS:
AFS Fixed Maturities by Classification

| Amortized Cost |  | Allowance for Credit Losses |  | Gross Unrealized Gains |  | Gross Unrealized Losses |  | Fair Value
| (in millions)
December 31, 2024 |  |  |  |  |  |  |  |  |
Fixed Maturities: |  |  |  |  |  |  |  |  |
Corporate (1) | $ | 55,218 |  |  | $ | 2 |  |  | $ | 251 |  |  | $ | 6,116 |  |  | $ | 49,351 |

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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued

| Amortized Cost |  | Allowance for Credit Losses |  | Gross Unrealized Gains |  | Gross Unrealized Losses |  | Fair Value
| (in millions)
U.S. Treasury, government and agency | 5,801 |  |  | — |  |  | — |  |  | 1,513 |  |  | 4,288 |
States and political subdivisions | 472 |  |  | — |  |  | 2 |  |  | 88 |  |  | 386 |
Foreign governments | 689 |  |  | — |  |  | 1 |  |  | 136 |  |  | 554 |
Residential mortgage-backed (2) | 4,520 |  |  | — |  |  | 15 |  |  | 152 |  |  | 4,383 |
Asset-backed (3) | 13,660 |  |  | — |  |  | 96 |  |  | 57 |  |  | 13,699 |
Commercial mortgage-backed | 4,301 |  |  | — |  |  | 5 |  |  | 385 |  |  | 3,921 |
Redeemable preferred stock | 56 |  |  | — |  |  | 3 |  |  | — |  |  | 59 |
Total at December 31, 2024 | $ | 84,717 |  |  | $ | 2 |  |  | $ | 373 |  |  | $ | 8,447 |  |  | $ | 76,641 |
December 31, 2023: |  |  |  |  |  |  |  |  |
Fixed Maturities: |  |  |  |  |  |  |  |  |
Corporate (1) | $ | 49,786 |  |  | $ | 4 |  |  | $ | 320 |  |  | $ | 5,360 |  |  | $ | 44,742 |
U.S. Treasury, government and agency | 5,735 |  |  | — |  |  | 2 |  |  | 1,106 |  |  | 4,631 |
States and political subdivisions | 614 |  |  | — |  |  | 9 |  |  | 74 |  |  | 549 |
Foreign governments | 719 |  |  | — |  |  | 3 |  |  | 111 |  |  | 611 |
Residential mortgage-backed (2) | 2,470 |  |  | — |  |  | 18 |  |  | 133 |  |  | 2,355 |
Asset-backed (3) | 11,058 |  |  | — |  |  | 52 |  |  | 109 |  |  | 11,001 |
Commercial mortgage-backed | 3,595 |  |  | — |  |  | 2 |  |  | 515 |  |  | 3,082 |
Redeemable preferred stock | 56 |  |  | — |  |  | 3 |  |  | — |  |  | 59 |
Total at December 31, 2023 | $ | 74,033 |  |  | $ | 4 |  |  | $ | 409 |  |  | $ | 7,408 |  |  | $ | 67,030 |

______________
(1)Corporate fixed maturities include both public and private issues.
(2)Includes publicly traded agency pass-through securities and collateralized obligations.
(3)Includes credit-tranched securities collateralized by sub-prime mortgages, credit risk transfer securities and other asset types.
The contractual maturities of AFS fixed maturities as of December 31, 2024 are shown in the table below. Bonds not due at a single maturity date have been included in the table in the final year of maturity. Actual maturities may differ from contractual maturities because borrowers may have the right to call or pre-pay obligations with or without call or pre-payment penalties.
Contractual Maturities of AFS Fixed Maturities

| Amortized Cost (Less Allowance for Credit Losses) |  | Fair Value
| (in millions)
December 31, 2024 |  |  |
Contractual maturities: |  |  |
Due in one year or less | $ | 2,625 |  |  | $ | 2,610 |
Due in years two through five | 14,909 |  |  | 14,513 |
Due in years six through ten | 20,137 |  |  | 19,034 |
Due after ten years | 24,507 |  |  | 18,422 |
Subtotal | 62,178 |  |  | 54,579 |
Residential mortgage-backed | 4,520 |  |  | 4,383 |
Asset-backed | 13,660 |  |  | 13,699 |
Commercial mortgage-backed | 4,301 |  |  | 3,921 |
Redeemable preferred stock | 56 |  |  | 59 |
Total at December 31, 2024 | $ | 84,715 |  |  | $ | 76,641 |

The following table shows proceeds from sales, gross gains (losses) from sales and allowance for credit losses for AFS fixed maturities:
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
Proceeds from Sales, Gross Gains (Losses) from Sales and Allowance for Credit and Intent to Sell Losses for AFS Fixed Maturities

|  |  | Year Ended December 31,
|  |  |  |  | 2024 |  | 2023 |  | 2022
|  |  |  |  | (in millions)
Proceeds from sales |  |  |  |  | $ | 2,884 |  |  | $ | 6,790 |  |  | $ | 11,932 |
Gross gains on sales |  |  |  |  | $ | 8 |  |  | $ | 10 |  |  | $ | 45 |
Gross losses on sales |  |  |  |  | $ | (57) |  |  | $ | (504) |  |  | $ | (663) |
Net (increase) decrease in Allowance for Credit and Intent to Sell losses |  |  |  |  | $ | (7) |  |  | $ | (70) |  |  | $ | (247) |

The following table sets forth the amount of credit loss impairments on AFS fixed maturities held by the Company at the dates indicated and the corresponding changes in such amounts:
AFS Fixed Maturities - Credit and Intent to Sell Loss Impairments

|  |  | Year Ended December 31,
|  |  |  |  | 2024 |  | 2023 |  | 2022
|  |  |  |  | (in millions)
Balance, beginning of period |  |  |  |  | $ | 48 |  |  | $ | 36 |  |  | $ | 44 |
Previously recognized impairments on securities that matured, paid, prepaid or sold |  |  |  |  | (8) |  |  | (67) |  |  | (263) |
Recognized impairments on securities impaired to fair value this period (1) (2) |  |  |  |  | — |  |  | 52 |  |  | 246 |
Credit losses recognized this period on securities for which credit losses were not previously recognized |  |  |  |  | 5 |  |  | 15 |  |  | — |
Additional credit losses this period on securities previously impaired |  |  |  |  | 2 |  |  | 12 |  |  | 9 |
Balance, end of period |  |  |  |  | $ | 47 |  |  | $ | 48 |  |  | $ | 36 |

______________
(1)Represents circumstances where the Company determined in the current period that it intends to sell the security, or it is more likely than not that it will be required to sell the security before recovery of the security’s amortized cost.
(2)Amounts reflected for the year ended December 31, 2023 represent AFS fixed maturities in an unrealized loss position, which the Company intended to sell in anticipation of Equitable Financial’s ordinary dividend to Holdings. Amounts reflected for the year ended December 31, 2022 represent an impairment on AFS securities of $245 million related to the Global Atlantic Transaction.
The tables below present a roll-forward of net unrealized investment gains (losses) recognized in AOCI:
Net Unrealized Gains (Losses) on AFS Fixed Maturities

| Year Ended December 31, 2024
| Net Unrealized Gains (Losses) on Investments |  |  |  | Policyholders’ Liabilities |  | Deferred Income Tax Asset (Liability) (1) |  | AOCI Gain (Loss) Related to Net Unrealized Investment Gains (Losses) (1)
| (in millions)
Balance, beginning of period | $ | (6,999) |  |  |  |  | $ | 50 |  |  | $ | 226 |  |  | $ | (6,723) |
Net investment gains (losses) arising during the period | (1,127) |  |  |  |  | — |  |  | — |  |  | (1,127) |
Reclassification adjustment: |  |  |  |  |  |  |  |  |
Included in net income (loss) | 58 |  |  |  |  | — |  |  | — |  |  | 58 |
Other | — |  |  |  |  | — |  |  | 17 |  |  | 17 |
Impact of net unrealized investment gains (losses) | — |  |  |  |  | 21 |  |  | 220 |  |  | 241 |
Net unrealized investment gains (losses) excluding credit losses | (8,068) |  |  |  |  | 71 |  |  | 463 |  |  | (7,534) |
Net unrealized investment gains (losses) with credit losses | (6) |  |  |  |  | — |  |  | 1 |  |  | (5) |
Balance, end of period | $ | (8,074) |  |  |  |  | $ | 71 |  |  | $ | 464 |  |  | $ | (7,539) |
| Year Ended December 31, 2023

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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued

Balance, beginning of period | $ | (9,606) |  |  |  |  | $ | 41 |  |  | $ | 440 |  |  | $ | (9,125) |
Net investment gains (losses) arising during the period | 2,048 |  |  |  |  | — |  |  | — |  |  | 2,048 |
Reclassification adjustment: |  |  |  |  |  |  |  |  |
Included in net income (loss) | 563 |  |  |  |  | — |  |  | — |  |  | 563 |
Other (2) | — |  |  |  |  | — |  |  | 336 |  |  | 336 |
Impact of net unrealized investment gains (losses) | — |  |  |  |  | 9 |  |  | (551) |  |  | (542) |
Net unrealized investment gains (losses) excluding credit losses | (6,995) |  |  |  |  | 50 |  |  | 225 |  |  | (6,720) |
Net unrealized investment gains (losses) with credit losses | (4) |  |  |  |  | — |  |  | 1 |  |  | (3) |
Balance, end of period | $ | (6,999) |  |  |  |  | $ | 50 |  |  | $ | 226 |  |  | $ | (6,723) |
| Year Ended December 31, 2022
Balance, beginning of period | $ | 4,809 |  |  |  |  | $ | (169) |  |  | $ | (974) |  |  | $ | 3,666 |
Net investment gains (losses) arising during the period | (15,275) |  |  |  |  | — |  |  | — |  |  | (15,275) |
Reclassification adjustment: |  |  |  |  |  |  |  |  |
Included in net income (loss) | 867 |  |  |  |  | — |  |  | — |  |  | 867 |
Other (2) | — |  |  |  |  | — |  |  | (1,569) |  |  | (1,569) |
Impact of net unrealized investment gains (losses) | — |  |  |  |  | 210 |  |  | 2,982 |  |  | 3,192 |
Net unrealized investment gains (losses) excluding credit losses | (9,599) |  |  |  |  | 41 |  |  | 439 |  |  | (9,119) |
Net unrealized investment gains (losses) with credit losses | (7) |  |  |  |  | — |  |  | 1 |  |  | (6) |
Balance, end of period | $ | (9,606) |  |  |  |  | $ | 41 |  |  | $ | 440 |  |  | $ | (9,125) |

_____________
(1)Certain balances were revised from previously filed financial statements.
(2)For the year ended December 31, 2023, reflects a decrease in the Deferred Tax Asset valuation allowance. For the year ended December 31, 2022, reflects the recording of a Deferred Tax Asset valuation allowance of $1.6 billion during the fourth quarter. See Note 18 of the Notes to these Consolidated Financial Statements for additional details.
The following tables disclose the fair values and gross unrealized losses of the 4,307 issues as of December 31, 2024 and the 4,402 issues as of December 31, 2023 that are not deemed to have credit losses, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position for the specified periods at the dates indicated:
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
AFS Fixed Maturities in an Unrealized Loss Position for Which No Allowance Is Recorded

| Less Than 12 Months |  | 12 Months or Longer |  | Total
| Fair Value |  | Gross Unrealized Losses |  | Fair Value |  | Gross Unrealized Losses |  | Fair Value |  | Gross Unrealized Losses
| (in millions)
December 31, 2024 |  |  |  |  |  |  |  |  |  |  |
Fixed Maturities: |  |  |  |  |  |  |  |  |  |  |
Corporate | $ | 9,147 |  |  | $ | 205 |  |  | $ | 28,684 |  |  | $ | 5,901 |  |  | $ | 37,831 |  |  | $ | 6,106 |
U.S. Treasury, government and agency | 117 |  |  | 4 |  |  | 4,107 |  |  | 1,509 |  |  | 4,224 |  |  | 1,513 |
States and political subdivisions | 40 |  |  | — |  |  | 271 |  |  | 88 |  |  | 311 |  |  | 88 |
Foreign governments | 59 |  |  | 1 |  |  | 460 |  |  | 135 |  |  | 519 |  |  | 136 |
Residential mortgage-backed | 1,986 |  |  | 26 |  |  | 851 |  |  | 126 |  |  | 2,837 |  |  | 152 |
Asset-backed | 974 |  |  | 7 |  |  | 692 |  |  | 50 |  |  | 1,666 |  |  | 57 |
Commercial mortgage-backed | 409 |  |  | 6 |  |  | 2,893 |  |  | 379 |  |  | 3,302 |  |  | 385 |
Total at December 31, 2024 | $ | 12,732 |  |  | $ | 249 |  |  | $ | 37,958 |  |  | $ | 8,188 |  |  | $ | 50,690 |  |  | $ | 8,437 |
December 31, 2023: |  |  |  |  |  |  |  |  |  |  |
Fixed Maturities: |  |  |  |  |  |  |  |  |  |  |
Corporate | $ | 2,228 |  |  | $ | 126 |  |  | $ | 33,135 |  |  | $ | 5,231 |  |  | $ | 35,363 |  |  | $ | 5,357 |
U.S. Treasury, government and agency | 111 |  |  | 2 |  |  | 4,447 |  |  | 1,104 |  |  | 4,558 |  |  | 1,106 |
States and political subdivisions | 10 |  |  | — |  |  | 300 |  |  | 74 |  |  | 310 |  |  | 74 |
Foreign governments | 15 |  |  | 2 |  |  | 517 |  |  | 109 |  |  | 532 |  |  | 111 |
Residential mortgage-backed | 210 |  |  | 2 |  |  | 1,044 |  |  | 131 |  |  | 1,254 |  |  | 133 |
Asset-backed | 528 |  |  | 1 |  |  | 5,522 |  |  | 108 |  |  | 6,050 |  |  | 109 |
Commercial mortgage-backed | 92 |  |  | 11 |  |  | 2,856 |  |  | 504 |  |  | 2,948 |  |  | 515 |
Total at December 31, 2023 | $ | 3,194 |  |  | $ | 144 |  |  | $ | 47,821 |  |  | $ | 7,261 |  |  | $ | 51,015 |  |  | $ | 7,405 |

The Company maintains a diversified portfolio of corporate securities across industries and issuers and does not have exposure to any single issuer in excess of 0.8% of total corporate securities. The largest exposures to a single issuer of corporate securities held as of December 31, 2024 and 2023 were $400 million and $360 million, respectively, representing 11.6% and 8.2% of the consolidated equity of the Company.
Corporate high yield securities, consisting primarily of public high yield bonds, are classified as other than investment grade by the various rating agencies, i.e., a rating below Baa3/BBB- or the NAIC Designation (as defined below) of 3 (medium investment grade), 4 or 5 (below investment grade) or 6 (in or near default). As of December 31, 2024 and 2023, respectively, approximately $1.9 billion and $2.6 billion, or 2.3% and 3.5%, of the $84.7 billion and $74.0 billion aggregate amortized cost of fixed maturities held by the Company were considered to be other than investment grade. These securities had gross unrealized losses of $64 million and $101 million as of December 31, 2024 and 2023, respectively.
As of December 31, 2024 and 2023, respectively, the $8.2 billion and $7.3 billion of gross unrealized losses of twelve months or more were primarily concentrated in corporate securities. In accordance with the policy described in Note 2 of the Notes to these Consolidated Financial Statements, the Company concluded that an adjustment to the allowance for credit losses for these securities was not warranted at either December 31, 2024 or December 31, 2023. As of December 31, 2024 and 2023, the Company did not intend to sell the securities nor was it more likely than not be required to dispose of the securities before the anticipated recovery of their remaining amortized cost basis.
Based on the Company’s evaluation both qualitatively and quantitatively of the drivers of the decline in fair value of fixed maturity securities as of December 31, 2024, the Company determined that the unrealized loss was primarily due to increases in interest rates and credit spreads.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
Securities Lending
Beginning in 2023, the Company entered into securities lending agreements with an agent bank whereby blocks of securities are loaned to third parties, primarily major brokerage firms. As of December 31, 2024 and 2023, the estimated fair value of loaned securities was $134 million and $113 million. The agreements require a minimum of 102% of the fair value of the loaned securities to be held as cash collateral, calculated daily. To further minimize the credit risks related to these programs, the financial condition of counterparties is monitored on a regular basis. As of December 31, 2024 and 2023, cash collateral received in the amount of $137 million and $116 million, was invested by the agent bank. A securities lending payable for the overnight and continuous loans is included in other liabilities in the amount of cash collateral received. Securities lending transactions are used to generate income. Income and expenses associated with these transactions are reported as Net investment income and were not material for the years ended December 31, 2024 and 2023.
Mortgage Loans on Real Estate
In September 2023, the Company began investing in residential mortgage loans. Accrued interest receivable on commercial, agricultural and residential mortgage loans as of December 31, 2024 and 2023 was $96 million and $82 million, respectively. There was no accrued interest written off for commercial, agricultural and residential mortgage loans for the years ended December 31, 2024 and 2023.
As of December 31, 2024, the Company foreclosed on one commercial mortgage loan that had an amortized cost of $108 million and an associated allowance of $54 million, that it re-acquired as wholly owned real estate with a cost of $56 million. As of December 31, 2024, there were no other mortgage loans for which foreclosure was probable.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
Allowance for Credit Losses on Mortgage Loans
The change in the allowance for credit losses for commercial, agricultural and residential mortgage loans were as follows:

|  |  | Year Ended December 31,
|  |  |  |  | 2024 |  | 2023 |  | 2022
|  |  |  |  | (in millions)
Allowance for credit losses on mortgage loans: |  |  |  |  |  |  |  |  |
Commercial mortgages: |  |  |  |  |  |  |  |  |
Balance, beginning of period |  |  |  |  | $ | 272 |  |  | $ | 123 |  |  | $ | 57 |
Current-period provision for expected credit losses |  |  |  |  | 62 |  |  | 149 |  |  | 66 |
Write-offs charged against the allowance |  |  |  |  | (75) |  |  | — |  |  | — |
Recoveries of amounts previously written off |  |  |  |  | — |  |  | — |  |  | — |
Net change in allowance |  |  |  |  | (13) |  |  | 149 |  |  | 66 |
Balance, end of period |  |  |  |  | $ | 259 |  |  | $ | 272 |  |  | $ | 123 |
Agricultural mortgages: |  |  |  |  |  |  |  |  |
Balance, beginning of period |  |  |  |  | $ | 6 |  |  | $ | 6 |  |  | $ | 5 |
Current-period provision for expected credit losses |  |  |  |  | 9 |  |  | — |  |  | 1 |
Write-offs charged against the allowance |  |  |  |  | — |  |  | — |  |  | — |
Recoveries of amounts previously written off |  |  |  |  | — |  |  | — |  |  | — |
Net change in allowance |  |  |  |  | 9 |  |  | — |  |  | 1 |
Balance, end of period |  |  |  |  | $ | 15 |  |  | $ | 6 |  |  | $ | 6 |
Residential mortgages: |  |  |  |  |  |  |  |  |
Balance, beginning of period |  |  |  |  | $ | 1 |  |  | $ | — |  |  | $ | — |
Current-period provision for expected credit losses |  |  |  |  | 3 |  |  | 1 |  |  | — |
Write-offs charged against the allowance |  |  |  |  | — |  |  | — |  |  | — |
Recoveries of amounts previously written off |  |  |  |  | — |  |  | — |  |  | — |
Net change in allowance |  |  |  |  | 3 |  |  | 1 |  |  | — |
Balance, end of period |  |  |  |  | $ | 4 |  |  | $ | 1 |  |  | $ | — |
Total allowance for credit losses |  |  |  |  | $ | 278 |  |  | $ | 279 |  |  | $ | 129 |

The change in the allowance for credit losses is attributable to:
•increases/decreases in the loan balance due to new originations, maturing mortgages, and loan amortization; and
•changes in credit quality and economic assumptions.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
Credit Quality Information
The Company’s commercial and agricultural mortgage loans segregated by risk rating exposure were as follows:
Loan to Value (“LTV”) Ratios (1) (3)

| December 31, 2024
| Amortized Cost Basis by Origination Year
| 2024 |  | 2023 |  | 2022 |  | 2021 |  | 2020 |  | Prior |  | Revolving Loans Amortized Cost Basis |  | Revolving Loans Converted to Term Loans Amortized Cost Basis |  | Total
| (in millions)
Commercial and agricultural mortgage loans: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Commercial: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
0% - 50% | $ | 185 |  |  | $ | 363 |  |  | $ | 137 |  |  | $ | 212 |  |  | $ | 269 |  |  | $ | 1,548 |  |  | $ | — |  |  | $ | — |  |  | $ | 2,714 |
50% - 70% | 1,501 |  |  | 910 |  |  | 1,622 |  |  | 628 |  |  | 318 |  |  | 2,083 |  |  | 441 |  |  | 201 |  |  | 7,704 |
70% - 90% | — |  |  | 246 |  |  | 707 |  |  | 918 |  |  | 396 |  |  | 1,187 |  |  | 101 |  |  | 206 |  |  | 3,761 |
90% plus | — |  |  | — |  |  | 616 |  |  | 322 |  |  | 309 |  |  | 1,290 |  |  | — |  |  | — |  |  | 2,537 |
Total commercial | $ | 1,686 |  |  | $ | 1,519 |  |  | $ | 3,082 |  |  | $ | 2,080 |  |  | $ | 1,292 |  |  | $ | 6,108 |  |  | $ | 542 |  |  | $ | 407 |  |  | $ | 16,716 |
Agricultural: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
0% - 50% | $ | 49 |  |  | $ | 98 |  |  | $ | 160 |  |  | $ | 202 |  |  | $ | 269 |  |  | $ | 882 |  |  | $ | — |  |  | $ | — |  |  | $ | 1,660 |
50% - 70% | 160 |  |  | 59 |  |  | 126 |  |  | 130 |  |  | 144 |  |  | 273 |  |  | — |  |  | — |  |  | 892 |
70% - 90% | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | 16 |  |  | — |  |  | — |  |  | 16 |
90% plus | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |
Total agricultural | $ | 209 |  |  | $ | 157 |  |  | $ | 286 |  |  | $ | 332 |  |  | $ | 413 |  |  | $ | 1,171 |  |  | $ | — |  |  | $ | — |  |  | $ | 2,568 |
Total commercial and agricultural mortgage loans: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
0% - 50% | $ | 234 |  |  | $ | 461 |  |  | $ | 297 |  |  | $ | 414 |  |  | $ | 538 |  |  | $ | 2,430 |  |  | $ | — |  |  | $ | — |  |  | $ | 4,374 |
50% - 70% | 1,661 |  |  | 969 |  |  | 1,748 |  |  | 758 |  |  | 462 |  |  | 2,356 |  |  | 441 |  |  | 201 |  |  | 8,596 |
70% - 90% | — |  |  | 246 |  |  | 707 |  |  | 918 |  |  | 396 |  |  | 1,203 |  |  | 101 |  |  | 206 |  |  | 3,777 |
90% plus | — |  |  | — |  |  | 616 |  |  | 322 |  |  | 309 |  |  | 1,290 |  |  | — |  |  | — |  |  | 2,537 |
Total commercial and agricultural mortgage loans | $ | 1,895 |  |  | $ | 1,676 |  |  | $ | 3,368 |  |  | $ | 2,412 |  |  | $ | 1,705 |  |  | $ | 7,279 |  |  | $ | 542 |  |  | $ | 407 |  |  | $ | 19,284 |

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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
Debt Service Coverage (“DSC”) Ratios (2) (3)

| December 31, 2024
| Amortized Cost Basis by Origination Year
| 2024 |  | 2023 |  | 2022 |  | 2021 |  | 2020 |  | Prior |  | Revolving Loans Amortized Cost Basis |  | Revolving Loans Converted to Term Loans Amortized Cost Basis |  | Total
| (in millions)
Commercial and agricultural mortgage loans: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Commercial: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Greater than 2.0x | $ | 208 |  |  | $ | 176 |  |  | $ | 609 |  |  | $ | 1,255 |  |  | $ | 916 |  |  | $ | 3,318 |  |  | $ | — |  |  | $ | — |  |  | $ | 6,482 |
1.8x to 2.0x | 103 |  |  | 75 |  |  | 50 |  |  | 149 |  |  | 376 |  |  | 607 |  |  | 176 |  |  | 182 |  |  | 1,718 |
1.5x to 1.8x | 472 |  |  | 211 |  |  | 727 |  |  | — |  |  | — |  |  | 1,060 |  |  | 44 |  |  | 189 |  |  | 2,703 |
1.2x to 1.5x | 756 |  |  | 566 |  |  | 542 |  |  | 433 |  |  | — |  |  | 661 |  |  | — |  |  | — |  |  | 2,958 |
1.0x to 1.2x | 147 |  |  | 482 |  |  | 643 |  |  | 193 |  |  | — |  |  | 359 |  |  | 322 |  |  | 36 |  |  | 2,182 |
Less than 1.0x | — |  |  | 9 |  |  | 511 |  |  | 50 |  |  | — |  |  | 103 |  |  | — |  |  | — |  |  | 673 |
Total commercial | $ | 1,686 |  |  | $ | 1,519 |  |  | $ | 3,082 |  |  | $ | 2,080 |  |  | $ | 1,292 |  |  | $ | 6,108 |  |  | $ | 542 |  |  | $ | 407 |  |  | $ | 16,716 |
Agricultural: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Greater than 2.0x | $ | 12 |  |  | $ | 5 |  |  | $ | 41 |  |  | $ | 34 |  |  | $ | 57 |  |  | $ | 157 |  |  | $ | — |  |  | $ | — |  |  | $ | 306 |
1.8x to 2.0x | 11 |  |  | 17 |  |  | 24 |  |  | 54 |  |  | 28 |  |  | 79 |  |  | — |  |  | — |  |  | 213 |
1.5x to 1.8x | 49 |  |  | 11 |  |  | 44 |  |  | 27 |  |  | 120 |  |  | 175 |  |  | — |  |  | — |  |  | 426 |
1.2x to 1.5x | 47 |  |  | 46 |  |  | 89 |  |  | 138 |  |  | 113 |  |  | 422 |  |  | — |  |  | — |  |  | 855 |
1.0x to 1.2x | 71 |  |  | 47 |  |  | 63 |  |  | 68 |  |  | 87 |  |  | 307 |  |  | — |  |  | — |  |  | 643 |
Less than 1.0x | 19 |  |  | 31 |  |  | 25 |  |  | 11 |  |  | 8 |  |  | 31 |  |  | — |  |  | — |  |  | 125 |
Total agricultural | $ | 209 |  |  | $ | 157 |  |  | $ | 286 |  |  | $ | 332 |  |  | $ | 413 |  |  | $ | 1,171 |  |  | $ | — |  |  | $ | — |  |  | $ | 2,568 |
Total commercial and agricultural mortgage loans: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Greater than 2.0x | $ | 220 |  |  | $ | 181 |  |  | $ | 650 |  |  | $ | 1,289 |  |  | $ | 973 |  |  | $ | 3,475 |  |  | $ | — |  |  | $ | — |  |  | $ | 6,788 |
1.8x to 2.0x | 114 |  |  | 92 |  |  | 74 |  |  | 203 |  |  | 404 |  |  | 686 |  |  | 176 |  |  | 182 |  |  | 1,931 |
1.5x to 1.8x | 521 |  |  | 222 |  |  | 771 |  |  | 27 |  |  | 120 |  |  | 1,235 |  |  | 44 |  |  | 189 |  |  | 3,129 |
1.2x to 1.5x | 803 |  |  | 612 |  |  | 631 |  |  | 571 |  |  | 113 |  |  | 1,083 |  |  | — |  |  | — |  |  | 3,813 |
1.0x to 1.2x | 218 |  |  | 529 |  |  | 706 |  |  | 261 |  |  | 87 |  |  | 666 |  |  | 322 |  |  | 36 |  |  | 2,825 |
Less than 1.0x | 19 |  |  | 40 |  |  | 536 |  |  | 61 |  |  | 8 |  |  | 134 |  |  | — |  |  | — |  |  | 798 |
Total commercial and agricultural mortgage loans | $ | 1,895 |  |  | $ | 1,676 |  |  | $ | 3,368 |  |  | $ | 2,412 |  |  | $ | 1,705 |  |  | $ | 7,279 |  |  | $ | 542 |  |  | $ | 407 |  |  | $ | 19,284 |

______________
(1)The LTV ratio is derived from current loan balance divided by the fair value of the property. The fair value of the underlying commercial properties is updated annually for each mortgage loan.
(2)The DSC ratio is calculated using the most recently reported operating income results from property operations divided by annual debt service.
(3)Residential mortgage loans are excluded from the above tables.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
LTV Ratios (1) (3)

| December 31, 2023
| Amortized Cost Basis by Origination Year
| 2023 |  | 2022 |  | 2021 |  | 2020 |  | 2019 |  | Prior |  | Revolving Loans Amortized Cost Basis |  | Revolving Loans Converted to Term Loans Amortized Cost Basis |  | Total
| (in millions)
Commercial and agricultural mortgage loans: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Commercial: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
0% - 50% | $ | 249 |  |  | $ | 164 |  |  | $ | 129 |  |  | $ | 35 |  |  | $ | — |  |  | $ | 1,557 |  |  | $ | — |  |  | $ | — |  |  | $ | 2,134 |
50% - 70% | 924 |  |  | 1,916 |  |  | 671 |  |  | 750 |  |  | 299 |  |  | 2,319 |  |  | 463 |  |  | 96 |  |  | 7,438 |
70% - 90% | 308 |  |  | 1,197 |  |  | 1,236 |  |  | 523 |  |  | 245 |  |  | 1,384 |  |  | 37 |  |  | 35 |  |  | 4,965 |
90% plus | — |  |  | — |  |  | 66 |  |  | 54 |  |  | 92 |  |  | 858 |  |  | — |  |  | — |  |  | 1,070 |
Total commercial | $ | 1,481 |  |  | $ | 3,277 |  |  | $ | 2,102 |  |  | $ | 1,362 |  |  | $ | 636 |  |  | $ | 6,118 |  |  | $ | 500 |  |  | $ | 131 |  |  | $ | 15,607 |
Agricultural: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
0% - 50% | $ | 102 |  |  | $ | 162 |  |  | $ | 191 |  |  | $ | 235 |  |  | $ | 132 |  |  | $ | 802 |  |  | $ | — |  |  | $ | — |  |  | $ | 1,624 |
50% - 70% | 60 |  |  | 146 |  |  | 152 |  |  | 201 |  |  | 58 |  |  | 288 |  |  | — |  |  | — |  |  | 905 |
70% - 90% | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | 16 |  |  | — |  |  | — |  |  | 16 |
90% plus | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |
Total agricultural | $ | 162 |  |  | $ | 308 |  |  | $ | 343 |  |  | $ | 436 |  |  | $ | 190 |  |  | $ | 1,106 |  |  | $ | — |  |  | $ | — |  |  | $ | 2,545 |
Total commercial and agricultural mortgage loans: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
0% - 50% | $ | 351 |  |  | $ | 326 |  |  | $ | 320 |  |  | $ | 270 |  |  | $ | 132 |  |  | $ | 2,359 |  |  | $ | — |  |  | $ | — |  |  | $ | 3,758 |
50% - 70% | 984 |  |  | 2,062 |  |  | 823 |  |  | 951 |  |  | 357 |  |  | 2,607 |  |  | 463 |  |  | 96 |  |  | 8,343 |
70% - 90% | 308 |  |  | 1,197 |  |  | 1,236 |  |  | 523 |  |  | 245 |  |  | 1,400 |  |  | 37 |  |  | 35 |  |  | 4,981 |
90% plus | — |  |  | — |  |  | 66 |  |  | 54 |  |  | 92 |  |  | 858 |  |  | — |  |  | — |  |  | 1,070 |
Total commercial and agricultural mortgage loans | $ | 1,643 |  |  | $ | 3,585 |  |  | $ | 2,445 |  |  | $ | 1,798 |  |  | $ | 826 |  |  | $ | 7,224 |  |  | $ | 500 |  |  | $ | 131 |  |  | $ | 18,152 |

DSC Ratios (2) (3)

| December 31, 2023
| Amortized Cost Basis by Origination Year
| 2023 |  | 2022 |  | 2021 |  | 2020 |  | 2019 |  | Prior |  | Revolving Loans Amortized Cost Basis |  | Revolving Loans Converted to Term Loans Amortized Cost Basis |  | Total
| (in millions)
Commercial and agricultural mortgage loans: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Commercial: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Greater than 2.0x | $ | 175 |  |  | $ | 693 |  |  | $ | 1,125 |  |  | $ | 1,135 |  |  | $ | 249 |  |  | $ | 3,273 |  |  | $ | — |  |  | $ | — |  |  | $ | 6,650 |
1.8x to 2.0x | — |  |  | — |  |  | 182 |  |  | 167 |  |  | 171 |  |  | 662 |  |  | 383 |  |  | 96 |  |  | 1,661 |
1.5x to 1.8x | 80 |  |  | 1,060 |  |  | 234 |  |  | — |  |  | 162 |  |  | 924 |  |  | — |  |  | — |  |  | 2,460 |
1.2x to 1.5x | 690 |  |  | 687 |  |  | 457 |  |  | — |  |  | 11 |  |  | 838 |  |  | 41 |  |  | — |  |  | 2,724 |

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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued

| December 31, 2023
| Amortized Cost Basis by Origination Year
| 2023 |  | 2022 |  | 2021 |  | 2020 |  | 2019 |  | Prior |  | Revolving Loans Amortized Cost Basis |  | Revolving Loans Converted to Term Loans Amortized Cost Basis |  | Total
| (in millions)
1.0x to 1.2x | 528 |  |  | 668 |  |  | 38 |  |  | — |  |  | 43 |  |  | 317 |  |  | 76 |  |  | 35 |  |  | 1,705 |
Less than 1.0x | 8 |  |  | 169 |  |  | 66 |  |  | 60 |  |  | — |  |  | 104 |  |  | — |  |  | — |  |  | 407 |
Total commercial | $ | 1,481 |  |  | $ | 3,277 |  |  | $ | 2,102 |  |  | $ | 1,362 |  |  | $ | 636 |  |  | $ | 6,118 |  |  | $ | 500 |  |  | $ | 131 |  |  | $ | 15,607 |
Agricultural: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Greater than 2.0x | $ | 7 |  |  | $ | 50 |  |  | $ | 36 |  |  | $ | 59 |  |  | $ | 20 |  |  | $ | 179 |  |  | $ | — |  |  | $ | — |  |  | $ | 351 |
1.8x to 2.0x | 18 |  |  | 16 |  |  | 56 |  |  | 33 |  |  | 23 |  |  | 61 |  |  | — |  |  | — |  |  | 207 |
1.5x to 1.8x | 12 |  |  | 50 |  |  | 31 |  |  | 109 |  |  | 17 |  |  | 193 |  |  | — |  |  | — |  |  | 412 |
1.2x to 1.5x | 46 |  |  | 111 |  |  | 148 |  |  | 170 |  |  | 98 |  |  | 365 |  |  | — |  |  | — |  |  | 938 |
1.0x to 1.2x | 47 |  |  | 57 |  |  | 68 |  |  | 57 |  |  | 26 |  |  | 284 |  |  | — |  |  | — |  |  | 539 |
Less than 1.0x | 32 |  |  | 24 |  |  | 4 |  |  | 8 |  |  | 6 |  |  | 24 |  |  | — |  |  | — |  |  | 98 |
Total agricultural | $ | 162 |  |  | $ | 308 |  |  | $ | 343 |  |  | $ | 436 |  |  | $ | 190 |  |  | $ | 1,106 |  |  | $ | — |  |  | $ | — |  |  | $ | 2,545 |
Total commercial and agricultural mortgage loans: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Greater than 2.0x | $ | 182 |  |  | $ | 743 |  |  | $ | 1,161 |  |  | $ | 1,194 |  |  | $ | 269 |  |  | $ | 3,452 |  |  | $ | — |  |  | $ | — |  |  | $ | 7,001 |
1.8x to 2.0x | 18 |  |  | 16 |  |  | 238 |  |  | 200 |  |  | 194 |  |  | 723 |  |  | 383 |  |  | 96 |  |  | 1,868 |
1.5x to 1.8x | 92 |  |  | 1,110 |  |  | 265 |  |  | 109 |  |  | 179 |  |  | 1,117 |  |  | — |  |  | — |  |  | 2,872 |
1.2x to 1.5x | 736 |  |  | 798 |  |  | 605 |  |  | 170 |  |  | 109 |  |  | 1,203 |  |  | 41 |  |  | — |  |  | 3,662 |
1.0x to 1.2x | 575 |  |  | 725 |  |  | 106 |  |  | 57 |  |  | 69 |  |  | 601 |  |  | 76 |  |  | 35 |  |  | 2,244 |
Less than 1.0x | 40 |  |  | 193 |  |  | 70 |  |  | 68 |  |  | 6 |  |  | 128 |  |  | — |  |  | — |  |  | 505 |
Total commercial and agricultural mortgage loans | $ | 1,643 |  |  | $ | 3,585 |  |  | $ | 2,445 |  |  | $ | 1,798 |  |  | $ | 826 |  |  | $ | 7,224 |  |  | $ | 500 |  |  | $ | 131 |  |  | $ | 18,152 |

______________
(1)The LTV ratio is derived from current loan balance divided by the fair value of the property. The fair value of the underlying commercial properties is updated annually for each mortgage loan.
(2)The DSC ratio is calculated using the most recently reported operating income results from property operations divided by annual debt service.
(3)Residential mortgage loans are excluded from the above tables.
The amortized cost of residential mortgage loans by credit quality indicator and origination year was as follows:

| December 31, 2024
| Amortized Cost Basis by Origination Year
| 2024 |  | 2023 |  | 2022 |  | 2021 |  | 2020 |  | Prior |  | Total
| (in millions)
Performance indicators: |  |  |  |  |  |  |  |  |  |  |  |  |
Performing | $ | 313 |  |  | $ | 428 |  |  | $ | 186 |  |  | $ | 133 |  |  | $ | 4 |  |  | $ | 2 |  |  | $ | 1,066 |
Nonperforming | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |
Total | $ | 313 |  |  | $ | 428 |  |  | $ | 186 |  |  | $ | 133 |  |  | $ | 4 |  |  | $ | 2 |  |  | $ | 1,066 |

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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued

| December 31, 2023
| Amortized Cost Basis by Origination Year
| 2023 |  | 2022 |  | 2021 |  | 2020 |  | 2019 |  | Prior |  | Total
| (in millions)
Performance indicators: |  |  |  |  |  |  |  |  |  |  |  |  |
Performing | $ | 98 |  |  | $ | 121 |  |  | $ | 74 |  |  | $ | 2 |  |  | $ | 1 |  |  | $ | 2 |  |  | $ | 298 |
Nonperforming | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |
Total | $ | 98 |  |  | $ | 121 |  |  | $ | 74 |  |  | $ | 2 |  |  | $ | 1 |  |  | $ | 2 |  |  | $ | 298 |

Past-Due and Nonaccrual Mortgage Loan Status
The aging analysis of past-due mortgage loans were as follows:
Age Analysis of Past Due Mortgage Loans (1)

| Accruing Loans |  | Non-accruing Loans |  | Total Loans |  | Non-accruing Loans with No Allowance |  | Interest Income on Non-accruing Loans
| Past Due |  | Current |  | Total |
| 30-59 Days |  | 60-89 Days |  | 90 Days or More |  | Total
| (in millions)
December 31, 2024: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Mortgage loans: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Commercial | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | 16,659 |  |  | $ | 16,659 |  |  | $ | 57 |  |  | $ | 16,716 |  |  | $ | — |  |  | $ | 1 |
Agricultural | 12 |  |  | 1 |  |  | 33 |  |  | 46 |  |  | 2,486 |  |  | 2,532 |  |  | 36 |  |  | 2,568 |  |  | — |  |  | — |
Residential | — |  |  | 1 |  |  | — |  |  | 1 |  |  | 1,065 |  |  | 1,066 |  |  | — |  |  | 1,066 |  |  | — |  |  | — |
Total | $ | 12 |  |  | $ | 2 |  |  | $ | 33 |  |  | $ | 47 |  |  | $ | 20,210 |  |  | $ | 20,257 |  |  | $ | 93 |  |  | $ | 20,350 |  |  | $ | — |  |  | $ | 1 |
December 31, 2023: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Mortgage loans: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Commercial | $ | 32 |  |  | $ | — |  |  | $ | — |  |  | $ | 32 |  |  | $ | 15,341 |  |  | $ | 15,373 |  |  | $ | 234 |  |  | $ | 15,607 |  |  | $ | — |  |  | $ | 7 |
Agricultural | 7 |  |  | 5 |  |  | 40 |  |  | 52 |  |  | 2,474 |  |  | 2,526 |  |  | 19 |  |  | 2,545 |  |  | — |  |  | — |
Residential | — |  |  | — |  |  | — |  |  | — |  |  | 298 |  |  | 298 |  |  | — |  |  | 298 |  |  | — |  |  | — |
Total | $ | 39 |  |  | $ | 5 |  |  | $ | 40 |  |  | $ | 84 |  |  | $ | 18,113 |  |  | $ | 18,197 |  |  | $ | 253 |  |  | $ | 18,450 |  |  | $ | — |  |  | $ | 7 |

______________
(1)Amounts presented at amortized cost basis.
As of December 31, 2024 and 2023, the amortized cost of problem mortgage loans that had been classified as non-accrual loans were $36 million and $127 million, respectively.
Troubled Debt Restructuring
There were no TDRs during the three months ended December 31, 2024. There was one TDR during the year ended December 31, 2024. The Company granted a modification splitting the commercial mortgage loan into two notes. One note retaining the original loan terms and the second note with an increased interest rate to market terms and required management of excess cash. The loan has an amortized cost of $65 million. The impact to Investment income or gains (losses) as a result of this modification for the year ended December 31, 2024 was not material to the consolidated financial statements.
During 2023, the Company granted modification of interest rates on four commercial mortgage loans, but not to market terms and required management of excess cash. The loans have an amortized cost of $228 million which represents 1.5% of total commercial mortgage loans. Two of the four loans also have term extensions of 17 months to 4 years. The impact to Investment income or gains (losses) as a result of these modifications in 2023 was not material to the Consolidated Financial Statements.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
The above modifications are performing in accordance with their restructured terms.
During the year ended December 31, 2022, the Company identified an immaterial amount of TDRs. For the accounting policy pertaining to our TDRs, see Note 2 of the Notes to these Consolidated Financial Statements.
Equity Securities
The breakdown of unrealized and realized gains and (losses) on equity securities was as follows:
Unrealized and Realized Gains (Losses) from Equity Securities

|  | Year Ended December 31,
|  |  |  | 2024 |  | 2023 | 2022
|  |  |  | (in millions)
Net investment gains (losses) recognized during the period on securities held at the end of the period |  |  |  | $ | 21 |  |  | $ | 35 |  | $ | (114) |
Net investment gains (losses) recognized on securities sold during the period |  |  |  | — |  |  | (8) |  | (36) |
Unrealized and realized gains (losses) on equity securities |  |  |  | $ | 21 |  |  | $ | 27 |  | $ | (150) |

Trading Securities
As of December 31, 2024 and 2023, respectively, the fair value of the Company’s trading securities was $1.1 billion and $1.1 billion. As of December 31, 2024 and 2023, respectively, trading securities included the General Account’s investment in Separate Accounts had carrying values of $64 million and $49 million.
The breakdown of net investment income (loss) from trading securities was as follows:
Net Investment Income (Loss) from Trading Securities

|  |  | Year Ended December 31,
|  |  |  |  | 2024 |  | 2023 |  | 2022
|  |  |  |  | (in millions)
Net investment gains (losses) recognized during the period on securities held at the end of the period |  |  |  |  | $ | 86 |  |  | $ | 82 |  |  | $ | (198) |
Net investment gains (losses) recognized on securities sold during the period |  |  |  |  | 2 |  |  | (5) |  |  | — |
Unrealized and realized gains (losses) on trading securities |  |  |  |  | 88 |  |  | 77 |  |  | (198) |
Interest and dividend income from trading securities |  |  |  |  | 71 |  |  | 33 |  |  | 29 |
Net investment income (loss) from trading securities |  |  |  |  | $ | 159 |  |  | $ | 110 |  |  | $ | (169) |

Fixed maturities, at fair value using the fair value option
The breakdown of net investment income (loss) from fixed maturities, at fair value using the fair value option were as follows:
Net Investment Income (Loss) from Fixed Maturities, at Fair Value using the Fair Value Option

|  |  | Year Ended December 31,
|  |  |  |  | 2024 |  | 2023 |  | 2022
|  |  |  |  | (in millions)
Net investment gains (losses) recognized during the period on securities held at the end of the period |  |  |  |  | $ | 6 |  |  | $ | 23 |  |  | $ | (14) |
Net investment gains (losses) recognized on securities sold during the period |  |  |  |  | (18) |  |  | (19) |  |  | 2 |
Unrealized and realized gains (losses) from fixed maturities |  |  |  |  | (12) |  |  | 4 |  |  | (12) |
Interest and dividend income from fixed maturities |  |  |  |  | 45 |  |  | 10 |  |  | 7 |
Net investment income (loss) from fixed maturities |  |  |  |  | $ | 33 |  |  | $ | 14 |  |  | $ | (5) |

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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
Net Investment Income (Loss)
The following table breaks out net investment income (loss) by asset category:

| Year Ended December 31,
| 2024 |  | 2023 |  | 2022
| (in millions)
Fixed maturities | $ | 3,484 |  |  | $ | 3,107 |  |  | $ | 2,625 |
Mortgage loans on real estate | 973 |  |  | 806 |  |  | 587 |
Other equity investments | 138 |  |  | 77 |  |  | 134 |
Policy loans | 225 |  |  | 216 |  |  | 215 |
Trading securities | 159 |  |  | 110 |  |  | (169) |
Other investment income | 13 |  |  | 98 |  |  | 33 |
Fixed maturities, at fair value using the fair value option | 33 |  |  | 14 |  |  | (5) |
Gross investment income (loss) | 5,025 |  |  | 4,428 |  |  | 3,420 |
Investment expenses | (129) |  |  | (108) |  |  | (105) |
Net investment income (loss) | $ | 4,896 |  |  | $ | 4,320 |  |  | $ | 3,315 |

Investment Gains (Losses), Net
Investment gains (losses), net, including changes in the valuation allowances and credit losses are as follows:

| Year Ended December 31,
| 2024 |  | 2023 |  | 2022
| (in millions)
Fixed maturities | $ | (58) |  |  | $ | (563) |  |  | $ | (868) |
Mortgage loans on real estate | (77) |  |  | (151) |  |  | (66) |
Other equity investments | — |  |  | — |  |  | — |
Other | 2 |  |  | 1 |  |  | (11) |
Investment gains (losses), net | $ | (133) |  |  | $ | (713) |  |  | $ | (945) |

For the years ended December 31, 2024, 2023 and 2022, respectively, investment results passed through to certain participating group annuity contracts as interest credited to policyholders’ account balances totaled $2 million, $1 million and $1 million.
4) DERIVATIVES
The Company uses derivatives as part of its overall asset/liability risk management primarily to reduce exposures to equity market and interest rate risks. Derivative hedging strategies are designed to reduce these risks from an economic perspective and are all executed within the framework of a “Derivative Use Plan” approved by applicable states’ insurance law. Derivatives are generally not accounted for using hedge accounting, with the exception of TIPS and cash flow hedges, which are discussed further below. Operation of these hedging programs is based on models involving numerous estimates and assumptions, including, among others, mortality, lapse, surrender and withdrawal rates, election rates, fund performance, market volatility and interest rates. A wide range of derivative contracts are used in these hedging programs, including exchange traded equity, currency and interest rate futures contracts, total return and/or other equity swaps, interest rate swap and floor contracts, bond and bond-index total return swaps, swaptions, variance swaps and equity options, credit and foreign exchange derivatives, as well as bond and repo transactions to support the hedging. The derivative contracts are collectively managed in an effort to reduce the economic impact of unfavorable changes in guaranteed benefits’ exposures attributable to movements in capital markets. In addition, as part of its hedging strategy, the Company targets an asset level for all variable annuity products at or above a CTE98 level under most economic scenarios (CTE is a statistical measure of tail risk which quantifies the total asset requirement to sustain a loss if an event outside a given probability level has occurred. CTE98 denotes the financial resources a company would need to cover the average of the worst 2% of scenarios.)
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
Derivatives Utilized to Hedge Exposure to Variable Annuities with Guarantee Features
The Company has issued and continues to offer variable annuity products with GMxB features which are accounted for as MRBs. The risk associated with the GMDB feature is that under-performance of the financial markets could result in GMDB benefits, in the event of death, being higher than what accumulated policyholders’ account balances would support. The risk associated with the GMIB feature is that under-performance of the financial markets could result in the present value of GMIB, in the event of annuitization, being higher than what accumulated policyholders’ account balances would support, taking into account the relationship between current annuity purchase rates and the GMIB guaranteed annuity purchase rates. The risk associated with products that have a GMxB feature and are accounted for as MRBs is that under-performance of the financial markets could result in the GMxB features benefits being higher than what accumulated policyholders’ account balances would support.
For GMxB features, the Company retains certain risks including basis, credit spread, and some volatility risk and risk associated with actual experience compared to expected actuarial assumptions for mortality, lapse and surrender, withdrawal and policyholder election rates, among other things. The derivative contracts are managed to correlate with changes in the value of the GMxB features that result from financial markets movements. A portion of exposure to realized equity volatility is hedged using equity options and variance swaps and a portion of exposure to credit risk is hedged using total return swaps on fixed income indices. Additionally, the Company is party to total return swaps for which the reference U.S. Treasury securities are contemporaneously purchased from the market and sold to the swap counterparty. As these transactions result in a transfer of control of the U.S. Treasury securities to the swap counterparty, the Company derecognizes these securities with consequent gain or loss from the sale. The Company has also purchased reinsurance contracts to mitigate the risks associated with GMDB features and the impact of potential market fluctuations on future policyholder elections of GMIB features contained in certain annuity contracts issued by the Company. The reinsurance of these features is accounted for as purchased MRBs. In addition, on June 1, 2021, we ceded legacy variable annuity policies sold by Equitable Financial between 2006-2008 (the “Block”), comprised of non-New York “Accumulator” policies containing fixed rate GMIB and/or GMDB guarantees to CS Life. As this contract provides full risk transfer and thus has the same risk attributes as the underlying direct contracts, the benefits of this treaty are accounted for in the same manner as the underlying gross reserves and therefore the amounts due from reinsurers related to excess benefits are accounted for as purchased MRBs.
The Company has in place an economic hedge program using U.S. Treasury futures to partially protect the overall profitability of future variable annuity sales against declining interest rates.
Derivatives Utilized to Hedge Crediting Rate Exposure on SCS, SIO, MSO and IUL Products/Investment Options
The Company hedges crediting rates in the SCS variable annuity, SIO in the EQUI-VEST variable annuity series, MSO in the variable life insurance products and IUL insurance products. These products permit the contract owner to participate in the performance of an index, ETF or commodity price movement up to a cap for a set period of time. They also contain a protection feature, in which the Company will absorb, up to a certain percentage, the loss of value in an index, ETF or commodity price, which varies by product segment.
In order to support the returns associated with these features, the Company enters into derivative contracts whose payouts, in combination with fixed income investments, emulate those of the index, ETF or commodity price, subject to caps and buffers, thereby substantially reducing any exposure to market-related earnings volatility.
Derivatives Used to Hedge Equity Market Risks Associated with the General Account’s Seed Money Investments in Retail Mutual Funds
The Company’s General Account seed money investments in retail mutual funds expose us to market risk, including equity market risk which is partially hedged through equity-index futures contracts to minimize such risk.
Derivatives Used for General Account Investment Portfolio
The Company purchased CDS to mitigate its exposure to a reference entity through cash positions. These positions do not replicate credit spreads.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
The Company purchased 30-year TIPS and other sovereign bonds, both inflation linked and non-inflation linked, as General Account investments and enters into asset or cross-currency basis swaps, to result in payment of the given bond’s coupons and principal at maturity in the bond’s specified currency to the swap counterparty in return for fixed dollar amounts. These swaps, when considered in combination with the bonds, together result in a net position that is intended to replicate a dollar-denominated fixed-coupon cash bond with a yield higher than a term-equivalent U.S. Treasury bond.
Derivatives Utilized to Hedge Exposure to Foreign Currency Denominated Cash Flows
The Company purchases private placement debt securities and issues funding agreements in the FABN program in currencies other than its functional U.S. dollar currency. The Company enters into cross currency swaps with external counterparties to hedge the exposure of the foreign currency denominated cash flows of these instruments. The foreign currency received from or paid to the cross currency swap counterparty is exchanged for fixed U.S. dollar amounts with improved net investment yields or net product costs over equivalent U.S. dollar denominated instruments issued at that time. The transactions are accounted for as cash flow hedges when they are designated in hedging relationships and qualify for hedge accounting.
These cross currency swaps are for the period the foreign currency denominated private placement debt securities and funding agreement are outstanding, with the longest cross currency swap expiring in 2033. Since these cross currency swaps are designated and qualify as cash flow hedges, the corresponding interest accruals are recognized in Net investment income and in interest credited to policyholders’ account balances.
The tables below present quantitative disclosures about the Company’s derivative instruments designated in hedging relationships and derivative instruments which have not been designated in hedging relationships, including those embedded in other contracts required to be accounted for as derivative instruments.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
The following table presents the gross notional amount and fair value of the Company’s derivatives:
Derivative Instruments by Category

| December 31, 2024 |  | December 31, 2023 |  |
|  |  | Fair Value |  |  |  | Fair Value |  |
| Notional Amount |  | Derivative Assets |  | Derivative Liabilities |  | Net Derivatives |  | Notional Amount |  | Derivative Assets |  | Derivative Liabilities |  | Net Derivatives |  |
| (in millions) |
Derivatives: designated for hedge accounting (1) |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Cash flow hedges: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Currency swaps | $ | 2,940 |  |  | $ | 111 |  |  | $ | 95 |  |  | $ | 16 |  |  | $ | 2,358 |  |  | $ | 79 |  |  | $ | 90 |  |  | $ | (11) |  |  |
Interest swaps | 952 |  |  | — |  |  | 306 |  |  | (306) |  |  | 952 |  |  | — |  |  | 311 |  |  | (311) |  |  |
Total: designated for hedge accounting | 3,892 |  |  | 111 |  |  | 401 |  |  | (290) |  |  | 3,310 |  |  | 79 |  |  | 401 |  |  | (322) |  |  |
Derivatives: not designated for hedge accounting (1) |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Equity contracts: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Futures | 14,530 |  |  | 3 |  |  | — |  |  | 3 |  |  | 7,877 |  |  | — |  |  | 4 |  |  | (4) |  |  |
Swaps | 16,264 |  |  | 65 |  |  | 19 |  |  | 46 |  |  | 15,021 |  |  | 53 |  |  | 10 |  |  | 43 |  |  |
Options | 70,685 |  |  | 20,647 |  |  | 4,319 |  |  | 16,328 |  |  | 53,927 |  |  | 13,213 |  |  | 3,129 |  |  | 10,084 |  |  |
Interest rate contracts: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Futures | 9,310 |  |  | — |  |  | — |  |  | — |  |  | 8,094 |  |  | — |  |  | — |  |  | — |  |  |
Swaps | 672 |  |  | — |  |  | 41 |  |  | (41) |  |  | 2,887 |  |  | 118 |  |  | 2 |  |  | 116 |  |  |
Credit contracts: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Credit default swaps | 275 |  |  | 12 |  |  | 10 |  |  | 2 |  |  | 242 |  |  | 9 |  |  | 6 |  |  | 3 |  |  |
Currency contracts: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Currency swaps | 828 |  |  | 26 |  |  | — |  |  | 26 |  |  | 823 |  |  | — |  |  | 27 |  |  | (27) |  |  |
Currency forwards | 28 |  |  | 17 |  |  | 17 |  |  | — |  |  | 36 |  |  | 20 |  |  | 21 |  |  | (1) |  |  |
Other freestanding contracts: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Margin | — |  |  | 796 |  |  | — |  |  | 796 |  |  | — |  |  | 468 |  |  | — |  |  | 468 |  |  |
Collateral | — |  |  | 137 |  |  | 16,908 |  |  | (16,771) |  |  | — |  |  | 75 |  |  | 9,232 |  |  | (9,157) |  |  |
Total: not designated for hedge accounting | 112,592 |  |  | 21,703 |  |  | 21,314 |  |  | 389 |  |  | 88,907 |  |  | 13,956 |  |  | 12,431 |  |  | 1,525 |  |  |
Embedded derivatives: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
SCS, SIO, MSO and IUL indexed features (2) | — |  |  | — |  |  | 17,212 |  |  | (17,212) |  |  | — |  |  | — |  |  | 10,745 |  |  | (10,745) |  |  |
Total embedded derivatives | — |  |  | — |  |  | 17,212 |  |  | (17,212) |  |  | — |  |  | — |  |  | 10,745 |  |  | (10,745) |  |  |
Total derivative instruments | $ | 116,484 |  |  | $ | 21,814 |  |  | $ | 38,927 |  |  | $ | (17,113) |  |  | $ | 92,217 |  |  | $ | 14,035 |  |  | $ | 23,577 |  |  | $ | (9,542) |  |  |

______________
(1)Reported in other invested assets in the consolidated balance sheets.
(2)Reported in policyholders’ account balances in the consolidated balance sheets.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
The following table presents the effects of derivative instruments on the consolidated statements of income and comprehensive income (loss):
Derivative Instruments by Category

| Year Ended December 31, 2024 |  | Year Ended December 31, 2023
| Net Derivatives Gain (Losses) (1) |  | Net Investment Income | Interest Credited To Policyholders Account Balances |  | AOCI |  | Net Derivatives Gain (Losses) (1) |  | Net Investment Income | Interest Credited To Policyholders Account Balances |  | AOCI
| (in millions)
Derivatives: designated for hedge accounting |  |  |  |  |  |  |  |  |  |  |  |  |
Cash flow hedges: |  |  |  |  |  |  |  |  |  |  |  |  |
Currency swaps | $ | (10) |  |  | $ | 16 |  | $ | (49) |  |  | $ | 77 |  |  | $ | (4) |  |  | $ | 13 |  | $ | (23) |  |  | $ | (12) |
Interest swaps | — |  |  | (11) |  | — |  |  | 32 |  |  | (18) |  |  | 58 |  | — |  |  | (40) |
Total: designated for hedge accounting | (10) |  |  | 5 |  | (49) |  |  | 109 |  |  | (22) |  |  | 71 |  | (23) |  |  | (52) |
Derivatives: not Designated for hedge accounting |  |  |  |  |  |  |  |  |  |  |  |  |
Equity contracts: |  |  |  |  |  |  |  |  |  |  |  |  |
Futures | 358 |  |  | — |  | — |  |  | — |  |  | (73) |  |  | — |  | — |  |  | — |
Swaps | (1,831) |  |  | — |  | — |  |  | — |  |  | (1,990) |  |  | — |  | — |  |  | — |
Options | 6,597 |  |  | — |  | — |  |  | — |  |  | 5,711 |  |  | — |  | — |  |  | — |
Interest rate contracts: |  |  |  |  |  |  |  |  |  |  |  |  |
Futures | (121) |  |  | — |  | — |  |  | — |  |  | 39 |  |  | — |  | — |  |  | — |
Swaps | (322) |  |  | — |  | — |  |  | — |  |  | 12 |  |  | — |  | — |  |  | — |
Credit contracts: |  |  |  |  |  |  |  |  |  |  |  |  |
Credit default swaps | (3) |  |  | — |  | — |  |  | — |  |  | (7) |  |  | — |  | — |  |  | — |
Currency contracts: |  |  |  |  |  |  |  |  |  |  |  |  |
Currency swaps | 29 |  |  | — |  | — |  |  | — |  |  | (23) |  |  | — |  | — |  |  | — |
Currency forwards | 2 |  |  | — |  | — |  |  | — |  |  | — |  |  | — |  | — |  |  | — |
Other freestanding contracts: |  |  |  |  |  |  |  |  |  |  |  |  |
Margin | — |  |  | — |  | — |  |  | — |  |  | — |  |  | — |  | — |  |  | — |
Collateral | — |  |  | — |  | — |  |  | — |  |  | — |  |  | — |  | — |  |  | — |
Total: not designated for hedge accounting | 4,709 |  |  | — |  | — |  |  | — |  |  | 3,669 |  |  | — |  | — |  |  | — |
Embedded derivatives: |  |  |  |  |  |  |  |  |  |  |  |  |
SCS, SIO,MSO and IUL indexed features | (7,250) |  |  | — |  | — |  |  | — |  |  | (6,044) |  |  | — |  | — |  |  | — |
Total embedded derivatives | (7,250) |  |  | — |  | — |  |  | — |  |  | (6,044) |  |  | — |  | — |  |  | — |
Total derivative instruments | $ | (2,551) |  |  | $ | 5 |  | $ | (49) |  |  | $ | 109 |  |  | $ | (2,397) |  |  | $ | 71 |  | $ | (23) |  |  | $ | (52) |

______________
(1)Reported in net derivative gains (losses) in the consolidated statements of income (loss).
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued

| Year Ended December 31, 2022 |  |
| Net Derivatives Gain (Losses) (1) |  | Net Investment Income | Interest Credited To Policyholders Account Balances |  | AOCI |  |  |  |  |  |  |
| (in millions)
Derivatives: designated for hedge accounting |  |  |  |  |  |  |  |  |  |  |  |  |
Cash flow hedges: |  |  |  |  |  |  |  |  |  |  |  |  |
Currency swaps | $ | 19 |  |  | $ | 7 |  | $ | (4) |  |  | $ | 24 |  |  |  |  |  |  |  |
Interest swaps | (86) |  |  | — |  | — |  |  | 206 |  |  |  |  |  |  |  |
Total: designated for hedge accounting | (67) |  |  | 7 |  | (4) |  |  | 230 |  |  |  |  |  |  |  |
Derivatives: not Designated for hedge accounting |  |  |  |  |  |  |  |  |  |  |  |  |
Equity contracts: |  |  |  |  |  |  |  |  |  |  |  |  |
Futures | 285 |  |  | — |  | — |  |  | — |  |  |  |  |  |  |  |
Swaps | 2,644 |  |  | — |  | — |  |  | — |  |  |  |  |  |  |  |
Options | (2,750) |  |  | — |  | — |  |  | — |  |  |  |  |  |  |  |
Interest rate contracts: |  |  |  |  |  |  |  |  |  |  |  |  |
Futures | (1,688) |  |  | — |  | — |  |  | — |  |  |  |  |  |  |  |
Swaps | (492) |  |  | — |  | — |  |  | — |  |  |  |  |  |  |  |
Credit contracts: |  |  |  |  |  |  |  |  |  |  |  |  |
Credit default swaps | 7 |  |  | — |  | — |  |  | — |  |  |  |  |  |  |  |
Currency contracts: |  |  |  |  |  |  |  |  |  |  |  |  |
Currency swaps | 10 |  |  | — |  | — |  |  | — |  |  |  |  |  |  |  |
Currency forwards | 3 |  |  | — |  | — |  |  | — |  |  |  |  |  |  |  |
Total: not designated for hedge accounting | (1,981) |  |  | — |  | — |  |  | — |  |  |  |  |  |  |  |
Embedded derivatives: |  |  |  |  |  |  |  |  |  |  |  |  |
SCS, SIO,MSO and IUL indexed features | 2,955 |  |  | — |  | — |  |  | — |  |  |  |  |  |  |  |
Total embedded derivatives | 2,955 |  |  | — |  | — |  |  | — |  |  |  |  |  |  |  |
Total derivative instruments (1) | $ | 907 |  |  | $ | 7 |  | $ | (4) |  |  | $ | 230 |  |  |  |  |  |  |  |

______________
(1)Reported in net derivative gains (losses) in the consolidated statements of income (loss).
.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
The following table presents a roll-forward of cash flow hedges recognized in AOCI:
Roll-forward of Cash flow hedges in AOCI

|  | Year Ended December 31,
|  |  |  |  | 2024 |  | 2023 |  | 2022
|  |  |  |  | (in millions)
Balance, beginning of period |  |  |  |  | $ | (29) |  |  | $ | 22 |  |  | $ | (208) |
Amount recorded in AOCI |  |  |  |  |  |  |  |  |
Currency swaps |  |  |  |  | 37 |  |  | (23) |  |  | 29 |
Interest swaps |  |  |  |  | 5 |  |  | (17) |  |  | 102 |
Total amount recorded in AOCI |  |  |  |  | 42 |  |  | (40) |  |  | 131 |
Amount reclassified from (to) income to AOCI |  |  |  |  |  |  |  |  |
Currency swaps (1) |  |  |  |  | 40 |  |  | 11 |  |  | (5) |
Interest swaps (1) |  |  |  |  | 27 |  |  | (22) |  |  | 104 |
Total amount reclassified from (to) income to AOCI |  |  |  |  | 67 |  |  | (11) |  |  | 99 |
Balance, end of period (2) |  |  |  |  | $ | 80 |  |  | $ | (29) |  |  | $ | 22 |

______________
(1) Currency swaps income is reported in Net investment income in the consolidated statements of income (loss). Interest swaps income is reported in net derivative gains (losses) in the consolidated statements of income (loss).
(2) The Company does not estimate the amount of the deferred losses in AOCI at December 31, 2024, 2023 and 2022 which will be released and reclassified into net income (loss) over the next 12 months as the amounts cannot be reasonably estimated.
Equity-Based and Treasury Futures Contracts Margin
All outstanding equity-based and treasury futures contracts as of December 31, 2024 and 2023 are exchange-traded and net settled daily in cash. As of December 31, 2024 and 2023, respectively, the Company had open exchange-traded futures positions on: (i) the S&P 500, Nasdaq, Russell 2000 and Emerging Market indices, having initial margin requirements of $704 million and $369 million, (ii) the 2-year, 5-year and 10-year U.S. Treasury Notes on U.S. Treasury bonds and ultra-long bonds, having initial margin requirements of $99 million and $120 million, and (iii) the Euro Stoxx, FTSE 100, Topix, ASX 200 and EAFE indices as well as corresponding currency futures on the Euro/U.S. dollar, Pound/U.S. dollar, Australian dollar/U.S. dollar, and Yen/U.S. dollar, having initial margin requirements of $11 million and $14 million.
Collateral Arrangements
The Company generally has executed a CSA under the ISDA Master Agreement it maintains with each of its OTC derivative counterparties that requires both posting and accepting collateral either in the form of cash or high-quality securities, such as U.S. Treasury securities, U.S. government and government agency securities and investment grade corporate bonds. The Company nets the fair value of all derivative financial instruments with counterparties for which an ISDA Master Agreement and related CSA have been executed. As of December 31, 2024 and 2023, respectively, the Company held $16.9 billion and $9.2 billion in cash and securities collateral delivered by trade counterparties, representing the fair value of the related derivative agreements. The unrestricted cash collateral is reported in other invested assets. The Company posted collateral of $137 million and $75 million as of December 31, 2024 and 2023, respectively, in the normal operation of its collateral arrangements. The Company is exposed to losses in the event of non-performance by counterparties to financial derivative transactions with a positive fair value. The Company manages credit risk by: (i) entering into derivative transactions with highly rated major international financial institutions and other creditworthy counterparties governed by master netting agreements, as applicable; (ii) trading through central clearing and OTC parties; (iii) obtaining collateral, such as cash and securities, when appropriate; and (iv) setting limits on single party credit exposures which are subject to periodic management review.
Substantially all of the Company’s derivative agreements have zero thresholds which require daily full collateralization by the party in a liability position. In addition, certain of the Company’s derivative agreements contain credit-risk related contingent features; if the credit rating of one of the parties to the derivative agreement is to fall below a certain level, the party with positive fair value could request termination at the then fair value or demand immediate full collateralization from the party whose credit rating fell and is in a net liability position.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
As of December 31, 2024 and 2023, there were no net liability derivative positions with counterparties with credit risk-related contingent features whose credit rating has fallen. All derivatives have been appropriately collateralized by the Company or the counterparty in accordance with the terms of the derivative agreements.
The following tables present information about the Company’s offsetting of financial assets and liabilities and derivative instruments:
Offsetting of Financial Assets and Liabilities and Derivative Instruments
As of December 31, 2024

| Gross Amount Recognized |  | Gross Amount Offset in the Balance Sheets |  | Net Amount Presented in the Balance Sheets |  | Gross Amount not Offset in the Balance Sheets (3) |  | Net Amount
| (in millions)
Assets: |  |  |  |  |  |  |  |  |
Derivative assets (1) | $ | 21,814 |  |  | $ | 14,924 |  |  | $ | 6,890 |  |  | $ | (6,080) |  |  | $ | 810 |
Secured lending | 137 |  |  | — |  |  | 137 |  |  | — |  |  | 137 |
Other financial assets | 1,510 |  |  | — |  |  | 1,510 |  |  | — |  |  | 1,510 |
Other invested assets | $ | 23,461 |  |  | $ | 14,924 |  |  | $ | 8,537 |  |  | $ | (6,080) |  |  | $ | 2,457 |
Liabilities: |  |  |  |  |  |  |  |  |
Derivative liabilities (2) | $ | 15,634 |  |  | $ | 14,924 |  |  | $ | 710 |  |  | $ | — |  |  | $ | 710 |
Secured lending | 137 |  |  | — |  |  | $ | 137 |  |  | — |  |  | 137 |
Other financial liabilities | 6,288 |  |  | — |  |  | 6,288 |  |  | — |  |  | 6,288 |
Other liabilities | $ | 22,059 |  |  | $ | 14,924 |  |  | $ | 7,135 |  |  | $ | — |  |  | $ | 7,135 |

______________
(1)Excludes Asset Management segment’s derivative assets of consolidated VIEs/VOEs.
(2)Excludes Asset Management segment’s derivative liabilities of consolidated VIEs/VOEs.
(3)Financial instruments/collateral sent (held).
As of December 31, 2023

| Gross Amount Recognized |  | Gross Amount Offset in the Balance Sheets |  | Net Amount Presented in the Balance Sheets |  | Gross Amount not Offset in the Balance Sheets (3) |  | Net Amount |  |
| (in millions) |  |
Assets: |  |  |  |  |  |  |  |  |  |  |
Derivative assets (1) | $ | 14,036 |  |  | $ | 9,543 |  |  | $ | 4,493 |  |  | $ | (3,254) |  |  | $ | 1,239 |  |  |
Secured Lending | 116 |  |  | — |  |  | 116 |  |  | — |  |  | 116 |  |  |
Other financial assets | 2,110 |  |  | — |  |  | 2,110 |  |  | — |  |  | 2,110 |  |  |
Other invested assets | $ | 16,262 |  |  | $ | 9,543 |  |  | $ | 6,719 |  |  | $ | (3,254) |  |  | $ | 3,465 |  |  |
Liabilities: |  |  |  |  |  |  |  |  |  |  |
Derivative liabilities (2) | $ | 9,579 |  |  | $ | 9,543 |  |  | $ | 36 |  |  | $ | — |  |  | $ | 36 |  |  |
Secured Lending | 116 |  |  | — |  |  | 116 |  |  | — |  |  | 116 |  |  |
Other financial liabilities | 5,936 |  |  | — |  |  | 5,936 |  |  | — |  |  | 5,936 |  |  |
Other liabilities | $ | 15,631 |  |  | $ | 9,543 |  |  | $ | 6,088 |  |  | $ | — |  |  | $ | 6,088 |  |  |

______________
(1)Excludes Asset Management segment’s derivative assets of consolidated VIEs/VOEs.
(2)Excludes Asset Management segment’s derivative liabilities of consolidated VIEs/VOEs.
(3)Financial instruments sent (held).
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
5) GOODWILL AND OTHER INTANGIBLE ASSETS
Goodwill
Goodwill represents the excess of purchase price over the estimated fair value of identifiable net assets acquired in a business combination. The Company tests goodwill for recoverability each annual reporting period at December 31 and at interim periods if facts or circumstances are indicative of potential impairment.
The carrying value of goodwill from the Company’s Asset Management reporting unit totaled $5.1 billion and $5.1 billion at December 31, 2024 and 2023, resulting from its investment in AB as well as direct strategic acquisitions of AB, including its purchases of Sanford C. Bernstein, Inc and CarVal.
On November 22, 2022, AB and Société Générale, a leading European bank, announced plans to form a joint venture combining their respective cash equities and research businesses, as such AB’s Bernstein Research Services business was classified as held-for-sale and $170 million of goodwill recorded was allocated to the held-for-sale disposal group. See Note 25 of the Notes to these Consolidated Financial Statements for additional information.
As of December 31, 2024 and 2023, the Company’s annual testing resulted in no impairment of this goodwill, as the fair value of the reporting unit exceeded its carrying amount at each respective date.
Other Intangible Assets
The Company’s intangible assets primarily relate to amounts assigned to acquired investment management contracts based on their estimated fair values at the time of acquisition, less accumulated amortization.
The gross carrying amount of AB-related intangible assets was $1.2 billion as of December 31, 2024 and $1.2 billion as of December 31, 2023, and the accumulated amortization of these intangible assets was $970 million and $911 million as of December 31, 2024 and 2023, respectively. Amortization expense for AB-related intangible assets totaled $59 million, $58 million, and $43 million for 2024, 2023 and 2022, respectively. Estimated annual amortization expense for each of the next five years is approximately $58 million, $58 million, $37 million, $26 million and $24 million, respectively.
The Company reviews indefinite-lived intangible assets for impairment when events or changes in circumstances indicate that the carrying value may not be recoverable. This test is performed at least annually or as triggering events occur. During the fourth quarter of 2024, AB performed an assessment which indicated an impairment of the intangible assets associated with AB’s various smaller historical acquisitions that were other than temporary. Due to the loss of certain investment management contracts, the carrying value of the finite-lived intangible assets exceeded the fair value of the contracts. As such, an impairment charge of $4 million was recorded in Other operating costs and expenses in the consolidated income statement. As of December 31, 2023, the Company’s impairment assessment indicated that our intangible assets were not impaired.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
6) CLOSED BLOCK
As a result of demutualization, the Company’s Closed Block was established in 1992 for the benefit of certain individual participating policies that were in force on that date. Assets, liabilities and earnings of the Closed Block are specifically identified to support its participating policyholders.
Assets allocated to the Closed Block inure solely to the benefit of the Closed Block policyholders and will not revert to the benefit of the Company. No reallocation, transfer, borrowing or lending of assets can be made between the Closed Block and other portions of the Company’s General Account, any of its Separate Accounts or any affiliate of the Company without the approval of the NYDFS. Closed Block assets and liabilities are carried on the same basis as similar assets and liabilities held in the General Account.
The excess of Closed Block liabilities over Closed Block assets (adjusted to exclude the impact of related amounts in AOCI) represents the expected maximum future post-tax earnings from the Closed Block that would be recognized in income from continuing operations over the period the policies and contracts in the Closed Block remain in force. As of January 1, 2001, the Company has developed an actuarial calculation of the expected timing of the Closed Block’s earnings.
If the actual cumulative earnings from the Closed Block are greater than the expected cumulative earnings, only the expected earnings will be recognized in net income. Actual cumulative earnings in excess of expected cumulative earnings at any point in time are recorded as a policyholder dividend obligation because they will ultimately be paid to Closed Block policyholders as an additional policyholder dividend unless offset by future performance that is less favorable than originally expected. If a policyholder dividend obligation has been previously established and the actual Closed Block earnings in a subsequent period are less than the expected earnings for that period, the policyholder dividend obligation would be reduced (but not below zero). If, over the period the policies and contracts in the Closed Block remain in force, the actual cumulative earnings of the Closed Block are less than the expected cumulative earnings, only actual earnings would be recognized in income from continuing operations. If the Closed Block has insufficient funds to make guaranteed policy benefit payments, such payments will be made from assets outside the Closed Block.
Many expenses related to Closed Block operations, including amortization of DAC, are charged to operations outside of the Closed Block; accordingly, net revenues of the Closed Block do not represent the actual profitability of the Closed Block operations. Operating costs and expenses outside of the Closed Block are, therefore, disproportionate to the business outside of the Closed Block.
Summarized financial information for the Company’s Closed Block is as follows:

| December 31,
| 2024 |  | 2023
| (in millions)
Closed Block Liabilities: |  |  |
Future policy benefits, policyholders’ account balances and other | $ | 5,213 |  |  | $ | 5,461 |
Other liabilities | 62 |  |  | 57 |
Total Closed Block liabilities | 5,275 |  |  | 5,518 |
Assets Designated to the Closed Block: |  |  |
Fixed maturities AFS, at fair value (amortized cost of $2,888 and $2,945) (allowance for credit losses of $0 and $0) | 2,746 |  |  | 2,800 |
Mortgage loans on real estate (net of allowance for credit losses of $21 and $13) | 1,531 |  |  | 1,612 |
Policy loans | 523 |  |  | 554 |
Cash and other invested assets | 17 |  |  | 58 |
Other assets | 130 |  |  | 150 |
Total assets designated to the Closed Block | 4,947 |  |  | 5,174 |

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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued

| December 31,
| 2024 |  | 2023
Excess of Closed Block liabilities over assets designated to the Closed Block | 328 |  |  | 344 |
Amounts included in AOCI: |  |  |
Net unrealized investment gains (losses), net of policyholders’ dividend obligation: $0 and $0; and net of income tax: $30 and $31 | (112) |  |  | (115) |
Maximum future earnings to be recognized from Closed Block assets and liabilities | $ | 216 |  |  | $ | 229 |

The Company’s Closed Block revenues and expenses were as follows:

|  |  | Year Ended December 31,
|  |  |  |  | 2024 |  | 2023 |  | 2022
|  |  |  |  | (in millions)
Revenues: |  |  |  |  |  |  |  |  |
Premiums and other income |  |  |  |  | $ | 109 |  |  | $ | 115 |  |  | $ | 125 |
Net investment income (loss) |  |  |  |  | 204 |  |  | 209 |  |  | 221 |
Investment gains (losses), net |  |  |  |  | (9) |  |  | (8) |  |  | (3) |
Total revenues |  |  |  |  | 304 |  |  | 316 |  |  | 343 |
Benefits and Other Deductions: |  |  |  |  |  |  |  |  |
Policyholders’ benefits and dividends |  |  |  |  | 286 |  |  | 309 |  |  | 330 |
Other operating costs and expenses |  |  |  |  | 2 |  |  | — |  |  | 2 |
Total benefits and other deductions |  |  |  |  | 288 |  |  | 309 |  |  | 332 |
Net income (loss), before income taxes |  |  |  |  | 16 |  |  | 7 |  |  | 11 |
Income tax (expense) benefit |  |  |  |  | (3) |  |  | (2) |  |  | 3 |
Net income (loss) |  |  |  |  | $ | 13 |  |  | $ | 5 |  |  | $ | 14 |

7) DAC AND OTHER DEFERRED ASSETS/LIABILITIES
The following table presents a reconciliation of DAC to the consolidated balance sheets:

| December 31 |  |
| 2024 |  | 2023 |  |
| (in millions)
Protection Solutions |  |  |  |  |
Term | $ | 314 |  |  | $ | 337 |  |  |
Universal Life | 170 |  |  | 174 |  |  |
Variable Universal Life | 1,083 |  |  | 987 |  |  |
Indexed Universal Life | 186 |  |  | 188 |  |  |
Individual Retirement |  |  |  |  |
GMxB Core | 1,605 |  |  | 1,602 |  |  |
EQUI-VEST Individual | 154 |  |  | 155 |  |  |
Investment Edge | 225 |  |  | 172 |  |  |
SCS | 1,938 |  |  | 1,571 |  |  |
Legacy Segment |  |  |  |  |
GMxB Legacy | 517 |  |  | 555 |  |  |

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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued

| December 31 |  |
| 2024 |  | 2023 |  |
| (in millions)
Group Retirement |  |  |  |  |
EQUI-VEST Group | 768 |  |  | 742 |  |  |
Momentum | 83 |  |  | 82 |  |  |
Corporate and Other | 107 |  |  | 116 |  |  |
Other | 20 |  |  | 24 |  |  |
Total | $ | 7,170 |  |  | $ | 6,705 |  |  |

Annually, or as circumstances warrant, the Company reviews the associated decrements assumptions (i.e., mortality and lapse) based on our multi-year average of companies experience with actuarial judgements to reflect other observable industry trends. In addition to DAC, the unearned revenue liability and sales inducement asset (“SIA”) use similar techniques and quarterly update processes for balance amortization.
During the third quarter of 2024, 2023 and 2022, the Company completed its annual assumption update and the impact to the current period amortization of DAC and DAC like balances due to the new assumptions is immaterial. There were no other material changes to the inputs, judgements or calculation processes used in the DAC calculation this period or year.
Changes in the DAC asset were as follows:

| Year Ended December 31, 2024
| Protection Solutions |  | Individual Retirement |  | Legacy |  | Group Retirement |  | Corporate and Other |  | Total
| Term |  | UL |  | VUL |  | IUL |  | GMxB Core |  | EI |  | IE |  | SCS |  | GMxB Legacy |  | EG |  | Momentum |  | CB (1) |
| (in millions)
Balance, beginning of period | $ | 337 |  |  | $ | 174 |  |  | $ | 987 |  |  | $ | 188 |  |  | $ | 1,602 |  |  | $ | 155 |  |  | $ | 172 |  |  | $ | 1,571 |  |  | $ | 555 |  |  | $ | 742 |  |  | $ | 82 |  |  | $ | 116 |  |  | $ | 6,681 |
Capitalization | 14 |  |  | 8 |  |  | 159 |  |  | 10 |  |  | 153 |  |  | 11 |  |  | 70 |  |  | 645 |  |  | 24 |  |  | 70 |  |  | 11 |  |  | — |  |  | 1,175 |
Amortization (2) | (37) |  |  | (12) |  |  | (63) |  |  | (12) |  |  | (150) |  |  | (12) |  |  | (17) |  |  | (278) |  |  | (62) |  |  | (44) |  |  | (10) |  |  | (9) |  |  | (706) |
Balance, end of period | $ | 314 |  |  | $ | 170 |  |  | $ | 1,083 |  |  | $ | 186 |  |  | $ | 1,605 |  |  | $ | 154 |  |  | $ | 225 |  |  | $ | 1,938 |  |  | $ | 517 |  |  | $ | 768 |  |  | $ | 83 |  |  | $ | 107 |  |  | $ | 7,150 |

______________
(1)“CB” defined as Closed Block.
(2)DAC amortization of $5 million related to Other not reflected in table above.

| Year Ended December 31, 2023
| Protection Solutions |  | Individual Retirement |  | Legacy |  | Group Retirement |  | Corporate and Other |  | Total
| Term |  | UL |  | VUL |  | IUL |  | GMxB Core |  | EI |  | IE |  | SCS |  | GMxB Legacy |  | EG |  | Momentum |  | CB |
| (in millions)
Balance, beginning of period | $ | 362 |  |  | $ | 179 |  |  | $ | 889 |  |  | $ | 185 |  |  | $ | 1,625 |  |  | $ | 156 |  |  | $ | 148 |  |  | $ | 1,279 |  |  | $ | 593 |  |  | $ | 710 |  |  | $ | 89 |  |  | $ | 127 |  |  | $ | 6,342 |
Capitalization | 14 |  |  | 7 |  |  | 155 |  |  | 14 |  |  | 121 |  |  | 11 |  |  | 38 |  |  | 507 |  |  | 26 |  |  | 73 |  |  | 10 |  |  | — |  |  | 976 |
Amortization (1) | (39) |  |  | (12) |  |  | (57) |  |  | (11) |  |  | (144) |  |  | (12) |  |  | (14) |  |  | (215) |  |  | (64) |  |  | (41) |  |  | (17) |  |  | (11) |  |  | (637) |
Balance, end of period | $ | 337 |  |  | $ | 174 |  |  | $ | 987 |  |  | $ | 188 |  |  | $ | 1,602 |  |  | $ | 155 |  |  | $ | 172 |  |  | $ | 1,571 |  |  | $ | 555 |  |  | $ | 742 |  |  | $ | 82 |  |  | $ | 116 |  |  | $ | 6,681 |

______________
(1) DAC amortization of $4 million related to Other not reflected in table above.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued

| Year Ended December 31, 2022
| Protection Solutions |  |  |  |  | Individual Retirement |  |  | Legacy |  | Group Retirement |  | Corporate and Other | Total
| Term | UL | VUL | IUL |  |  | GMxB Core | EI | IE | SCS |  |  | GMxB Legacy |  | EG | Momentum |  | CB
| (in millions)
Balance, beginning of period | $ | 385 |  | $ | 180 |  | $ | 799 |  | $ | 180 |  |  |  | $ | 1,653 |  | $ | 156 |  | $ | 121 |  | $ | 1,070 |  |  |  | $ | 631 |  |  | $ | 677 |  | $ | 94 |  |  | $ | 138 |  | $ | 6,084 |
Capitalization | 18 |  | 11 |  | 142 |  | 16 |  |  |  | 109 |  | 12 |  | 40 |  | 378 |  |  |  | 27 |  |  | 74 |  | 14 |  |  | — |  | 841 |
Amortization (2) | (41) |  | (12) |  | (52) |  | (11) |  |  |  | (137) |  | (12) |  | (13) |  | (169) |  |  |  | (65) |  |  | (41) |  | (19) |  |  | (11) |  | (583) |
Balance, end of period | $ | 362 |  | $ | 179 |  | $ | 889 |  | $ | 185 |  |  |  | $ | 1,625 |  | $ | 156 |  | $ | 148 |  | $ | 1,279 |  |  |  | $ | 593 |  |  | $ | 710 |  | $ | 89 |  |  | $ | 127 |  | $ | 6,342 |

______________
(1) DAC amortization of $3 million related to Other not reflected in table above.
Changes in the Individual Retirement sales inducement assets were as follows:

| Year Ended December 31,
| 2024 |  | 2023 |  | 2022
| GMxB Core |  | GMxB Legacy |  | GMxB Core |  | GMxB Legacy |  | GMxB Core |  | GMxB Legacy
| (in millions)
Balance, beginning of period | $ | 127 |  |  | $ | 179 |  |  | $ | 137 |  |  | $ | 200 |  |  | $ | 147 |  |  | $ | 222 |
Capitalization | 2 |  |  | — |  |  | 2 |  |  | — |  |  | 2 |  |  | — |
Amortization | (12) |  |  | (19) |  |  | (12) |  |  | (21) |  |  | (12) |  |  | (22) |
Balance, end of period | $ | 117 |  |  | $ | 160 |  |  | $ | 127 |  |  | $ | 179 |  |  | $ | 137 |  |  | $ | 200 |

Changes in the Protection Solutions unearned revenue liability were as follows:

| Year Ended December 31,
| 2024 |  | 2023 |  | 2022
| UL |  | VUL |  | IUL |  | UL |  | VUL |  | IUL |  | UL |  | VUL |  | IUL
| (in millions)
Balance, beginning of period | $ | 107 |  |  | $ | 754 |  |  | $ | 210 |  |  | $ | 95 |  |  | $ | 684 |  |  | $ | 157 |  |  | $ | 80 |  |  | $ | 619 |  |  | $ | 94 |
Capitalization | 15 |  |  | 135 |  |  | 55 |  |  | 19 |  |  | 115 |  |  | 64 |  |  | 21 |  |  | 105 |  |  | 71 |
Amortization | (8) |  |  | (49) |  |  | (15) |  |  | (7) |  |  | (45) |  |  | (11) |  |  | (6) |  |  | (40) |  |  | (8) |
Balance, end of period | $ | 114 |  |  | $ | 840 |  |  | $ | 250 |  |  | $ | 107 |  |  | $ | 754 |  |  | $ | 210 |  |  | $ | 95 |  |  | $ | 684 |  |  | $ | 157 |

8) FAIR VALUE DISCLOSURES
U.S. GAAP establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value, and identifies three levels of inputs that may be used to measure fair value:
Level 1 Unadjusted quoted prices for identical instruments in active markets. Level 1 fair values generally are supported by market transactions that occur with sufficient frequency and volume to provide pricing information on an ongoing basis.
Level 2 Observable inputs other than Level 1 prices, such as quoted prices for similar instruments, quoted prices in markets that are not active, and inputs to model-derived valuations that are directly observable or can be corroborated by observable market data.
Level 3 Unobservable inputs supported by little or no market activity and often requiring significant management judgment or estimation, such as an entity’s own assumptions about the cash flows or other significant components of value that market participants would use in pricing the asset or liability.
The Company uses unadjusted quoted market prices to measure fair value for those instruments that are actively traded in financial markets. In cases where quoted market prices are not available, fair values are measured using present value or other valuation techniques. The fair value determinations are made at a specific point in time, based on
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
available market information and judgments about the financial instrument, including estimates of the timing and amount of expected future cash flows and the credit standing of counterparties. Such adjustments do not reflect any premium or discount that could result from offering for sale at one time the Company’s entire holdings of a particular financial instrument, nor do they consider the tax impact of the realization of unrealized gains or losses. In many cases, the fair value cannot be substantiated by direct comparison to independent markets, nor can the disclosed value be realized in immediate settlement of the instrument.
Management is responsible for the determination of the value of investments carried at fair value and the supporting methodologies and assumptions. Under the terms of various service agreements, the Company often utilizes independent valuation service providers to gather, analyze, and interpret market information and derive fair values based upon relevant methodologies and assumptions for individual securities. These independent valuation service providers typically obtain data about market transactions and other key valuation model inputs from multiple sources and, through the use of widely accepted valuation models, provide a single fair value measurement for individual securities for which a fair value has been requested. As further described below with respect to specific asset classes, these inputs include, but are not limited to, market prices for recent trades and transactions in comparable securities, benchmark yields, interest rate yield curves, credit spreads, quoted prices for similar securities, and other market-observable information, as applicable. Specific attributes of the security being valued are also considered, including its term, interest rate, credit rating, industry sector, and when applicable, collateral quality and other security- or issuer-specific information. When insufficient market observable information is available upon which to measure fair value, the Company either will request brokers knowledgeable about these securities to provide a non-binding quote or will employ internal valuation models. Fair values received from independent valuation service providers and brokers and those internally modeled or otherwise estimated are assessed for reasonableness.
Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis
Fair value measurements are required on a non-recurring basis for certain assets only when an impairment or other events occur. For the period ended December 31, 2023, the Company recognized impairment losses to adjust the carrying value of HFS asset and liabilities to their fair value less cost to sell. The value is measured on a nonrecurring basis and categorized within Level 3 of the fair value hierarchy. The fair value was determined using a market approach, estimated based on the negotiated value of the asset and liabilities. See Note 25 of the Notes to these Consolidated Financial Statements for additional details of the HFS assets and liabilities.
Assets and Liabilities Measured at Fair Value on a Recurring Basis
Assets and liabilities measured at fair value on a recurring basis are summarized below:
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
Fair Value Measurements as of December 31, 2024

| Level 1 |  | Level 2 |  | Level 3 |  | Total
| (in millions)
Assets: |  |  |  |  |  |  |
Investments |  |  |  |  |  |  |
Fixed maturities, AFS: |  |  |  |  |  |  |
Corporate (1) | $ | — |  |  | $ | 46,879 |  |  | $ | 2,472 |  |  | $ | 49,351 |
U.S. Treasury, government and agency | — |  |  | 4,288 |  |  | — |  |  | 4,288 |
States and political subdivisions | — |  |  | 386 |  |  | — |  |  | 386 |
Foreign governments | — |  |  | 554 |  |  | — |  |  | 554 |
Residential mortgage-backed (2) | — |  |  | 4,383 |  |  | — |  |  | 4,383 |
Asset-backed (3) | — |  |  | 13,467 |  |  | 232 |  |  | 13,699 |
Commercial mortgage-backed | — |  |  | 3,913 |  |  | 8 |  |  | 3,921 |
Redeemable preferred stock | — |  |  | 59 |  |  | — |  |  | 59 |
Total fixed maturities, AFS | — |  |  | 73,929 |  |  | 2,712 |  |  | 76,641 |
Fixed maturities, at fair value using the fair value option | — |  |  | 1,778 |  |  | 275 |  |  | 2,053 |
Other equity investments (4) | 319 |  |  | 251 |  |  | 53 |  |  | 623 |
Trading securities | 439 |  |  | 576 |  |  | 80 |  |  | 1,095 |
Other invested assets: |  |  |  |  |  |  |
Short-term investments | — |  |  | 36 |  |  | — |  |  | 36 |
Assets of consolidated VIEs/VOEs | 16 |  |  | 137 |  |  | 2 |  |  | 155 |
Swaps | — |  |  | (259) |  |  | — |  |  | (259) |
Credit default swaps | — |  |  | 2 |  |  | — |  |  | 2 |
Futures | 3 |  |  | — |  |  | — |  |  | 3 |
Options | — |  |  | 16,328 |  |  | — |  |  | 16,328 |
Total other invested assets | 19 |  |  | 16,244 |  |  | 2 |  |  | 16,265 |
Cash equivalents | 5,356 |  |  | 45 |  |  | — |  |  | 5,401 |
Segregated securities | 2 |  |  | 498 |  |  | — |  |  | 500 |
Purchased market risk benefits | — |  |  | — |  |  | 7,376 |  |  | 7,376 |
Assets for market risk benefits | — |  |  | — |  |  | 863 |  |  | 863 |
Separate Accounts assets (5) | 131,714 |  |  | 2,489 |  |  | — |  |  | 134,203 |
Total Assets | $ | 137,849 |  |  | $ | 95,810 |  |  | $ | 11,361 |  |  | $ | 245,020 |
Liabilities: |  |  |  |  |  |  |
Notes issued by consolidated VIE’s, at fair value using the fair value option (6) | $ | — |  |  | $ | 1,933 |  |  | $ | 172 |  |  | $ | 2,105 |
SCS, SIO, MSO and IUL indexed features’ liability | — |  |  | 17,212 |  |  | — |  |  | 17,212 |
Liabilities of consolidated VIEs and VOEs | — |  |  | — |  |  | — |  |  | — |
Liabilities for market risk benefits | — |  |  | — |  |  | 11,810 |  |  | 11,810 |
Contingent payment arrangements | — |  |  | — |  |  | 9 |  |  | 9 |
Total Liabilities | $ | — |  |  | $ | 19,145 |  |  | $ | 11,991 |  |  | $ | 31,136 |

______________
(1)Corporate fixed maturities includes both public and private issues.
(2)Includes publicly traded agency pass-through securities and collateralized obligations.
(3)Includes credit-tranched securities collateralized by sub-prime mortgages, credit risk transfer securities and other asset types.
(4)Includes short position equity securities of $20 million that are reported in other liabilities.
(5)Separate Accounts assets included in the fair value hierarchy exclude investments in entities that calculate NAV per share (or its equivalent) as a practical expedient. Such investments excluded from the fair value hierarchy include investments in real estate. As of December 31, 2024, the fair value of such investments was $320 million.
(6)Accrued interest payable of $11 million is reported in Notes issued by consolidated VIE’s, at fair value using the fair value option in the consolidated balance sheets, which is not required to be measured at fair value on a recurring basis.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
Fair Value Measurements as of December 31, 2023

| Level 1 |  | Level 2 |  | Level 3 |  | Total
| (in millions)
Assets: |  |  |  |  |  |  |
Investments |  |  |  |  |  |  |
Fixed maturities, AFS: |  |  |  |  |  |  |
Corporate (1) | $ | — |  |  | $ | 42,584 |  |  | $ | 2,158 |  |  | $ | 44,742 |
U.S. Treasury, government and agency | — |  |  | 4,631 |  |  | — |  |  | 4,631 |
States and political subdivisions | — |  |  | 522 |  |  | 27 |  |  | 549 |
Foreign governments | — |  |  | 611 |  |  | — |  |  | 611 |
Residential mortgage-backed (2) | — |  |  | 2,355 |  |  | — |  |  | 2,355 |
Asset-backed (3) | — |  |  | 10,954 |  |  | 47 |  |  | 11,001 |
Commercial mortgage-backed (2) | — |  |  | 3,075 |  |  | 7 |  |  | 3,082 |
Redeemable preferred stock | — |  |  | 59 |  |  | — |  |  | 59 |
Total fixed maturities, AFS | — |  |  | 64,791 |  |  | 2,239 |  |  | 67,030 |
Fixed maturities, at fair value using the fair value option | — |  |  | 1,473 |  |  | 181 |  |  | 1,654 |
Other equity investments (4) | 217 |  |  | 464 |  |  | 54 |  |  | 735 |
Trading securities | 321 |  |  | 675 |  |  | 61 |  |  | 1,057 |
Other invested assets: |  |  |  |  |  |  |
Short-term investments | — |  |  | 429 |  |  | — |  |  | 429 |
Assets of consolidated VIEs/VOEs | 61 |  |  | 350 |  |  | 3 |  |  | 414 |
Swaps | — |  |  | (190) |  |  | — |  |  | (190) |
Credit default swaps | — |  |  | 3 |  |  | — |  |  | 3 |
Futures | (4) |  |  | — |  |  | — |  |  | (4) |
Options | — |  |  | 10,084 |  |  | — |  |  | 10,084 |
Total other invested assets | 57 |  |  | 10,676 |  |  | 3 |  |  | 10,736 |
Cash equivalents | 5,901 |  |  | 694 |  |  | — |  |  | 6,595 |
Segregated securities | — |  |  | 868 |  |  | — |  |  | 868 |
Purchased market risk benefits | — |  |  | — |  |  | 9,427 |  |  | 9,427 |
Assets for market risk benefits | — |  |  | — |  |  | 591 |  |  | 591 |
Separate Accounts assets (5) | 124,099 |  |  | 2,624 |  |  | — |  |  | 126,723 |
Total Assets | $ | 130,595 |  |  | $ | 82,265 |  |  | $ | 12,556 |  |  | $ | 225,416 |
Liabilities: |  |  |  |  |  |  |
Notes issued by consolidated VIE’s, at fair value using the fair value option (6) | $ | — |  |  | $ | 1,539 |  |  | $ | — |  |  | $ | 1,539 |
SCS, SIO, MSO and IUL indexed features’ liability | — |  |  | 10,745 |  |  | — |  |  | 10,745 |
Liabilities of consolidated VIEs and VOEs | 1 |  |  | 2 |  |  | — |  |  | 3 |
Liabilities for market risk benefits | — |  |  | — |  |  | 14,612 |  |  | 14,612 |
Contingent payment arrangements | — |  |  | — |  |  | 253 |  |  | 253 |
Total Liabilities | $ | 1 |  |  | $ | 12,286 |  |  | $ | 14,865 |  |  | $ | 27,152 |

______________
(1)Corporate fixed maturities includes both public and private issues.
(2)Includes publicly traded agency pass-through securities and collateralized obligations.
(3)Includes credit-tranched securities collateralized by sub-prime mortgages, credit risk transfer securities and other asset types.
(4)Includes short position equity securities of $4 million that are reported in other liabilities.
(5)Separate Accounts assets included in the fair value hierarchy exclude investments in entities that calculate NAV per share (or its equivalent) as a practical expedient. Such investments excluded from the fair value hierarchy include investments in real estate. As of December 31, 2023, the fair value of such investments was $371 million.
(6)Accrued interest payable of $20 million is reported in Notes issued by consolidated VIE’s, at fair value using the fair value option in the consolidated balance sheets, which is not required to be measured at fair value on a recurring basis.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
Public Fixed Maturities
The fair values of the Company’s public fixed maturities, including those accounted for using the fair value option are generally based on prices obtained from independent valuation service providers and for which the Company maintains a vendor hierarchy by asset type based on historical pricing experience and vendor expertise. Although each security generally is priced by multiple independent valuation service providers, the Company ultimately uses the price received from the independent valuation service provider highest in the vendor hierarchy based on the respective asset type, with limited exception. To validate reasonableness, prices also are internally reviewed by those with relevant expertise through comparison with directly observed recent market trades. Consistent with the fair value hierarchy, public fixed maturities validated in this manner generally are reflected within Level 2, as they are primarily based on observable pricing for similar assets and/or other market observable inputs.
Private Fixed Maturities
The fair values of the Company’s private fixed maturities, including those accounted for using the fair value option are determined from prices obtained from independent valuation service providers. Prices not obtained from an independent valuation service provider are determined by using a discounted cash flow model or a market comparable company valuation technique. In certain cases, these models use observable inputs with a discount rate based upon the average of spread surveys collected from private market intermediaries who are active in both primary and secondary transactions, taking into account, among other factors, the credit quality and industry sector of the issuer and the reduced liquidity associated with private placements. Generally, these securities have been reflected within Level 2. For certain private fixed maturities, the discounted cash flow model or a market comparable company valuation technique may also incorporate unobservable inputs, which reflect the Company’s own assumptions about the inputs market participants would use in pricing the asset. To the extent management determines that such unobservable inputs are significant to the fair value measurement of a security, a Level 3 classification generally is made.
Notes issued by consolidated VIE’s, at fair value using the fair value option
These notes are based on the fair values of corresponding fixed maturity collateral. The CLO liabilities are also reduced by the fair value of the beneficial interests the Company retains in the CLO and the carrying value of any beneficial interests that represent compensation for services. As the notes are valued based on the reference collateral, they are classified as Level 2 or 3.
Freestanding Derivative Positions
The net fair value of the Company’s freestanding derivative positions as disclosed in Note 4 of the Notes to these Consolidated Financial Statements are generally based on prices obtained either from independent valuation service providers or derived by applying market inputs from recognized vendors into industry standard pricing models. The majority of these derivative contracts are traded in the OTC derivative market and are classified in Level 2. The fair values of derivative assets and liabilities traded in the OTC market are determined using quantitative models that require use of the contractual terms of the derivative instruments and multiple market inputs, including interest rates, prices, and indices to generate continuous yield or pricing curves, including overnight index swap curves, and volatility factors, which then are applied to value the positions. The predominance of market inputs is actively quoted and can be validated through external sources or reliably interpolated if less observable.
Level Classifications of the Company’s Financial Instruments
Financial Instruments Classified as Level 1
Investments classified as Level 1 primarily include redeemable preferred stock, trading securities, cash equivalents and Separate Accounts assets. Fair value measurements classified as Level 1 include exchange-traded prices of fixed maturities, equity securities and derivative contracts, and NAV for transacting subscriptions and redemptions of mutual fund shares held by Separate Accounts. Cash equivalents classified as Level 1 include money market accounts, overnight commercial paper and highly liquid debt instruments purchased with an original maturity of three months or less and are carried at cost as a proxy for fair value measurement due to their short-term nature.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
Financial Instruments Classified as Level 2
Investments classified as Level 2 are measured at fair value on a recurring basis and primarily include U.S. government and agency securities, certain corporate debt securities and financial assets and liabilities accounted for using the fair value option, such as public and private fixed maturities. As market quotes generally are not readily available or accessible for these securities, their fair value measures are determined utilizing relevant information generated by market transactions involving comparable securities and often are based on model pricing techniques that effectively discount prospective cash flows to present value using appropriate sector-adjusted credit spreads commensurate with the security’s duration, also taking into consideration issuer-specific credit quality and liquidity. Segregated securities classified as Level 2 are U.S. Treasury bills segregated by AB in a special reserve bank custody account for the exclusive benefit of brokerage customers, as required by Rule 15c3-3 of the Exchange Act and for which fair values are based on quoted yields in secondary markets.
Observable inputs generally used to measure the fair value of securities classified as Level 2 include benchmark yields, reported secondary trades, issuer spreads, benchmark securities and other reference data. Additional observable inputs are used when available, and as may be appropriate, for certain security types, such as pre-payment, default, and collateral information for the purpose of measuring the fair value of mortgage- and asset-backed securities. The Company’s AAA-rated mortgage- and asset-backed securities are classified as Level 2 for which the observability of market inputs to their pricing models is supported by sufficient, albeit more recently contracted, market activity in these sectors.
Certain Company products, such as the SCS, EQUI-VEST variable annuity products, IUL and the MSO fund available in some life contracts, offer investment options which permit the contract owner to participate in the performance of an index, ETF or commodity price. These investment options, which depending on the product and on the index selected, can currently have one, three, five or six year terms, provide for participation in the performance of specified indices, ETF or commodity price movement up to a segment-specific declared maximum rate. Under certain conditions that vary by product, e.g., holding these segments for the full term, these segments also shield policyholders from some or all negative investment performance associated with these indices, ETF or commodity prices. These investment options have defined formulaic liability amounts, and the current values of the option component of these segment reserves are classified as Level 2 embedded derivatives. The fair values of these embedded derivatives are based on data obtained from independent valuation service providers.
Financial Instruments Classified as Level 3
The Company’s investments classified as Level 3 primarily include corporate debt securities and financial assets and liabilities accounted for using the fair value option, such as private fixed maturities and asset-backed securities. Determinations to classify fair value measures within Level 3 of the valuation hierarchy generally are based upon the significance of the unobservable factors to the overall fair value measurement. Included in the Level 3 classification are fixed maturities with indicative pricing obtained from brokers that otherwise could not be corroborated to market observable data.
The Company has certain variable annuity contracts with GMDB, GMIB, GIB and GWBL and other features in-force that guarantee one of the following:
•Return of Premium: the benefit is the greater of current account value or premiums paid (adjusted for withdrawals);
•Ratchet: the benefit is the greatest of current account value, premiums paid (adjusted for withdrawals), or the highest account value on any anniversary up to contractually specified ages (adjusted for withdrawals);
•Roll-Up: the benefit is the greater of current account value or premiums paid (adjusted for withdrawals) accumulated at contractually specified interest rates up to specified ages;
•Combo: the benefit is the greater of the ratchet benefit or the roll-up benefit, which may include either a five year or an annual reset; or
•Withdrawal: the withdrawal is guaranteed up to a maximum amount per year for life.
The Company also issues certain benefits on its variable annuity products that are accounted for as MRBs carried at fair value and are also considered Level 3 for fair value leveling.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
The GMIBNLG feature allows the policyholder to receive guaranteed minimum lifetime annuity payments based on predetermined annuity purchase rates applied to the contract’s benefit base if and when the contract account value is depleted and the NLG feature is activated. The optional GMIB feature allows the policyholder to receive guaranteed minimum lifetime annuity payments based on predetermined annuity purchase rates.
The GMWB feature allows the policyholder to withdraw at a minimum, over the life of the contract, an amount based on the contract’s benefit base. The GWBL feature allows the policyholder to withdraw, each year for the life of the contract, a specified annual percentage of an amount based on the contract’s benefit base. The GMAB feature increases the contract account value at the end of a specified period to a GMAB base. The GIB feature provides a lifetime annuity based on predetermined annuity purchase rates if and when the contract account value is depleted. This lifetime annuity is based on predetermined annuity purchase rates applied to a GIB base. The GMDB feature guarantees that the benefit paid upon death will not be less than a guaranteed benefit base. If the contract’s account value is less than the benefit base at the time a death claim is paid, the amount payable will be equal to the benefit base.
The MRBs fair value will be equal to the present value of benefits less the present value of ascribed fees. Considerable judgment is utilized by management in determining the assumptions used in determining present value of benefits and ascribed fees related to lapse rates, withdrawal rates, utilization rates, non-performance risk, volatility rates, annuitization rates and mortality (collectively, the significant MRB assumptions).
Purchased MRB assets, which are accounted for as MRBs carried at fair value are also considered Level 3 for fair value leveling. The purchased MRB asset fair value reflects the present value of reinsurance premiums, net of recoveries, adjusted for risk margins and nonperformance risk over a range of market consistent economic scenarios while the MRB asset and liability reflects the present value of expected future payments (benefits) less fees, adjusted for risk margins and nonperformance risk, attributable to the MRB asset and liability over a range of market-consistent economic scenarios.
The valuations of the MRBs and purchased MRB assets incorporate significant non-observable assumptions related to policyholder behavior, risk margins and projections of equity Separate Accounts funds. The credit risks of the counterparty and of the Company are considered in determining the fair values of its MRBs and purchased MRB assets after taking into account the effects of collateral arrangements. Incremental adjustment to the risk-free curve for counterparty non-performance risk is made to the fair values of the purchased MRB assets. Risk margins were applied to the non-capital markets inputs to the MRBs and purchased MRB valuations.
After giving consideration to collateral arrangements, the Company reduced the fair value of its purchased MRB asset by $382 million and $687 million as of December 31, 2024 and 2023, respectively, to recognize incremental counterparty non-performance risk.
The Company’s Level 3 liabilities include contingent payment arrangements associated with acquisitions in 2020 and 2022 by AB. At each reporting date, AB estimates the fair values of the contingent consideration expected to be paid based upon revenue and discount rate projections, using unobservable market data inputs, which are included in Level 3 of the valuation hierarchy. The Company’s consolidated VIEs/VOEs hold investments that are classified as Level 3, primarily corporate bonds that are vendor priced with no ratings available, bank loans, non-agency collateralized mortgage obligations and asset-backed securities.
Transfers of Financial Instruments Between Levels 2 and 3
During the year ended December 31, 2024, fixed maturities with fair values of $154 million were transferred out of Level 3 and into Level 2 principally due to the availability of trading activity and/or market observable inputs to measure and validate their fair values. In addition, fixed maturities with fair value of $132 million were transferred from Level 2 into the Level 3 classification. These transfers in the aggregate represent approximately 8.3% of total equity as of December 31, 2024.
During the year ended December 31, 2023, fixed maturities with fair values of $517 million were transferred out of Level 3 and into Level 2 principally due to the availability of trading activity and/or market observable inputs to measure and validate their fair values. In addition, fixed maturities with fair value of $36 million were transferred from Level 2 into the Level 3 classification. These transfers in the aggregate represent approximately 12.6% of total equity as of December 31, 2023.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
The tables below present reconciliations for all Level 3 assets and liabilities and changes in unrealized gains (losses). Not included below are the changes in balances related to MRBs and purchased MRBs level 3 assets and liabilities, which are included in Note 10 of the Notes to these Consolidated Financial Statements.

| Year Ended December 31, 2024
| Corporate |  | State and Political Subdivisions |  | Asset-backed |  |  |  | CMBS
| (in millions)
Balance, beginning of period | $ | 2,158 |  |  | $ | 27 |  |  | $ | 47 |  |  |  |  | $ | 7 |
Total gains and (losses), realized and unrealized, included in: |  |  |  |  |  |  |  |  |
Net income (loss) as: |  |  |  |  |  |  |  |  |
Net investment income (loss) | 8 |  |  | — |  |  | 1 |  |  |  |  | — |
Investment gains (losses), net | (4) |  |  | — |  |  | — |  |  |  |  | — |
Subtotal | 4 |  |  | — |  |  | 1 |  |  |  |  | — |
Other comprehensive income (loss) | 20 |  |  | — |  |  | — |  |  |  |  | 1 |
Purchases | 906 |  |  | — |  |  | 379 |  |  |  |  | — |
Debt issuances | — |  |  | — |  |  | — |  |  |  |  | — |
Sales | (575) |  |  | — |  |  | (181) |  |  |  |  | — |
Settlements | — |  |  | — |  |  | — |  |  |  |  | — |
Other | — |  |  | — |  |  | — |  |  |  |  | — |
Activity related to consolidated VIEs/VOEs | — |  |  | — |  |  | — |  |  |  |  | — |
Transfers into Level 3 (1) | 27 |  |  | — |  |  | — |  |  |  |  | — |
Transfers out of Level 3 (1) | (68) |  |  | (27) |  |  | (14) |  |  |  |  | — |
Balance, end of period | $ | 2,472 |  |  | $ | — |  |  | $ | 232 |  |  |  |  | $ | 8 |
Change in unrealized gains or losses for the period included in earnings for instruments held at the end of the reporting period (2) | $ | — |  |  | $ | — |  |  | $ | — |  |  |  |  | $ | — |
Change in unrealized gains or losses for the period included in other comprehensive income for instruments held at the end of the reporting period (2) | $ | 19 |  |  | $ | — |  |  | $ | 1 |  |  |  |  | $ | 1 |

______________
(1)Transfers into/out of the Level 3 classification are reflected at beginning-of-period fair values.
(2)For instruments held as of December 31, 2024, amounts are included in Net investment income or net derivative gains (losses) in the consolidated statements of income (loss) or unrealized gains (losses) on investments in the consolidated statements of comprehensive income.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued

| Year Ended December 31, 2024
| Fixed maturities, at FVO |  | Other Equity Investments (3) |  | Trading Securities, at Fair Value |  |  |  | Notes issued by consolidated VIE’s |  | Contingent Payment Arrangement
| (in millions)
Balance, beginning of period | $ | 181 |  |  | $ | 57 |  |  | $ | 61 |  |  |  |  | $ | — |  |  | $ | (253) |
Total gains and (losses), realized and unrealized, included in: |  |  |  |  |  |  |  |  |  |  |
Net income (loss) as: |  |  |  |  |  |  |  |  |  |  |
Net investment income (loss) | (23) |  |  | 1 |  |  | — |  |  |  |  | — |  |  | — |
Investment gains (losses), net | 1 |  |  | — |  |  | 14 |  |  |  |  | — |  |  | — |
Subtotal | (22) |  |  | 1 |  |  | 14 |  |  |  |  | — |  |  | — |
Other comprehensive income (loss) | — |  |  | — |  |  | — |  |  |  |  | — |  |  | — |
Purchases | 163 |  |  | — |  |  | 5 |  |  |  |  | — |  |  | — |
Debt issuances | — |  |  | — |  |  | — |  |  |  |  | 188 |  |  | — |
Sales | (107) |  |  | (2) |  |  | — |  |  |  |  | — |  |  | — |
Settlements | — |  |  | — |  |  | — |  |  |  |  | (16) |  |  | 3 |
Other (4) | — |  |  | — |  |  | — |  |  |  |  | — |  |  | 241 |
Activity related to consolidated VIEs/VOEs | — |  |  | (1) |  |  | — |  |  |  |  | — |  |  | — |
Transfers into Level 3 (1) | 105 |  |  | — |  |  | — |  |  |  |  | — |  |  | — |
Transfers out of Level 3 (1) | (45) |  |  | — |  |  | — |  |  |  |  | — |  |  | — |
Balance, end of period | $ | 275 |  |  | $ | 55 |  |  | $ | 80 |  |  |  |  | $ | 172 |  |  | $ | (9) |
Change in unrealized gains or losses for the period included in earnings for instruments held at the end of the reporting period (2) | $ | 18 |  |  | $ | 1 |  |  | $ | 14 |  |  |  |  | $ | — |  |  | $ | — |
Change in unrealized gains or losses for the period included in other comprehensive income for instruments held at the end of the reporting period (2) | $ | — |  |  | $ | — |  |  | $ | — |  |  |  |  | $ | — |  |  | $ | — |

______________
(1)Transfers into/out of the Level 3 classification are reflected at beginning-of-period fair values.
(2)For instruments held as of December 31, 2024, amounts are included in Net investment income or net derivative gains (losses) in the consolidated statements of income (loss) or unrealized gains (losses) on investments in the consolidated statements of comprehensive income.
(3)Other Equity Investments include other invested assets.
(4)As of December 31, 2024, the contingent liability related to the CarVal acquisition in 2022 by AB was remeasured and a gain was recorded within contingent payment arrangements in the consolidated statements of income (loss).
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued

| Year Ended December 31, 2023
| Corporate |  | State and Political Subdivisions |  | Asset-backed |  | RMBS |  | CMBS
| (in millions)
Balance, beginning of period | $ | 2,121 |  |  | $ | 28 |  |  | $ | — |  |  | $ | 34 |  |  | $ | 32 |
Total gains and (losses), realized and unrealized, included in: |  |  |  |  |  |  |  |  |
Net income (loss) as: |  |  |  |  |  |  |  |  |
Net investment income (loss) | 6 |  |  | — |  |  | — |  |  | — |  |  | — |
Investment gains (losses), net | (17) |  |  | — |  |  | — |  |  | — |  |  | — |
Subtotal | (11) |  |  | — |  |  | — |  |  | — |  |  | — |
Other comprehensive income (loss) | 50 |  |  | — |  |  | — |  |  | — |  |  | (1) |
Purchases | 594 |  |  | — |  |  | 55 |  |  | — |  |  | 3 |
Sales | (272) |  |  | (1) |  |  | (8) |  |  | — |  |  | — |
Settlements | — |  |  | — |  |  | — |  |  | — |  |  | — |
Other | — |  |  | — |  |  | — |  |  | — |  |  | — |
Activity related to consolidated VIEs/VOEs | — |  |  | — |  |  | — |  |  | — |  |  | — |
Transfers into Level 3 (1) | 11 |  |  | — |  |  | — |  |  | — |  |  | — |
Transfers out of Level 3 (1) | (335) |  |  | — |  |  | — |  |  | (34) |  |  | (27) |
Balance, end of period | $ | 2,158 |  |  | $ | 27 |  |  | $ | 47 |  |  | $ | — |  |  | $ | 7 |
Change in unrealized gains or losses for the period included in earnings for instruments held at the end of the reporting period (2) | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | — |
Change in unrealized gains or losses for the period included in other comprehensive income for instruments held at the end of the reporting period (2) | $ | 4 |  |  | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | (1) |

______________
(1)Transfers into/out of the Level 3 classification are reflected at beginning-of-period fair values.
(2)For instruments held as of December 31, 2023, amounts are included in Net investment income or net derivative gains (losses) in the consolidated statements of income (loss) or unrealized gains (losses) on investments in the consolidated statements of comprehensive income.

| Year Ended December 31, 2023
| Fixed maturities, at FVO |  | Other Equity Investments (3) |  | Trading Securities, at Fair Value |  | Separate Accounts Assets |  | Contingent Payment Arrangement
| (in millions)
Balance, beginning of period | $ | 224 |  |  | $ | 17 |  |  | $ | 55 |  |  | $ | 1 |  |  | $ | (247) |
Total gains and (losses), realized and unrealized, included in: |  |  |  |  |  |  |  |  |
Net income (loss) as: |  |  |  |  |  |  |  |  |
Net investment income (loss) | 6 |  |  | (2) |  |  | — |  |  | — |  |  | — |
Investment gains (losses), net | (1) |  |  | — |  |  | 6 |  |  | — |  |  | — |
Subtotal | 5 |  |  | (2) |  |  | 6 |  |  | — |  |  | — |
Other comprehensive income (loss) | — |  |  | — |  |  | — |  |  | — |  |  | — |
Purchases | 95 |  |  | 85 |  |  | — |  |  | — |  |  | — |
Sales | (47) |  |  | (42) |  |  | — |  |  | — |  |  | — |
Settlements | — |  |  | — |  |  | — |  |  | — |  |  | 1 |
Other | — |  |  | — |  |  | — |  |  | — |  |  | (7) |
Activity related to consolidated VIEs/VOEs | — |  |  | (1) |  |  | — |  |  | — |  |  | — |
Transfers into Level 3 (1) | 25 |  |  | — |  |  | — |  |  | — |  |  | — |

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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued

| Year Ended December 31, 2023
| Fixed maturities, at FVO |  | Other Equity Investments (3) |  | Trading Securities, at Fair Value |  | Separate Accounts Assets |  | Contingent Payment Arrangement
| (in millions)
Transfers out of Level 3 (1) | (121) |  |  | — |  |  | — |  |  | (1) |  |  | — |
Balance, end of period | $ | 181 |  |  | $ | 57 |  |  | $ | 61 |  |  | $ | — |  |  | $ | (253) |
Change in unrealized gains or losses for the period included in earnings for instruments held at the end of the reporting period (2) | $ | — |  |  | $ | (2) |  |  | $ | 6 |  |  | $ | — |  |  | $ | — |
Change in unrealized gains or losses for the period included in other comprehensive income for instruments held at the end of the reporting period (2) | $ | 16 |  |  | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | — |

_____________
(1)Transfers into/out of the Level 3 classification are reflected at beginning-of-period fair values.
(2)For instruments held as of December 31, 2023, amounts are included in Net investment income or net derivative gains (losses) in the consolidated statements of income (loss) or unrealized gains (losses) on investments in the consolidated statements of comprehensive income.
(3)Other Equity Investments include other invested assets.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
Quantitative and Qualitative Information about Level 3 Fair Value Measurements
The following tables disclose quantitative information about Level 3 fair value measurements by category for assets and liabilities:
Quantitative Information about Level 3 Fair Value Measurements as of December 31, 2024

| Fair Value |  | Valuation Technique |  | Significant Unobservable Input |  | Range |  | Weighted Average (2)
| (Dollars in millions)
Assets: |  |  |  |  |  |  |  |  |
Investments: |  |  |  |  |  |  |  |  |
Fixed maturities, AFS: |  |  |  |  |  |  |  |  |
Corporate | $ | 402 |  |  | Matrix pricing model |  | Spread over Benchmark |  | 70 bps - 220 bps |  | 153 bps
| 981 |  |  | Market comparable companies |  | EBITDA multiples Discount rate Cash flow multiples Loan to value |  | 4.7x - 36.5x 8.4% - 34.9% 1.8x - 11.8x 0.0% - 56.4% |  | 12.2x 3.9% 4.5x 15.0%
Trading securities, at fair value (5) | 75 |  |  | Discounted cash flow |  | Earnings multiple Discount factor Discount years |  | 8.6x 10.0% 7 |  |
| 1 |  |  | Market comparable companies |  | Cashflow Multiples |  | 8.4x - 8.4x |  | 8.4x
Purchased MRB asset (1) (2) (4) | 7,376 |  |  | Discounted cash flow |  | Lapse rates Withdrawal rates GMIB Utilization rates Non-performance risk Volatility rates - Equity Mortality: Ages 0-40 Ages 41-60 Ages 61-115 |  | 0.24%-13.05% 0.06%-11.65% 0.04%-66.70% 33 bps - 93 bps 12%-29% 0.01%-0.17% 0.06%-0.52% 0.32%-41.20% |  | 2.17% 0.48% 6.75% 34 bps 23% 3.36% (same for all ages) (same for all ages)
Liabilities: |  |  |  |  |  |  |  |  |
AB Contingent consideration payable | $ | 9 |  |  | Discounted cash flow |  | Expected revenue growth rates Discount rate |  | 2.0% - 29.3% 1.9% - 10.4% |  | 5.5% 7.3%
Direct MRB (1) (2) (3) (4) | 10,947 |  |  | Discounted cash flow |  | Non-performance risk Lapse rates Withdrawal rates Annuitization rates Mortality: Ages 0-40 Ages 41-60 Ages 61-115 |  | 94 bps 0.24%-36.18% 0.00%-11.65% 0.04%-100.00% 0.01%-0.17% 0.06%-0.52% 0.32%-41.20% |  | 94 bps 3.57% 0.58% 5.15% 3.00% (same for all ages) (same for all ages)

______________
(1)Mortality rates vary by age and demographic characteristic such as gender. Mortality rate assumptions are based on a combination of company and industry experience. A mortality improvement assumption is also applied. For any given contract, mortality rates vary throughout the period over which cash flows are projected for purposes of valuating the embedded derivatives.
(2)Lapses and pro-rata withdrawal rates were developed as a function of the policy account value. Dollar for dollar withdrawal rates were developed as a function of the dollar for dollar threshold, the dollar for dollar limit. Utilization rates were developed as a function of the benefit base.
(3)MRB liabilities are shown net of MRB assets. Net amount is made up of $11.8 billion of MRB liabilities and $863 million of MRB assets.
(4)Includes Legacy and Core products.
(5)Certain newly acquired Level 3 Trading securities are not presented as cost basis approximates fair value as of December 31, 2024.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
Quantitative Information about Level 3 Fair Value Measurements as of December 31, 2023

| Fair Value |  | Valuation Technique |  | Significant Unobservable Input |  | Range |  | Weighted Average (2)
| (Dollars in millions)
Assets: |  |  |  |  |  |  |  |  |
Investments: |  |  |  |  |  |  |  |  |
Fixed maturities, AFS: |  |  |  |  |  |  |  |  |
Corporate | $ | 373 |  |  | Matrix pricing model |  | Spread over benchmark |  | 20 bps - 747 bps |  | 181 bps
| 979 |  |  | Market comparable companies |  | EBITDA multiples Discount rate Cash flow multiples Loan to value |  | 3.3x - 29.0x 0.0% - 22.8% 0.8x-10.0x 3.4%-61.0% |  | 13.6x 3.9% 6.3x 13.8%
Trading securities, at fair value | 61 |  |  | Discounted cash flow |  | Earnings multiple Discounts factor Discount years |  | 9.1x 10.00% 7 |  |
Other equity investments | 2 |  |  | Discounted cash flow |  | Earnings Multiple |  | 3.9x - 8.4x |  | 6.5x
Purchased MRB asset (1) (2) (4) | 9,427 |  |  | Discounted cash flow |  | Lapse rates Withdrawal rates GMIB Utilization rates Non-performance risk Volatility rates - Equity Mortality: Ages 0-40 Ages 41-60 Ages 61-115 |  | 0.21% - 12.38% 0.07% - 14.97% 0.04% - 66.21% 35 bps - 97 bps 11% - 28% 0.01% - 0.18% 0.07% - 0.53% 0.33% - 42.00% |  | 1.79% 0.46% 7.44% 45 bps 23% 3.07% (same for all ages) (same for all ages)
Liabilities: |  |  |  |  |  |  |  |  |
AB Contingent consideration payable | $ | 253 |  |  | Discounted cash flow |  | Expected revenue growth rates Discount rate |  | 2.0% - 83.9% 1.9% - 10.4% |  | 10.3% 4.6%
Direct MRB (1) (2) (3) (4) | 14,021 |  |  | Discounted cash flow |  | Non-performance risk Lapse rates Withdrawal rates Annuitization rates Mortality: Ages 0-40 Ages 41-60 Ages 61-115 |  | 118 bps 0.21% - 29.37% 0.00% - 14.97% 0.04% - 100.00% 0.01% - 0.18% 0.07% - 0.53% 0.33% - 42.00% |  | 118 bps 3.07% 0.64% 5.38% 2.50% (same for all ages) (same for all ages)

______________
(1)Mortality rates vary by age and demographic characteristic such as gender and benefits elected with the policy. Mortality rate assumptions are based on a combination of company and industry experience. A mortality improvement assumption is also applied. For any given contract, mortality rates vary throughout the period over which cash flows are projected for purposes of valuating the embedded derivatives.
(2)Lapses and pro-rata withdrawal rates were developed as a function of the policy account value. Dollar for dollar withdrawal rates were developed as a function of the dollar for dollar threshold, the dollar for dollar limit. Utilization rates were developed as a function of the benefit base.
(3)MRB liabilities are shown net of MRB assets. Net amount is made up of $14.6 billion of MRB liabilities and $591 million of MRB assets.
(4)Includes Legacy and Core products.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
Level 3 Financial Instruments for which Quantitative Inputs are Not Available
Certain Privately Placed Debt Securities with Limited Trading Activity
Excluded from the tables above as of December 31, 2024 and 2023, respectively, are approximately $1.7 billion and $1.1 billion of Level 3 fair value measurements of investments for which the underlying quantitative inputs are not developed by the Company and are not readily available. These investments primarily consist of certain privately placed debt securities with limited trading activity, including residential mortgage- and asset-backed instruments, and their fair values generally reflect unadjusted prices obtained from independent valuation service providers and indicative, non-binding quotes obtained from third-party broker-dealers recognized as market participants. Significant increases or decreases in the fair value amounts received from these pricing sources may result in the Company reporting significantly higher or lower fair value measurements for these Level 3 investments.
•The fair value of private placement securities is determined by application of a matrix pricing model or a market comparable company value technique. The significant unobservable input to the matrix pricing model valuation technique is the spread over the industry-specific benchmark yield curve. Generally, an increase or decrease in spreads would lead to directionally inverse movement in the fair value measurements of these securities. The significant unobservable input to the market comparable company valuation technique is the discount rate. Generally, a significant increase (decrease) in the discount rate would result in significantly lower (higher) fair value measurements of these securities.
•Residential mortgage-backed securities classified as Level 3 primarily consist of non-agency paper with low trading activity. Included in the tables above as of December 31, 2024 and 2023, there were no Level 3 securities that were determined by application of a matrix pricing model and for which the spread over the U.S. Treasury curve is the most significant unobservable input to the pricing result. Generally, a change in spreads would lead to directionally inverse movement in the fair value measurements of these securities.
•Asset-backed securities classified as Level 3 primarily consist of non-agency mortgage loan trust certificates, including subprime and Alt-A paper, credit risk transfer securities, and equipment financings. Included in the tables above as of December 31, 2024 and 2023, there were no securities that were determined by the application of matrix-pricing for which the spread over the U.S. Treasury curve is the most significant unobservable input to the pricing result. Significant increases (decreases) in spreads would have resulted in significantly lower (higher) fair value measurements.
Other Equity Investments
Included in other equity investments classified as Level 3 are venture capital securities in the Technology, Media and Telecommunications industries. The fair value measurements of these securities include significant unobservable inputs including an enterprise value to revenue multiples and a discount rate to account for liquidity and various risk factors. Significant increases (decreases) in the enterprise value to revenue multiple inputs in isolation would have resulted in a significantly higher (lower) fair value measurement. Significant increases (decreases) in the discount rate would have resulted in a significantly lower (higher) fair value measurement.
Market Risk Benefits
Significant unobservable inputs with respect to the fair value measurement of the purchased MRB assets and MRB liabilities identified in the table above are developed using Company data. Future policyholder behavior is an unobservable market assumption and, as such, all aspects of policyholder behavior are derived based on recent historical experience. These policyholder behaviors include lapses, pro-rata withdrawals, dollar for dollar withdrawals, GMIB utilization, deferred mortality and payout phase mortality. Many of these policyholder behaviors have dynamic adjustment factors based on the relative value of the rider as compared to the account value in different economic environments. This applies to all variable annuity related products; products with GMxB riders including but not limited to GMIB, GMDB, and GWL.
Lapse rates are adjusted at the contract level based on a comparison of the value of the GMxB rider and the current policyholder account value, which include other factors such as considering surrender charges. Generally, lapse rates are assumed to be lower in periods when a surrender charge applies. A dynamic lapse function reduces the base lapse rate when the guaranteed amount is greater than the account value as in-the-money contracts are less likely to lapse. For valuing purchased MRB assets and MRB liabilities, lapse rates vary throughout the period over which cash flows are projected.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
Carrying Value of Financial Instruments Not Otherwise Disclosed in Note 3 and Note 4 of the Notes to these Consolidated Financial Statements
The carrying values and fair values for financial instruments not otherwise disclosed in Note 3 and Note 4 of the Notes to these Consolidated Financial Statements were as follows:
Carrying Values and Fair Values for Financial Instruments Not Otherwise Disclosed

| Carrying Value |  | Fair Value
| Level 1 |  | Level 2 |  | Level 3 |  | Total
| (in millions)
December 31, 2024: |  |  |  |  |  |  |  |  |
Mortgage loans on real estate | $ | 20,072 |  |  | $ | — |  |  | $ | — |  |  | $ | 18,567 |  |  | $ | 18,567 |
Policy loans | $ | 4,330 |  |  | $ | — |  |  | $ | — |  |  | $ | 4,559 |  |  | $ | 4,559 |
Policyholders’ liabilities: Investment contracts | $ | 2,046 |  |  | $ | — |  |  | $ | — |  |  | $ | 1,996 |  |  | $ | 1,996 |
FHLB funding agreements | $ | 7,167 |  |  | $ | — |  |  | $ | 7,113 |  |  | $ | — |  |  | $ | 7,113 |
FABN funding agreements | $ | 5,725 |  |  | $ | — |  |  | $ | 5,481 |  |  | $ | — |  |  | $ | 5,481 |
Funding agreement-backed commercial paper (FABCP) | $ | 74 |  |  | $ | — |  |  | $ | 75 |  |  | $ | — |  |  | $ | 75 |
Long-term debt | $ | 3,833 |  |  | $ | — |  |  | $ | 3,722 |  |  | $ | — |  |  | $ | 3,722 |
Separate Accounts liabilities | $ | 12,055 |  |  | $ | — |  |  | $ | — |  |  | $ | 12,055 |  |  | $ | 12,055 |
December 31, 2023: |  |  |  |  |  |  |  |  |
Mortgage loans on real estate | $ | 18,171 |  |  | $ | — |  |  | $ | — |  |  | $ | 16,471 |  |  | $ | 16,471 |
Policy loans | $ | 4,158 |  |  | $ | — |  |  | $ | — |  |  | $ | 4,485 |  |  | $ | 4,485 |
Policyholders’ liabilities: Investment contracts | $ | 1,663 |  |  | $ | — |  |  | $ | — |  |  | $ | 1,634 |  |  | $ | 1,634 |
FHLB funding agreements | $ | 7,618 |  |  | $ | — |  |  | $ | 7,567 |  |  | $ | — |  |  | $ | 7,567 |
FABN funding agreements | $ | 6,267 |  |  | $ | — |  |  | $ | 5,840 |  |  | $ | — |  |  | $ | 5,840 |
Funding agreement-backed commercial paper (FABCP) | $ | 939 |  |  | $ | — |  |  | $ | 948 |  |  | $ | — |  |  | $ | 948 |
Long-term debt | $ | 3,820 |  |  | $ | — |  |  | $ | 3,742 |  |  | $ | — |  |  | $ | 3,742 |
Separate Accounts liabilities | $ | 10,715 |  |  | $ | — |  |  | $ | — |  |  | $ | 10,715 |  |  | $ | 10,715 |

Mortgage Loans on Real Estate
Fair values for commercial, agricultural and residential mortgage loans on real estate are measured by discounting future contractual cash flows to be received on the mortgage loan using interest rates at which loans with similar characteristics and credit quality would be made. The discount rate is derived based on the appropriate U.S. Treasury rate with a like term to the remaining term of the loan to which a spread reflective of the risk premium associated with the specific loan is added. Fair values for mortgage loans anticipated to be foreclosed and problem mortgage loans are limited to the fair value of the underlying collateral, if lower.
Policy Loans
The fair value of policy loans is calculated by discounting expected cash flows based upon the U.S. Treasury yield curve and historical loan repayment patterns.
Policyholder Liabilities - Investment Contracts and Separate Accounts Liabilities
The fair values for deferred annuities and certain annuities, which are included in policyholders’ account balances, and liabilities for investment contracts with fund investments in Separate Accounts, are estimated using projected cash flows discounted at rates reflecting current market rates. Significant unobservable inputs reflected in the cash flows include lapse rates and withdrawal rates. Incremental adjustments may be made to the fair value to reflect non-performance risk. Certain other products such as the Company’s association plans contracts, supplementary contracts not involving life contingencies, Access Accounts and Escrow Shield Plus product reserves are held at book value.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
FHLB Funding Agreements
The fair values of Equitable Financial’s FHLB long term funding agreements’ fair values are determined based on indicative market rates published by the FHLB, provided to AB and modeled for each note’s FMV. FHLB short-term funding agreements’ fair values are reflective of notional/par value plus accrued interest.
FABN Funding Agreements
The fair values of Equitable Financial’s FABN funding agreements are determined by Bloomberg’s evaluated pricing service, which uses direct observations or observed comparables.
FABCP Funding Agreements
The fair value of Equitable Financial’s FABCP funding agreements are reflective of the notional/par value outstanding.
Short-term Debt
The Company’s short-term debt primarily includes long-term debt that has been reclassified to short-term due to an upcoming maturity date within one year. The fair values for the Company’s short-term debt are determined by Bloomberg’s evaluated pricing service, which uses direct observations or observed comparables.
Long-term Debt
The fair values for the Company’s long-term debt are determined by Bloomberg’s evaluated pricing service, which uses direct observations or observed comparables.
Financial Instruments Exempt from Fair Value Disclosure or Otherwise Not Required to be Disclosed
Exempt from Fair Value Disclosure Requirements
Certain financial instruments are exempt from the requirements for fair value disclosure, such as insurance liabilities other than financial guarantees and investment contracts, limited partnerships accounted for under the equity method and pension and other postretirement obligations.
Otherwise Not Required to be Included in the Table Above
The Company’s investment in COLI policies are recorded at their cash surrender value and therefore are not required to be included in the table above. See Note 2 of the Notes to these Consolidated Financial Statements for further description of the Company’s accounting policy related to its investment in COLI policies.
9) LIABILITIES FOR FUTURE POLICYHOLDER BENEFITS
The following table reconciles the net liability for future policy benefits and liability of death benefits to the liability for future policy benefits in the consolidated balance sheets:

| December 31,
| 2024 |  | 2023
| (in millions)
Reconciliation |  |  |
Term | $ | 1,285 |  |  | $ | 1,348 |
Payout | 5,050 |  |  | 4,464 |
Group Pension - Benefit Reserve & DPL | 460 |  |  | 490 |
Health | 1,362 |  |  | 1,505 |
UL | 1,246 |  |  | 1,193 |
Subtotal | 9,403 |  |  | 9,000 |
Whole Life Closed Block and Open Block products | 5,204 |  |  | 5,444 |
Other (1) | 901 |  |  | 970 |
Future policyholder benefits total | 15,508 |  |  | 15,414 |
Other policyholder funds and dividends payable | 2,105 |  |  | 1,949 |
Total | $ | 17,613 |  |  | $ | 17,363 |

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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
_____________
(1)Primarily consists of future policy benefits related to Protective Life and Annuity, Assumed Life and Disability, Group Life Run off, Variable Interest Sensitive Life rider and EB.
The following table summarizes balances and changes in the liability for future policy benefits for nonparticipating traditional and limited pay contracts:

| Year Ended December 31, |  |  |  |  |  |  |  |  |
| 2024 |  | 2023 |  |  |  |  |  |  |  |  |
| Protection Solutions |  | Individual Retirement |  | Corporate & Other |  | Protection Solutions |  | Individual Retirement |  | Corporate & Other |  |  |  |  |  |  |
| Term |  | Payout |  | Group Pension |  | Health |  | Term |  | Payout |  | Group Pension |  | Health |  |  |  |  |  |  |  |  |
| (in millions) |
Present Value of Expected Net Premiums |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Balance, beginning of period | $ | 2,133 |  |  | $ | — |  |  | $ | — |  |  | $ | (21) |  |  | $ | 2,100 |  |  | $ | — |  |  | $ | — |  |  | $ | (5) |  |  |  |  |  |  |  |  |  |
Beginning balance at original discount rate | 2,058 |  |  | — |  |  | — |  |  | (22) |  |  | 2,078 |  |  | — |  |  | — |  |  | (5) |  |  |  |  |  |  |  |  |  |
Effect of changes in cash flow assumptions | 21 |  |  | — |  |  | — |  |  | (3) |  |  | 47 |  |  | — |  |  | — |  |  | (6) |  |  |  |  |  |  |  |  |  |
Effect of actual variances from expected experience | (82) |  |  | — |  |  | — |  |  | (5) |  |  | (37) |  |  | — |  |  | — |  |  | (12) |  |  |  |  |  |  |  |  |  |
Adjusted beginning of period balance | 1,997 |  |  | — |  |  | — |  |  | (30) |  |  | 2,088 |  |  | — |  |  | — |  |  | (23) |  |  |  |  |  |  |  |  |  |
Issuances | 52 |  |  | — |  |  | — |  |  | — |  |  | 65 |  |  | — |  |  | — |  |  | — |  |  |  |  |  |  |  |  |  |
Interest accrual | 97 |  |  | — |  |  | — |  |  | (1) |  |  | 100 |  |  | — |  |  | — |  |  | (1) |  |  |  |  |  |  |  |  |  |
Net premiums collected | (187) |  |  | — |  |  | — |  |  | 5 |  |  | (195) |  |  | — |  |  | — |  |  | 2 |  |  |  |  |  |  |  |  |  |
Ending Balance at original discount rate | 1,959 |  |  | — |  |  | — |  |  | (26) |  |  | 2,058 |  |  | — |  |  | — |  |  | (22) |  |  |  |  |  |  |  |  |  |
Effect of changes in discount rate assumptions | (27) |  |  | — |  |  | — |  |  | 1 |  |  | 75 |  |  | — |  |  | — |  |  | 1 |  |  |  |  |  |  |  |  |  |
Balance, end of period | $ | 1,932 |  |  | $ | — |  |  | $ | — |  |  | $ | (25) |  |  | $ | 2,133 |  |  | $ | — |  |  | $ | — |  |  | $ | (21) |  |  |  |  |  |  |  |  |  |
Present Value of Expected Future Policy Benefits |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Balance, beginning of period | $ | 3,480 |  |  | $ | 4,464 |  |  | $ | 490 |  |  | $ | 1,484 |  |  | $ | 3,465 |  |  | $ | 3,517 |  |  | $ | 523 |  |  | $ | 1,553 |  |  |  |  |  |  |  |  |  |
Beginning balance of original discount rate | 3,330 |  |  | 4,680 |  |  | 536 |  |  | 1,672 |  |  | 3,391 |  |  | 3,869 |  |  | 583 |  |  | 1,795 |  |  |  |  |  |  |  |  |  |
Effect of changes in cash flow assumptions | 39 |  |  | — |  |  | — |  |  | — |  |  | 59 |  |  | — |  |  | — |  |  | (6) |  |  |  |  |  |  |  |  |  |
Effect of actual variances from expected experience | (103) |  |  | (2) |  |  | 2 |  |  | (11) |  |  | (45) |  |  | (4) |  |  | — |  |  | (22) |  |  |  |  |  |  |  |  |  |
Adjusted beginning of period balance | 3,266 |  |  | 4,678 |  |  | 538 |  |  | 1,661 |  |  | 3,405 |  |  | 3,865 |  |  | 583 |  |  | 1,767 |  |  |  |  |  |  |  |  |  |
Issuances | 56 |  |  | 994 |  |  | 20 |  |  | — |  |  | 70 |  |  | 1,044 |  |  | — |  |  | — |  |  |  |  |  |  |  |  |  |
Interest accrual | 163 |  |  | 174 |  |  | 18 |  |  | 54 |  |  | 167 |  |  | 127 |  |  | 20 |  |  | 57 |  |  |  |  |  |  |  |  |  |
Benefits payments | (270) |  |  | (456) |  |  | (62) |  |  | (160) |  |  | (312) |  |  | (356) |  |  | (67) |  |  | (152) |  |  |  |  |  |  |  |  |  |
Ending Balance at original discount rate | 3,215 |  |  | 5,390 |  |  | 514 |  |  | 1,555 |  |  | 3,330 |  |  | 4,680 |  |  | 536 |  |  | 1,672 |  |  |  |  |  |  |  |  |  |
Effect of changes in discount rate assumptions | 1 |  |  | (340) |  |  | (54) |  |  | (218) |  |  | 150 |  |  | (216) |  |  | (46) |  |  | (188) |  |  |  |  |  |  |  |  |  |
Balance, end of period | $ | 3,216 |  |  | $ | 5,050 |  |  | $ | 460 |  |  | $ | 1,337 |  |  | $ | 3,480 |  |  | $ | 4,464 |  |  | $ | 490 |  |  | $ | 1,484 |  |  |  |  |  |  |  |  |  |
Impact of flooring LFPB at zero | 1 |  |  | — |  |  | — |  |  | — |  |  | 1 |  |  | — |  |  | — |  |  | — |  |  |  |  |  |  |  |  |  |
Net liability for future policy benefits | 1,285 |  |  | 5,050 |  |  | 460 |  |  | 1,362 |  |  | 1,348 |  |  | 4,464 |  |  | 490 |  |  | 1,505 |  |  |  |  |  |  |  |  |  |
Less: Reinsurance recoverable | 8 |  |  | (1,347) |  |  | — |  |  | (1,070) |  |  | 25 |  |  | (969) |  |  | — |  |  | (1,191) |  |  |  |  |  |  |  |  |  |
Net liability for future policy benefits, after reinsurance recoverable | $ | 1,293 |  |  | $ | 3,703 |  |  | $ | 460 |  |  | $ | 292 |  |  | $ | 1,373 |  |  | $ | 3,495 |  |  | $ | 490 |  |  | $ | 314 |  |  |  |  |  |  |  |  |  |
Weighted-average duration of liability for future policyholder benefits (years) | 6.7 |  | 7.7 |  | 6.9 |  | 8.4 |  | 7.0 |  | 8.0 |  | 7.1 |  | 8.7 |  |  |  |  |  |  |  |  |

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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued

| Year Ended December 31, 2022
| Protection Solutions |  | Individual Retirement |  | Corporate & Other
| Term |  | Payout |  | Group Pension |  | Health
| ( in millions)
Present Value of Expected Net Premiums |  |  |  |  |  |  |
Balance, beginning of period | $ | 2,485 |  |  | $ | — |  |  | $ | — |  |  | $ | 22 |
Beginning balance at original discount rate | 1,864 |  |  | — |  |  | — |  |  | 19 |
Effect of changes in cash flow assumptions | 204 |  |  | — |  |  | — |  |  | (10) |
Effect of actual variances from expected experience | 31 |  |  | — |  |  | — |  |  | (15) |
Adjusted beginning of period balance | 2,099 |  |  | — |  |  | — |  |  | (6) |
Issuances | 76 |  |  | — |  |  | — |  |  | — |
Interest accrual | 97 |  |  | — |  |  | — |  |  | — |
Net premiums collected | (194) |  |  | — |  |  | — |  |  | 1 |
Ending Balance at original discount rate | 2,078 |  |  | — |  |  | — |  |  | (5) |
Effect of changes in discount rate assumptions | 22 |  |  | — |  |  | — |  |  | — |
Balance, end of period | $ | 2,100 |  |  | $ | — |  |  | $ | — |  |  | $ | (5) |
Present Value of Expected Future Policy Benefits |  |  |  |  |  |
Balance, beginning of period | $ | 4,294 |  |  | $ | 3,661 |  |  | $ | 683 |  |  | $ | 2,092 |
Beginning balance of original discount rate | 3,241 |  |  | 3,283 |  |  | 632 |  |  | 1,915 |
Effect of changes in cash flow assumptions | 222 |  |  | (3) |  |  | — |  |  | (5) |
Effect of actual variances from expected experience | 31 |  |  | (5) |  |  | 1 |  |  | (13) |
Adjusted beginning of period balance | 3,494 |  |  | 3,275 |  |  | $ | 633 |  |  | 1,897 |
Issuances | 82 |  |  | 781 |  |  | — |  |  | — |
Interest accrual | 168 |  |  | 103 |  |  | 21 |  |  | 61 |
Benefits payments | (353) |  |  | (290) |  |  | (71) |  |  | (163) |
Ending Balance at original discount rate | 3,391 |  |  | 3,869 |  |  | 583 |  |  | 1,795 |
Effect of changes in discount rate assumptions | 74 |  |  | (352) |  |  | (60) |  |  | (242) |
Balance, end of period | $ | 3,465 |  |  | $ | 3,517 |  |  | $ | 523 |  |  | $ | 1,553 |
Impact of flooring LFPB at zero | — |  |  | — |  |  | — |  |  | — |
Net liability for future policy benefits | 1,365 |  |  | 3,517 |  |  | 523 |  |  | 1,558 |
Less: Reinsurance recoverable | 21 |  |  | (466) |  |  | — |  |  | (1,242) |
Net liability for future policy benefits, after reinsurance recoverable | $ | 1,386 |  |  | $ | 3,051 |  |  | $ | 523 |  |  | $ | 316 |
Weighted-average duration of liability for future policyholder benefits (years) | 7.0 |  | 8.5 |  | 7.2 |  | 8.7

The following table provides the amount of undiscounted and discounted expected gross premiums and expected future benefits and expenses related to nonparticipating traditional and limited payment contracts:

| December 31, |  |
| 2024 |  | 2023 |  |
| (in millions) |  |
Term |  |  |  |  |
Expected future benefit payments and expenses (undiscounted) | $ | 5,613 |  |  | $ | 5,878 |  |  |
Expected future gross premiums (undiscounted) | 6,597 |  |  | 6,979 |  |  |
Expected future benefit payments and expenses (discounted; AOCI basis) | 3,216 |  |  | 3,480 |  |  |

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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued

| December 31, |  |
| 2024 |  | 2023 |  |
Expected future gross premiums (discounted; AOCI basis) | 3,507 |  |  | 3,879 |  |  |
Payout |  |  |  |  |
Expected future benefit payments and expenses (undiscounted) | 7,686 |  |  | 6,630 |  |  |
Expected future gross premiums (undiscounted) | — |  |  | — |  |  |
Expected future benefit payments and expenses (discounted; AOCI basis) | 4,938 |  |  | 4,350 |  |  |
Expected future gross premiums (discounted; AOCI basis) | — |  |  | — |  |  |
Group Pension |  |  |  |  |
Expected future benefit payments and expenses (undiscounted) | 630 |  |  | 668 |  |  |
Expected future gross premiums (undiscounted) | — |  |  | — |  |  |
Expected future benefit payments and expenses (discounted; AOCI basis) | 436 |  |  | 471 |  |  |
Expected future gross premiums (discounted; AOCI basis) | — |  |  | — |  |  |
Health |  |  |  |  |
Expected future benefit payments and expenses (undiscounted) | 2,139 |  |  | 2,318 |  |  |
Expected future gross premiums (undiscounted) | 70 |  |  | 85 |  |  |
Expected future benefit payments and expenses (discounted; AOCI basis) | 1,323 |  |  | 1,468 |  |  |
Expected future gross premiums (discounted; AOCI basis) | $ | 55 |  |  | $ | 68 |  |  |

The table below summarizes the revenue and interest related to nonparticipating traditional and limited payment contracts:

| Year Ended December 31,
| 2024 |  | 2023 |  | 2022 |  | 2024 |  | 2023 |  | 2022
| Gross Premium |  | Interest Accretion
| (in millions)
Revenue and Interest Accretion |  |  |  |  |  |  |  |  |  |  |
Term | $ | 336 |  |  | $ | 352 |  |  | $ | 275 |  |  | $ | 66 |  |  | $ | 67 |  |  | $ | 70 |
Payout | 271 |  |  | 266 |  |  | 123 |  |  | 207 |  |  | 149 |  |  | 103 |
Group Pension | — |  |  | — |  |  | — |  |  | 18 |  |  | 19 |  |  | 21 |
Health | 12 |  |  | 15 |  |  | 9 |  |  | 54 |  |  | 58 |  |  | 61 |
Total | $ | 619 |  |  | $ | 633 |  |  | $ | 407 |  |  | $ | 345 |  |  | $ | 293 |  |  | $ | 255 |

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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
The following table provides the weighted average interest rates for the liability for future policy benefits:

|  |  | December 31,
|  |  | 2024 |  | 2023
Weighted Average Interest Rate |  |  |  |  |
Term |  |  |  |  |
Interest accretion rate |  |  | 5.6 | % |  | 5.6 | %
Current discount rate |  |  | 5.2 | % |  | 4.8 | %
Payout |  |  |  |  |
Interest accretion rate |  |  | 4.4 | % |  | 4.2 | %
Current discount rate |  |  | 5.3 | % |  | 4.9 | %
Group Pension |  |  |  |  |
Interest accretion rate |  |  | 3.4 | % |  | 3.3 | %
Current discount rate |  |  | 5.2 | % |  | 4.8 | %
Health |  |  |  |  |
Interest accretion rate |  |  | 3.4 | % |  | 3.4 | %
Current discount rate |  |  | 5.4 | % |  | 4.9 | %

The following table provides the balance, changes in and the weighted average durations of the additional insurance liabilities:

|  |  | Year Ended December 31,
|  |  |  |  | 2024 |  | 2023 |  | 2022
|  |  |  |  | Protection Solutions
|  |  |  |  | UL
|  |  |  |  | (in millions)
Balance, beginning of period |  |  |  |  | $ | 1,193 |  |  | $ | 1,109 |  |  | $ | 1,087 |
Beginning balance before AOCI adjustments |  |  |  |  | 1,230 |  |  | 1,135 |  |  | 1,076 |
Effect of changes in interest rate & cash flow assumptions and model changes |  |  |  |  | 17 |  |  | 21 |  |  | 8 |
Effect of actual variances from expected experience |  |  |  |  | 2 |  |  | 10 |  |  | 25 |
Adjusted beginning of period balance |  |  |  |  | 1,249 |  |  | 1,166 |  |  | 1,109 |
Interest accrual |  |  |  |  | 56 |  |  | 52 |  |  | 49 |
Net assessments collected |  |  |  |  | 70 |  |  | 69 |  |  | 68 |
Benefit payments |  |  |  |  | (73) |  |  | (57) |  |  | (91) |
Ending balance before shadow reserve adjustments |  |  |  |  | 1,302 |  |  | 1,230 |  |  | 1,135 |
Effect of reserve adjustment recorded in AOCI |  |  |  |  | (56) |  |  | (37) |  |  | (26) |
Balance, end of period |  |  |  |  | $ | 1,246 |  |  | $ | 1,193 |  |  | $ | 1,109 |
Net liability for additional liability |  |  |  |  | $ | 1,246 |  |  | $ | 1,193 |  |  | $ | 1,109 |
Less: Reinsurance recoverable |  |  |  |  | — |  |  | — |  |  | — |
Net liability for additional liability, after reinsurance recoverable |  |  |  |  | $ | 1,246 |  |  | $ | 1,193 |  |  | $ | 1,109 |
Weighted-average duration of additional liability - death benefit (years) |  |  |  |  | 19.4 |  | 19.9 |  | 22.0

The following tables provide the revenue, interest and weighted average interest rates, related to the additional insurance liabilities:

| Year Ended December 31,
| 2024 |  | 2023 |  | 2022 |  | 2024 |  | 2023 |  | 2022
| Assessments |  | Interest Accretion
| (in millions)
Revenue and Interest Accretion |  |  |  |  |  |  |  |  |  |  |
UL | $ | 663 |  |  | $ | 670 |  |  | $ | 666 |  |  | $ | 56 |  |  | $ | 51 |  |  | $ | 49 |
Total | $ | 663 |  |  | $ | 670 |  |  | $ | 666 |  |  | $ | 56 |  |  | $ | 51 |  |  | $ | 49 |

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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued

|  |  |  |  | Year Ended December 31,
|  |  |  |  |  |  | 2024 |  | 2023 |  | 2022
Weighted Average Interest Rate |  |  |  |  |  |  |  |  |  |  |
UL |  |  |  |  |  |  | 4.5 | % |  | 4.5 | % |  | 4.5 | %
Interest accretion rate |  |  |  |  |  |  | 4.5 | % |  | 4.5 | % |  | 4.5 | %

The discount rate used for additional insurance liabilities reserve is based on the crediting rate at issue.
10) MARKET RISK BENEFITS
The following table presents the balances and changes to the balances for MRBs for the GMxB benefits on deferred variable annuities:

| Year Ended December 31, |  |  |  |  |
| 2024 |  | 2023 |
| Individual Retirement |  | Legacy |  | Individual Retirement |  | Legacy |
| GMxB Core |  | GMxB Legacy |  | Purchased MRB (3) |  | Net Legacy |  | GMxB Core |  | GMxB Legacy |  | Purchased MRB (3) |  | Net Legacy |  |  |  |  |
| (in millions)
Balance, beginning of period | $ | 590 |  |  | $ | 13,418 |  |  | $ | (9,420) |  |  | $ | 3,998 |  |  | $ | 530 |  |  | $ | 14,699 |  |  | $ | (10,415) |  |  | $ | 4,284 |  |  |  |  |  |
Balance BOP before changes in the instrument specific credit risk | 322 |  |  | 13,028 |  |  | (9,387) |  |  | 3,641 |  |  | 529 |  |  | 15,314 |  |  | (10,358) |  |  | 4,956 |  |  |  |  |  |
Model changes and effect of changes in cash flow assumptions (4) | 86 |  |  | (78) |  |  | 125 |  |  | 47 |  |  | 20 |  |  | (11) |  |  | (33) |  |  | (44) |  |  |  |  |  |
Actual market movement effect | (269) |  |  | (1,201) |  |  | 655 |  |  | (546) |  |  | (481) |  |  | (1,847) |  |  | 986 |  |  | (861) |  |  |  |  |  |
Interest accrual | 61 |  |  | 586 |  |  | (418) |  |  | 168 |  |  | 73 |  |  | 770 |  |  | (555) |  |  | 215 |  |  |  |  |  |
Attributed fees accrued (1) | 403 |  |  | 802 |  |  | (272) |  |  | 530 |  |  | 407 |  |  | 843 |  |  | (284) |  |  | 559 |  |  |  |  |  |
Benefit payments | (41) |  |  | (1,218) |  |  | 671 |  |  | (547) |  |  | (47) |  |  | (1,354) |  |  | 768 |  |  | (586) |  |  |  |  |  |
Actual policyholder behavior different from expected behavior | 32 |  |  | (37) |  |  | 1 |  |  | (36) |  |  | 23 |  |  | (14) |  |  | (41) |  |  | (55) |  |  |  |  |  |
Changes in future economic assumptions | (428) |  |  | (2,147) |  |  | 1,257 |  |  | (890) |  |  | (203) |  |  | (673) |  |  | 130 |  |  | (543) |  |  |  |  |  |
Issuances | (3) |  |  | — |  |  | — |  |  | — |  |  | 1 |  |  | — |  |  | — |  |  | — |  |  |  |  |  |
Balance EOP before changes in the instrument-specific credit risk | 163 |  |  | 9,735 |  |  | (7,368) |  |  | 2,367 |  |  | 322 |  |  | 13,028 |  |  | (9,387) |  |  | 3,641 |  |  |  |  |  |
Changes in the instrument-specific credit risk (2) | 333 |  |  | 773 |  |  | (4) |  |  | 769 |  |  | 268 |  |  | 390 |  |  | (33) |  |  | 357 |  |  |  |  |  |
Balance, end of period | $ | 496 |  |  | $ | 10,508 |  |  | $ | (7,372) |  |  | $ | 3,136 |  |  | $ | 590 |  |  | $ | 13,418 |  |  | $ | (9,420) |  |  | $ | 3,998 |  |  |  |  |  |
Weighted-average age of policyholders (years) | 65.4 |  | 73.6 |  | 73.2 |  | N/A |  | 64.4 |  | 73.0 |  | 72.6 |  | N/A |  |  |  |  |
Net amount at risk | $ | 2,868 |  |  | $ | 19,041 |  |  | $ | 10,142 |  |  | N/A |  | $ | 2,995 |  |  | $ | 21,136 |  |  | $ | 11,343 |  |  | N/A |  |  |  |  |

_____________
(1)Attributed fees accrued represents the portion of the fees needed to fund future GMxB claims.
(2)Changes are recorded in OCI except for reinsurer credit which is reflected in the consolidated income statement.
(3)Purchased MRB is the impact of non-affiliated reinsurance.
(4)Includes the impact primarily of a non-affiliated recapture of reinsurance completed in the first quarter of 2024.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued

| Year Ended December 31, 2022
| Individual Retirement |  | Legacy
| GMxB Core |  | GMxB Legacy |  | Purchased MRB (3) |  | Net Legacy
| (in millions)
Balance, beginning of the period (“BOP”) | $ | 1,061 |  |  | $ | 20,236 |  |  | $ | (14,059) |  |  | $ | 6,177 |
Balance BOP before changes in the instrument specific credit risk | $ | 666 |  |  | 19,719 |  |  | (14,051) |  |  | 5,668 |
Model changes and effect of changes in cash flow assumptions | (5) |  |  | 317 |  |  | (143) |  |  | 174 |
Actual market movement effect | 1,074 |  |  | 3,402 |  |  | (1,226) |  |  | 2,176 |
Interest accrual | 37 |  |  | 731 |  |  | (489) |  |  | 242 |
Attributed fees accrued (1) | 399 |  |  | 882 |  |  | (295) |  |  | 587 |
Benefit payments | (37) |  |  | (1,179) |  |  | 669 |  |  | (510) |
Actual policyholder behavior different from expected behavior | 24 |  |  | 142 |  |  | (102) |  |  | 40 |
Changes in future economic assumptions | (1,626) |  |  | (8,700) |  |  | 5,279 |  |  | (3,421) |
Issuances | (3) |  |  | — |  |  | — |  |  | — |
Balance EOP before changes in the instrument-specific credit risk | $ | 529 |  |  | 15,314 |  |  | (10,358) |  |  | 4,956 |
Changes in the instrument-specific credit risk (2) | 1 |  |  | (615) |  |  | (57) |  |  | (672) |
Balance, end of the period (“EOP”) | $ | 530 |  |  | $ | 14,699 |  |  | $ | (10,415) |  |  | $ | 4,284 |
Weighted-average age of policyholders (years) | 63.5 |  | 72.5 |  | 72.1 |  | N/A
Net amount at risk | $ | 3,530 |  |  | $ | 22,631 |  |  | $ | 11,755 |  |  | N/A

______________
(1) Attributed fees accrued represents the portion of the fees needed to fund future GMxB claims.
(2) Changes are recorded in OCI.
(3) Purchased MRB is the impact of non-affiliated reinsurance.
The following table reconciles MRBs by the amounts in an asset position and amounts in a liability position to the MRB amounts in the consolidated balance sheets:

| December 31, 2024 |  | December 31, 2023
| Direct Asset |  | Direct Liability |  | Net Direct MRB |  | Purchased MRB |  | Total |  | Direct Asset |  | Direct Liability |  | Net Direct MRB |  | Purchased MRB |  | Total |
| (in millions) |
Individual Retirement |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
GMxB Core | $ | (514) |  |  | $ | 1,010 |  |  | $ | 496 |  |  | $ | — |  |  | $ | 496 |  |  | $ | (418) |  |  | $ | 1,008 |  |  | $ | 590 |  |  | $ | — |  |  | $ | 590 |  |
Legacy Segment |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
GMxB Legacy | (230) |  |  | 10,738 |  |  | 10,508 |  |  | (7,372) |  |  | 3,136 |  |  | (102) |  |  | 13,520 |  |  | 13,418 |  |  | (9,420) |  |  | 3,998 |  |
Other (1) | (119) |  |  | 62 |  |  | (57) |  |  | (4) |  |  | (61) |  |  | (71) |  |  | 84 |  |  | 13 |  |  | (7) |  |  | 6 |  |
Total | $ | (863) |  |  | $ | 11,810 |  |  | $ | 10,947 |  |  | $ | (7,376) |  |  | $ | 3,571 |  |  | $ | (591) |  |  | $ | 14,612 |  |  | $ | 14,021 |  |  | $ | (9,427) |  |  | $ | 4,594 |  |

______________
(1)Other primarily includes SCS.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
11) POLICYHOLDER ACCOUNT BALANCES
The following table reconciles the policyholders account balances to the policyholders’ account balance liability in the consolidated balance sheets:

| December 31, |
| 2024 |  | 2023 |
| (in millions) |
Policyholders’ account balance reconciliation |  |  |  |
Protection Solutions |  |  |  |
Universal Life | $ | 5,065 |  |  | $ | 5,202 |  |
Variable Universal Life | 5,018 |  |  | 4,862 |  |
Legacy Segment |  |  |  |
GMxB Legacy | 226 |  |  | 293 |  |
Individual Retirement |  |  |  |
GMxB Core | (4) |  |  | 36 |  |
SCS | 65,267 |  |  | 49,002 |  |
EQUI-VEST Individual | 2,037 |  |  | 2,322 |  |
Group Retirement |  |  |  |
EQUI-VEST Group | 11,158 |  |  | 11,563 |  |
Momentum | 527 |  |  | 608 |  |
Other (1) (2) | 8,658 |  |  | 6,895 |  |
Balance (exclusive of Funding Agreements) | 97,952 |  |  | 80,783 |  |
Funding Agreements (2) | 13,013 |  |  | 14,890 |  |
Balance, end of period | $ | 110,965 |  |  | $ | 95,673 |  |

_____________
(1)Primarily reflects products IR Payout, IR Other, Indexed Universal Life, Investment Edge, Group Pension, Closed Block and Corporate and Other.
(2)Balances as of December 31, 2023 were revised from previously filed financial statements.
The following table summarizes the balances and changes in policyholder’s account balances:

| Year Ended December 31, 2024 |  |
| Protection Solutions |  | Legacy |  | Individual Retirement |  | Group Retirement |  |
| Universal Life |  | Variable Universal Life |  | GMxB Legacy |  | GMxB Core |  | SCS (1) |  | EQUI-VEST Individual |  | EQUI-VEST Group |  | Momentum |  |
| (Dollars in millions)
Balance, beginning of period | $ | 5,202 |  |  | $ | 4,862 |  |  | $ | 293 |  |  | $ | 36 |  |  | $ | 49,002 |  |  | $ | 2,322 |  |  | $ | 11,563 |  |  | $ | 608 |  |  |
Premiums received | 647 |  |  | 117 |  |  | 4 |  |  | 233 |  |  | 14 |  |  | 37 |  |  | 605 |  |  | 67 |  |  |
Policy charges | (712) |  |  | (265) |  |  | 14 |  |  | (3) |  |  | (23) |  |  | — |  |  | (4) |  |  | — |  |  |
Surrenders and withdrawals | (79) |  |  | (42) |  |  | (86) |  |  | (35) |  |  | (4,110) |  |  | (347) |  |  | (1,603) |  |  | (148) |  |  |
Benefit payments | (213) |  |  | (67) |  |  | (17) |  |  | (2) |  |  | (312) |  |  | (55) |  |  | (74) |  |  | (2) |  |  |
Net transfers from (to) separate account | — |  |  | 201 |  |  | 4 |  |  | (240) |  |  | 12,725 |  |  | 15 |  |  | 334 |  |  | (11) |  |  |
Interest credited (2) | 220 |  |  | 212 |  |  | 14 |  |  | 7 |  |  | 7,971 |  |  | 65 |  |  | 337 |  |  | 13 |  |  |
Other | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  |
Balance, end of period | $ | 5,065 |  |  | $ | 5,018 |  |  | $ | 226 |  |  | $ | (4) |  |  | $ | 65,267 |  |  | $ | 2,037 |  |  | $ | 11,158 |  |  | $ | 527 |  |  |
Weighted-average crediting rate | 3.82% |  | 3.68% |  | 2.74% |  | 1.66% |  | N/A |  | 2.98% |  | 2.69% |  | 2.48% |  |
Net amount at risk (3) | $ | 33,324 |  |  | $ | 117,420 |  |  | $ | 19,041 |  |  | $ | 2,868 |  |  | $ | 9 |  |  | $ | 101 |  |  | $ | 9 |  |  | $ | — |  |  |
Cash surrender value | $ | 3,368 |  |  | $ | 3,162 |  |  | $ | 489 |  |  | $ | 228 |  |  | $ | 60,879 |  |  | $ | 2,030 |  |  | $ | 11,071 |  |  | $ | 528 |  |  |

______________
(1)SCS sales are recorded as a Separate Account liability until they are swept into the General Account. This sweep is recorded as Net Transfers from (to) separate account.
(2)SCS and EQUI-VEST Group includes amounts related to the change in embedded derivative.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
(3)For life insurance products, the net amount at risk is death benefit less account value for the policyholder. For variable annuity products, the net amount at risk is the maximum GMxB NAR for the policyholder.

| Year Ended December 31, 2023
| Protection Solutions |  | Legacy |  | Individual Retirement |  | Group Retirement
| Universal Life |  | Variable Universal Life |  | GMxB Legacy |  | GMxB Core |  | SCS (1) |  | EQUI-VEST Individual |  | EQUI-VEST Group |  | Momentum
| (Dollars in millions)
Balance, beginning of period | $ | 5,340 |  | $ | 4,909 |  | $ | 382 |  | $ | 69 |  | $ | 35,702 |  | $ | 2,652 |  | $ | 12,045 |  | $ | 702
Premiums received | 698 |  | 134 |  | 10 |  | 222 |  | 10 |  | 36 |  | 626 |  | 70
Policy charges | (760) |  | (256) |  | 9 |  | (4) |  | (9) |  | — |  | (4) |  | (1)
Surrenders and withdrawals | (80) |  | (46) |  | (96) |  | (33) |  | (2,882) |  | (378) |  | (1,703) |  | (152)
Benefit payments | (218) |  | (114) |  | (26) |  | (2) |  | (256) |  | (70) |  | (71) |  | (4)
Net transfers from (to) separate account | — |  | 24 |  | (4) |  | (222) |  | 10,155 |  | 6 |  | 272 |  | (21)
Interest credited (2) | 222 |  | 211 |  | 18 |  | 6 |  | 6,282 |  | 72 |  | 387 |  | 14
Other | — |  | — |  | — |  | — |  | — |  | 4 |  | 11 |  | —
Balance, end of period | $ | 5,202 |  | $ | 4,862 |  | $ | 293 |  | $ | 36 |  | $ | 49,002 |  | $ | 2,322 |  | $ | 11,563 |  | $ | 608
Weighted-average crediting rate | 3.77% |  | 3.72% |  | 2.71% |  | 1.59% |  | N/A |  | 2.84% |  | 2.66% |  | 2.33%
Net amount at risk (3) | $ | 35,490 |  | $ | 115,550 |  | $ | 21,136 |  | $ | 2,995 |  | $ | 1 |  | $ | 109 |  | $ | 10 |  | $ | —
Cash surrender value | $ | 3,423 |  | $ | 3,194 |  | $ | 572 |  | $ | 265 |  | $ | 45,738 |  | $ | 2,315 |  | $ | 11,506 |  | $ | 609

______________
(1)SCS sales are recorded as a Separate Account liability until they are swept into the General Account. This sweep is recorded as Net Transfers from (to) separate account.
(2)SCS and EQUI-VEST includes amounts related to the change in embedded derivative.
(3)For life insurance products, the net amount at risk is the death benefit less account value for the policyholder. For variable annuity products, the net amount at risk is the maximum GMxB NAR for the policyholder.

| Year Ended December 31, 2022
| Protection Solutions |  | Legacy |  | Individual Retirement |  | Group Retirement
| Universal Life |  | Variable Universal Life |  | GMxB Legacy |  | GMxB Core |  | SCS (1) |  | EQUI-VEST Individual |  | EQUI-VEST Group |  | Momentum
| (Dollars in millions)
Balance, beginning of period | $ | 5,462 |  |  | $ | 4,807 |  |  | $ | 432 |  |  | $ | 112 |  |  | $ | 33,443 |  |  | $ | 2,784 |  |  | $ | 11,951 |  |  | $ | 704 |
Premiums received | 730 |  |  | 160 |  |  | 8 |  |  | 151 |  |  | 2 |  |  | 46 |  |  | 610 |  |  | 79 |
Policy charges | (789) |  |  | (245) |  |  | 6 |  |  | (22) |  |  | — |  |  | (1) |  |  | (5) |  |  | — |
Surrenders and withdrawals | (86) |  |  | (12) |  |  | (68) |  |  | (31) |  |  | (2,452) |  |  | (225) |  |  | (995) |  |  | (148) |
Benefit payments | (200) |  |  | (92) |  |  | (22) |  |  | (2) |  |  | (209) |  |  | (59) |  |  | (70) |  |  | (2) |
Net transfers from (to) separate account | — |  |  | 124 |  |  | 5 |  |  | (145) |  |  | 7,474 |  |  | 28 |  |  | 303 |  |  | 54 |
Interest credited (2) | 223 |  |  | 167 |  |  | 21 |  |  | 6 |  |  | (2,556) |  |  | 79 |  |  | 251 |  |  | 15 |
Other | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |
Balance, end of period | $ | 5,340 |  |  | $ | 4,909 |  |  | $ | 382 |  |  | $ | 69 |  |  | $ | 35,702 |  |  | $ | 2,652 |  |  | $ | 12,045 |  |  | $ | 702 |
Weighted-average crediting rate | 3.62 | % |  | 3.81 | % |  | 1.80 | % |  | 1.05 | % |  | 1.12 | % |  | 2.85 | % |  | 3.00 | % |  | 2.02 | %
Net amount at risk (3) | $ | 37,555 |  |  | $ | 115,152 |  |  | $ | 22,631 |  |  | $ | 3,530 |  |  | $ | 92 |  |  | $ | 143 |  |  | $ | 138 |  |  | $ | — |
Cash surrender value | $ | 3,483 |  |  | $ | 3,366 |  |  | $ | 980 |  |  | $ | 293 |  |  | $ | 32,080 |  |  | $ | 2,645 |  |  | $ | 11,961 |  |  | $ | 702 |

______________
(1)SCS sales are recorded as a Separate Account liability until they are swept into the General Account. This sweep is recorded as Net Transfers from (to) separate account.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
(2)SCS and EQUI-VEST Group includes amounts related to the change in embedded derivative.
(3)For life insurance products the net amount at risk is death benefit less account value for the policyholder. For variable annuity products the net amount risk is the maximum GMxB NAR for the policyholder.
The following table presents the account values by range of guaranteed minimum crediting rates and the related range of the difference in basis points, between rates being credited policyholders and the respective guaranteed minimums:

December 31, 2024 |  |  |  |  |  |
Product |  | Range of Guaranteed Minimum Crediting Rate |  | At Guaranteed Minimum |  | 1 Basis Point - 50 Basis Points Above |  | 51 Basis Points - 150 Basis Points Above |  | Greater Than 150 Basis Points Above |  | Total |  |  |  |  |  |
( in millions) |  |  |  |  |  |
Protection Solutions |  |  |  |  |  |
Universal Life |  | 0.00% - 1.50% |  | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | 6 |  |  | $ | 6 |  |  |  |  |  |  |
| 1.51% - 2.50% |  | — |  |  | 90 |  |  | 284 |  |  | 655 |  |  | 1,029 |  |  |  |  |  |  |
| Greater than 2.50% |  | 3,402 |  |  | 598 |  |  | — |  |  | — |  |  | 4,000 |  |  |  |  |  |  |
| Total |  | $ | 3,402 |  |  | $ | 688 |  |  | $ | 284 |  |  | $ | 661 |  |  | $ | 5,035 |  |  |  |  |  |  |
Variable Universal Life |  | 0.00% - 1.50% |  | $ | 24 |  |  | $ | 13 |  |  | $ | 94 |  |  | $ | 40 |  |  | $ | 171 |  |  |  |  |  |  |
| 1.51% - 2.50% |  | 37 |  |  | 357 |  |  | 223 |  |  | — |  |  | 617 |  |  |  |  |  |  |
| Greater than 2.50% |  | 3,667 |  |  | 2 |  |  | 20 |  |  | — |  |  | 3,689 |  |  |  |  |  |  |
| Total |  | $ | 3,728 |  |  | $ | 372 |  |  | $ | 337 |  |  | $ | 40 |  |  | $ | 4,477 |  |  |  |  |  |  |
Legacy Segment |  |  |  |  |  |
GMxB Legacy |  | 0.00% - 1.50% |  | $ | 67 |  |  | $ | 3 |  |  | $ | — |  |  | $ | — |  |  | $ | 70 |  |  |  |  |  |  |
| 1.51% - 2.50% |  | 19 |  |  | — |  |  | — |  |  | — |  |  | 19 |  |  |  |  |  |  |
| Greater than 2.50% |  | 401 |  |  | — |  |  | — |  |  | — |  |  | 401 |  |  |  |  |  |  |
| Total |  | $ | 487 |  |  | $ | 3 |  |  | $ | — |  |  | $ | — |  |  | $ | 490 |  |  |  |  |  |  |
Individual Retirement |  |  |  |  |  |
GMxB Core |  | 0.00% - 1.50% |  | $ | 11 |  |  | $ | 160 |  |  | $ | — |  |  | $ | — |  |  | $ | 171 |  |  |  |  |  |  |
| 1.51% - 2.50% |  | 12 |  |  | — |  |  | — |  |  | — |  |  | 12 |  |  |  |  |  |  |
| Greater than 2.50% |  | 52 |  |  | — |  |  | — |  |  | — |  |  | 52 |  |  |  |  |  |  |
| Total |  | $ | 75 |  |  | $ | 160 |  |  | $ | — |  |  | $ | — |  |  | $ | 235 |  |  |  |  |  |  |
EQUI-VEST Individual |  | 0.00% - 1.50% |  | $ | 42 |  |  | $ | 198 |  |  | $ | — |  |  | $ | — |  |  | $ | 240 |  |  |  |  |  |  |
| 1.51% - 2.50% |  | 38 |  |  | — |  |  | — |  |  | — |  |  | 38 |  |  |  |  |  |  |
| Greater than 2.50% |  | 1,758 |  |  | — |  |  | — |  |  | — |  |  | 1,758 |  |  |  |  |  |  |
| Total |  | $ | 1,838 |  |  | $ | 198 |  |  | $ | — |  |  | $ | — |  |  | $ | 2,036 |  |  |  |  |  |  |
Group Retirement |  |  |  |  |  |
EQUI-VEST Group |  | 0.00% - 1.50% |  | $ | 720 |  |  | $ | 2,391 |  |  | $ | 33 |  |  | $ | 258 |  |  | $ | 3,402 |  |  |  |  |  |  |
| 1.51% - 2.50% |  | 349 |  |  | — |  |  | — |  |  | — |  |  | 349 |  |  |  |  |  |  |
| Greater than 2.50% |  | 6,076 |  |  | — |  |  | — |  |  | — |  |  | 6,076 |  |  |  |  |  |  |
| Total |  | $ | 7,145 |  |  | $ | 2,391 |  |  | $ | 33 |  |  | $ | 258 |  |  | $ | 9,827 |  |  |  |  |  |  |
Momentum |  | 0.00% - 1.50% |  | $ | — |  |  | $ | — |  |  | $ | 269 |  |  | $ | 88 |  |  | $ | 357 |  |  |  |  |  |  |
| 1.51% - 2.50% |  | 79 |  |  | 29 |  |  | — |  |  | — |  |  | 108 |  |  |  |  |  |  |
| Greater than 2.50% |  | 56 |  |  | — |  |  | 5 |  |  | — |  |  | 61 |  |  |  |  |  |  |
| Total |  | $ | 135 |  |  | $ | 29 |  |  | $ | 274 |  |  | $ | 88 |  |  | $ | 526 |  |  |  |  |  |  |

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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued

December 31, 2023
Product |  | Range of Guaranteed Minimum Crediting Rate |  | At Guaranteed Minimum |  | 1 Basis Point - 50 Basis Points Above |  | 51 Basis Points - 150 Basis Points Above |  | Greater Than 150 Basis Points Above |  | Total
( in millions)
Protection Solutions
Universal Life |  | 0.00% - 1.50% |  | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | 6 |  |  | $ | 6 |
| 1.51% - 2.50% |  | 61 |  |  | 69 |  |  | 462 |  |  | 430 |  |  | 1,022 |
| Greater than 2.50% |  | 3,515 |  |  | 627 |  |  | — |  |  | — |  |  | 4,142 |
| Total |  | $ | 3,576 |  |  | $ | 696 |  |  | $ | 462 |  |  | $ | 436 |  |  | $ | 5,170 |
Variable Universal Life |  | 0.00% - 1.50% |  | $ | 16 |  |  | $ | 33 |  |  | $ | 53 |  |  | $ | 9 |  |  | $ | 111 |
| 1.51% - 2.50% |  | 35 |  |  | 495 |  |  | 28 |  |  | — |  |  | 558 |
| Greater than 2.50% |  | 3,712 |  |  | — |  |  | 13 |  |  | 5 |  |  | 3,730 |
| Total |  | $ | 3,763 |  |  | $ | 528 |  |  | $ | 94 |  |  | $ | 14 |  |  | $ | 4,399 |
Legacy Segment
GMxB Legacy |  | 0.00% - 1.50% |  | $ | 75 |  |  | $ | 16 |  |  | $ | — |  |  | $ | — |  |  | $ | 91 |
| 1.51% - 2.50% |  | 21 |  |  | — |  |  | — |  |  | — |  |  | 21 |
| Greater than 2.50% |  | 461 |  |  | — |  |  | — |  |  | — |  |  | 461 |
| Total |  | $ | 557 |  |  | $ | 16 |  |  | $ | — |  |  | $ | — |  |  | $ | 573 |
Individual Retirement
GMxB Core |  | 0.00% - 1.50% |  | $ | 13 |  |  | $ | 192 |  |  | $ | — |  |  | $ | — |  |  | $ | 205 |
| 1.51% - 2.50% |  | 13 |  |  | — |  |  | — |  |  | — |  |  | 13 |
| Greater than 2.50% |  | 55 |  |  | — |  |  | — |  |  | — |  |  | 55 |
| Total |  | $ | 81 |  |  | $ | 192 |  |  | $ | — |  |  | $ | — |  |  | $ | 273 |
EQUI-VEST Individual |  | 0.00% - 1.50% |  | $ | 49 |  |  | $ | 218 |  |  | $ | — |  |  | $ | — |  |  | $ | 267 |
| 1.51% - 2.50% |  | 43 |  |  | — |  |  | — |  |  | — |  |  | 43 |
| Greater than 2.50% |  | 2,011 |  |  | — |  |  | — |  |  | — |  |  | 2,011 |
| Total |  | $ | 2,103 |  |  | $ | 218 |  |  | $ | — |  |  | $ | — |  |  | $ | 2,321 |
Group Retirement
EQUI-VEST Group |  | 0.00% - 1.50% |  | $ | 772 |  |  | $ | 2,338 |  |  | $ | 36 |  |  | $ | 315 |  |  | $ | 3,461 |
| 1.51% - 2.50% |  | 345 |  |  | — |  |  | — |  |  | — |  |  | 345 |
| Greater than 2.50% |  | 6,610 |  |  | — |  |  | — |  |  | — |  |  | 6,610 |
| Total |  | $ | 7,727 |  |  | $ | 2,338 |  |  | $ | 36 |  |  | $ | 315 |  |  | $ | 10,416 |
Momentum |  | 0.00% - 1.50% |  | $ | — |  |  | $ | 12 |  |  | $ | 330 |  |  | $ | 53 |  |  | $ | 395 |
| 1.51% - 2.50% |  | 138 |  |  | 1 |  |  | — |  |  | — |  |  | 139 |
| Greater than 2.50% |  | 68 |  |  | — |  |  | 5 |  |  | — |  |  | 73 |
| Total |  | $ | 206 |  |  | $ | 13 |  |  | $ | 335 |  |  | $ | 53 |  |  | $ | 607 |

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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
Separate Account - Summary
The following table reconciles the Separate Account liabilities to the Separate Account liability balance in the consolidated balance sheets:

| December 31,
| 2024 |  | 2023
| (in millions)
Separate Account Reconciliation |  |  |
Protection Solutions |  |  |
Variable Universal Life | $ | 18,176 |  |  | $ | 15,821 |
Legacy Segment |  |  |
GMxB Legacy | 33,199 |  |  | 33,794 |
Individual Retirement |  |  |
GMxB Core | 30,411 |  |  | 29,829 |
EQUI-VEST Individual | 4,782 |  |  | 4,582 |
Investment Edge | 4,885 |  |  | 4,275 |
Group Retirement |  |  |
EQUI-VEST Group | 30,546 |  |  | 26,959 |
Momentum | 4,813 |  |  | 4,421 |
Other (1) | 7,899 |  |  | 7,570 |
Total | $ | 134,711 |  |  | $ | 127,251 |

______________
(1)Primarily reflects Corporate and Other products and Group Retirement products including Association and Group Retirement Other.
The following table presents the balances of and changes in Separate Account liabilities:

| Year Ended December 31, 2024
| Protection Solutions |  | Legacy |  | Individual Retirement |  | Group Retirement
| VUL |  | GMxB Legacy |  | GMxB Core |  | EQUI-VEST Individual |  | Investment Edge |  | EQUI-VEST Group |  | Momentum
| (in millions)
Balance, beginning of period | $ | 15,821 |  |  | $ | 33,794 |  |  | $ | 29,829 |  |  | $ | 4,582 |  |  | $ | 4,275 |  |  | $ | 26,959 |  |  | $ | 4,421 |
Premiums and deposits | 1,290 |  |  | 220 |  |  | 2,032 |  |  | 95 |  |  | 1,795 |  |  | 2,360 |  |  | 729 |
Policy charges | (577) |  |  | (630) |  |  | (498) |  |  | (2) |  |  | (1) |  |  | (19) |  |  | (23) |
Surrenders and withdrawals | (631) |  |  | (3,555) |  |  | (3,739) |  |  | (574) |  |  | (522) |  |  | (2,447) |  |  | (958) |
Benefit payments | (101) |  |  | (748) |  |  | (259) |  |  | (55) |  |  | (35) |  |  | (67) |  |  | (14) |
Investment performance (1) | 2,575 |  |  | 4,122 |  |  | 2,806 |  |  | 751 |  |  | 512 |  |  | 4,094 |  |  | 647 |
Net transfers from (to) General Account | (201) |  |  | (4) |  |  | 240 |  |  | (15) |  |  | (1,139) |  |  | (334) |  |  | 11 |
Other charges | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |
Balance, end of period | $ | 18,176 |  |  | $ | 33,199 |  |  | $ | 30,411 |  |  | $ | 4,782 |  |  | $ | 4,885 |  |  | $ | 30,546 |  |  | $ | 4,813 |
Cash surrender value | $ | 17,801 |  |  | $ | 32,931 |  |  | $ | 29,569 |  |  | $ | 4,750 |  |  | $ | 4,795 |  |  | $ | 30,194 |  |  | $ | 4,806 |

_____________
(1)Investment performance is reflected net of M&E fees.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued

| Year Ended December 31, 2023
| Protection Solutions |  | Legacy |  | Individual Retirement |  | Group Retirement
| VUL |  | GMxB Legacy |  | GMxB Core |  | EQUI-VEST Individual |  | Investment Edge |  | EQUI-VEST Group |  | Momentum
| (in millions)
Balance, beginning of period | $ | 13,187 |  |  | $ | 32,616 |  |  | $ | 27,772 |  |  | $ | 4,161 |  |  | $ | 3,798 |  |  | $ | 22,393 |  |  | $ | 3,885 |
Premiums and deposits | 1,195 |  |  | 219 |  |  | 1,590 |  |  | 93 |  |  | 844 |  |  | 2,174 |  |  | 644 |
Policy charges | (562) |  |  | (655) |  |  | (484) |  |  | (2) |  |  | — |  |  | (18) |  |  | (21) |
Surrenders and withdrawals | (558) |  |  | (2,826) |  |  | (2,603) |  |  | (428) |  |  | (412) |  |  | (1,750) |  |  | (820) |
Benefit payments | (71) |  |  | (728) |  |  | (226) |  |  | (57) |  |  | (39) |  |  | (55) |  |  | (13) |
Investment performance (1) | 2,654 |  |  | 5,164 |  |  | 3,558 |  |  | 817 |  |  | 543 |  |  | 4,463 |  |  | 725 |
Net transfers from (to) General Account | (24) |  |  | 4 |  |  | 222 |  |  | (6) |  |  | (459) |  |  | (273) |  |  | 21 |
Other charges (2) | — |  |  | — |  |  | — |  |  | 4 |  |  | — |  |  | 25 |  |  | — |
Balance, end of period | $ | 15,821 |  |  | $ | 33,794 |  |  | $ | 29,829 |  |  | $ | 4,582 |  |  | $ | 4,275 |  |  | $ | 26,959 |  |  | $ | 4,421 |
Cash surrender value | $ | 15,478 |  |  | $ | 33,512 |  |  | $ | 28,991 |  |  | $ | 4,549 |  |  | $ | 4,188 |  |  | $ | 26,683 |  |  | $ | 4,414 |

______________
(1)Investment performance is reflected net of M&E fees.
(2)EQUI-VEST Individual and EQUI-VEST Group for the year ended December 31, 2023, amounts reflect a total special payment applied to the accounts of active clients as part of a previously disclosed settlement agreement between Equitable Financial Life Insurance Company and the Securities & Exchange Commission.

| Year Ended December 31, 2022
| Protection Solutions |  | Legacy |  | Individual Retirement |  | Group Retirement
| VUL |  | GMxB Legacy |  | GMxB Core |  | EQUI-VEST Individual |  | Investment Edge |  | EQUI-VEST Group |  | Momentum
| (in millions)
Balance, beginning of period | $ | 16,405 |  |  | $ | 44,912 |  |  | $ | 35,288 |  |  | $ | 5,583 |  |  | $ | 4,287 |  |  | $ | 27,509 |  |  | $ | 4,975 |
Premiums and deposits | 1,115 |  |  | 240 |  |  | 1,479 |  |  | 124 |  |  | 1,035 |  |  | 2,104 |  |  | 668 |
Policy charges | (538) |  |  | (682) |  |  | (487) |  |  | (2) |  |  | (1) |  |  | (17) |  |  | (20) |
Surrenders and withdrawals | (408) |  |  | (2,825) |  |  | (2,315) |  |  | (328) |  |  | (327) |  |  | (1,359) |  |  | (753) |
Benefit payments | (111) |  |  | (702) |  |  | (216) |  |  | (52) |  |  | (34) |  |  | (60) |  |  | (14) |
Investment performance (1) | (3,152) |  |  | (8,322) |  |  | (6,122) |  |  | (1,136) |  |  | (733) |  |  | (5,481) |  |  | (917) |
Net transfers from (to) General Account | (124) |  |  | (5) |  |  | 145 |  |  | (28) |  |  | (429) |  |  | (303) |  |  | (54) |
Other charges | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |
Balance, end of period | $ | 13,187 |  |  | $ | 32,616 |  |  | $ | 27,772 |  |  | $ | 4,161 |  |  | $ | 3,798 |  |  | $ | 22,393 |  |  | $ | 3,885 |
Cash surrender value | $ | 12,893 |  |  | $ | 32,320 |  |  | $ | 26,888 |  |  | $ | 4,129 |  |  | $ | 3,704 |  |  | $ | 22,163 |  |  | $ | 3,879 |

______________
(1)Investment performance is reflected net of M&E fees.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
The following table presents the aggregate fair value of Separate Account assets by major asset category:

| December 31, 2024
| Protection Solutions |  | Individual Retirement |  | Group Retirement |  | Corp & Other |  | Legacy Segment |  | Total
| (in millions)
Asset Type |  |  |  |  |  |  |  |  |  |  |
Debt securities | $ | 51 |  |  | $ | 1 |  |  | $ | 14 |  |  | $ | 13 |  |  | $ | — |  |  | $ | 79 |
Common Stock | 68 |  |  | 36 |  |  | 472 |  |  | 1,631 |  |  | — |  |  | 2,207 |
Mutual Funds | 18,610 |  |  | 42,027 |  |  | 36,777 |  |  | 659 |  |  | 33,213 |  |  | 131,286 |
Bonds and Notes | 98 |  |  | 4 |  |  | 1 |  |  | 1,036 |  |  | — |  |  | 1,139 |
Total | $ | 18,827 |  |  | $ | 42,068 |  |  | $ | 37,264 |  |  | $ | 3,339 |  |  | $ | 33,213 |  |  | $ | 134,711 |

| December 31, 2023
| Protection Solutions |  | Individual Retirement |  | Group Retirement |  | Corp & Other |  | Legacy Segment |  | Total
| (in millions)
Asset Type |  |  |  |  |  |  |  |  |  |  |
Debt securities | $ | 48 |  |  | $ | 1 |  |  | $ | 21 |  |  | $ | 6 |  |  | $ | — |  |  | $ | 76 |
Common Stock | 65 |  |  | 34 |  |  | 447 |  |  | 1,667 |  |  | — |  |  | 2,213 |
Mutual Funds | 16,199 |  |  | 40,113 |  |  | 32,780 |  |  | 689 |  |  | 33,802 |  |  | 123,583 |
Bonds and Notes | 91 |  |  | 4 |  |  | 1 |  |  | 1,283 |  |  | — |  |  | 1,379 |
Total | $ | 16,403 |  |  | $ | 40,152 |  |  | $ | 33,249 |  |  | $ | 3,645 |  |  | $ | 33,802 |  |  | $ | 127,251 |

12) LEASES
The Company’s operating leases primarily consist of real estate leases for office space. The Company also has operating leases for various types of office furniture and equipment. For certain equipment leases, the Company applies a portfolio approach to effectively account for the RoU operating lease assets and liabilities. For lease agreements for which the lease term or classification was reassessed after the occurrence of a change in the lease terms or a modification of the lease that did not result in a separate contract, the Company elected to combine the lease and related non-lease components for its operating leases; however, the non-lease components associated with the Company’s operating leases are primarily variable in nature and as such are not included in the determination of the RoU operating lease asset and lease liability, but are recognized in the period in which the obligation for those payments is incurred.
The Company’s operating leases may include options to extend or terminate the lease, which are not included in the determination of the RoU operating asset or lease liability unless they are reasonably certain to be exercised. The Company’s operating leases have remaining lease terms of 1 year to 20 years, some of which include options to extend the leases. The Company typically does not include its renewal options in its lease terms for calculating its RoU operating lease asset and lease liability as the renewal options allow the Company to maintain operational flexibility and the Company is not reasonably certain it will exercise these renewal options until close to the initial end date of the lease. The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants.
As the Company’s operating leases do not provide an implicit rate, the Company’s incremental borrowing rate, based on the information available at the lease commencement date, is used in determining the present value of lease payments.
AB’s sublease income represents all revenues received from sub-tenants. It is primarily fixed base rental payments combined with variable reimbursements such as operating expenses, real estate taxes and employee parking. The vast majority of subtenant income is derived from our New York metro sub-tenant agreements. Sub-tenant income related to base rent is recorded on a straight-line basis.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
Balance Sheet Classification of Operating Lease Assets and Liabilities

|  |  | December 31,
| Balance Sheet Line Item |  | 2024 |  | 2023
|  |  | (in millions)
Assets: |  |  |  |  |
Operating lease assets | Other assets |  | $ | 618 |  |  | $ | 516 |
Liabilities: |  |  |  |  |
Operating lease liabilities | Other liabilities |  | $ | 696 |  |  | $ | 579 |

The table below summarizes the components of lease costs:
Lease Costs

| Year Ended December 31,
| 2024 |  | 2023 |  | 2022
| (in millions)
Operating lease cost | $ | 153 |  |  | $ | 161 |  |  | $ | 179 |
Variable operating lease cost | 44 |  |  | 51 |  |  | 52 |
Sublease income | (33) |  |  | (53) |  |  | (53) |
Short-term lease expense | — |  |  | — |  |  | — |
Net lease cost | $ | 164 |  |  | $ | 159 |  |  | $ | 178 |

Maturities of lease liabilities are as follows:
Maturities of Lease Liabilities

| December 31, 2024
| (in millions)
Operating Leases: |
2025 | $ | 101 |
2026 | 99 |
2027 | 90 |
2028 | 79 |
2029 | 68 |
Thereafter | 492 |
Total lease payments | 929 |
Less: Interest | (233) |
Present value of lease liabilities | $ | 696 |

AB signed a lease that commenced during the first quarter of 2024, relating to approximately 166,000 square feet of space in New York City. Additionally, AB signed a lease for 100,000 square feet of space in Pune, India under a lease expiring in 2033. AB also leased approximately 51,000 square feet of space in San Antonio, Texas under a lease expiring in 2029. In Nashville, Tennessee approximately 219,000 square feet of space is expected to expire in 2036.
Equitable Financial signed a 15-year lease which commenced in 2023, relating to approximately 89,000 square feet of space in New York City. Additionally, during December 2021, Equitable Financial amended its Syracuse office lease. The amendment included extending for an additional 5-year period, commencing January 2024, approximately 143,000 square feet of space in Syracuse, NY. As of December 2024, the Company has reduced approximately 144,000 square feet in Charlotte, NC. A written notice was provided to the landlord back in December 2023, accompanied by an early termination penalty of $4.3 million.
The below table presents the Company’s weighted-average remaining operating lease term and weighted-average discount rate.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
Weighted Averages - Remaining Operating Lease Term and Discount Rate

| December 31,
| 2024 |  | 2023
Weighted-average remaining operating lease term | 12 years |  | 8 years
Weighted-average discount rate for operating leases | 4.42 | % |  | 3.40 | %

Supplemental cash flow information related to leases was as follows:
Lease Liabilities Information

| Year Ended December 31,
| 2024 |  | 2023 |  | 2022
| (in millions)
Cash paid for amounts included in the measurement of lease liabilities: |  |  |  |  |
Operating cash flows from operating leases | $ | 126 |  |  | $ | 190 |  |  | $ | 202 |
Non-cash transactions: |  |  |  |  |
Leased assets obtained in exchange for new operating lease liabilities | $ | 230 |  |  | $ | 124 |  |  | $ | 46 |

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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
13) REINSURANCE
The Company assumes and cedes reinsurance with other insurance companies. The Company evaluates the financial condition of its reinsurers to minimize its exposure to significant losses from reinsurer insolvencies. Ceded reinsurance does not relieve the originating insurer of liability.
The following table summarizes the effect of reinsurance. The impact of the transactions described above results in a decrease to reinsurance assumed and an increase in reinsurance ceded.

|  |  | Year Ended December 31,
|  |  |  |  | 2024 |  | 2023 |  | 2022
|  |  |  |  | (in millions)
Direct charges and fee income |  |  |  |  | $ | 3,230 |  |  | $ | 3,093 |  |  | $ | 3,145 |
Reinsurance assumed |  |  |  |  | — |  |  | 3 |  |  | — |
Reinsurance ceded |  |  |  |  | (735) |  |  | (716) |  |  | (691) |
Policy charges and fee income |  |  |  |  | $ | 2,495 |  |  | $ | 2,380 |  |  | $ | 2,454 |
Direct premiums |  |  |  |  | $ | 1,245 |  |  | $ | 1,175 |  |  | $ | 1,042 |
Reinsurance assumed |  |  |  |  | 164 |  |  | 174 |  |  | 180 |
Reinsurance ceded |  |  |  |  | (247) |  |  | (245) |  |  | (228) |
Premiums |  |  |  |  | $ | 1,162 |  |  | $ | 1,104 |  |  | $ | 994 |
Direct policyholders’ benefits |  |  |  |  | $ | 3,285 |  |  | $ | 3,315 |  |  | $ | 3,262 |
Reinsurance assumed |  |  |  |  | 147 |  |  | 157 |  |  | 179 |
Reinsurance ceded |  |  |  |  | (736) |  |  | (718) |  |  | (725) |
Policyholders’ benefits |  |  |  |  | $ | 2,696 |  |  | $ | 2,754 |  |  | $ | 2,716 |
Direct interest credited to policyholders’ account balances |  |  |  |  | $ | 2,583 |  |  | $ | 2,174 |  |  | $ | 1,440 |
Reinsurance ceded |  |  |  |  | (84) |  |  | (91) |  |  | (30) |
Interest credited to policyholders’ account balances |  |  |  |  | $ | 2,499 |  |  | $ | 2,083 |  |  | $ | 1,410 |

Ceded Reinsurance
The Company reinsures most of its new variable life, UL and term life policies on an excess of retention basis. The Company generally retains on a per life basis up to $25 million for single lives and $30 million for joint lives with the excess 100% reinsured. The Company also reinsures risk on certain substandard underwriting risks and in certain other cases.
On October 3, 2022, Equitable Financial ceded to First Allmerica Financial Life Insurance Company, a wholly owned subsidiary of Global Atlantic Financial Group, on a combined coinsurance and modified coinsurance basis, a 50% quota share of approximately 360,000 legacy Group EQUI-VEST deferred variable annuity contracts issued by Equitable Financial between 1980 and 2008.
In addition to the above, the Company cedes a portion of its group health, extended term insurance, and paid-up life insurance and substantially all of its individual disability income business through various coinsurance agreements.
Assumed Reinsurance
In addition to the sale of insurance products, the Company currently assumes risk from professional reinsurers. The Company also had a run-off portfolio of assumed reinsurance liabilities at CSLRC which was sold to Venerable in June 2021. The Company assumes accident, life, health, annuity (including products covering GMDB and GMIB benefits), aviation, special risk and space risks by participating in or reinsuring various reinsurance pools and arrangements.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
The following table summarizes the ceded reinsurance GMIB reinsurance contracts, third-party recoverables, amount due to reinsurance and assumed reserves:

| December 31,
| 2024 |  | 2023
| (in millions)
Ceded Reinsurance: |  |  |
Estimated net fair values of purchased market risk benefits (1) | $ | 7,376 |  |  | $ | 9,427 |
Third-party reinsurance recoverables related to insurance contracts | 8,044 |  |  | 8,352 |
Top reinsurers: |  |  |
First Allmerica-GAF | 3,245 |  |  | 3,606 |
Zurich Life Insurance Company, Ltd. | 2,444 |  |  | 1,326 |
RGA Reinsurance Company | 1,205 |  |  | 1,228 |
Ceded group health reserves | 53 |  |  | 56 |
Amount due to reinsurers | 1,407 |  |  | 1,450 |
Top reinsurers: |  |  |
RGA Reinsurance Company | 2,187 |  |  | 1,151 |
First Allmerica-GAF | 77 |  |  | 73 |
Protective Life Insurance Company | 106 |  |  | 99 |
Assumed Reinsurance: |  |  |
Reinsurance assumed reserves | $ | 647 |  |  | $ | 731 |

_____________
(1)The estimated fair values of purchased MRB risks decreased $(2.1) billion and $(996) million for the years ended December 31, 2024 and 2023, respectively.
14) SHORT-TERM AND LONG-TERM DEBT
The following table sets forth the Company’s total consolidated borrowings. Short-term and long-term debt consists of the following:

| December 31,
| 2024 |  | 2023
| (in millions)
Short-term debt: |  |  |
AB commercial paper | $ | — |  |  | $ | 254 |
CLO short-term debt (5.74%) | — |  |  | — |
Current portion of Long-term debt | — |  |  | — |
Total short-term debt | — |  |  | 254 |
Long-term debt: |  |  |
Senior Notes (5.00%, due 2048) | 1,289 |  |  | 1,481 |
Senior Notes (4.35%, due 2028) | 1,494 |  |  | 1,493 |
Senior Notes (5.59%, due 2033) | 497 |  |  | 497 |
Senior Note (4.572% due 2029) | 303 |  |  | — |
Senior Debentures, (7.00%, due 2028) | 250 |  |  | 349 |
Total long-term debt | 3,833 |  |  | 3,820 |
Total borrowings | $ | 3,833 |  |  | $ | 4,074 |

As of December 31, 2024, the Company is in compliance with all debt covenants.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
Pre-Capitalized Trust Securities
In June 2024, the Company exercised its issuance right under the 2029 Trust Facility Agreement (as subsequently defined) to issue $600 million principal amount of the Company’s 2029 Notes (as subsequently defined) in exchange for the portfolio of principal and interest strips of U.S. Treasury securities held by the 2029 Trust (as subsequently defined). See note 19 for additional details on the Pre-Capitalized Trust Securities.
AB Commercial Paper
As of December 31, 2024, AB had no commercial paper outstanding. As of December 31, 2023, AB had $254 million commercial paper outstanding with an interest rate of 5.4%. The commercial paper is short term in nature, and as such, recorded value is estimated to approximate fair value (and considered a Level 2 security in the fair value hierarchy). Average daily borrowings for the commercial paper outstanding in 2024 were $268 million with a weighted average interest rate of 5.4%. Average daily borrowings for the commercial paper in 2023 were $268 million with a weighted average interest rate of 5.2%.
Holdings Senior Notes and Senior Debentures
On April 20, 2018, Holdings issued $800 million aggregate principal amount of 3.9% Senior Notes due 2023, $1.5 billion aggregate principal amount of 4.35% Senior Notes due 2028 and $1.5 billion aggregate principal amount of 5.0% Senior Notes due 2048 (together the “Notes”). These amounts are recorded net of original issu e discount and issuance costs. During 2021 Holdings made a principal prepayment of $280 million on the 3.9% Senior Notes due. The remaining 3.9% Senior Notes were paid off during 2023.
As of December 31, 2024 and 2023, Holdings had outstanding $250 million and $349 million aggregate principal amount of 7.0% Senior Debentures due 2028 (the “Senior Debentures”). On October 1, 2018, AXA Financial merged with and into its direct parent, Holdings, with Holdings continuing as the surviving entity ( the “AXA Financial Merger”). As a result of the AXA Financial merger, Holdings assumed AXA Financial’s obligations under the Senior Debentures.
On January 11, 2023, the Company issued $500 million aggregate principal amount of senior notes (the “Senior Notes”). These amounts were recorded net of the underwriting discount and issuance costs of $5 million. The Company will pay semiannual interest on the Senior Notes on January 11 and July 11 of each year, commencing on July 11, 2023, and the Senior Notes will mature on January 11, 2033. The Senior Notes bear interest at 5.59% per annum. On any date prior to October 11, 2032, the Company may redeem some or all of the Senior Notes, subject to a make-whole provision. At any time on or after October 11, 2032, the Company may, at its option, redeem the Notes in whole or in part, at a price equal to 100% of the principal amount of the Senior Notes being redeemed plus accrued and unpaid interest thereon to the redemption date.
In June 2024, Holdings made principal pre-payments of $275 million on the 2029 Notes, $99 million on the 7.0% 2028 Senior Debentures, and $195 million on the 5.0% 2048 Senior Notes, and recorded a loss on extinguishment of $11 million.
The Notes, Senior Notes and Senior Debentures contain customary affirmative and negative covenants, including a limitation on certain liens and a limit on the Company’s ability to consolidate, merge or sell or otherwise dispose of all or substantially all of its assets. The Notes, Senior Notes and Senior Debentures also include customary events of default (with customary grace periods, as applicable), including provisions under which, upon the occurrence of an event of default, all outstanding Notes, Senior Notes and Senior Debentures may be accelerated. As of December 31, 2024, the Company was not in breach of any of the covenants.
Contingent Funding Arrangements
For information regarding activity pertaining to our contingent funding arrangements, see Note 19 of the Notes to these Consolidated Financial Statements.
Credit Facilities
Holdings Revolving Credit Facility
In February 2018, Holdings entered into a $2.5 billion five-year senior unsecured revolving credit facility with a syndicate of banks. In June 2021, Holdings entered into an amended and restated revolving credit agreement, which lowered the facility amount to $1.5 billion and extended the maturity date to June 24, 2026, among other changes. The
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
revolving credit facility has a sub-limit of $1.5 billion for the issuance of letters of credit to support the life insurance business reinsured by EQ AZ Life Re. As of December 31, 2024, the Company had $0 million of undrawn letters of credit issued out of the $1.5 billion sub-limit for Equitable Financial as beneficiary. As of December 31, 2023, the Company had $95 million of undrawn letters of credit issued out of the $1.5 billion sub-limit for Equitable Financial as beneficiary. On December 15, 2023, the Company added a $75 million commitment from TD Bank to the Credit Facility, raising the facility amount to $1.6 billion. On July 24, 2024, the Company terminated a $75 million commitment from Credit Suisse to the Credit Facility, reducing the facility amount to $1.5 billion.
Bilateral Letter of Credit Facilities
In February 2018, the Company entered into bilateral letter of credit facilities, each guaranteed by Holdings, with an aggregate principal amount of approximately $1.9 billion, with multiple counterparties. In June 2021, Holdings entered into amendments with each of the issuers of its bilateral letter of credit facilities to effect changes similar to those effected in the amended and restated revolving credit agreement. The respective facility limits of the bilateral letter of credit facilities remained $1.9 billion. These facilities support the life insurance business reinsured by EQ AZ Life Re. The Company entered in a letter of credit facility with MUFG Bank on January 23, 2024, in a face amount of $200 million to replace a $150 million facility with HSBC that expired on February 16, 2024.The rest of the facilities mature on February 16, 2026 and February 2028. The bilateral letter of credit facilities were not drawn upon during December 31, 2024 and 2023.
AB Credit Facility
AB has a $800 million committed, unsecured senior revolving credit facility (the “AB Credit Facility”) with a group of commercial banks and other lenders which matures on October 13, 2026. The Credit Facility was amended and restated on February 9, 2023, to reflect the transition from US LIBOR, which was retired June 30, 2023, to SOFR. Other than this immaterial change. there were no other significant changes included in the amendment. The credit facility provides for possible increases in the principal amount by up to an aggregate incremental amount of $200 million. Any such increase is subject to the consent of the affected lenders. The AB Credit Facility is available for AB and SCB LLC for business purposes, including the support of AB’s commercial paper program. Both AB and SCB LLC can draw directly under the AB Credit Facility and AB management may draw on the AB Credit Facility from time to time. AB has agreed to guarantee the obligations of SCB LLC under the AB Credit Facility.
The AB Credit Facility contains affirmative, negative and financial covenants, which are customary for facilities of this type, including, restrictions on dispositions of assets, restrictions on liens, a minimum interest coverage ratio and a maximum leverage ratio. As of December 31, 2024, AB was in compliance with these covenants. The AB Credit Facility also includes customary events of default (with customary grace periods, as applicable), including provisions under which, upon the occurrence of an event of default, all outstanding loans may be accelerated and/or lender’s commitments may be terminated. Also, under such provisions, upon the occurrence of certain insolvency- or bankruptcy-related events of default, all amounts payable under the AB Credit Facility would automatically become immediately due and payable, and the lender’s commitments would automatically terminate.
Amounts under the Credit Facility may be borrowed, repaid and re-borrowed by us from time to time until the maturity of the facility. Voluntary prepayments and commitment reductions requested by AB are permitted at any time without a fee (other than customary breakage costs relating to the prepayment of any drawn loans) upon proper notice and subject to a minimum dollar requirement. Borrowings under the AB Credit Facility bear interest at a rate per annum, which will be, at AB’s option, a rate equal to an applicable margin, which is subject to adjustment based on the credit ratings of AB, plus one of the following indices: SOFR; a floating base rate; or the Federal Funds rate.
As of December 31, 2024 and 2023, AB had no amounts outstanding under the AB Credit Facility. During the years ended December 31, 2024 and 2023, AB and SCB LLC did not draw upon the AB Credit Facility.
In addition, SCB LLC currently has three uncommitted lines of credit with three financial institutions. SCB LLC had five uncommitted lines of credit as of December 31, 2023, two of which matured during the third quarter of 2024. Two of these lines of credit permit borrowing up to an aggregate of approximately $150 million, with AB named as an additional borrower, while the other line has no stated limit. As of December 31, 2024 and 2023, SCB LLC had no outstanding balance on these lines of credit. Average daily borrowings during the years ended December 31, 2024 and 2023 were $1 million and $1 million with weighted average interest rates of approximately 8.5% and 7.8%, respectively.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
15) RELATED PARTY TRANSACTIONS
Parties are considered to be related if one party has the ability to control or exercise significant influence over the other party in making financial or operating decisions.
Investment Management and Related Services Provided by AB to Related Mutual Funds
AB provides investment management and related services to mutual funds sponsored by AB. Revenues earned by AB from providing these services were as follows:

| Year Ended December 31,
| 2024 |  | 2023 |  | 2022
| (in millions)
Investment management and services fees | $ | 1,597 |  |  | $ | 1,378 |  |  | $ | 1,453 |
Distribution revenues | 711 |  |  | 576 |  |  | 591 |
Other revenues - shareholder servicing fees | 81 |  |  | 76 |  |  | 79 |
Other revenues - other | 7 |  |  | 9 |  |  | 8 |
Total | $ | 2,396 |  |  | $ | 2,039 |  |  | $ | 2,131 |

Investment Management and Administrative Services Provided by EIM and EIMG to Related Trusts
EIMG and EIM provide investment management and administrative services to EQAT, 1290 Funds and the Other AXA Trusts, all of which are considered related parties. Investment management and service fees earned are calculated as a percentage of assets under management and are recorded as revenue as the related services are performed.
The table below summarizes the expenses reimbursed to/from the Company and the fees received/paid by the Company in connection with certain services described above:

| Year Ended December 31,
| 2024 |  | 2023 |  | 2022
| (in millions)
Revenue received or accrued for: |  |  |  |  |
Investment management and administrative services provided to EQAT and 1290 Funds | $ | 755 |  |  | $ | 692 |  |  | $ | 708 |
Total | $ | 755 |  |  | $ | 692 |  |  | $ | 708 |

16) EMPLOYEE BENEFIT PLANS
Pension Plans
Holdings and Equitable Financial Retirement Plans
Equitable Financial sponsors the Equitable 401(k) Plan, a qualified defined contribution plan for eligible employees and financial professionals. The plan provides for a company contribution, a company matching contribution, and a discretionary profit-sharing contribution. Expenses associated with this 401(k) Plan were $60 million, $58 million and $38 million for the years ended December 31, 2024, 2023 and 2022, respectively.
Holdings sponsors the MONY Life Retirement Income Security Plan for Employees and Equitable Financial sponsors the Equitable Retirement Plan (the “ Equitable Financial QP”), both of which were frozen on December 31, 2013, qualified defined benefit plans covering eligible employees and financial professionals. These pension plans are non-contributory, and their benefits are generally based on a cash balance formula and/or, for certain participants, years of service and average earnings over a specified period. Holdings has assumed primary liability for both plans. Equitable Financial remains secondarily liable for its obligations under the Equitable Financial QP and would recognize such liability in the event Holdings does not perform. Holdings and Equitable Financial also sponsor certain nonqualified deferred compensation plans, including the Equitable Excess Retirement Plan, that provide retirement benefits in excess of the amount permitted under the tax law for the qualified plans.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
Effective January 1, 2025, Equitable changed how it provides certain retirement-related benefits to its eligible employees and financial professionals. Equitable will discontinue the non-elective company contribution to its 401(k) plan but continue to provide a 401(k) matching contribution. Instead of the non-elective 401(k) contribution, eligible employees and financial professionals will receive cash balance allocations in the Equitable Retirement Plan. The Equitable Retirement Plan is a qualified defined benefit plan that was frozen on December 31st, 2013, but was reopened on January 1, 2025 to provide these cash balance allocations. Under the new cash balance feature, each eligible employee will receive monthly pay credits equal to four percent of their eligible monthly pay. Each eligible financial professional will receive pay credits equal to two and a half percent of eligible monthly pay up to the Social Security Wage Base, and then five percent for eligible monthly pay above the Social Security Wage Base up to the qualified plan pay maximum. Balances in these cash balance accounts in the Equitable Retirement Plan will be credited with interest at six percent from 2025 through 2027. Starting in 2028, the applicable interest crediting rate for these accounts will be based on the 10-year U.S. Treasury Yield (subject to a 6% cap). As of December 31, 2024, the Equitable Retirement Plan was estimated to be funded at 122 percent of target, with an estimated prefunding balance of $374 million on an ERISA funding basis. There was no impact to current retiree benefits, existing funded status, or funding requirements as a result of the reopening of the Equitable Retirement Plan.
Holdings and Equitable Financial use a December 31 measurement date for their pension plans.
AB Retirement Plans
AB maintains the Profit Sharing Plan for Employees of AB, a tax-qualified retirement plan for U.S. employees. Employer contributions under this plan are discretionary and generally are limited to the amount deductible for federal income tax purposes.
AB also maintains a qualified, non-contributory, defined benefit retirement plan covering current and former employees who were employed by AB in the United States prior to October 2, 2000 (the “AB Plan”). Benefits under the AB Plan are based on years of credited service, average final base salary, and primary Social Security benefits.
AB uses a December 31 measurement date for the AB Plan.
During 2024, the Compensation Committee of the AB Board of Directors approved the termination of the Retirement Plan, effective May 22, 2024. AB began the process of settling benefits with vested participants and all lump sum disbursements elected by plan participants were distributed in December 2024 in the amount of $35 million. The remaining retirement plan participants who did not elect a lump sum disbursement elected to roll over their benefit to a group annuity contract from a qualified insurance company to administer all future payments. During the fourth quarter of 2024, AB recognized a non-cash settlement charge of approximately $13 million related to Retirement Plan losses and the reclassification from accumulated other comprehensive loss to general and administrative expenses in the consolidated statements of income. AB will elect the qualified insurance company to administer all future payments during the first quarter of 2025 at which point, the remaining benefit obligation will be purchased by the insurance carrier and AB will fully terminate the plan and recognize a gain or loss on the pension settlement at that time. As of December 31, 2024 the Retirement Plan was underfunded with a benefit obligation of $69 million and plan assets of $63 million.
AB’s policy is to satisfy its funding obligation for each year in an amount not less than the minimum required by ERISA and not greater than the maximum amount it can deduct for federal income tax purposes. AB did not make a contribution to the Retirement Plan during 2024. AB expects to make a contribution to the Retirement Plan during the first quarter of 2025 in the amount of $5 million to fully fund the Retirement Plan, purchase the group annuity contract and settle the remaining termination costs associated with the Retirement Plan.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
Net Periodic Pension Expense (Benefit)
Components of net periodic pension expense for the Company’s qualified and non-qualified plans were as follows:

| Year Ended December 31,
| 2024 |  | 2023 |  | 2022
| (in millions)
Service cost | $ | 6 |  |  | $ | 6 |  |  | $ | 6 |
Interest cost | 103 |  |  | 107 |  |  | 57 |
Expected return on assets | (147) |  |  | (154) |  |  | (159) |
Prior Period Svc Cost Amortization | — |  |  | — |  |  | — |
Actuarial (gain) loss | 1 |  |  | 1 |  |  | 1 |
Net amortization | 60 |  |  | 40 |  |  | 65 |
Impact of settlement | 13 |  |  | 3 |  |  | 6 |
Net periodic pension expense (benefit) | $ | 36 |  |  | $ | 3 |  |  | $ | (24) |

Changes in Projected Benefit Obligation (PBO)
Changes in the PBO of the Company’s qualified and non-qualified plans were comprised of:

| Year Ended December 31,
| 2024 |  | 2023 |  |
| (in millions) |  |
Projected benefit obligation, beginning of period | $ | 2,218 |  |  | $ | 2,254 |  |  |
Interest cost | 103 |  |  | 107 |  |  |
Actuarial (gains)/losses (1) | (52) |  |  | 60 |  |  |
Benefits paid | (195) |  |  | (191) |  |  |
Settlements | (39) |  |  | (12) |  |  |
Projected benefit obligation, end of period | $ | 2,035 |  |  | $ | 2,218 |  |  |

______________
(1)Actuarial gains and losses are a product of changes in the discount rate as shown below.
The following table discloses the change in plan assets and the funded status of the Company’s qualified pension plans and non-qualified pension plans:

| Year Ended December 31,
| 2024 |  | 2023 |  |
| (in millions)
Pension plan assets at fair value, beginning of period | $ | 2,106 |  |  | $ | 2,110 |  |  |
Actual return on plan assets | 82 |  |  | 149 |  |  |
Contributions | 35 |  |  | — |  |  |
Benefits paid and fees | (200) |  |  | (159) |  |  |
Settlements | (39) |  |  | (12) |  |  |
Other | — |  |  | 18 |  |  |
Pension plan assets at fair value, end of period | $ | 1,984 |  |  | $ | 2,106 |  |  |
PBO | $ | 2,035 |  |  | $ | 2,218 |  |  |
Excess of PBO Over Pension Plan Assets | $ | 51 |  |  | $ | 112 |  |  |

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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
Accrued pension costs of $51 million and $112 million as of December 31, 2024 and 2023, respectively, were recognized in the accompanying consolidated balance sheets to reflect the unfunded status of these plans.

| December 31,
| 2024 |  | 2023
| (in millions)
Projected benefit obligation | $ | 2,035 |  |  | $ | 2,218 |
Accumulated benefit obligation | $ | 2,035 |  |  | $ | 2,218 |
Fair value of plan assets | $ | 1,984 |  |  | $ | 2,106 |

Unrecognized Net Actuarial (Gain) Loss
The following table discloses the amounts included in AOCI that have not yet been recognized as components of net periodic pension cost.

| December 31,
| 2024 |  | 2023
| (in millions)
Unrecognized net actuarial (gain) loss | $ | 717 |  |  | $ | 759 |
Unrecognized prior service cost (credit) | (1) |  |  | (1) |
Total | $ | 716 |  |  | $ | 758 |

Pension Plan Assets
The fair values of qualified pension plan assets are measured and ascribed to levels within the fair value hierarchy in a manner consistent with the fair values of the Company’s invested assets that are measured at fair value on a recurring basis. See Note 8 of the Notes to these Consolidated Financial Statements for a description of the fair value hierarchy.
The following table discloses the allocation of the fair value of total qualified pension plan assets:

| December 31,
| 2024 |  | 2023
Fixed maturities | 48.1 | % |  | 49.3 | %
Equity securities | 26.4 |  |  | 24.1 |
Equity real estate | 17.8 |  |  | 19.6 |
Cash and short-term investments | 2.7 |  |  | 1.9 |
Other | 5.0 |  |  | 5.1 |
Total | 100.0 | % |  | 100.0 | %

Qualified pension plan assets are invested with the primary objective of return, giving consideration to prudent risk. Guidelines regarding the allocation of plan assets are established by the respective Investment Committees for the plans and are designed with a long-term investment horizon. As of December 31, 2024, the qualified pension plans continued their investment allocation strategy to target a 50% - 50% mix of long and intermediate duration bonds and “return-seeking” assets, including public equities, real estate, hedge funds, and private equity.
The following tables disclose the fair values of qualified pension plan assets and their level of observability within the fair value hierarchy:

| Level 1 |  | Level 2 |  |  |  | Total
| (in millions)
December 31, 2024: |  |  |  |  |  |  |
Fixed Maturities: |  |  |  |  |  |  |
Corporate | $ | — |  |  | $ | 864 |  |  |  |  | $ | 864 |
U.S. Treasury, government and agency | — |  |  | 95 |  |  |  |  | 95 |
States and political subdivisions | — |  |  | 6 |  |  |  |  | 6 |
Foreign governments | — |  |  | 14 |  |  |  |  | 14 |

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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued

| Level 1 |  | Level 2 |  |  |  | Total
| (in millions)
Common equity, REITs and preferred equity | 348 |  |  | 91 |  |  |  |  | 439 |
Mutual funds | 2 |  |  | — |  |  |  |  | 2 |
Collective Trust | — |  |  | 67 |  |  |  |  | 67 |
Cash and cash equivalents | 17 |  |  | — |  |  |  |  | 17 |
Short-term investments | — |  |  | 40 |  |  |  |  | 40 |
Total Assets at Fair Value | 367 |  |  | 1,177 |  |  |  |  | 1,544 |
Investments measured at NAV | — |  |  | — |  |  |  |  | 440 |
Total Investments at Fair Value | $ | 367 |  |  | $ | 1,177 |  |  |  |  | $ | 1,984 |
December 31, 2023: |  |  |  |  |  |  |
Fixed Maturities: |  |  |  |  |  |  |
Corporate | $ | — |  |  | $ | 656 |  |  |  |  | $ | 656 |
U.S. Treasury, government and agency | — |  |  | 367 |  |  |  |  | 367 |
States and political subdivisions | — |  |  | 7 |  |  |  |  | 7 |
Foreign governments | — |  |  | 15 |  |  |  |  | 15 |
Common equity, REITs and preferred equity | 327 |  |  | 89 |  |  |  |  | 416 |
Mutual funds | 14 |  |  | — |  |  |  |  | 14 |
Collective Trust | — |  |  | 72 |  |  |  |  | 72 |
Cash and cash equivalents | 12 |  |  | — |  |  |  |  | 12 |
Short-term investments | — |  |  | 27 |  |  |  |  | 27 |
Total Assets at Fair Value | 353 |  |  | 1,233 |  |  |  |  | 1,586 |
Investments measured at NAV | — |  |  | — |  |  |  |  | 520 |
Total Investments at Fair Value | $ | 353 |  |  | $ | 1,233 |  |  |  |  | $ | 2,106 |

As of December 31, 2024, assets classified as Level 1, Level 2 and Level 3 comprise approximately 18.5%, 59.3% and 0.0%, respectively, of qualified pension plan assets. As of December 31, 2023, assets classified as Level 1, Level 2 and Level 3 comprised approximately 16.8%, 58.5% and 0.0%, respectively, of qualified pension plan assets. There are no significant concentrations of credit risk arising within or across categories of qualified pension plan assets.
In addition to the plan assets above, the Company and certain subsidiaries purchased COLI policies on the lives of certain key employees. Under the terms of these polices the Company and these subsidiaries are named as beneficiaries. The purpose of the COLI policies is to provide the Company additional funds with which to satisfy various employee benefit obligations held by the Company, including those associated with its nonqualified defined benefit plans and post-retirement benefit plans. As of December 31, 2024 and 2023, the carrying value of COLI was $965 million and $921 million, respectively.
The following table lists investments for which NAV is calculated; NAV is used as a practical expedient to determine the fair value of these investments:
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
Practical Expedient Disclosure as of December 31, 2024 and 2023

Investment | Fair Value |  | Redemption Frequency (If currently eligible) |  | Redemption Notice Period |  | Unfunded Commitments
| (in millions)
December 31, 2024: |  |  |  |  |  |  |
Private Equity Fund | $ | 63 |  |  | N/A (1) (2) |  | N/A |  | $ | 12 |
Private Real Estate Investment Trust | 341 |  |  | Quarterly |  | One Quarter |  | — |
Hedge Fund | 36 |  |  | Calendar Quarters (3) |  | Previous Quarter End |  | $ | 22 |
Total (4) | $ | 440 |  |  |  |  |  |  |
December 31, 2023: |  |  |  |  |  |  |
Private Equity Fund | $ | 71 |  |  | N/A (1)(2) |  | N/A |  | $ | 14 |
Private Real Estate Investment Trust | 399 |  |  | Quarterly |  | One Quarter |  | — |
Hedge Fund | 50 |  |  | Calendar Quarters (3) |  | Previous Quarter End |  | $ | 17 |
Total (4) | $ | 520 |  |  |  |  |  |  |

_______________
(1)Cannot sell or transfer ownership interest without prior written consent to transfer, and by meeting several criteria (e.g., does not adversely affect other investors).
(2)Cannot sell interest in the vehicle without prior written consent of the managing member.
(3)March, June, September and December.
(4)Includes equity method investments of $92 million and $96 million as of December 31, 2024 and 2023, respectively.
Assumptions
Discount Rate
The benefits obligations and related net periodic costs of the Company’s qualified and non-qualified pension plans are measured using discount rate assumptions that reflect the rates at which the plans’ benefits could be effectively settled. Projected nominal cash outflows to fund expected annual benefits payments under each of the plans are discounted using a published high-quality bond yield curve as a practical expedient for a matching bond approach. Beginning in 2014, the Company uses the FTSE (formerly the Citigroup) Above Median Pension Discount Curve (the “FTSE Curve”) for this purpose. The Company has concluded that an adjustment to the FTSE Curve is not required after comparing the projected benefit streams of the plans to the cash flows and duration of the reference bonds.
Mortality
In 2019, the Society of Actuaries (“SOA”) released the PRI-2012 Mortality tables, and in October 2021, the MP-2021 mortality improvement scale was released. In 2024, the Company reviewed the mortality assumptions used for purposes of measuring and reporting its consolidated defined benefit plan obligations. As of December 31, 2024, the Company concluded to update the mortality basis from the RP-2000 base mortality table projected on a full generational basis with Scale BB mortality improvements to the PRI-2012 mortality tables projected on a full generational basis with MP-2021 mortality improvement scale. This reflects the most recently published tables by the SOA.
The following table discloses assumptions used to measure the Company’s pension benefit obligations and net periodic pension cost:
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued

| December 31,
| 2024 |  | 2023
Discount rates: |  |  |
Equitable Financial QP | 5.47% |  | 4.92%
Equitable Excess Retirement Plan | 5.40% |  | 4.88%
MONY Life Retirement Income Security Plan for Employees | 5.57% |  | 5.00%
AB Qualified Retirement Plan | 5.15% |  | 5.40%
Other defined benefit plans | 5.12% - 5.46% |  | 4.74% - 5.00%
Periodic cost | 4.74% - 5.50% |  | 4.70% - 5.71%
Cash balance interest crediting rate for pre-April 1, 2012 accruals | 4.00% |  | 4.00%
Cash balance interest crediting rate for post-April 1, 2012 accruals | 5.30% |  | 2.50%
Rates of compensation increase: |  |  |
Benefit obligation | 5.94% |  | 5.91%
Periodic cost | 6.36% |  | 6.36%
Expected long-term rates of return on pension plan assets (periodic cost) | 7.00% |  | 7.00%

The expected long-term rate of return assumption on plan assets is based upon the target asset allocation of the plan portfolio and is determined using forward-looking assumptions in the context of historical returns and volatilities for each asset class. Prior to 1987, participants’ benefits under the Equitable Financial QP were funded through the purchase of non-participating annuity contracts from Equitable Financial. Benefit payments under these contracts were approximately $2 million and $2 million for 2024 and 2023, respectively.
The following table provides an estimate of future benefits expected to be paid in each of the next five years, beginning January 1, 2025, and in the aggregate for the five years thereafter. These estimates are based on the same assumptions used to measure the respective benefit obligations as of December 31, 2024 and include benefits attributable to estimated future employee service.

Calendar Year | Pension Benefits |  |  |  |  |  |  |  |
| (in millions)
2025 | $ | 196,110 |  |  |  |  |  |  |  |  |
2026 | $ | 214,646 |  |  |  |  |  |  |  |  |
2027 | $ | 184,354 |  |  |  |  |  |  |  |  |
2028 | $ | 179,312 |  |  |  |  |  |  |  |  |
2029 | $ | 171,031 |  |  |  |  |  |  |  |  |
2030 to 2034 | $ | 2,155,792 |  |  |  |  |  |  |  |  |

Post-Retirement Benefits
The Company eliminated any subsidy for post-retirement medical and dental coverage for individuals retiring on or after May 1, 2012. The Company continues to contribute to the cost of post-retirement medical and dental coverage for certain individuals who retired prior to May 1, 2012 based on years of service and age, subject to rights reserved in the plans to change or eliminate these benefits. The Company funds these post-retirement benefits on a pay-as-you-go basis.
The Company sponsors the Equitable Executive Survivor Benefits Plan (the “ESB Plan”) which provides post-retirement life insurance benefits to eligible executives. Eligible executives may choose up to four levels of coverage with each level providing a benefit equal to the executive’s compensation, subject to an overall $25 million cap. Aside from the ESB Plan, the Company does not currently offer post-retirement life insurance benefits but continues to provide post-retirement life insurance benefits to certain active and retired employees who were eligible for such benefits under discontinued plans. The ESB Plan was closed to new participants on January 1, 2019.
For 2024 and 2023, post-retirement benefits payments were $21 million and $19 million, respectively, net of employee contributions.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
The Company uses a December 31 measurement date for its post-retirement plans.
Components of Net Post-Retirement Benefits Costs

| Year Ended December 31,
| 2024 |  | 2023 |  | 2022
| (in millions)
Service cost | $ | 1 |  |  | $ | 1 |  |  | $ | 2 |
Interest cost | 16 |  |  | 17 |  |  | 10 |
Net amortization | (1) |  |  | (3) |  |  | 6 |
Net periodic post-retirement benefits costs | $ | 16 |  |  | $ | 15 |  |  | $ | 18 |

Changes in the accumulated benefits obligation of the Company’s post-retirement plans recognized in the accompanying consolidated financial statements are described in the following table:
Accumulated Post-Retirement Benefits Obligation

| December 31, |
| 2024 |  | 2023 |
| (in millions) |
Accumulated post-retirement benefits obligation, beginning of period | $ | 353 |  |  | $ | 349 |  |
Service cost | 1 |  |  | 1 |  |
Interest cost | 16 |  |  | 17 |  |
Contributions and benefits paid | (21) |  |  | (19) |  |
Actuarial (gains) losses | (24) |  |  | 5 |  |
Accumulated post-retirement benefits obligation, end of period | $ | 325 |  |  | $ | 353 |  |

The post-retirement medical plan obligations of the Company are offset by an anticipated subsidy from Medicare Part D, which is assumed to increase with the healthcare cost trend.
Assumed Healthcare Cost Trend Rates used to Measure the Expected Cost of Benefits

| December 31,
| 2024 |  | 2023
Following year | 6.4% |  | 7.0%
Ultimate rate to which cost increase is assumed to decline | 3.9% |  | 3.9%
Year in which the ultimate trend rate is reached | 2092 |  | 2098

The following table discloses the amounts included in AOCI that have not yet been recognized as components of net periodic post-retirement benefits cost:

| December 31,
| 2024 |  | 2023
| (in millions)
Unrecognized net actuarial (gains) losses | $ | 19 |  |  | $ | 22 |
Unrecognized prior service (credit) | (18) |  |  | (21) |
Total | $ | 1 |  |  | $ | 1 |

The assumed discount rates for measuring the post-retirement benefit obligations as of December 31, 2024 and 2023 were determined in substantially the same manner as described above for measuring the pension benefit obligations. The following table discloses the range of discrete single equivalent discount rates and related net periodic cost at and for the years ended December 31, 2024 and 2023.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued

| December 31,
| 2024 |  | 2023
Discount rates: |  |  |
Benefit obligation | 5.35% - 5.54% |  | 4.87% - 4.98%
Periodic cost | 4.85% - 4.98% |  | 5.07% - 5.20%

The following table provides an estimate of future benefits expected to be paid in each of the next five years, beginning January 1, 2025, and in the aggregate for the five years thereafter. These estimates are based on the same assumptions used to measure the respective benefit obligations as of December 31, 2024 and include benefits attributable to estimated future employee service.

Calendar Year | Postretirement Benefits |  |  |  |  |  |  |  |
| (in millions)
2025 | $ | 28,080 |  |  |  |  |  |  |  |  |
2026 | $ | 27,666 |  |  |  |  |  |  |  |  |
2027 | $ | 27,252 |  |  |  |  |  |  |  |  |
2028 | $ | 26,759 |  |  |  |  |  |  |  |  |
2029 | $ | 26,388 |  |  |  |  |  |  |  |  |
2030 to 2034 | $ | 464,073 |  |  |  |  |  |  |  |  |

Post-Employment Benefits
The Company provides post-employment medical and life insurance coverage for certain disabled former employees. The accrued liabilities for these post-employment benefits were $1 million and $2 million, respectively, as of December 31, 2024 and 2023. The net post-employment benefits costs were $0 million for the years ended December 31, 2024 and 2023 and $1 million for year ended December 31, 2022.
17) SHARE-BASED COMPENSATION PROGRAMS
Compensation costs for share-based payment arrangements as further described herein are as follows:

| Year Ended December 31,
| 2024 |  | 2023 |  | 2022
| (in millions)
Performance Shares | $ | 22 |  |  | $ | 15 |  |  | $ | 31 |
Stock Options | — |  |  | — |  |  | 1 |
Restricted Stock Units | 288 |  |  | 278 |  |  | 296 |
Other compensation plans | 3 |  |  | 1 |  |  | — |
Total compensation expenses | $ | 313 |  |  | $ | 294 |  |  | $ | 328 |
Income Tax Benefit | $ | 68 |  |  | $ | 58 |  |  | $ | 68 |

Since 2018, Holdings has granted equity awards under the Equitable Holdings, Inc. 2018 Omnibus Incentive Plan and the Equitable Holdings, Inc. 2019 Omnibus Incentive Plan (together the “Omnibus Plans”) which were adopted by Holdings on April 25, 2018 and February 28, 2019 respectively. Awards under the Omnibus Plans are linked to Holdings’ common stock. As of December 31, 2024, the common stock reserved and available for issuance under the Omnibus Plans was 17 million shares. Holdings may issue new shares or use common stock held in treasury for awards linked to Holdings’ common stock.
Retirement and Protection
Equity awards for R&P employees, financial professionals and directors in 2024, 2023 and 2022 were granted under the Omnibus Plans. All grants discussed in this section will be settled in shares of Holdings’ common stock.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
For awards with graded vesting schedules and service-only vesting conditions, including Holdings RSUs and other forms of share-based payment awards, the Company applies a straight-line expense attribution policy for the recognition of compensation cost. Actual forfeitures with respect to the 2024, 2023, and 2022 grants were considered immaterial in the recognition of compensation cost.
Annual Awards
Each year, the Compensation Committee of the Holdings’ Board of Directors approves an equity-based award program with awards under the program granted at its regularly scheduled meeting in February. Annual awards under Holdings’ equity programs for 2024, 2023, and 2022 consisted of a mix of equity vehicles including Holdings RSUs and Holdings performance shares. If Holdings pays any ordinary dividend in cash, all outstanding Holdings RSUs and performance shares will accrue dividend equivalents in the form of additional Holdings RSUs or performance shares to be settled or forfeited consistent with the terms of the related award.
Holdings RSUs
Holdings RSUs granted to R&P employees under an annual program vest ratably in equal annual installments over a three-year period. The fair value of the awards was measured using the closing price of the Holdings share on the grant date, and the resulting compensation expense will be recognized over the shorter of the vesting term or the period up to the date at which the participant becomes retirement eligible, but not less than one year.
Holdings Performance Shares
Holding performance shares granted to R&P employees are subject to performance conditions and a three-year cliff-vesting.
•The 2024 performance shares grant consist of two distinct tranches; one based on the Company’s 3-year growth rate on Non-GAAP Operating earnings per share (the “Non-GAAP Operating EPS performance shares”) and the other based on the Holdings’ relative total shareholder return targets (the “TSR Performance Shares”), each comprising approximately one-half of the award. Participants may receive from 0% to 200% of the unearned performance shares granted.
The grant-date fair value of the Non-GAAP Operating EPS performance shares is established once all applicable Non-GAAP Operating EPS performance shares targets are determined and approved. The fair value of the awards was measured using the closing price of the Holdings share on the grant date. The aggregate grant-date fair value of the unearned Non-GAAP Operating EPS performance shares will be recognized as compensation expense over the shorter of the cliff-vesting period or the period up to the date at which the participant becomes retirement eligible, but not less than one year.
•The 2023 and 2022 performance share grants consist of one tranche based on the Holdings’ relative total shareholder return targets (the “TSR Performance Shares”). Participants may receive from 0% to 200% of the unearned performance shares granted.
The grant-date fair value of the TSR Performance Shares granted in 2024, 2023, and 2022 were measured using a Monte Carlo approach with the following weighted-average assumptions:

| Year Ended December 31,
| 2024 |  | 2023 |  | 2022
Weighted-average assumptions used: |  |  |  |  |
Risk-free interest rate | 4.40 | % |  | 4.31 | % |  | 1.73 | %
Annualized volatility | 32.72 | % |  | 49.10 | % |  | 47.10 | %

Under the Monte Carlo approach, stock returns were simulated for Holdings and the selected peer companies to estimate the payout percentages established by the conditions of the award. The aggregate grant-date fair value of the unearned TSR Performance Shares will be recognized as compensation expense over the shorter of the cliff-vesting period or the period up to the date at which the participant becomes retirement eligible, but not less than one year.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
Director Awards
Holdings makes annual grants of unrestricted Holdings shares to non-employee directors of Holdings, Equitable Financial and Equitable America. The fair value of these awards was measured using the closing price of Holdings shares on the grant date. These awards immediately vest and all compensation expense is recognized at the grant date.
Asset Management
Employees and directors in our Asset Management business participate in several unfunded long-term incentive compensation plans maintained by AB. Awards under these plans are linked to AB Holding Units.
Under the AB 2017 Long Term Incentive Plan (“2017 Plan”), which was adopted at a special meeting of AB Holding Unit holders held on September 29, 2017, the following forms of awards may be granted to AB employees and Directors: (i) restricted AB Holding Units or phantom restricted AB Holding Units (a “phantom” award is a contractual right to receive AB Holding Units at a later date or upon a specified event); (ii) options to buy AB Holding Units; and (iii) other AB Holding Unit-based awards (including, without limitation, AB Holding Unit appreciation rights and performance awards). The 2017 Plan will expire on September 30, 2027, and no awards under the 2017 Plan will be made after that date. Under the 2017 Plan, the aggregate number of AB Holding Units with respect to which awards may be granted is 60.0 million, including no more than 30.0 million newly-issued AB Holding Units.
AB engages in open-market purchases of AB Holding Units to help fund anticipated obligations under its long-term incentive compensation plans and for other corporate purposes. During 2024, 2023, and 2022 AB purchased 4.5 million, 4.7 million and 5.2 million AB Holding Units for $156 million, $144 million and $212 million, respectively. These amounts reflect open-market purchases of 1.8 million, 2.0 million and 2.3 million AB Holding Units for $60.1 million, $62.6 million and $92.7 million, respectively, with the remainder relating to purchases of AB Holding Units from AB employees to allow them to fulfill statutory tax withholding requirements at the time of distribution of long-term incentive compensation awards, offset by AB Holding Units purchased by AB employees as part of a distribution reinvestment election.
During 2024, 2023, and 2022 AB granted 5.9 million, 5.6 million and 4.7 million restricted AB Holding units to AB employees and directors, respectively.
During 2024 and 2023, AB Holding had no options issued and exercised. In 2022, AB Holding issued 6 thousand AB Holding Units upon exercise of options with the proceeds of $100 thousand received from employees as cash payment for the exercise price to purchase the equivalent number of newly-issued AB Holding Units.
As of December 31, 2024, no options to buy AB Holding Units had been granted and 36 million AB Holding Units, net of withholding tax requirements, were subject to other AB Holding Unit awards made under the 2017 Plan or an equity compensation plan with similar terms that was canceled in 2017. AB Holding Unit-based awards (including options) in respect of 24 million AB Holding Units were available for grant as of December 31, 2024.
As of December 31, 2023, no options to buy AB Holding Units had been granted and 33 million AB Holding Units,
net of withholding tax requirements, were subject to other AB Holding Unit awards made under the 2017 Plan or an
equity compensation plan with similar terms that was canceled in 2017. AB Holding Unit-based awards (including
options) in respect of 27 million AB Holding Units were available for grant as of December 31, 2023.
Summary of Stock Option Activity
A summary of activity in the Holdings and AXA option plans during 2024 as follows:
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued

| Options Outstanding
| EQH Shares |  |  | AXA Ordinary Shares
| Number Outstanding (in 000’s) |  | Weighted Average Exercise Price |  |  |  |  | Number Outstanding (in 000’s) |  | Weighted Average Exercise Price
Options outstanding as of beginning of period | 1,755 |  |  | $ | 21.94 |  |  |  |  |  | 380 |  |  | € | 22.56 |
Options granted | — |  |  | — |  |  |  |  |  | — |  |  | — |
Options exercised | (622) |  |  | 21.24 |  |  |  |  |  | (247) |  |  | 23.10 |
Options forfeited, net | — |  |  | — |  |  |  |  |  | — |  |  | — |
Options expired | — |  |  | — |  |  |  |  |  | — |  |  | — |
Options outstanding as of end of period | 1,133 |  |  | $ | 22.33 |  |  |  |  |  | 133 |  |  | € | 21.56 |
Aggregate intrinsic value (1) |  |  | $ | 28,143 |  |  |  |  |  |  |  | € | 1,699 |
Weighted average remaining contractual term (in years) | 4.80 |  |  |  |  |  |  | 2.55 |  |
Options exercisable at December 31, 2024 | 1,133 |  |  | $ | 22.33 |  |  |  |  |  | 133 |  |  | € | 21.56 |
Aggregate intrinsic value (1) |  |  | $ | 28,143 |  |  |  |  |  |  |  | € | 1,699 |
Weighted average remaining contractual term (in years) | 4.80 |  |  |  |  |  |  | 2.55 |  |

_______________
(1) Agg regate intrinsic value, presented in thousands, is calculated as the excess of the closing market price on December 31, 2024 of the respective underlying shares over the strike prices of the option awards. For awards with strike prices higher than market prices, intrinsic value is shown as zero.
During years ended December 31, 2024, 2023, and 2022, there were no stock options granted.
Summary of Restricted Stock Unit Award Activity
The market price of a Holdings share is used as the basis for the fair value measure of a Holdings RSU. For purposes of determining compensation cost for stock-settled Holdings RSUs, fair value is fixed at the grant date until settlement, absent modification to the terms of the award.
As of December 31, 2024, approximately 2.7 million Holdings RSUs remain unvested. Unrecognized compensation cost related to these awards totaled approximately $35 million and is expected to be recognized over a weighted-average period of 1.6 years.
As of December 31, 2024, approximately 12 million AB Holding Unit awards remain unvested. Unrecognized compensation cost related to these awards totaled approximately $94 million is expected to be recognized over a weighted-average period of 5.4 years.
The following table summarizes Holdings restricted share units activity for 2024.

| Shares of Holdings Restricted Stock Units (in 000’s) |  | Weighted-Average Grant Date Fair Value |  |  |  |
Unvested, beginning of period | 2,731 |  |  | $ | 32.18 |  |  |  |  |
Granted | 1,444 |  |  | 34.08 |  |  |  |  |
Forfeited | (109) |  |  | 32.40 |  |  |  |  |
Vested | (1,371) |  |  | 31.49 |  |  |  |  |
Unvested as of December 31, 2024 | 2,695 |  |  | $ | 33.54 |  |  |  |  |

Summary of Performance Award Activity
As of December 31, 2024, approximately 1.3 million Holdings awards remain unvested. Unrecognized compensation cost related to these awards totaled approximately $14 million and is expected to be recognized over a weighted-average period of 1.5 years.
The following table summarizes Holdings performance awards activity for 2024.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued

| Shares of Holdings Performance Awards (in 000’s) |  | Weighted-Average Grant Date Fair Value |  |  |  |
Unvested, beginning of period | 1,313 |  |  | $ | 32.98 |  |  |  |  |
Granted | 503 |  |  | 33.79 |  |  |  |  |
Forfeited | (20) |  |  | 37.17 |  |  |  |  |
Vested | (198) |  |  | 33.13 |  |  |  |  |
Performance Adjustment (1) | (262) |  |  | $ | 33.11 |  |  |  |  |
Unvested as of December 31, 2024 | 1,336 |  |  | $ | 36.46 |  |  |  |  |

_______________
(1)Represents the difference between the target shares granted and the actual shares vested based upon the achievement level of performance measures.
18) INCOME TAXES
Income from operations before income taxes included income (loss) from domestic operations of $1.9 billion, $0.6 billion and $2.9 billion for the years ended December 31, 2024, 2023 and 2022, and income from foreign operations of $209 million, $105 million and $135 million for the years ended December 31, 2024, 2023 and 2022. Approximately $63 million, $37 million and $35 million of the Company’s income tax expense is attributed to foreign jurisdictions for the years ended December 31, 2024, 2023 and 2022.
A summary of the income tax (expense) benefit in the consolidated statements of income (loss) follows:

| Year Ended December 31,
| 2024 |  | 2023 |  | 2022
| (in millions)
Income tax (expense) benefit: |  |  |  |  |
Current (expense) benefit | $ | (142) |  |  | $ | (29) |  |  | $ | (5) |
Deferred (expense) benefit | (146) |  |  | 934 |  |  | (593) |
Total | $ | (288) |  |  | $ | 905 |  |  | $ | (598) |

The Federal income taxes attributable to consolidated operations are different from the amounts determined by multiplying the earnings before income taxes and noncontrolling interest by the expected Federal income tax rate of 21%. The sources of the difference and their tax effects were as follows:

| Year Ended December 31,
| 2024 |  | 2023 |  | 2022
| (in millions)
Expected income tax (expense) benefit | $ | (443) |  |  | $ | (155) |  |  | $ | (630) |
Noncontrolling interest | 88 |  |  | 62 |  |  | 40 |
Non-taxable investment income | 121 |  |  | 64 |  |  | 53 |
Tax audit interest | (28) |  |  | (23) |  |  | (13) |
State income taxes | (40) |  |  | (42) |  |  | (63) |
Tax settlements/uncertain tax position release | (6) |  |  | (4) |  |  | — |
Tax credits | 29 |  |  | 15 |  |  | 22 |
Valuation allowance | — |  |  | 1,000 |  |  | — |
Other | (9) |  |  | (12) |  |  | (7) |
Income tax (expense) benefit | $ | (288) |  |  | $ | 905 |  |  | $ | (598) |

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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
The components of the net deferred income taxes are as follows:

| December 31,
| 2024 |  | 2023
| Assets |  | Liabilities |  | Assets |  | Liabilities
| (in millions)
Compensation and related benefits | $ | 217 |  |  | $ | — |  |  | $ | 230 |  |  | $ | — |
Net operating loss and credits | 272 |  |  | — |  |  | 151 |  |  | — |
Reserves and reinsurance | 1,984 |  |  | — |  |  | 1,581 |  |  | — |
DAC | — |  |  | 1,141 |  |  | — |  |  | 1,078 |
Unrealized investment gains/losses | 1,683 |  |  | — |  |  | 1,472 |  |  | — |
Investments | — |  |  | 386 |  |  | — |  |  | 217 |
Other | — |  |  | 197 |  |  | 187 |  |  | — |
Valuation allowance | (217) |  |  | — |  |  | (234) |  |  | — |
Total | $ | 3,939 |  |  | $ | 1,724 |  |  | $ | 3,387 |  |  | $ | 1,295 |

During the fourth quarter of 2022, the Company established a valuation allowance against its deferred tax asset related to unrealized capital losses in the available for sale securities portfolio. During the year ended December 31, 2023, management took actions to increase its available liquidity so that the Company has the ability and intent to hold the majority of securities in its available for sale portfolio to recovery. For liquidity and other purposes, the Company maintains a smaller pool of securities that it does not intend to hold to recovery. The Company maintains a valuation allowance against the deferred tax asset on available for sale securities that will not be held to recovery. Adjustments to the valuation allowance due to changes in the portfolio’s unrealized capital loss are recorded in other comprehensive income. Adjustments to the valuation allowance due to new facts or evidence are recorded in net income.
For the year ended December 31, 2024, the Company recorded a decrease to the valuation allowance of $17 million due to changes in the value of the available for sale portfolio that will not be held to recovery. This adjustment was recorded in other comprehensive income. For the year ended December 31, 2023, the Company recorded decreases to the valuation allowance of $336 million in other comprehensive income and $1.0 billion in net income. As of the years ended December 31, 2024 and 2023, a valuation allowance of $217 million and $234 million, respectively, remains against the portion of the deferred tax asset that is still not more-likely-than-not to be realized.
The Company uses the aggregate portfolio approach related to the stranded or disproportionate income tax effects in accumulated other comprehensive income related to available for sale securities. Under this approach, the disproportionate tax effect remains intact as long as the investment portfolio remains.
The Company has Federal net operating loss carryforwards of $510 million and $279 million, for the years ending December 31, 2024 and 2023, respectively, which do not expire.
The Company provides income taxes on the unremitted earnings of non-U.S. corporate subsidiaries except to the extent that such earnings are indefinitely reinvested outside the United States. As of December 31, 2024, $30 million of undistributed earnings of non-U.S. corporate subsidiaries were permanently invested outside the United States. At existing applicable income tax rates, additional taxes of approximately $8 million would need to be provided if such earnings are remitted.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
A reconciliation of unrecognized tax benefits (excluding interest and penalties) follows:

| Year Ended December 31,
| 2024 |  | 2023 |  | 2022
| (in millions)
Balance, beginning of period | $ | 322 |  |  | $ | 314 |  |  | $ | 323 |
Additions for tax positions of prior years | 8 |  |  | 11 |  |  | (9) |
Reductions for tax positions of prior years | — |  |  | (3) |  |  | — |
Additions for tax positions of current year | — |  |  | — |  |  | — |
Settlements with tax authorities | — |  |  | — |  |  | — |
Balance, end of period | $ | 330 |  |  | $ | 322 |  |  | $ | 314 |
Unrecognized tax benefits that, if recognized, would impact the effective rate | $ | 74 |  |  | $ | 59 |  |  | $ | 58 |

The Company recognizes accrued interest and penalties related to unrecognized tax benefits in tax expense. Interest and penalties included in the amounts of unrecognized tax benefits as of December 31, 2024 and 2023 were $114 million and $86 million, respectively. For 2024, 2023 and 2022, respectively, there were $28 million, $23 million and $13 million in interest expense (benefit) related to unrecognized tax benefits.
It is reasonably possible that the total amount of unrecognized tax benefits will change within the next 12 months due to the conclusion of IRS proceedings and the addition of new issues for open tax years. The possible change in the amount of unrecognized tax benefits cannot be estimated at this time.
As of December 31, 2024, tax years 2014 through 2018 and 2020 through 2024 remain subject to examination by the IRS.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
19) COMMITMENTS AND CONTINGENT LIABILITIES
Litigation and Regulatory Matters
Litigation, regulatory and other loss contingencies arise in the ordinary course of the Company’s activities as a diversified financial services firm. The Company is a defendant in a number of litigation matters arising from the conduct of its business. In some of these matters, claimants seek to recover very large or indeterminate amounts, including compensatory, punitive, treble and exemplary damages. Modern pleading practice permits considerable variation in the assertion of monetary damages and other relief. Claimants are not always required to specify the monetary damages they seek, or they may be required only to state an amount sufficient to meet a court’s jurisdictional requirements. Moreover, some jurisdictions allow claimants to allege monetary damages that far exceed any reasonably possible verdict. The variability in pleading requirements and past experience demonstrates that the monetary and other relief that may be requested in a lawsuit or claim often bears little relevance to the merits or potential value of a claim. Litigation against the Company includes a variety of claims including, among other things, insurers’ sales practices, alleged agent misconduct, alleged failure to properly supervise agents, contract administration, product design, features and accompanying disclosure, COI increases, payments of death benefits and the reporting and escheatment of unclaimed property, alleged breach of fiduciary duties, alleged mismanagement of client funds and other matters.
The outcome of a litigation or regulatory matter is difficult to predict, and the amount or range of potential losses associated with these or other loss contingencies requires significant management judgment. It is not possible to predict the ultimate outcome or to provide reasonably possible losses or ranges of losses for all pending regulatory matters, litigation and other loss contingencies. While it is possible that an adverse outcome in certain cases could have a material adverse effect upon the Company’s financial position, based on information currently known, management believes that neither the outcome of pending litigation and regulatory matters, nor potential liabilities associated with other loss contingencies, are likely to have such an effect. However, given the large and indeterminate amounts sought in certain litigation and the inherent unpredictability of all such matters, it is possible that an adverse outcome in certain of the Company’s litigation or regulatory matters, or liabilities arising from other loss contingencies, could, from time to time, have a material adverse effect upon the Company’s results of operations or cash flows in a particular quarterly or annual period.
For some matters, the Company is able to estimate a range of loss. For such matters in which a loss is probable, an accrual has been made. For matters where the Company believes a loss is reasonably possible, but not probable, no accrual is required. For matters for which an accrual has been made, but there remains a reasonably possible range of loss in excess of the amounts accrued or for matters where no accrual is required, the Company develops an estimate of the unaccrued amounts of the reasonably possible range of losses. As of December 31, 2024, the Company estimates the aggregate range of reasonably possible losses, in excess of any amounts accrued for these matters as of such date, to be up to approximately $100 million.
For other matters, the Company is currently not able to estimate the reasonably possible loss or range of loss. The Company is often unable to estimate the possible loss or range of loss until developments in such matters have provided sufficient information to support an assessment of the range of possible loss, such as quantification of a damage demand from plaintiffs, discovery from plaintiffs and other parties, investigation of factual allegations, rulings by a court on motions or appeals, analysis by experts and the progress of settlement discussions. On a quarterly and annual basis, the Company reviews relevant information with respect to litigation and regulatory contingencies and updates the Company’s accruals, disclosures and reasonably possible losses or ranges of loss based on such reviews.
One action is pending against Equitable Financial in New York state court. In July 2022, the trial court in Hobish v. AXA Equitable Life Insurance Company, granted in significant part Equitable Financial’s motion for summary judgment and denied plaintiff’s cross motion. That plaintiff appealed but the appellate court affirmed the trial court’s decision. In March 2024, the intermediate appellate court granted plaintiff’s motion for leave to appeal to the state’s highest appellate court. Equitable Financial is vigorously defending each of these matters.
As with other financial services companies, Equitable Financial periodically receives informal and formal requests for information from various state and federal governmental agencies and self-regulatory organizations in connection with inquiries and investigations of the products and practices of the Company or the financial services industry. It is the practice of the Company to cooperate fully in these matters.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
Obligations under Funding Agreements
Pre-Capitalized Trust Securities (“P-Caps”)
In April 2019, pursuant to separate Purchase Agreements among Holdings, Credit Suisse Securities (USA) LLC, as representative of the several initial purchasers, and the Trusts (as defined below), Pine Street Trust I, a Delaware statutory trust (the “2029 Trust”), completed the issuance and sale of 600,000 of its Pre-Capitalized Trust Securities redeemable February 15, 2029 (the “2029 P-Caps”) for an aggregate purchase price of $600 million and Pine Street Trust II, a Delaware statutory trust (the “2049 Trust” and, together with the 2029 Trust, the “Trusts”), completed the issuance and sale of 400,000 of its Pre-Capitalized Trust Securities redeemable February 15, 2049 (the “2049 P-Caps” and, together with the 2029 P-Caps, the “P-Caps”) for an aggregate purchase price of $400 million in each case to qualified institutional buyers in reliance on Rule 144A that are also “qualified purchasers” for purposes of Section 3(c)(7) of the Investment Company Act of 1940, as amended.
In June 2024, the Company exercised its issuance right under the Facility Agreement, dated April 5, 2019 (the “2029 Trust Facility Agreement”) to issue $600 million principal amount of the Company’s 4.572% Senior Notes due 2029 (the “2029 Notes”) in exchange for the portfolio of principal and interest strips of U.S. Treasury securities held by the 2029 Trust (the “2029 Trust Eligible Assets”). Following the Company’s exercise of its issuance right under the 2029 Trust Facility Agreement, the Company: (i) issued $600 million principal amount of the 2029 Notes to the 2029 Trust on June 6, 2024 in exchange for the 2029 Trust Eligible Assets; (ii) waived its right to repurchase the 2029 Notes; and (iii) directed the trustee of the 2029 Trust to dissolve the 2029 Trust in accordance with its declaration of trust and deliver the 2029 Notes to the beneficial holders of the 2029 P-Caps pro rata in respect of each 2029 P-Cap. The 2029 Trust was dissolved on June 11, 2024 and the beneficial holders of the 2029 P-Caps received the 2029 Notes through the facilities of The Depository Trust Company. See Note 14 for additional details on the 2029 Notes.
In addition, in June 2024, pursuant to the Purchase Agreement among Holdings, TD Securities (USA) LLC, Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC, as representative of the several initial purchasers, and Pine Street Trust III, a Delaware statutory trust ( “2054 Trust”), completed the issuance and sale of 600,000 of its Pre-Capitalized Trust Securities redeemable May 15, 2054 (the “2054 P-Caps”) for an aggregate purchase price of $600 million to qualified institutional buyers in reliance on Rule 144A that are also “qualified purchasers” for purposes of Section 3(c)(7) of the Investment Company Act of 1940, as amended.
The P-Caps are an off-balance sheet contingent funding arrangement that, upon Holdings’ election, gives Holdings the right over a thirty-year period to issue senior notes to the 2049 Trust and the 2054 Trusts. The Trust have invested the proceeds from the respective sales of their P-Caps in separate portfolios of principal and/or interest strips of U.S. Treasury securities. In return, Holdings will, in the case of the 2054 Trust, pay, and in the case of the 2049 Trust, continue to pay, a semi-annual facility fee to the 2049 Trust and 2054 Trust calculated at a rate of 2.715% and 1.779% per annum, respectively, which will be applied to the unexercised portion of the contingent funding arrangement and Holdings will reimburse the Trusts for certain expenses. The facility fees are recorded in other operating costs and expenses in the consolidated statements of income (loss).
FHLB
As a member of the FHLB, Equitable Financial and Equitable America have access to collateralized borrowings. They also may issue funding agreements to the FHLB. Both the collateralized borrowings and funding agreements would require Equitable Financial or Equitable America to pledge qualified mortgage-backed assets and/or government securities as collateral. Equitable Financial issues short-term funding agreements to the FHLB and uses the funds for asset, liability, and cash management purposes. Equitable Financial issues long-term funding agreements to the FHLB and uses the funds for spread lending purposes.
Entering into FHLB membership, borrowings and funding agreements requires the ownership of FHLB stock and the pledge of assets as collateral. Equitable Financial has purchased FHLB stock of $336 million and pledged collateral with a carrying value of $11.7 billion as of December 31, 2024. Equitable America has purchased FHLB stock of $4 million as of December 31, 2024.
Funding agreements are reported in policyholders’ account balances in the consolidated balance sheets. For other instruments used for asset/liability and cash management purposes, see “Offsetting of Financial Assets and Liabilities and Derivative Instruments” included in Note 4 of the Notes to these Consolidated Financial Statements. The table below summarizes the Company’s activity of funding agreements with the FHLB.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
Change in FHLB Funding Agreements during the Year Ended December 31, 2024

| Outstanding Balance at December 31, 2023 |  | Issued During the Period |  | Repaid During the Period |  | Long-term Agreements Maturing Within One Year |  | Long-term Agreements Maturing Within Five Years |  | Outstanding Balance at December 31, 2024
| (in millions)
Short-term funding agreements: |  |  |  |  |  |  |  |  |  |  |
Due in one year or less | $ | 6,168 |  |  | $ | 66,160 |  |  | $ | (66,610) |  |  | $ | 125 |  |  | $ | — |  |  | $ | 5,843 |
Long-term funding agreements: |  |  |  |  |  |  |  |  |  |  |
Due in years two through five | 799 |  |  | — |  |  | — |  |  | 30 |  |  | — |  |  | 829 |
Due in more than five years | 648 |  |  | — |  |  | — |  |  | (155) |  |  | — |  |  | 493 |
Total long-term funding agreements | 1,447 |  |  | — |  |  | — |  |  | (125) |  |  | — |  |  | 1,322 |
Total funding agreements (1) | $ | 7,615 |  |  | $ | 66,160 |  |  | $ | (66,610) |  |  | $ | — |  |  | $ | — |  |  | $ | 7,165 |

_____________
(1)The $2 million and $3 million difference between the funding agreements carrying value shown in fair value table for December 31, 2024 and 2023, respectively, reflects the remaining amortization of a hedge implemented and closed, which locked in the funding agreements borrowing rates.
FABN
Under the FABN program, Equitable Financial may issue funding agreements in U.S. dollar or other foreign currencies to a Delaware special purpose statutory trust (the “Trust”) in exchange for the proceeds from issuances of fixed and floating rate medium-term marketable notes issued by the Trust from time to time (the “Trust Notes”). The funding agreements have matching interest, maturity and currency payment terms to the applicable Trust Notes. The Company hedges the foreign currency exposure of foreign currency denominated funding agreements using cross currency swaps as discussed in Note 4 of the Notes to these Consolidated Financial Statements. As of December 31, 2024, the maximum aggregate principal amount of Trust Notes permitted to be outstanding at any one time is $10.0 billion. Funding agreements issued to the Trust, including any foreign currency transaction adjustments, are reported in policyholders’ account balances in the consolidated balance sheets. Foreign currency transaction adjustments to policyholder’s account balances are recognized in net income (loss) as an adjustment to interest credited to policyholders’ account balances and are offset in interest credited to policyholders’ account balances by a release of AOCI from deferred changes in fair value of designated and qualifying cross currency swap cash flow hedges. The table below summarizes Equitable Financial’s activity of funding agreements under the FABN program.
Change in FABN Funding Agreements during the Year Ended December 31, 2024

| Outstanding Balance at December 31, 2023 |  | Issued During the Period |  | Repaid During the Period |  | Long-term Agreements Maturing Within One Year |  | Long-term Agreements Maturing Within Five Years |  |  |  | Foreign Currency Transaction Adjustment |  | Outstanding Balance at December 31, 2024
| (in millions)
Short-term funding agreements: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Due in one year or less | $ | 1,000 |  |  | $ | — |  |  | $ | (1,000) |  |  | $ | 1,050 |  |  | $ | — |  |  |  |  | $ | — |  |  | $ | 1,050 |
Long-term funding agreements: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Due in years two through five | 4,984 |  |  | 500 |  |  | — |  |  | (1,050) |  |  | — |  |  |  |  | (41) |  |  | 4,393 |
Due in more than five years | 300 |  |  | — |  |  | — |  |  | — |  |  | — |  |  |  |  | — |  |  | 300 |
Total long-term funding agreements | 5,284 |  |  | 500 |  |  | — |  |  | (1,050) |  |  | — |  |  |  |  | (41) |  |  | 4,693 |
Total funding agreements (1) | $ | 6,284 |  |  | $ | 500 |  |  | $ | (1,000) |  |  | $ | — |  |  | $ | — |  |  |  |  | $ | (41) |  |  | $ | 5,743 |

_____________
(1)The $18 million and $17 million difference between the funding agreements notional value shown and carrying value table as of December 31, 2024 and 2023, respectively, reflects the remaining amortization of the issuance cost of the funding agreements and the foreign currency transaction adjustment.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
FABCP
In May 2023, Equitable Financial and Equitable America established a FABCP program, pursuant to which a SPLLC may issue commercial paper and deposit the proceeds with Equitable Financial or Equitable America pursuant to a funding agreement issued by Equitable Financial or Equitable America to the SPLLC. The current maximum aggregate principal amount permitted to be outstanding at any one time under the FABCP program is $3.0 billion for Equitable Financial and $1.0 billion for Equitable America. As of December 31, 2024, Equitable Financial and Equitable America had $75 million and $0 million outstanding under the program, respectively.
Credit Facilities
For information regarding activity pertaining to our credit facilities arrangements, see Note 14 of the Notes to these Consolidated Financial Statements.
Guarantees and Other Commitments
The Company provides certain guarantees or commitments to affiliates and others. As of December 31, 2024, these arrangements include commitments by the Company to provide equity financing of $1.2 billion to certain limited partnerships and real estate joint ventures under certain conditions as well as a guarantee of a subsidiary’s performance under a reinsurance arrangement that will no longer be in effect once certain conditions at the subsidiary are met and notice is provided. Management believes the Company will not incur material losses as a result of these commitments.
The Company had $17 million of undrawn letters of credit related to reinsurance as of December 31, 2024. The Company had $445 million of commitments under existing mortgage loan agreements as of December 31, 2024.
The Company is the obligor under certain structured settlement agreements it had entered into with unaffiliated insurance companies and beneficiaries. To satisfy its obligations under these agreements, the Company owns single premium annuities issued by previously wholly-owned life insurance subsidiaries. The Company has directed payment under these annuities to be made directly to the beneficiaries under the structured settlement agreements. A contingent liability exists with respect to these agreements should the previously wholly-owned subsidiaries be unable to meet their obligations. Management believes the need for the Company to satisfy those obligations is remote.
20) INSURANCE STATUTORY FINANCIAL INFORMATION
In accordance with statutory accounting practices, the following table presents the Company’s best estimate of the combined statutory net income (loss), surplus, capital stock & AVR, and securities on deposits for Equitable Financial, Equitable America and Equitable L&A as of the date the Company files this Annual Report.

| 2024 |  | 2023 |  | 2022 |
| (in millions) |
Years Ended December 31, |  |  |  |  |  |
Combined statutory net income (loss) | $ | 184 |  |  | $ | (1,549) |  |  | $ | 148 |  |
As of December 31, |  |  |  |  |  |
Combined surplus, capital stock and AVR | $ | 6,342 |  |  | $ | 6,776 |  |  |  |
Combined securities on deposits in accordance with various government and state regulations | $ | 18 |  |  | $ | 18 |  |  |  |

In 2024, Equitable Financial did not pay a dividend. In 2023 and 2022, Equitable Financial paid to its direct parent, which subsequently distributed such amount to Holdings, an ordinary shareholder dividend of $1.7 billion and $930 million, respectively.
In 2024, Equitable America paid to its direct parent, which subsequently distributed such amount to Holdings, an ordinary shareholder dividend of $441 million and extraordinary shareholder dividends of $260 million. In 2023 and 2022 Equitable America did not pay a dividend.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
Dividend Restrictions
As domestic insurance subsidiaries regulated by insurance laws of their respective domiciliary states, Equitable Financial and Equitable America are subject to restrictions as to the amounts they may pay as dividends and amounts they may repay of surplus notes to Holdings.
State insurance statutes also typically place restrictions and limitations on the amount of dividends or other distributions payable by insurance company subsidiaries to their parent companies, as well as on transactions between an insurer and its affiliates. Under New York’s insurance laws, which are applicable to Equitable Financial, a domestic stock life insurer may not, without prior approval of the NYDFS, pay an ordinary dividend to its stockholders exceeding an amount calculated based on a statutory formula (“Ordinary Dividend”). Dividends in excess of this amount require the insurer to file a notice of its intent to declare the dividends with the NYDFS and obtain prior approval or non-disapproval from the NYDFS with respect to such dividends (“Extraordinary Dividend”). Due to a permitted statutory accounting practice agreed to with the NYDFS, Equitable Financial will need the prior approval of the NYDFS to pay the portion, if any, of any Ordinary Dividend that exceeds the Ordinary Dividend that Equitable Financial would be permitted to pay under New York’s insurance laws absent the application of such permitted practice (such excess, the “Permitted Practice Ordinary Dividend”).
Applying the formulas above, Equitable Financial is not permitted to pay an Ordinary Dividend in 2025.
Under Arizona Insurance Law, which are applicable to Equitable America, a domestic life insurer may without prior approval of the Arizona Superintendent, pay a dividend to its shareholders not exceeding an amount calculated based on a statutory formula. Based on this formula, the Company estimates it could pay an ordinary dividend of up to approximately $347 million during 2025.
Intercompany Reinsurance
Equitable Financial and Equitable America cede a portion of their statutory reserves to EQ AZ Life Re, a captive reinsurer, as part of the Company’s capital management strategy. EQ AZ Life Re prepares financial statements in a special purpose framework for statutory reporting. Equitable Financial and Equitable America receive statutory reserve credits for reinsurance treaties with EQ AZ Life Re to the extent EQ AZ Life Re holds assets in an irrevocable trust (the “EQ AZ Life Re Trust”). As of December 31, 2024, EQ AZ Life Re holds $1.3 billion of assets in the EQ AZ Life Re Trust and letters of credit of $1.9 billion that are guaranteed by Holdings. Under the reinsurance transactions, EQ AZ Life Re is permitted to transfer assets from the EQ AZ Life Re Trust under certain circumstances. The level of statutory reserves held by EQ AZ Life Re fluctuate based on market movements, mortality experience and policyholder behavior. Increasing reserve requirements may necessitate that additional assets be placed in trust and/or additional letters of credit be secured, which could adversely impact EQ AZ Life Re’s liquidity.
In May 17, 2023, Equitable Financial entered into a reinsurance agreement (the “Reinsurance Treaty”) with its affiliate, Equitable America, effective April 1, 2023. Pursuant to the Reinsurance Treaty, virtually all of Equitable Financial’s net retained General Account liabilities, including all of its net retained liabilities relating to the living benefit and death riders related to (i) its variable annuity contracts issued outside the State of New York prior to October 1, 2022 (and with respect to its EQUI-VEST variable annuity contracts, issued outside the State of New York prior to February 1, 2023) and (ii) certain universal life insurance policies issued outside the State of New York prior to October 1, 2022, were reinsured to Equitable America on a coinsurance funds withheld basis. In addition, all of the Separate Accounts liabilities relating to such variable annuity contracts were reinsured to Equitable America on a modified coinsurance basis. Equitable America’s obligations under the Reinsurance Treaty are secured through Equitable Financial’s retention of certain assets supporting the reinsured liabilities. This reinsurance treaty has no impact to the consolidated financial statements of the Company. The NYDFS and the Arizona Department of Insurance and Financial Institutions each approved the Reinsurance Treaty.
Prescribed and Permitted Accounting Practices
As of December 31, 2024, the following five prescribed and permitted practices resulted in net income (loss) and capital and surplus that is different from the statutory surplus that would have been reported had NAIC statutory accounting practices been applied.
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Notes to Consolidated Financial Statements, Continued
Equitable Financial was granted a permitted practice by the NYDFS to apply SSAP 108, Derivatives Hedging Variable Annuity Guarantees on a retroactive basis from January 1, 2021 through June 30, 2021, after reflecting the impacts of our reinsurance transaction with Venerable. The permitted practice was amended to also permit Equitable Financial to adopt SSAP 108 prospectively as of July 1, 2021 and to consider the impact of both the interest rate derivatives and the General Account assets used to fully hedge the interest rate risk inherent in its variable annuity guarantees when determining the amount of the deferred asset or liability under SSAP 108. Application of the permitted practice partially mitigates the New York Insurance Regulation 213 (“Reg 213”) impact of the Venerable transaction on Equitable Financial’s statutory capital and surplus and enables Equitable Financial to more effectively neutralize the impact of interest rates on its statutory surplus and to better align with our economic hedging program. The impact of applying this permitted practice relative to SSAP 108 as written was a decrease of approximately $115 million in statutory special surplus funds as of December 31, 2024. The Reinsurance Treaty reduced the amount of interest rate hedging needed at Equitable Financial going forward, affecting future deferrals, but leaves our historical SSAP 108 deferred amounts unchanged. The permitted practice also reset Equitable Financial’s unassigned surplus to zero as of June 30, 2021 to reflect the transformative nature of the Venerable transaction.
The Manual has been adopted as a component of prescribed or permitted practices by the State of New York. However, Reg 213 adopted in May of 2019 and as amended in February 2020 and March 2021, differs from the NAIC variable annuity reserve and capital framework. Reg 213 requires Equitable Financial to carry statutory basis reserves for its variable annuity contract obligations equal to the greater of those required under (i) the NAIC standard or (ii) a revised version of the NYDFS requirement in effect prior to the adoption of the first amendment for contracts issued prior to January 1, 2020, and for policies issued after that date a new standard that in current market conditions imposes more conservative reserving requirements for variable annuity contracts than the NAIC standard.
The impact of the application of Reg 213 was a decrease of approximately $101 million in statutory surplus as of December 31, 2024 compared to statutory surplus under the NAIC variable annuity framework. Our hedging program is designed to hedge the economics of our insurance liabilities and largely offsets Reg 213 and NAIC framework reserve movements due to interest rates and equities. The NYDFS allows domestic insurance companies a five year phase-in provision for Reg 213 reserves. As of September 30, 2022, Equitable Financial’s Reg 213 reserves were 100% phased-in. As of December 31, 2024, given the prevailing market conditions and business mix, there are $89 million Reg 213 redundant reserves over the US RBC CTE 98 total asset requirement (“TAR”).
During the fourth quarter 2020, Equitable Financial received approval from NYDFS for its proposed amended Plan of Operation for Separate Account No. 68 (“SA 68”) for our Structured Capital Strategies product and Separate Account No. 69 (“SA 69”) for our EQUI-VEST product Structured Investment Option, to change the accounting basis of these two non-insulated Separate Accounts from fair value to book value in accordance with Section 1414 of the Insurance Law to align with how we manage and measure our overall General Account asset portfolio. In order to facilitate this change and comply with Section 4240(a)(10), the Company also sought approval to amend the Plans to remove the requirement to comply with Section 4240(a)(5)(iii) and substitute it with a commitment to comply with Section 4240(a)(5)(i). Similarly, the Company updated the reserves section of each Plan to reflect the fact that Regulation 128 would no longer be applicable upon the change in accounting basis. We applied this change effective January 1, 2021. The impact of the application is an increase of approximately $2.3 billion in statutory surplus as of December 31, 2024.
During 2022, Equitable America received approval from the Arizona Department of Insurance and Financial Institutions pursuant to A.R.S. 20-515 for Separate Account No. 68A (“SA 68A”) for our Structured Capital Strategies product, Separate Account No. 69A (“SA 69A”) for our EQUI-VEST product Structured Investment Option and Separate Account No. 71A (“SA 71A”) for our Investment Edge Structured Investment Option, to permit us to use book value as the accounting basis of these three non-insulated Separate Accounts instead of fair value in accordance with the Manual to align with how we manage and measure our overall General Account asset portfolio. The impact of the application is a decrease of approximately $78 million in statutory surplus as of December 31, 2024.
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Notes to Consolidated Financial Statements, Continued
The Arizona Department of Insurance and Financial Institutions granted to Equitable America a permitted practice to deviate from SSAP No. 108 by applying special accounting treatment for specific derivatives hedging variable annuity benefits subject to fluctuations as a result of interest rate sensitivities. The permitted practice expands on SSAP No. 108 hedge accounting to include equity risks for the full scope of Variable Annuity (VA) contracts (i.e., not just the rider guarantees but for the VA total contract). The permitted practice allows Equitable America to adopt SSAP 108 retroactively from October 1, 2023 and applies to both directly held VA hedges as well as VA hedges in the Equitable America funds withheld asset that resulted from the Reinsurance Treaty. In the calculation of the amount of excess VA equity and interest rate derivative hedging gains/losses to defer (including Net investment income on our Equity Total Return Swaps), the permitted practice allows us to compare our total equity and interest derivatives gains and losses to 100% of our target liability change. Any hedge gain or loss deferrals will follow SSAP No. 108 amortization rules (i.e. 10-year straight line).
The impact of applying this revised permitted practice relative to SSAP 108 was an increase of approximately $1.4 billion in statutory special surplus funds as of December 31, 2024.
Differences between SAP and U.S. GAAP
Accounting practices used to prepare statutory financial statements for regulatory filings of stock life insurance companies differ in certain instances from U.S. GAAP. The differences between statutory surplus and capital stock determined in accordance with SAP and total equity under U.S. GAAP are primarily: (a) the inclusion in SAP of an AVR intended to stabilize surplus from fluctuations in the value of the investment portfolio; (b) future policy benefits and policyholders’ account balances under SAP differ from U.S. GAAP due to differences between actuarial assumptions and reserving methodologies; (c) certain policy acquisition costs are expensed under SAP but deferred under U.S. GAAP and amortized over future periods to achieve a matching of revenues and expenses; (d) under SAP, Federal income taxes are provided on the basis of amounts currently payable with limited recognition of deferred tax assets while under U.S. GAAP, deferred taxes are recorded for temporary differences between the financial statements and tax basis of assets and liabilities where the probability of realization is reasonably assured; (e) the valuation of assets under SAP and U.S. GAAP differ due to different investment valuation and depreciation methodologies, as well as the deferral of interest-related realized capital gains and losses on fixed income investments; (f) the valuation of the investment in AB and AB Holding under SAP reflects a portion of the market value appreciation rather than the equity in the underlying net assets as required under U.S. GAAP; (g) reporting the surplus notes as a component of surplus in SAP but as a liability in U.S. GAAP; (h) computer software development costs are capitalized under U.S. GAAP but expensed under SAP; (i) certain assets, primarily prepaid assets, are not admissible under SAP but are admissible under U.S. GAAP; and (j) cost of reinsurance which is recognized as expense under SAP and amortized over the life of the underlying reinsured policies under U.S. GAAP.
21) BUSINESS SEGMENT INFORMATION
We have six reportable segments: Individual Retirement, Group Retirement, Asset Management, Protection Solutions, Wealth Management and Legacy.
These segments reflect the manner by which the Company’s chief operating decision maker (“CODM”) views and manages the business. A brief description of these segments follows:
•The Individual Retirement (“IR”) segment offers a diverse suite of variable annuity products which are primarily sold to affluent and high net worth individuals saving for retirement or seeking retirement income.
•The Group Retirement (“GR”) segment offers tax-deferred investment and retirement services or products to plans sponsored by educational entities, municipalities, and not-for-profit entities, as well as small and medium-sized businesses.
•The Asset Management (“AM”) segment provides diversified investment management and related solutions globally to a broad range of clients through three main client channels - Institutional, Retail and Private Wealth.
•The Protection Solutions (“PS”) segment includes our life insurance and group EB businesses.
•The Wealth Management (“WM”) segment offers discretionary and non-discretionary investment advisory accounts, financial planning and advice, life insurance, and annuity products through Equitable Advisors.
•The Legacy (“L”) segment primarily consists of the capital intensive fixed-rate GMxB business written in the Individual Retirement market prior to 2011.
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Notes to Consolidated Financial Statements, Continued
The CODM is the chief executive officer and President of Holdings. The CODM evaluates the reported measure of a segment’s profit or loss in assessing segment performance and deciding how to allocate resources. Significant segment expenses are part of the CODM review and are critically important to understand the level of profitability of operating segments but also the overall company performance. This assessment will inform the way the allocation of resources will be done among the different operating segments.
Measurement
Operating earnings (loss) is the financial measure which primarily focuses on the Company’s segments’ results of operations as well as the underlying profitability of the Company’s core business. By excluding items that can be distortive and unpredictable such as investment gains (losses) and investment income (loss) from derivative instruments, the Company believes operating earnings (loss) by segment enhances the understanding of the Company’s underlying drivers of profitability and trends in the Company’s segments.
Operating earnings is calculated by adjusting each segment’s net income (loss) attributable to Holdings for the following items:
•Items related to variable annuity product features, which include: (i) changes in the fair value of MRB and purchased MRB, including the related attributed fees and claims, offset by derivatives and other securities used to hedge the MRB which result in residual net income volatility as the change in fair value of certain securities is reflected in OCI and due to our statutory capital hedge program; and (ii) market adjustments to deposit asset or liability accounts arising from reinsurance agreements which do not expose the reinsurer to a reasonable possibility of a significant loss from insurance risk;
•Investment (gains) losses, which includes credit loss impairments of securities/investments, sales or disposals of securities/investments, realized capital gains/losses and valuation allowances;
•Net actuarial (gains) losses, which includes actuarial gains and losses as a result of differences between actual and expected experience on pension plan assets or projected benefit obligation during a given period related to pension, other postretirement benefit obligations, and the one-time impact of the settlement of the defined benefit obligation;
•Other adjustments, which primarily include restructuring costs related to severance and separation, lease write-offs related to non-recurring restructuring activities, COVID-19 related impacts, net derivative gains (losses) on certain Non-GMxB derivatives, net investment income from certain items including consolidated VIE investments, seed capital mark-to-market adjustments, unrealized gain/losses and realized capital gains/losses from sales or disposals of select securities, certain legal accruals; a bespoke deal to repurchase UL policies from one entity that had invested in numerous policies purchased in the life settlement market, which disposed of the risk of additional COI litigation by that entity related to those UL policies, impact of the annual actuarial assumption updates attributable to LFPB when the majority of the impact relates to the non-core business; and
•Income tax expense (benefit) related to the above items and non-recurring tax items, which includes the effect of uncertain tax positions for a given audit period and changes to the deferred tax valuation allowance.
The General Account investment portfolio is used to support the insurance and annuity liabilities of our Individual Retirement, Group Retirement, Protection Solutions and Legacy business segments.
In the fourth quarter of 2023, the Company updated its operating earnings measure to exclude the impact of realized amounts related to equity classified instruments. The recognition of the realized capital gains and losses from investments in current net investment income is generally considered distortive and not reflective of the ongoing core business activities of the segments. The presentation of operating earnings in prior periods was not revised to reflect this modification. The impact to operating earnings was immaterial for the year ended December 31, 2023.
In the first quarter of 2024, the Company began allocating to its business segments collateral expense resulting from a designated rate to be paid on the collateral held back to counterparties. The new segment allocation methodology for collateral expense is based on the income earned on cash equivalents held in the surplus segments and income earned in portfolios backing collateral expenses, such that the collateral expense would be allocated to the segments up to that amount. Any remaining amount is included within Corporate and Other. This expense was previously recorded in Corporate and Other with no allocation to our business segments in prior reporting periods.
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Notes to Consolidated Financial Statements, Continued
The presentation of operating earnings in prior periods was not revised to reflect this modification, however, the Company estimated that allocating collateral expense to the segments for the year ended December 31, 2023 and 2022, respectively, would have resulted in a decrease to operating earnings of $4.0 million and $0.8 million for Individual Retirement, $7.7 million and $1.4 million for Group Retirement, $21.9 million and $2.5 million for Protection Solutions, $4.2 million and $1.0 million for Legacy, and an increase of $37.8 million and $5.7 million for Corporate and Other. Total Company operating earnings were not impacted.
During the third quarter 2024, the Company moved revenues and expenses related to payout annuitizations from the Legacy segment to the Individual Retirement segment. Now all payout annuities will be reported within the Individual Retirement segment as the block is managed on an aggregate basis. Prior periods have been recast to reflect this change.
Revenues derived from any customer did not exceed 10% of revenues for the years ended December 31, 2024, 2023 and 2022.
The Company accounts for inter-segment sales and transfers as if the sales or transfers were to third parties, that is, at current market prices.
The table below presents operating earnings (loss) by segment and Corporate and Other (C&O):

| Year Ended December 31, 2024
| IR | GR | AM | PS | WM | L | C&O | Eliminations | Total
| (in millions)
Segment revenues | $ | 3,656 |  | $ | 1,194 |  | $ | 4,479 |  | $ | 3,329 |  | $ | 1,796 |  | $ | 498 |  | $ | 944 |  | $ | (906) |  | $ | 14,990 |
Benefits and other deductions |  |  |  |  |  |  |  |  |
Policyholders’ benefits | 324 |  | — |  | — |  | 1,901 |  | — |  | 1 |  | 470 |  | — |  | 2,696 |
Interest credited to policyholders’ account balances | 1,208 |  | 227 |  | — |  | 534 |  | — |  | 33 |  | 509 |  | — |  | 2,511 |
Commissions and distribution related payments | 356 |  | 170 |  | 742 |  | 172 |  | 1,133 |  | 160 |  | 20 |  | (857) |  | 1,896 |
Amortization of deferred policy acquisition costs | 460 |  | 54 |  | — |  | 125 |  | — |  | 62 |  | 10 |  | — |  | 711 |
Compensation and benefits | 48 |  | 37 |  | 1,788 |  | 137 |  | 314 |  | 30 |  | 13 |  | — |  | 2,367 |
Interest expense and financing fees | — |  | — |  | 44 |  | 1 |  | — |  | — |  | 222 |  | (26) |  | 241 |
Significant segment expenses | 2,396 |  | 488 |  | 2,574 |  | 2,870 |  | 1,447 |  | 286 |  | 1,244 |  | (883) |  | 10,422 |
Other segment items (1) | 154 |  | 100 |  | 821 |  | 243 |  | 105 |  | 60 |  | 178 |  | (23) |  | 1,638 |
Income taxes | (153) |  | (84) |  | (178) |  | (30) |  | (60) |  | (21) |  | 71 |  | — |  | (455) |
Less: Operating (earnings) loss attributable to the noncontrolling interest | — |  | — |  | 427 |  | — |  | — |  | — |  | 41 |  | — |  | 468 |
Operating earnings (loss) | $ | 953 |  | $ | 522 |  | $ | 479 |  | $ | 186 |  | $ | 184 |  | $ | 131 |  | $ | (448) |  | $ | — |  | $ | 2,007 |

_____________
(1)Other segment items include Remeasurment for liability for future policy benefits and Other operating expenses and costs. Additionally, other segment items reflected in Asset Management segment is primarily driven by other operating expense and costs related to general and administrative costs and promotion and servicing expenses.
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Notes to Consolidated Financial Statements, Continued

| Year Ended December 31, 2023
| IR | GR | AM | PS | WM | L | C&O | Eliminations | Total
| (in millions)
Segment revenues | $ | 2,913 |  | $ | 1,021 |  | $ | 4,117 |  | $ | 3,180 |  | $ | 1,551 |  | $ | 531 |  | $ | 1,118 |  | $ | (810) |  | $ | 13,621 |
Benefits and other deductions |  |  |  |  |  |  |  |  |
Policyholders’ benefits | 299 |  | — |  | — |  | 1,975 |  | — |  | — |  | 486 |  | — |  | 2,760 |
Interest credited to policyholders’ account balances | 708 |  | 215 |  | — |  | 520 |  | — |  | 36 |  | 604 |  | — |  | 2,083 |
Commissions and distribution related payments | 262 |  | 155 |  | 610 |  | 158 |  | 968 |  | 171 |  | 18 |  | (752) |  | 1,590 |
Amortization of deferred policy acquisition costs | 388 |  | 59 |  | — |  | 120 |  | — |  | 63 |  | 11 |  | — |  | 641 |
Compensation and benefits | 57 |  | 27 |  | 1,736 |  | 116 |  | 285 |  | 28 |  | 20 |  | — |  | 2,269 |
Interest expense and financing fees | 1 |  | — |  | 54 |  | 5 |  | — |  | — |  | 229 |  | (37) |  | 252 |
Significant segment expenses | 1,715 |  | 456 |  | 2,400 |  | 2,894 |  | 1,253 |  | 298 |  | 1,368 |  | (789) |  | 9,595 |
Other segment items (1) | 138 |  | 86 |  | 831 |  | 225 |  | 88 |  | 52 |  | 162 |  | (21) |  | 1,561 |
Income taxes | (176) |  | (80) |  | (126) |  | (10) |  | (51) |  | (30) |  | 72 |  | — |  | (401) |
Less: Operating (earnings) loss attributable to the noncontrolling interest | — |  | — |  | 349 |  | — |  | — |  | — |  | 21 |  | — |  | 370 |
Operating earnings (loss) | $ | 884 |  | $ | 399 |  | $ | 411 |  | $ | 51 |  | $ | 159 |  | $ | 151 |  | $ | (361) |  | $ | — |  | $ | 1,694 |

_____________
(1)Other segment items include Remeasurment for liability for future policy benefits and Other operating expenses and costs. Additionally, other segment items reflected in Asset Management segment is primarily driven by other operating expense and costs related to general and administrative costs and promotion and servicing expenses.
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Notes to Consolidated Financial Statements, Continued

| Year Ended December 31, 2022
| IR | GR | AM | PS | WM | L | C&O | Eliminations | Total
| (in millions)
Segment revenues | $ | 2,279 |  | $ | 1,158 |  | $ | 4,105 |  | $ | 3,120 |  | $ | 1,446 |  | $ | 568 |  | $ | 910 |  | $ | (760) |  | $ | 12,826 |
Benefits and other deductions |  |  |  |  |  |  |  |  |
Policyholders’ benefits | 222 |  | — |  | — |  | 1,896 |  | — |  | 1 |  | 509 |  | — |  | 2,628 |
Interest credited to policyholders’ account balances | 327 |  | 281 |  | — |  | 511 |  | — |  | 40 |  | 251 |  | — |  | 1,410 |
Commissions and distribution related payments | 236 |  | 154 |  | 630 |  | 142 |  | 940 |  | 186 |  | 15 |  | (736) |  | 1,567 |
Amortization of deferred policy acquisition costs | 334 |  | 59 |  | — |  | 117 |  | — |  | 65 |  | 11 |  | — |  | 586 |
Compensation and benefits | 21 |  | 18 |  | 1,647 |  | 76 |  | 313 |  | 11 |  | 23 |  | — |  | 2,109 |
Interest expense and financing fees | 1 |  | $ | 1 |  | 18 |  | 1 |  | — |  | — |  | 205 |  | — |  | 226 |
Significant segment expenses | 1,141 |  | 513 |  | 2,295 |  | 2,743 |  | 1,253 |  | 303 |  | 1,014 |  | (736) |  | 8,526 |
Other segment items (1) | 145 |  | 105 |  | 872 |  | 260 |  | 57 |  | 50 |  | 313 |  | (24) |  | 1,778 |
Income taxes | (173) |  | (94) |  | (162) |  | (20) |  | (35) |  | (38) |  | 73 |  | — |  | (449) |
Less: Operating (earnings) loss attributable to the noncontrolling interest | — |  | — |  | 352 |  | — |  | — |  | — |  | (5) |  | — |  | 347 |
Operating earnings (loss) | $ | 820 |  | $ | 446 |  | $ | 424 |  | $ | 97 |  | $ | 101 |  | $ | 177 |  | $ | (339) |  | $ | — |  | $ | 1,726 |

_____________
(1)Other segment items include Remeasurment for liability for future policy benefits and Other operating expenses and costs. Additionally, other segment items reflected in Asset Management segment is primarily driven by other operating expense and costs related to general and administrative costs and promotion and servicing expenses.
The table below presents a reconciliation to net income (loss) attributable to Holdings:

|  |  | Year Ended December 31,
|  |  |  |  | 2024 |  | 2023 |  | 2022
|  |  |  |  | (in millions)
Net income (loss) attributable to Holdings |  |  |  |  | $ | 1,307 |  |  | $ | 1,302 |  |  | $ | 2,153 |
Adjustments related to: |  |  |  |  |  |  |  |  |
Variable annuity product (1) |  |  |  |  | 606 |  |  | 607 |  |  | (2,193) |
Investment (gains) losses |  |  |  |  | 133 |  |  | 713 |  |  | 945 |
Net actuarial (gains) losses related to pension and other postretirement benefit obligations |  |  |  |  | 60 |  |  | 39 |  |  | 82 |
Other adjustments (2) (3) (4) (6) |  |  |  |  | 93 |  |  | 351 |  |  | 605 |
Income tax expense (benefit) related to above adjustments |  |  |  |  | (187) |  |  | (359) |  |  | 118 |
Non-recurring tax items (5) |  |  |  |  | (5) |  |  | (959) |  |  | 16 |
Operating earnings (loss) |  |  |  |  | $ | 2,007 |  |  | $ | 1,694 |  |  | $ | 1,726 |

______________
(1)Includes the impact of favorable assumption updates of $16 million for the year ended December 31, 2024, respectively, and $40 million for the year ended December 31, 2023, respectively. Includes the impact of unfavorable assumption updates of $204 million for the year ended December 31, 2022.
(2)Includes certain gross legal expenses related to the COI litigation of $106 million, $144 million and $218 million for the year ended December 31, 2024, 2023 and 2022, respectively. Includes policyholder benefit costs of $75 million for the year ended December 31, 2022 stemming from a deal to repurchase UL policies from one entity that had invested in numerous policies purchased in the life
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Notes to Consolidated Financial Statements, Continued
settlement market. Includes the impact of unfavorable annual actuarial assumptions updates related to LFPB of $61 million for the year ended December 31, 2023.
(3)For the year ended December 31, 2024, includes $82 million of the gain on sale on AB's Bernstein Research Service attributable to Holdings.
(4)For the year ended December 31, 2024, includes $78 million contingent payment gain recognized in connection with the fair value adjustment related to our contingent payment liability associated with our acquisition of CarVal in 2022.
(5)For the year ended December 31, 2024 and 2023, respectively, non-recurring tax items reflect primarily the effect of uncertain tax positions for a given audit period. A decrease of the deferred tax valuation allowance of $1.0 billion during year ended December 31, 2023.
(6)Includes Non-GMxB related derivative hedge gains and losses of $6 million, $26 million and $(34) million for the years ended December 31, 2024, 2023 and 2022, respectively.
Segment revenues is a measure of the Company’s revenue by segment as adjusted to exclude certain items. The following table reconciles segment revenues to total revenues by excluding the following items:
•Items related to variable annuity product features, which include certain changes in the fair value of the derivatives and other securities we use to hedge these features and changes in the fair value of the embedded derivatives reflected within the net derivative results of variable annuity product features;
•Investment (gains) losses, which includes credit loss impairments of securities/investments, sales or disposals of securities/investments, realized capital gains/losses and valuation allowances;
•Other adjustments, which primarily includes net derivative gains (losses) on certain Non-GMxB derivatives and Net investment income from certain items including consolidated VIE investments, seed capital mark-to-market adjustments and unrealized gain/losses associated with equity securities.
The table below presents revenues by segment and C&O:

| Year Ended December 31,
| 2024 |  | 2023 |  | 2022
| (in millions)
Segment revenues: |  |  |  |  |
Individual Retirement (1) | $ | 3,656 |  |  | $ | 2,913 |  |  | $ | 2,279 |
Group Retirement (1) | 1,194 |  |  | 1,021 |  |  | 1,158 |
Asset Management (2) | 4,479 |  |  | 4,117 |  |  | 4,105 |
Protection Solutions (1) | 3,329 |  |  | 3,180 |  |  | 3,120 |
Wealth Management (3) | 1,796 |  |  | 1,551 |  |  | 1,446 |
Legacy (1) | 498 |  |  | 531 |  |  | 568 |
Corporate and Other (1) | 944 |  |  | 1,118 |  |  | 910 |
Eliminations | (906) |  |  | (810) |  |  | (760) |
Adjustments related to: |  |  |  |  |
Variable annuity product features, excluding change in MRBs (4) | (2,589) |  |  | (2,414) |  |  | 913 |
Investment gains (losses), net | (133) |  |  | (713) |  |  | (945) |
Other adjustments to segment revenues (4) | 169 |  |  | 34 |  |  | (150) |
Total revenues | $ | 12,437 |  |  | $ | 10,528 |  |  | $ | 12,644 |

______________
(1)Includes investment expenses charged by AB of $144 million, $140 million and $110 million for the years ended December 31, 2024, 2023 and 2022, respectively, for services provided to the Company.
(2)Inter-segment investment management and other fees of $166 million, $160 million and $134 million for the years ended December 31, 2024, 2023 and 2022, respectively, are included in segment revenues of the Investment Management and Research segment.
(3)Inter-segment distribution fees of $857 million, $752 million and $736 million for the years ended December 31, 2024, 2023 and 2022, respectively, are included in segment revenues of the Wealth Management segment.
(4)Prior periods were revised to conform with current presentation.
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Notes to Consolidated Financial Statements, Continued
Total assets by segment were as follows:

| December 31, 2024 |  | December 31, 2023
| (in millions)
Total assets by segment: |  |  |
Individual Retirement | $ | 110,358 |  |  | $ | 90,805 |
Group Retirement | 51,269 |  |  | 47,260 |
Asset Management | 10,514 |  |  | 11,088 |
Protection Solutions | 41,583 |  |  | 38,933 |
Wealth Management | 168 |  |  | 144 |
Legacy | 42,518 |  |  | 49,487 |
Corporate and Other | 39,456 |  |  | 39,097 |
Total assets | $ | 295,866 |  |  | $ | 276,814 |

22) EQUITY
Preferred Stock
Preferred stock authorized, issued and outstanding was as follows:

|  | December 31,
|  | 2024 |  | 2023
Series |  | Shares Authorized |  | Shares Issued |  | Shares Outstanding |  | Shares Authorized |  | Shares Issued |  | Shares Outstanding
Series A |  | 32,000 |  |  | 32,000 |  |  | 32,000 |  |  | 32,000 |  |  | 32,000 |  |  | 32,000 |
Series B |  | 20,000 |  |  | 17,773 |  |  | 17,773 |  |  | 20,000 |  |  | 20,000 |  |  | 20,000 |
Series C |  | 12,000 |  |  | 12,000 |  |  | 12,000 |  |  | 12,000 |  |  | 12,000 |  |  | 12,000 |
Total |  | 64,000 |  |  | 61,773 |  |  | 61,773 |  |  | 64,000 |  |  | 64,000 |  |  | 64,000 |

Series A Fixed Rate Noncumulative Perpetual Preferred Stock
In November and December 2019, Holdings’ issued a total of 32 million depositary shares, each representing a 1/1,000th interest in share of Series A Preferred Stock, $1.00 par value per share, with a liquidation preference of $25,000 per share, for aggregate net cash proceeds of $775 million ($800 million gross). The preferred stock ranks senior to Holdings’ common stock with respect to the payment of dividends and liquidation. Holdings’ will pay dividends on the Series A Preferred Stock on a noncumulative basis only when, as and if declared by the Company’s Board of Directors (or a duly authorized committee of the Board) and will be payable quarterly in arrears, at an annual rate of 5.25% on the stated amount per share. In connection with the issuance of the depositary shares and the underlying Series A Preferred Stock, Holdings’ incurred $25 million of issuance costs, which has been recorded as a reduction of additional paid-in capital. The Series A Preferred Stock is redeemable at Holdings’ option, in whole or in part, at a redemption price of $25,000 per share of preferred stock, plus declared and unpaid dividends.
Series B Fixed Rate Reset Noncumulative Perpetual Preferred Stock
On August 11, 2020, Holdings issued 500,000 depositary shares, each representing a 1/25th interest in a share of Series B Preferred Stock, $1.00 par value per share and liquidation preference of $25,000 per share, for aggregate net cash proceeds of $494 million ($500 million gross). The Series B Preferred Stock ranks senior to Holdings’ common stock and on parity with Holdings’ Series A Preferred Stock with respect to the payment of dividends and liquidation. Holdings will pay dividends on the Series B Preferred Stock on a noncumulative basis only when, as and if declared by the Company’s Board of Directors (or a duly authorized committee of the Board) and will be payable semi-annually in arrears, at an annual rate equal to the fixed rate of 4.950%, which is reset every 5 years starting on December 15, 2025 (“Reset Date”), at a rate per annum equal to the five-year U.S. Treasury Rate plus 4.736%.
In connection with the issuance of the depositary shares and the underlying Series B Preferred Stock, Holdings incurred $6 million of issuance costs, which have been recorded as a reduction of additional paid-in capital. The Series B Preferred Stock is redeemable at Holdings’ option in whole or in part, from time to time, during the three-month period prior to, and including, each Reset Date, at a redemption price equal to $25,000 per share of preferred stock,
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
plus any declared and unpaid dividends. Furthermore, the preferred stock is redeemable at Holdings’ option, in whole but not in part at any time, within 90 days after the occurrence of certain rating agency events at a redemption price equal to $25,500 per share, plus any declared and unpaid dividends or after the occurrence of certain regulatory capital events at a redemption price equal to $25,000 per share, plus any declared and unpaid dividends.
On December 19, 2024, Holdings redeemed and retired $55 million of Series B Preferred Stock.
Series C Fixed Rate Reset Noncumulative Perpetual Preferred Stock
On January 8, 2021, Holdings issued 12,000,000 depositary shares, each representing a 1/1,000th interest in a share of the Company’s Series C Fixed Rate Noncumulative Perpetual Preferred Stock (“Series C Preferred Stock”), $1.00 par value per share and liquidation preference of $25,000 per share, for aggregate net cash proceeds of $293 million ($300 million gross). The Series C Preferred Stock ranks senior to Holdings’ common stock and on parity with Holdings’ Series A Preferred Stock and Series B Preferred Stock with respect to the payment of dividends and liquidation. Holdings will pay dividends on the Series C Preferred Stock on a noncumulative basis only when, as and if declared by the Company’s Board of Directors (or a duly authorized committee of the Board) and will be payable quarterly in arrears, at an annual rate equal to the fixed rate of 4.3%.
Dividends to Shareholders
Dividends declared per share were as follows for the periods indicated:

|  |  | Year ended December 31,
|  |  |  |  | 2024 |  | 2023 |  | 2022
Series A dividends declared |  |  |  |  | $ | 1,313 |  |  | $ | 1,313 |  |  | $ | 1,313 |
Series B dividends declared |  |  |  |  | $ | 1,238 |  |  | $ | 1,238 |  |  | $ | 1,238 |
Series C dividends declared |  |  |  |  | $ | 1,075 |  |  | $ | 1,075 |  |  | $ | 1,075 |

Common Stock
Dividends declared per share of common stock were as follows for the periods indicated:

|  |  | Year Ended December 31,
|  |  |  |  | 2024 |  | 2023 |  | 2022
Dividends declared |  |  |  |  | $ | 0.94 |  |  | $ | 0.86 |  |  | $ | 0.78 |

Share Repurchase
On February 5, 2024, the Company’s Board of Directors authorized a new $1.3 billion share repurchase program. Under these programs, the Company may, from time to time purchase shares of its common stock through various means. The Company may choose to suspend or discontinue the repurchase program at any time. The repurchase program does not obligate the Company to purchase any particular number of shares. As of December 31, 2024 Holdings had $445 million of authorized capacity remaining.
For the years ended December 31, 2024, 2023 and 2022, the Company repurchased approximately 25.7 million, 32.8 million and 28.2 million shares of its common stock at a total cost of approximately $1.0 billion, $0.9 billion and $0.8 billion, respectively through open market repurchases, ASRs and privately negotiated transactions. The repurchased common stock was recorded as treasury stock in the consolidated balance sheets. For the years ended December 31, 2024, 2023 and 2022, the Company reissued approximately 1.8 million, 1.5 million and 2.0 million shares of its treasury stock, respectively. For the year ended December 31, 2024, 2023 and 2022, the Company retired approximately 13.2 million, 17.4 million, and 12.5 million shares of its treasury stock, respectively.
The timing and amount of share repurchases are determined by management based upon market conditions and other considerations. Numerous factors could affect the timing and amount of any future repurchases under the share repurchase authorization, including increased capital needs of the Company due to changes in regulatory capital requirements, opportunities for growth and acquisitions, and the effect of adverse market conditions on the segments.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
Accelerated Share Repurchase Agreement
In December 2024 Holdings entered into an ASR with a third-party financial institution to repurchase an aggregate of $32 million of Holdings’ common stock. Pursuant to the ASR, Holdings made a pre-payment in December of $32 million and received initial delivery of 550,301 Holdings’ shares. The ASR terminated in January 2025, at which time an additional 105,468 shares of common stock were received.
In September 2024, Holdings established an obligation to enter into an ASR with a third-party financial institution to repurchase an aggregate of $105 million of Holdings’ common stock. Pursuant to the ASR, on October 2nd, 2024, Holdings made a pre-payment of $105 million and received initial delivery of 2 million shares. The ASR terminated in November 2024, at which time an additional 369,316 shares of common stock were received.
In September 2024, Holdings entered into an ASR with a third-party financial institution to repurchase an aggregate of $30 million of Holdings’ common stock. Pursuant to the ASR, Holdings made a pre-payment of $30 million and received initial delivery of 567,644 Holdings’ shares. The ASR terminated in October 2024, at which time an additional 133,927 shares of common stock were received.
In June 2024, Holdings established an obligation to enter into an ASR with a third-party financial institution to repurchase an aggregate of $85 million of Holdings’ common stock. Pursuant to the ASR, on July 2, 2024, Holdings made a pre-payment of $85 million and received initial delivery of 1.6 million of Holdings’ shares. The ASR terminated in August 2024, at which time an additional 366,947 shares of common stock were received.
In June 2024, Holdings entered into an ASR with a third-party financial institution to repurchase an aggregate of $35 million of Holdings’ common stock. Pursuant to the ASR, Holdings made a pre-payment of $35 million and received initial delivery of 0.7 million of Holdings’ shares. The ASR terminated in July 2024, at which time an additional 166,723 shares of common stock were received.
In March 2024, Holdings established an obligation to enter into an ASR with a third-party financial institution to repurchase an aggregate of $80 million of Holdings’ common stock. Pursuant to the ASR, on April 3, 2024, Holdings made a pre-payment of $80 million and received initial delivery of 1.7 million of Holdings’shares. The ASR terminated in May 2024, at which time an additional 466,923 shares of common stock were received.
In March 2024, Holdings entered into an ASR with a third-party financial institution to repurchase an aggregate of $50 million of Holdings’ common stock, Pursuant to the ASR, Holdings made a pre-payment of $50 million and received initial delivery of 1.0 million of Holdings’ shares. The ASR terminated in April 2024, at which time an additional 235,302 shares of common stock were received.
In December 2023, Holdings established an obligation to enter into an ASR with a third-party financial institution to repurchase an aggregate of $95 million of Holdings’ common stock. Pursuant to the ASR, on January 4, 2024, Holdings made a pre-payment of $95 million and received initial delivery of 2.3 million shares. The ASR terminated in January 2024, at which time an additional 625,040 shares of common stock were received.
In December 2023 Holdings entered into an ASR with a third-party financial institution to repurchase an aggregate of $39 million of Holdings’ common stock. Pursuant to the ASR, Holdings made a pre-payment of $39 million and received initial delivery of 0.9 million Holdings’ shares. The ASR terminated in January 2024, at which time an additional 256,197 shares of common stock were received.
In September 2023, Holdings established an obligation to enter into an ASR with a third-party financial institution to repurchase an aggregate of $80 million of Holdings’ common stock. Pursuant to the ASR, on October 4, 2023, Holdings made a pre-payment of $80 million and received initial delivery of 2.3 million shares. The ASR terminated in October 2023, at which time an additional 596,000 shares of common stock were received.
In September 2023, Holdings entered into an ASR with a third-party financial institution to repurchase an aggregate of $70 million of Holdings’ common stock. Pursuant to the ASR, Holdings made a pre-payment of $70 million and received initial delivery of 2.0 million Holdings’ shares. The ASR terminated in October 2023, at which time an additional 555,000 shares of common stock were received.
In June 2023, Holdings established an obligation to enter into an ASR with a third-party financial institution to repurchase an aggregate of $70 million of Holdings’ common stock. Pursuant to the ASR, on July 6, 2023, Holdings made a pre-payment of $70 million and received initial delivery of 2.0 million shares. The ASR terminated in August 2023, at which time an additional 464,000 shares of common stock were received.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
In June 2023, Holdings entered into an ASR with a third-party financial institution to repurchase an aggregate of $75 million of Holdings’ common stock. Pursuant to the ASR, Holdings made a pre-payment of $75 million and received initial delivery of 2.4 million Holdings’ shares. The ASR terminated in July 2023, at which time an additional 369,000 shares of common stock were received.
In April 2023, Holdings entered into an ASR with a third-party financial institution to repurchase an aggregate of $75 million of Holdings’ common stock. Pursuant to the ASR, Holdings made a pre-payment of $75 million and received initial delivery of 2.4 million Holdings’ shares. The ASR terminated in May 2023, at which time an additional 598,000 shares of common stock were received.
In January 2023, Holdings entered into an ASR with a third-party financial institution to repurchase an aggregate of $75 million of Holdings’ common stock. Pursuant to the ASR, Holdings made a pre-payment of $75 million and received initial delivery of 2 million Holdings’ shares. The ASR terminated in February 2023, at which time an additional 424,000 shares of common stock were received.
In April 2022, Holdings entered into an ASR with a third-party financial institution to repurchase an aggregate of $100 million of Holdings’ common stock. Pursuant to the ASR, Holdings made a prepayment of $100 million and initially received 2.6 million shares. The ASR terminated during April 2022, at which time 684,700 additional shares of common stock were received.
In May 2022, Holdings entered into an ASR with a third-party financial institution to repurchase an aggregate of $150 million of Holdings’ common stock. Pursuant to the ASR, Holdings made a prepayment of $150 million and initially received 4.3 million shares. The ASR terminated during July 2022, at which time 1.2 million additional shares of common stock were received.
In September 2022, Holdings entered into an ASR contract with a third-party financial institution to repurchase an aggregate of $37.5 million of Holdings’ common stock. Pursuant to the ASR, Holdings made a prepayment of $37.5 million and received initial delivery of 1.1 million shares. The ASR terminated during November 2022, at which time 0.2 million additional shares of common stock were received.
In December 2022, Holdings entered into an ASR with a third-party financial institution to repurchase an aggregate of $61 million of Holdings’ common stock. Pursuant to the ASR, Holdings made a prepayment of $61 million and initially received 1.7 million shares. The ASR terminated during February 2023, at which time an additional 0.3 million shares of common stock were received.
Accumulated Other Comprehensive Income (Loss)
AOCI represents cumulative gains (losses) on items that are not reflected in net income (loss). The balances were as follows:

| December 31,
| 2024 |  | 2023 |  |
| (in millions)
Unrealized gains (losses) on investments | $ | (7,334) |  |  | $ | (6,638) |  |  |
Market risk benefits - instrument-specific credit risk component | (1,125) |  |  | (633) |  |  |
Liability for future policy benefits - current discount rate component | 372 |  |  | 182 |  |  |
Defined benefit pension plans | (579) |  |  | (652) |  |  |
Foreign currency translation adjustments | (88) |  |  | (76) |  |  |
Total accumulated other comprehensive income (loss) | (8,754) |  |  | (7,817) |  |  |
Less: Accumulated other comprehensive income (loss) attributable to noncontrolling interest | (42) |  |  | (40) |  |  |
Accumulated other comprehensive income (loss) attributable to Holdings | $ | (8,712) |  |  | $ | (7,777) |  |  |

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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
The components of OCI, net of taxes were as follows:

|  |  |  | Year Ended December 31,
|  |  |  |  |  | 2024 |  | 2023 |  | 2022
|  |  |  |  |  | (in millions)
Change in net unrealized gains (losses) on investments: |  |  |  |  |  |  |  |  |  |
Net unrealized gains (losses) arising during the period (1) |  |  |  |  |  | $ | (874) |  |  | $ | 1,954 |  |  | $ | (13,637) |
(Gains) losses reclassified into net income (loss) during the period (2) |  |  |  |  |  | 47 |  |  | 445 |  |  | 685 |
Net unrealized gains (losses) on investments |  |  |  |  |  | (827) |  |  | 2,399 |  |  | (12,952) |
Adjustments for policyholders’ liabilities, insurance liability loss recognition and other |  |  |  |  |  | 67 |  |  | (22) |  |  | 346 |
Change in unrealized gains (losses), net of adjustments (net of deferred income tax expense (benefit) of $(224), $206 and $(1,364)) |  |  |  |  |  | (760) |  |  | 2,377 |  |  | (12,606) |
Change in LFPB discount rate and MRB credit risk, net of tax |  |  |  |  |  |  |  |  |  |
Changes in market risk benefits - instrument-specific credit risk (net of deferred income tax expense (benefit) of $(103), $(273)and $332) |  |  |  |  |  | (389) |  |  | (1,027) |  |  | 1,249 |
Changes in liability for future policy benefits - current discount rate (net of deferred income tax expense (benefit) of $40, $(36) and $285) |  |  |  |  |  | 150 |  |  | (137) |  |  | 1,074 |
Change in defined benefit plans: |  |  |  |  |  |  |  |  |  |
Reclassification to Net income (loss) of amortization of net prior service credit included in net periodic cost (3) |  |  |  |  |  | 73 |  |  | (3) |  |  | 18 |
Change in defined benefit plans (net of deferred income tax expense (benefit) of $18, $3 and $(1) ) |  |  |  |  |  | 73 |  |  | (3) |  |  | 18 |
Foreign currency translation adjustments: |  |  |  |  |  |  |  |  |  |
Foreign currency translation gains (losses) arising during the period |  |  |  |  |  | (11) |  |  | 15 |  |  | (46) |
Foreign currency translation adjustment |  |  |  |  |  | (11) |  |  | 15 |  |  | (46) |
Total other comprehensive income (loss), net of income taxes |  |  |  |  |  | (937) |  |  | 1,225 |  |  | (10,311) |
Less: Other comprehensive income (loss) attributable to noncontrolling interest |  |  |  |  |  | (2) |  |  | 10 |  |  | (16) |
Other comprehensive income (loss) attributable to Holdings |  |  |  |  |  | $ | (935) |  |  | $ | 1,215 |  |  | $ | (10,295) |

______________
(1)For 2022, unrealized gains (losses) arising during the period is presented net of a valuation allowance of $1.6 billion established during the fourth quarter of 2022. The Company established the valuation allowance against its deferred tax assets related to unrealized capital losses in the available for sale securities portfolio. As of December 31, 2024 and 2023, a valuation allowance of $217 million and $234 million, respectively, remains against the portion of the deferred tax asset that is still not more-likely-than-not to be realized. See Note 18 of the Notes to these Consolidated Financial Statements for details on the valuation allowance.
(2)See “Reclassification adjustment” in Note 3 of the Notes to these Consolidated Financial Statements. Reclassification amounts presented net of income tax expense (benefit) of $(12) million, $(118) million, and $(182) million for the years ended December 31, 2024, 2023 and 2022, respectively.
(3)These AOCI components are included in the computation of net periodic costs. See Note 16 of the Notes to these Consolidated Financial Statements.
Investment gains and losses reclassified from AOCI to net income (loss) primarily consist of realized gains (losses) on sales and credit losses of AFS securities and are included in total investment gains (losses), net on the consolidated statements of income (loss). Amounts reclassified from AOCI to net income (loss) as related to defined benefit plans primarily consist of amortization of net (gains) losses and net prior service cost (credit) recognized as a component of net periodic cost and reported in compensation and benefits in the consolidated statements of income (loss). Amounts presented in the table above are net of tax.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
23) EARNINGS PER COMMON SHARE
The following table presents a reconciliation of net income (loss) and weighted-average common shares used in calculating basic and diluted EPS for the periods indicated:

| Year Ended December 31,
| 2024 |  | 2023 |  | 2022
| (in millions)
Weighted-average common shares outstanding: |  |  |  |  |
Weighted-average common shares outstanding — basic | 321.2 |  |  | 350.1 |  |  | 377.6 |
Effect of dilutive securities: |  |  |  |  |
Employee share awards (1) | 3.6 |  |  | 1.5 |  |  | 2.3 |
Weighted-average common shares outstanding — diluted | 324.8 |  |  | 351.6 |  |  | 379.9 |
Net income (loss): |  |  |  |  |
Net income (loss) | $ | 1,823 |  |  | $ | 1,643 |  |  | $ | 2,394 |
Less: Net income (loss) attributable to the noncontrolling interest | 516 |  |  | 341 |  |  | 241 |
Net income (loss) attributable to Holdings | 1,307 |  |  | 1,302 |  |  | 2,153 |
Less: Preferred stock dividends | 80 |  |  | 80 |  |  | 80 |
Net income (loss) available to Holdings’ common shareholders | $ | 1,227 |  |  | $ | 1,222 |  |  | $ | 2,073 |
EPS: |  |  |  |  |
Basic | $ | 3.82 |  |  | $ | 3.49 |  |  | $ | 5.49 |
Diluted | $ | 3.78 |  |  | $ | 3.48 |  |  | $ | 5.46 |

_____________
(1)Calculated using the treasury stock method.
For the years ended December 31, 2024, 2023 and 2022, 2.7 million, 3.5 million, and 3.9 million of outstanding stock awards, respectively, were not included in the computation of diluted EPS because their effect was anti-dilutive.
24) REDEEMABLE NONCONTROLLING INTEREST
During the fourth quarter of 2024, the Company deconsolidated one of its funds as it reached its deconsolidation threshold. This resulted in a $1.0 billion reduction in redeemable noncontrolling interest.
The changes in the components of redeemable noncontrolling interests were as follows:

|  |  | Year Ended December 31,
|  |  |  |  | 2024 |  | 2023 |  | 2022
|  |  |  |  | (in millions)
Balance, beginning of period |  |  |  |  | $ | 770 |  |  | $ | 455 |  |  | $ | 468 |
Net earnings (loss) attributable to redeemable noncontrolling interests |  |  |  |  | 61 |  |  | 44 |  |  | (59) |
Deconsolidated funds |  |  |  |  | (1,040) |  |  | — |  |  | — |
Purchase/change of redeemable noncontrolling interests |  |  |  |  | 334 |  |  | 271 |  |  | 46 |
Balance, end of period |  |  |  |  | $ | 125 |  |  | $ | 770 |  |  | $ | 455 |

25) HELD-FOR-SALE
Assets and liabilities related to the business classified as HFS are separately reported in the consolidated balance sheets beginning in the period in which the business is classified as HFS.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
AB Bernstein Research Services
On November 22, 2022, AB and Société Générale (“SocGen”), a leading European bank, announced plans to form a joint venture combining their respective cash equities and research businesses (the “Initial Plan”). In the Initial Plan, AB would own a 49% interest in the global joint venture and SocGen would own a 51% interest, with an option to reach 100% ownership after five years.
During the fourth quarter of 2023, AB and SocGen negotiated a plan (the “Revised Plan”) to form a global joint venture with two joint venture holding companies, one outside of North America and one within North America (“NA JV”, and together the “JVs”). Effective April 1, 2024, AB and SocGen completed their previously announced transaction in accordance with the Revised Plan. AB owns a 66.7% majority interest in the NA JV while SocGen owns a 51% majority interest in the joint venture outside of North America. While AB currently owns a majority of the NA JV, the structure of the Board of Directors of the NA JV, which includes two independent directors, in addition to four directors from AB and three directors from SocGen, precludes AB’s control of the Board thereby permitting deconsolidation of the Bernstein Research Services (“BRS”) business. Going forward, AB will maintain an equity method investment in each of the JVs and report on the performance of the two JV holding companies on a combined basis.
As a result of the greater value of the business AB contributed to the JVs, SocGen paid AB $304 million in cash to equalize the value of the contributions by AB and SocGen to the JVs. The cash payment of $304 million included $103 million of prepaid consideration for an option, exercisable by AB during the next five years, that would result in SocGen having a 51% ownership of the NA JV (the “AB option”) and bringing the transaction ownership terms back in line with the Initial Plan. AB’s option may only be exercised upon receipt of appropriate regulatory approvals. The $304 million cash payment was used to pay down debt under AB’s existing credit facilities.
Under the terms of the transaction and assuming AB exercises its option as noted above, SocGen would increase its ownership to a majority interest of the NA JV, without further consideration payable. AB has an additional option to sell its ownership interests in the JVs to SocGen after five years, at the fair market value of AB’s interests in the JVs, subject to regulatory approval. The ultimate objective of SocGen and AB is for SocGen to eventually own 100% of the JVs after five years.
AB has deconsolidated the BRS business and retained the Bernstein Private Wealth Management business within its existing U.S. broker dealer, SCB LLC. AB’s Private Wealth Management business continues to operate through SCB LLC and SCB LLC continues to serve as custodian for substantially all Private Wealth assets under management. AB continues to serve as investment adviser to these Private Wealth clients. Further AB entered into certain transition services agreements with the JVs in connection with the divestiture of the BRS business. From April 1, 2024 through December 31, 2024 AB provided services and recognized revenues of $36 million associated with these transition services agreements.
The net carrying amount of the BRS business assets and liabilities included in the sale was $312 million. As a result of the sale, AB recognized a pre-tax gain of $135 million during the second quarter of 2024. AB deconsolidated approximately $312 million of net assets and liabilities of the BRS business and contributed those assets and liabilities to the JVs. AB recorded an initial investment in each JV, at fair value, using the equity method of investment totaling $284 million. The fair value of the equity method investments was determined using a dividend discount model whereby a forecast of net income attributable to each of the JVs is discounted using an estimated cost of capital to determine the present value of expected future dividends.
In addition, AB recorded a liability of approximately $103 million, based on the negotiated terms of the Revised Plan, related to the AB option. Upon receipt of appropriate regulatory approvals, AB intends to exercise the AB option and will recognize a gain or loss at that time, dependent upon the fair market value of the additional equity interest that would result in SocGen having 51% ownership interest in NA JV.
As of December 31, 2023 the assets and liabilities of AB’s research services business recorded at fair value, less cost were classified as HFS in our Consolidated Financial Statements. As a result of classifying these assets as HFS, AB recognized a non-cash valuation adjustment of $7 million on the consolidated statement of income, to recognize the net carrying value at lower of cost or fair value, less costs to sell.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
The following table summarizes the assets and liabilities classified as held-for-sale on the Company’s consolidated balance sheets:

|  |  |  | December 31, 2023 (1)
|  |  | (in millions)
Cash and cash equivalents |  |  |  | $ | 153 |
Broker-dealer related receivables |  |  |  | 107 |
Trading securities, at fair value |  |  |  | 17 |
Goodwill and other intangible assets, net |  |  |  | 164 |
Other assets (2) |  |  |  | 124 |
Total assets held-for-sale |  |  |  | $ | 565 |
Broker-dealer related payables |  |  |  | $ | 39 |
Customers related payables |  |  |  | 17 |
Other liabilities |  |  |  | 97 |
Total liabilities held-for-sale |  |  |  | $ | 153 |

______________
(1)The assets and liabilities classified as held-for-sale are reported within our Asset Management segment.
(2)Other assets includes a valuation adjustment decrease of $7 million as of December 31, 2023.
These assets and liabilities are reported under the Asset Management segment. The Company determined that AB’s exit from the research business did not represent a strategic shift that had a major effect on AB’s or the Company’s consolidated results of operations, and therefore, are not classified as discontinued operations.
26) SUBSEQUENT EVENTS
Funding Agreement-Backed Notes
Pursuant to the FABN program discussed in Note 19, in January 2025, Equitable Financial supplemented its funding agreement that had been issued to the Trust in the fourth quarter of 2024 by an additional $250 million, with a fixed interest rate of 4.88% per annum and a maturity date of November 19, 2027. In addition, on the same date, Equitable Financial issued a $300 million funding agreement to the Trust with a floating interest rate equal to the compounded SOFR plus 47 basis points per annum which matures on February 4, 2026. Funding agreements issued to the Trust will be reported in Policyholders’ account balances in the consolidated balance sheets in subsequent periods.
Accelerated Share Repurchase Agreement
In December 2024, Holdings established an obligation to enter into an ASR with a third-party financial institution to repurchase an aggregate of $105 million of Holdings’ common stock. Pursuant to the ASR, on January 3, 2025, Holdings made a pre-payment of $105 million and received initial delivery of 1.8 million shares. The ASR will terminate in February 2025, at which time additional shares of common stock will be received.
Novation
Effective January 17, 2025, Equitable Financial novated certain legacy variable annuity policies sold between 2006-2008, comprised of non-New York “Accumulator” policies containing fixed rate Guaranteed Minimum Income Benefit and/or Guaranteed Minimum Death Benefit guarantees reinsured by Venerable under the combined co-insurance and modified coinsurance basis agreement executed on June 1, 2021. Management is still assessing the impact to the financial statements of this novation for the first quarter of 2025.
RGA Reinsurance Transaction
On February 23, 2025, Equitable Financial, as well as Equitable America and Equitable Financial L&A, entered into a master transaction agreement with Reinsurance Group of America (“RGA”) pursuant to which at closing and subject to the terms and conditions set forth in such agreement, RGA would enter into reinsurance agreements, as reinsurer, with each such subsidiary, as ceding company, to effect the RGA Reinsurance Transaction. The transaction is expected to close in mid-2025.
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EQUITABLE HOLDINGS, INC.
Notes to Consolidated Financial Statements, Continued
Tender Offer
On February 24, 2025, Holdings commenced a cash tender offer (the “Offer”) to purchase up to 46 million AB Holding Units at a price of $38.50 per unit, less any applicable tax withholding, for an aggregate purchase price of $1.8 billion. The Offer will expire on March 24, 2025 unless extended or earlier terminated. The Offer is not conditioned upon the receipt of financing or any minimum number of units being tendered but is subject to certain other conditions set forth in the Offer to Purchase, dated February 24, 2025. If Holdings purchases the maximum of 46 million units in the Offer, Holdings will own approximately 41.7% of the issued and outstanding AB Holding Units and will have an approximate 77.5% economic interest in AB. Holdings expects to fund the Offer from available cash and cash equivalents and the Term Loan described in the following paragraphs. Additional information about the Offer is set forth in the tender offer statement on Schedule TO filed with the SEC, including the Offer to Purchase.
Term Loan Agreement
In connection with the commencement of the Offer described in the precedent paragraph, Holdings entered into the 364-Day Term Loan Credit Agreement (the “Term Loan Agreement”) with respect to a $500 million senior unsecured delayed-draw term loan (the “Term Loan”). The Term Loan will be used, along with available cash and cash equivalents, to fund the Offer and related fees and expenses. The Term Loan may be drawn at any time until April 24, 2025 and will mature 364 days from the date of funding, provided that Holdings may elect not to incur all or a portion of such Term Loan to the extent it is unnecessary to fund the Offer.
Share Repurchase Authority
On February 13, 2025, Holdings’s Board approved an additional $1.5 billion under Holdings’s share repurchase program. As of December 31, 2024, Holdings had $445 million of authorized capacity remaining under its prior authorization. The repurchase program does not obligate Holdings to purchase any particular number of shares. See Note 22 for additional details on the repurchase program.
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EQUITABLE HOLDINGS, INC.
SCHEDULE I
SUMMARY OF INVESTMENTS — OTHER THAN INVESTMENTS IN RELATED PARTIES
AS OF DECEMBER 31, 2024

| Cost (1) |  | Fair Value |  | Carrying Value
| (in millions)
Fixed maturities, AFS: |  |  |  |  |
U.S. government, agencies and authorities | $ | 5,801 |  |  | $ | 4,288 |  |  | $ | 4,288 |
State, municipalities and political subdivisions | 472 |  |  | 386 |  |  | 386 |
Foreign governments | 689 |  |  | 554 |  |  | 554 |
Public utilities | 8,491 |  |  | 7,531 |  |  | 7,531 |
All other corporate bonds | 46,727 |  |  | 41,820 |  |  | 41,820 |
Residential mortgage-backed | 4,520 |  |  | 4,383 |  |  | 4,383 |
Asset-backed | 13,660 |  |  | 13,699 |  |  | 13,699 |
Commercial mortgage-backed | 4,301 |  |  | 3,921 |  |  | 3,921 |
Redeemable preferred stocks | 56 |  |  | 59 |  |  | 59 |
Total fixed maturities, AFS | 84,717 |  |  | 76,641 |  |  | 76,641 |
Fixed maturities, at fair value using the fair value option | 2,074 |  |  | 2,053 |  |  | 2,053 |
Mortgage loans on real estate (2) | 20,350 |  |  | 18,567 |  |  | 20,072 |
Policy loans | 4,330 |  |  | 4,559 |  |  | 4,330 |
Other equity investments | 3,341 |  |  | 3,719 |  |  | 3,719 |
Trading securities | 1,016 |  |  | 1,095 |  |  | 1,095 |
Other invested assets | 8,537 |  |  | 8,537 |  |  | 8,537 |
Total Investments | $ | 124,365 |  |  | $ | 115,171 |  |  | $ | 116,447 |

______________
(1)Cost for fixed maturities represents original cost, reduced by repayments and write-downs and adjusted for amortization of premiums or accretion of discount; cost for equity securities represents original cost reduced by write-downs; cost for other limited partnership interests represents original cost adjusted for equity in earnings and reduced by distributions.
(2)Carrying value for mortgage loans on real estate represents original cost adjusted for amortization of premiums or accretion of discount and reduced by credit loss allowance.
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EQUITABLE HOLDINGS, INC.
SCHEDULE II
Balance Sheets (Parent Company)
December 31, 2024 and 2023

| December 31,
| 2024 |  | 2023
| (in millions, except share amounts)
ASSETS |  |  |
Investment in consolidated subsidiaries | $ | 2,848 |  |  | $ | 3,972 |
Fixed maturities available-for-sale, at fair value (amortized cost of $(251) and $507) | 248 |  |  | 487 |
Other equity investments | 359 |  |  | 119 |
Total investments | 3,455 |  |  | 4,578 |
Cash and cash equivalents | 1,628 |  |  | 1,392 |
Goodwill and other intangible assets, net | 1,216 |  |  | 1,229 |
Loans to affiliates | 710 |  |  | 900 |
Receivable from affiliates | 873 |  |  | 728 |
Current and deferred income taxes assets | 753 |  |  | 696 |
Other assets | 230 |  |  | 168 |
Total Assets | $ | 8,865 |  |  | $ | 9,691 |
LIABILITIES |  |  |
Long-term debt | $ | 3,833 |  |  | $ | 3,820 |
Employee benefits liabilities | 758 |  |  | 798 |
Loans from affiliates | 1,900 |  |  | 1,900 |
Payable to affiliates | 680 |  |  | 494 |
Other liabilities | 109 |  |  | 30 |
Total Liabilities | $ | 7,280 |  |  | $ | 7,042 |
EQUITY ATTRIBUTABLE TO HOLDINGS |  |  |
Preferred stock and additional paid-in capital, $1 par value and $25,000 liquidation preference | $ | 1,507 |  |  | $ | 1,562 |
Common stock, $0.01 par value, 2,000,000,000 shares authorized; 477,801,636 and 491,003,966 shares issued, respectively; 309,900,248 and 333,877,990 shares outstanding, respectively | 5 |  |  | 5 |
Additional paid-in capital | 2,336 |  |  | 2,328 |
Treasury stock, at cost, 167,901,388 and 157,125,976 shares, respectively | (4,198) |  |  | (3,712) |
Retained earnings | 10,647 |  |  | 10,243 |
Accumulated other comprehensive income (loss) | (8,712) |  |  | (7,777) |
Total equity attributable to Holdings | 1,585 |  |  | 2,649 |
Total Liabilities and Equity Attributable to Holdings | $ | 8,865 |  |  | $ | 9,691 |

The financial information of Equitable Holdings, Inc. should be read in conjunction with the Consolidated Financial Statements and Notes thereto.
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EQUITABLE HOLDINGS, INC.
SCHEDULE II
STATEMENTS OF INCOME (LOSS) AND COMPREHENSIVE INCOME (LOSS) (PARENT COMPANY)
YEARS ENDED DECEMBER 31, 2024, 2023, AND 2022

| Year Ended December 31,
| 2024 |  | 2023 |  | 2022
| (in millions)
REVENUES |  |  |  |  |
Equity in income (losses) from continuing operations of consolidated subsidiaries | $ | 1,439 |  |  | $ | 1,355 |  |  | $ | 2,282 |
Net investment income (loss) | 120 |  |  | 106 |  |  | 66 |
Investment gains (losses), net | 3 |  |  | — |  |  | — |
Other income | 1 |  |  | — |  |  | — |
Total revenues | 1,563 |  |  | 1,461 |  |  | 2,348 |
EXPENSES |  |  |  |  |
Interest expense | 298 |  |  | 291 |  |  | 248 |
Other operating costs and expenses | 43 |  |  | 37 |  |  | 33 |
Total expenses | 341 |  |  | 328 |  |  | 281 |
Income (loss) from continuing operations, before income taxes | 1,222 |  |  | 1,133 |  |  | 2,067 |
Income tax (expense) benefit | 85 |  |  | 169 |  |  | 86 |
Net income (loss) attributable to Holdings | 1,307 |  |  | 1,302 |  |  | 2,153 |
Less: Preferred stock dividends | 80 |  |  | 80 |  |  | 80 |
Net income (loss) available to Holdings' common shareholders | $ | 1,227 |  |  | $ | 1,222 |  |  | $ | 2,073 |
COMPREHENSIVE INCOME (LOSS) |  |  |  |  |
Net income (loss) | $ | 1,307 |  |  | $ | 1,302 |  |  | $ | 2,153 |
Other comprehensive income (loss) net of income taxes: |  |  |  |  |
Change in net unrealized gains (losses) on investments | 368 |  |  | 24 |  |  | (6) |
Change in defined benefit plans | 60 |  |  | (10) |  |  | 10 |
Equity in net other comprehensive income (loss) from continuing operations of consolidated subsidiaries | (1,363) |  |  | 1,201 |  |  | (10,299) |
Total other comprehensive income (loss), net of income taxes | (935) |  |  | 1,215 |  |  | (10,295) |
Comprehensive income (loss) | $ | 372 |  |  | $ | 2,517 |  |  | $ | (8,142) |

The financial information of Equitable Holdings, Inc. should be read in conjunction with the Consolidated Financial Statements and Notes thereto.
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EQUITABLE HOLDINGS, INC.
SCHEDULE II
STATEMENTS OF CASH FLOWS (PARENT COMPANY)
YEARS ENDED DECEMBER 31, 2024, 2023, AND 2022
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EQUITABLE HOLDINGS, INC.
SCHEDULE II

| Year Ended December 31,
| 2024 |  | 2023 |  | 2022
| (in millions)
Net income (loss) attributable to Holdings | $ | 1,307 |  |  | $ | 1,302 |  |  | $ | 2,153 |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: |  |  |  |  |
Investment (gains) losses | (3) |  |  | — |  |  | — |
Equity in net (earnings) loss of subsidiaries | (1,439) |  |  | (1,355) |  |  | (2,282) |
Non-cash long term incentive compensation expense | 91 |  |  | 13 |  |  | 64 |
Amortization and depreciation | 46 |  |  | 46 |  |  | 57 |
Equity (income) loss limited partnerships | (1) |  |  | 6 |  |  | (29) |
Dividends from subsidiaries | 1,499 |  |  | 2,442 |  |  | 1,801 |
Changes in: |  |  |  |  |
Current and deferred taxes | (68) |  |  | (150) |  |  | 83 |
Other, net | (6) |  |  | 90 |  |  | (23) |
Net cash provided by (used in) operating activities | $ | 1,426 |  |  | $ | 2,394 |  |  | $ | 1,824 |
Cash flows from investing activities: |  |  |  |  |
Proceeds from the sale/maturity/prepayment of: |  |  |  |  |
Fixed maturities, available-for-sale | $ | 1,270 |  |  | $ | 228 |  |  | $ | 131 |
Short-term investments | 7 |  |  | 1,000 |  |  | 550 |
Other | 6 |  |  | — |  |  | 5 |
Payment for the purchase/origination of: |  |  |  |  |
Fixed maturities, available-for-sale | (481) |  |  | (10) |  |  | — |
Short-term investments | — |  |  | (544) |  |  | (1,000) |
Other | — |  |  | (10) |  |  | (16) |
Net issuance on credit facilities to affiliates | 190 |  |  | 90 |  |  | (235) |
Proceeds from the sale of subsidiary | — |  |  | — |  |  | — |
Other, net | 5 |  |  | — |  |  | — |
Net cash provided by (used in) investing activities | $ | 997 |  |  | $ | 754 |  |  | $ | (565) |
Cash flows from financing activities: |  |  |  |  |
Redemption of preferred stock | $ | (55) |  |  | $ | — |  |  | $ | — |
Issuance of long-term debt | — |  |  | 497 |  |  | — |
Change in short-term financings | — |  |  | (520) |  |  | — |
Repayment of long-term debt | (565) |  |  | — |  |  | — |
Proceeds from loans from affiliates | — |  |  | — |  |  | — |
Shareholder dividends paid | (302) |  |  | (301) |  |  | (294) |
Preferred dividends paid | (80) |  |  | (80) |  |  | (80) |
Purchase of treasury shares | (1,014) |  |  | (919) |  |  | (849) |
Capital contribution to subsidiaries | — |  |  | (1,142) |  |  | (225) |
Purchase of AllianceBernstein Units | (185) |  |  | — |  |  | — |
Other, net | 14 |  |  | (2) |  |  | 33 |
Net cash provided by (used in) financing activities | $ | (2,187) |  |  | $ | (2,467) |  |  | $ | (1,415) |
Change in cash and cash equivalents | 236 |  |  | 681 |  |  | (156) |
Cash and cash equivalents, beginning of period | 1,392 |  |  | 711 |  |  | 867 |
Cash and cash equivalents, end of period | $ | 1,628 |  |  | $ | 1,392 |  |  | $ | 711 |
Supplemental cash flow information: |  |  |  |  |
Interest paid | $ | 192 |  |  | $ | 185 |  |  | $ | 185 |
Income taxes (refunded) paid | $ | (17) |  |  | $ | 2 |  |  | $ | 153 |
Non-cash transactions from investing and financing activities: |  |  |  |  |
Change in investment in subsidiary to equity investment | $ | 138 |  |  | $ | — |  |  | $ | — |
Change in investment in subsidiary from issuance of AB Units for CarVal acquisition | $ | — |  |  | $ | — |  |  | $ | 314 |
Non-cash dividends from subsidiaries | $ | — |  |  | $ | — |  |  | $ | 22 |

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EQUITABLE HOLDINGS, INC.
SCHEDULE II
The financial information of Equitable Holdings, Inc. should be read in conjunction with the Consolidated Financial Statements and Notes thereto.
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EQUITABLE HOLDINGS, INC.
SCHEDULE II
NOTES TO PARENT COMPANY FINANCIAL STATEMENTS
1) BASIS OF PRESENTATION
The financial information of Holdings should be read in conjunction with the Consolidated Financial Statements and Notes thereto. The Company is the holding company for a diversified financial services organization.
2) LOANS TO AFFILIATES
On November 4, 2019, Holdings made available to AB a $900 million committed, unsecured senior credit facility (the “EQH Facility”). The EQH Facility was amended and restated as of August 30, 2024, extending the maturity date to August 31, 2029. There were no other significant changes included in the amendment. The EQH Facility is available for AB’s general business purposes. Borrowings by AB under the EQH Facility generally bear interest at a rate per annum based on prevailing overnight commercial paper rates. The EQH Facility contains affirmative, negative and financial covenants which are substantially similar to those in AB’s committed bank facilities. The EQH Facility also includes customary events of default substantially similar to those in AB’s committed bank facilities, including provisions under which, upon the occurrence of an event of default, all outstanding loans may be accelerated and/or the lender’s commitment may be terminated. Amounts under the EQH Facility may be borrowed, repaid and re-borrowed by AB from time to time until the maturity of the facility. AB or Holdings may reduce or terminate the commitment at any time without penalty upon proper notice. Holdings also may terminate the facility immediately upon a change of control of the general partner. As of December 31, 2024 and 2023, AB had $710 million and $900 million outstanding under the EQH Facility with interest rates of approximately 4.3% and 5.3%, respectively.
3) LOANS FROM AFFILIATES
In June 2021, Holdings received a $1.0 billion 10-year term loan from Equitable Financial. The loan has an interest rate of 3.23% and matures in June 2031. The amount outstanding on the loan at both December 31, 2024 and 2023, was $1.0 billion.
In November 2019, Holdings received a $900 million loan from Equitable Financial that matured November 4, 2024. The loan was reissued on November 4, 2024, with an interest rate of one- month CME Term SOFR plus 1.25%. The loan matures on November 4, 2029. The amount outstanding on the loan at both December 31, 2024 and 2023 was $900 million.
Interest cost related to loans from affiliates totaled $88 million, $90 million and $60 million for the years ended December 31, 2024, 2023 and 2022, respectively.
4) INCOME TAXES
Holdings and certain of its consolidated subsidiaries and affiliates file a consolidated federal income tax return. Holdings has tax sharing agreements with certain of its subsidiaries and generally will either receive or pay these subsidiaries for utilization of the subsidiaries’ tax benefits or expense. Holdings settles these amounts annually.
5) ISSUANCE OF SERIES A, SERIES B AND SERIES C FIXED RATE NONCUMULATIVE PERPETUAL PREFERRED STOCK
See Note 22 of the Notes to the Consolidated Financial Statements.
6) SHARE REPURCHASE
See Note 22 of the Notes to the Consolidated Financial Statements.
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EQUITABLE HOLDINGS, INC.
SCHEDULE III
SUPPLEMENTARY INSURANCE INFORMATION
AS OF AND FOR THE YEAR ENDED DECEMBER 31, 2024

| Individual Retirement |  | Group Retirement |  | Asset Management |  | Protection Solutions |  | Wealth Management |  | Legacy |  | Corporate and Other |  | Elim-inations |  | Total
| (in millions)
Deferred policy acquisition costs | $ | 3,929 |  |  | $ | 851 |  |  | $ | — |  |  | $ | 1,766 |  |  | $ | — |  |  | $ | 517 |  |  | $ | 107 |  |  | $ | — |  |  | $ | 7,170 |
Policyholders’ account balances | 70,899 |  |  | 12,569 |  |  | — |  |  | 14,899 |  |  | — |  |  | 226 |  |  | 12,372 |  |  | — |  |  | 110,965 |
Future policy benefits and other policyholders’ liabilities | 5,120 |  |  | 1 |  |  | — |  |  | 5,169 |  |  | — |  |  | — |  |  | 7,323 |  |  | — |  |  | 17,613 |
Policy charges and premium revenue | 864 |  |  | 317 |  |  | — |  |  | 2,134 |  |  | — |  |  | 41 |  |  | 301 |  |  | — |  |  | 3,657 |
Net derivative gains (losses) | (2,545) |  |  | (12) |  |  | (7) |  |  | (5) |  |  | — |  |  | — |  |  | (4) |  |  | 22 |  |  | (2,551) |
Net investment income (loss) | 2,466 |  |  | 567 |  |  | 13 |  |  | 1,043 |  |  | 17 |  |  | 58 |  |  | 636 |  |  | 96 |  |  | 4,896 |
Policyholders’ benefits and interest credited | 1,532 |  |  | 215 |  |  | — |  |  | 2,435 |  |  | — |  |  | 34 |  |  | 979 |  |  | — |  |  | 5,195 |
Amortization of deferred policy acquisition costs | 460 |  |  | 54 |  |  | — |  |  | 125 |  |  | — |  |  | 62 |  |  | 10 |  |  | — |  |  | 711 |
All other operating expenses (1) | (50) |  |  | 296 |  |  | 3,364 |  |  | 662 |  |  | 1,552 |  |  | (1,096) |  |  | 598 |  |  | (906) |  |  | 4,420 |

AS OF AND FOR THE YEAR ENDED DECEMBER 31, 2023

| Individual Retirement |  | Group Retirement |  | Asset Management |  | Protection Solutions |  | Wealth Management |  | Legacy |  | Corporate and Other |  | Elim-inations |  | Total
| (in millions)
Deferred policy acquisition costs | $ | 3,508 |  |  | $ | 825 |  |  | $ | — |  |  | $ | 1,700 |  |  | $ | — |  |  | $ | 555 |  |  | $ | 117 |  |  | $ | — |  |  | $ | 6,705 |
Policyholders’ account balances | 53,447 |  |  | 12,520 |  |  | — |  |  | 14,844 |  |  | — |  |  | 618 |  |  | 14,244 |  |  | — |  |  | 95,673 |
Future policy benefits and other policyholders’ liabilities | 906 |  |  | — |  |  | — |  |  | 4,984 |  |  | — |  |  | 3,633 |  |  | 7,840 |  |  | — |  |  | 17,363 |
Policy charges and premium revenue | 660 |  |  | 268 |  |  | — |  |  | 2,104 |  |  | — |  |  | 155 |  |  | 297 |  |  | — |  |  | 3,484 |
Net derivative gains (losses) | (2,333) |  |  | (5) |  |  | (16) |  |  | (19) |  |  | — |  |  | — |  |  | (43) |  |  | 19 |  |  | (2,397) |
Net investment income (loss) | 1,653 |  |  | 498 |  |  | 49 |  |  | 938 |  |  | 13 |  |  | 242 |  |  | 844 |  |  | 83 |  |  | 4,320 |
Policyholders’ benefits and interest credited | 781 |  |  | 215 |  |  | — |  |  | 2,488 |  |  | — |  |  | 262 |  |  | 1,091 |  |  | — |  |  | 4,837 |
Amortization of deferred policy acquisition costs | 388 |  |  | 59 |  |  | — |  |  | 120 |  |  | — |  |  | 63 |  |  | 11 |  |  | — |  |  | 641 |
All other operating expenses (1) | (145) |  |  | 267 |  |  | 3,350 |  |  | 665 |  |  | 1,343 |  |  | (954) |  |  | 596 |  |  | (810) |  |  | 4,312 |

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EQUITABLE HOLDINGS, INC.
SCHEDULE III
AS OF AND FOR THE YEAR ENDED DECEMBER 31, 2022

| Individual Retirement |  | Group Retirement |  | Asset Management |  | Protection Solutions |  | Wealth Management |  | Legacy |  | Corporate and Other |  | Elim-inations |  | Total
| (in millions)
Deferred policy acquisition costs | $ | 3,219 |  |  | $ | 800 |  |  | $ | — |  |  | $ | 1,630 |  |  | $ | — |  |  | $ | 593 |  |  | $ | 127 |  |  | $ | — |  |  | $ | 6,369 |
Policyholders’ account balances | 40,102 |  |  | 13,141 |  |  | — |  |  | 14,939 |  |  | — |  |  | 688 |  |  | 14,996 |  |  | — |  |  | 83,866 |
Future policy benefits and other policyholders' liabilities | 891 |  |  | 1 |  |  | — |  |  | 4,870 |  |  | — |  |  | 2,700 |  |  | 8,141 |  |  | — |  |  | 16,603 |
Policy charges and premium revenue | 655 |  |  | 318 |  |  | — |  |  | 2,018 |  |  | — |  |  | 139 |  |  | 318 |  |  | — |  |  | 3,448 |
Net derivative gains (losses) | 851 |  |  | (20) |  |  | 41 |  |  | (16) |  |  | — |  |  | — |  |  | 36 |  |  | 15 |  |  | 907 |
Net investment income (loss) | 997 |  |  | 605 |  |  | (108) |  |  | 961 |  |  | 2 |  |  | 242 |  |  | 521 |  |  | 95 |  |  | 3,315 |
Policyholders’ benefits and interest credited | 374 |  |  | 281 |  |  | — |  |  | 2,477 |  |  | — |  |  | 216 |  |  | 759 |  |  | — |  |  | 4,107 |
Amortization of deferred policy acquisition costs | 334 |  |  | 59 |  |  | — |  |  | 117 |  |  | — |  |  | 65 |  |  | 11 |  |  | — |  |  | 586 |
All other operating expenses (1) | (102) |  |  | 277 |  |  | 3,255 |  |  | 685 |  |  | 1,311 |  |  | (428) |  |  | 721 |  |  | (760) |  |  | 4,959 |

_____________
(1)Operating expenses are allocated to segments.
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EQUITABLE HOLDINGS, INC.
SCHEDULE IV
REINSURANCE (1)
AS OF AND FOR THE YEARS ENDED DECEMBER 31, 2024, 2023 AND 2022

| Gross Amount |  | Ceded to Other Companies |  | Assumed from Other Companies |  | Net Amount |  | Percentage of Amount Assumed to Net
|  |  |  |  | (in millions) |  |  |  |
2024 |  |  |  |  |  |  |  |  |
Life insurance in-force | $ | 480,603 |  |  | $ | 193,507 |  |  | $ | 11,817 |  |  | $ | 298,913 |  |  | 4.0 | %
Premiums: |  |  |  |  |  |  |  |  |
Life insurance and annuities | $ | 931 |  |  | $ | 210 |  |  | $ | 158 |  |  | $ | 879 |  |  | 18.0 | %
Accident and health | 314 |  |  | 37 |  |  | 6 |  |  | 283 |  |  | 2.1 | %
Total premiums | $ | 1,245 |  |  | $ | 247 |  |  | $ | 164 |  |  | $ | 1,162 |  |  | 14.1 | %
2023 |  |  |  |  |  |  |  |  |
Life insurance in-force | $ | 485,692 |  |  | $ | 166,167 |  |  | $ | 30,706 |  |  | $ | 350,231 |  |  | 8.8 | %
Premiums: |  |  |  |  |  |  |  |  |
Life insurance and annuities | $ | 905 |  |  | $ | 197 |  |  | $ | 166 |  |  | $ | 874 |  |  | 19.0 | %
Accident and health | 270 |  |  | 48 |  |  | 8 |  |  | 230 |  |  | 3.5 | %
Total premiums | $ | 1,175 |  |  | $ | 245 |  |  | $ | 174 |  |  | $ | 1,104 |  |  | 15.8 | %
2022 |  |  |  |  |  |  |  |  |
Life insurance in-force | $ | 483,069 |  |  | $ | 174,819 |  |  | $ | 31,337 |  |  | $ | 339,587 |  |  | 9.2 | %
Premiums: |  |  |  |  |  |  |  |  |
Life insurance and annuities | $ | 822 |  |  | $ | 182 |  |  | $ | 172 |  |  | $ | 812 |  |  | 21.2 | %
Accident and health | 220 |  |  | 46 |  |  | 8 |  |  | 182 |  |  | 4.4 | %
Total premiums | $ | 1,042 |  |  | $ | 228 |  |  | $ | 180 |  |  | $ | 994 |  |  | 18.1 | %

______________
(1)Includes amounts related to the discontinued group life and health business.
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Part II, Item 9.
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
None.
Part II, Item 9A
CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
The management of the Company, with the participation of the Company’s Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”), has evaluated the effectiveness of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities and Exchange Act of 1934, as amended) as of December 31, 2024. This evaluation is performed to determine if our disclosure controls and procedures are effective to provide reasonable assurance that (i) information required to be disclosed by the Company in the reports that it files or submits under the Securities and Exchange Act of 1934, as amended, is accumulated and communicated to management, including the Company’s CEO and CFO, as appropriate, to allow timely decisions regarding required disclosure and (ii) such information is recorded, processed, summarized and reported within the time periods specified by the Securities and Exchange Commission’s rules and forms.
Based on this evaluation, the Company’s CEO and CFO concluded that the Company’s disclosure controls and procedures were effective as of December 31, 2024.
Management’s Annual Report on Internal Control Over Financial Reporting
Management is responsible for establishing and maintaining adequate internal control over financial reporting. Management evaluated the design and operating effectiveness of the Company’s internal control over financial reporting based on the criteria established in the Internal Control-Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (the “COSO framework”). Based on the evaluation, management concluded that the Company’s internal control over financial reporting was effective as of December 31, 2024. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
The effectiveness of the Company’s internal control over financial reporting as of December 31, 2024 has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report, which is included in this Annual Report on Form 10-K.
Changes in Internal Control Over Financial Reporting
There were no changes in the Company’s internal control over financial reporting as defined in Rule 13a-15(f) under the Exchange Act during the quarter ended December 31, 2024, that have affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.
Part II, Item 9B.
OTHER INFORMATION
Securities Trading Plans of Directors and Executive Officers
A significant portion of the compensation of our executive officers is delivered in the form of equity awards, including restricted stock units and performance shares. All vehicles contain vesting requirements related to service, with performance shares also requiring the satisfaction of certain performance criteria related to corporate performance to obtain a payout. This compensation design is intended to align executive compensation with the performance experienced by our shareholders. Following the delivery of shares of our common stock under those equity awards, once any applicable service- or performance-based vesting standards have been satisfied, our executive officers from time to time engage in the open-market sale of some of those shares. Our executive officers may also engage from time to time in other transactions involving our securities.
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Transactions in our securities by our executive officers are required to be made in accordance with our Insider Trading Policy, which, among other things, requires that the transactions be in accordance with applicable U.S. federal securities laws that prohibit trading while in possession of material nonpublic information. It is also the policy of the Company that the Company will not engage in transactions in the Company's securities while aware of material nonpublic information related to the Company or its securities. The Company believes that its Insider Trading Policy is reasonably designed to promote compliance with insider trading laws, rules and regulations and any listing standards applicable to the Company. Rule 10b5-1 under the Exchange Act provides an affirmative defense that enables prearranged transactions in securities in a manner that avoids concerns about initiating transactions at a future date while possibly in possession of material nonpublic information. Our Insider Trading Policy permits our executive officers to enter into trading plans designed to comply with Rule 10b5-1.
Our directors and executive officers did not adopt, terminate, or modify contracts, instructions or written plans for the sale or purchase of our securities during the three months ended December 31, 2024, which are intended to satisfy the affirmative defense conditions of Rule 10b5-1(c), referred to as Rule 10b5-1 trading plans.
Part II, Item 9C.
DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
Not applicable.
Part III, Item 10.
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
The information required by this item is incorporated by reference to, and will be contained in, the Company’s 2025 Proxy Statement.
Part III, Item 11.
EXECUTIVE COMPENSATION
The information required by this item (other than the disclosure responsive to Item 202(v) of Regulation S-K) is incorporated by reference to, and will be contained in, the Company’s 2025 Proxy Statement.
Part III, Item 12.
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
Equity Compensation Plan Information
The following table provides information as of December 31, 2024, regarding securities authorized for issuance under our equity compensation plans. All outstanding awards relate to our common stock. For additional information about our equity compensation plans, see Note 17 of Notes to the Consolidated Financial Statements.

Plan category | Number of securities to be issued upon exercise of outstanding options, warrants and rights |  | Weighted-average exercise price of outstanding options, warrants and rights |  | Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a))
| (a) |  | (b) |  | (c)
Equity compensation plans approved by security holders |  |  |  |  |
Omnibus Plan | 6,708,539 | (1) | 22.33 | (2) | 16,534,320
Stock Purchase Plan (3) (4) |  |  |  |  | 4,000,216
Equity compensation plans not approved by security holders | — |  |  |  | —
Total | 6,708,539 |  |  |  | 20,534,536

_____________
(1)Represents 1,132,880 outstanding options, 2,840,419 outstanding RSUs and 2,735,240 outstanding performance shares as of December 31, 2024 under the 2018 & 2019 Omnibus Plan. Totals include dividend equivalents on performance shares of 68,617 and on RSUs of 137,238. The number of performance shares represents the number of shares that would be received based on maximum
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performance, reduced for cancellations through December 31, 2024. The actual number of shares the Compensation Committee will award at the end of each performance period will range between 0% and 200% of the target number of units granted, based upon a measure of the reported performance of the Company relative to stated goals.
(2)Represents the weighted average exercise price of the options disclosed in column (a).
(3) The Equitable Holdings, Inc. Stock Purchase Plan is a non-qualified Employee Stock Purchase Plan to which up to 8,000,000 shares of common stock were authorized for issuance, all of which have been registered on Form S-8.
(4) Through December 31, 2021, eligible participants received a 15% match on Holdings share purchases up to a maximum of $3,750 per calendar year. Beginning January 1, 2022, eligible participants will receive a 10% match on Holdings share purchases, up to a maximum of $1,000 per calendar year. Employer matching contributions will be used to purchase additional shares for the participant. Participants may not contribute more than $50,000 through payroll deductions during any calendar year.
All of the other information required by this item is incorporated by reference to, and will be contained in, the Company’s 2025 Proxy Statement.
Part III, Item 13.
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
The information required by this item is incorporated by reference to, and will be contained in, the Company’s 2025 Proxy Statement.
Part III, Item 14.
PRINCIPAL ACCOUNTANT FEES AND SERVICES
The information required by this item is incorporated by reference to, and will be contained in, the Company’s 2025 Proxy Statement.
Part IV, Item 15.
EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
The following documents are filed as part of this report:

|  | Page Number
1. | Financial Statements—Item 8. Financial Statements and Supplementary Data | 120
2. | Financial Statement Schedules: |
| Schedule I—Summary of Investments Other Than Investments in Related Parties as of December 31, 2024 | 243
| Schedule II—Condensed Financial Information of Parent Company as of December 31, 2024 and 2023, and for the Years Ended December 31, 2024, 2023 and 2022 | 244
| Schedule III—Supplementary Insurance Information as of December 31, 2024, 2023 and 2022 and for the Years Ended December 31, 2024, 2023 and 2022 | 250
| Schedule IV—Reinsurance for the Years Ended December 31, 2024, 2023 and 2022 | 252
3. | Exhibits: See the accompanying Index to Exhibits. | 264

Part IV, Item 16.
FORM 10-K SUMMARY
None.
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GLOSSARY
Selected Financial Terms

Account Value (“AV”) | Generally equals the aggregate policy account value of our retirement and protection products. General Account AV refers to account balances in investment options that are backed by the General Account while Separate Accounts AV refers to Separate Accounts investment assets.
Alternative investments | Investments in real estate and real estate joint ventures and other limited partnerships.
Assets under administration (“AUA”) | Includes non-insurance client assets that are invested in our savings and investment products or serviced by our Equitable Advisors platform. We provide administrative services for these assets and generally record the revenues received as distribution fees.
Annualized Premium | 100% of first year recurring premiums (up to target) and 10% of excess first year premiums or first year premiums from single premium products.
Assets under management (“AUM”) | Investment assets that are managed by one of our subsidiaries and includes: (i) assets managed by AB, (ii) the assets in our GAIA portfolio and (iii) the Separate Account assets of our retirement and protection businesses. Total AUM reflects exclusions between segments to avoid double counting.
Combined RBC Ratio | Calculated as the overall aggregate RBC ratio for the Company’s insurance subsidiaries including capital held for its life insurance and variable annuity liabilities and non-variable annuity insurance liabilities.
Conditional tail expectation (“CTE”) | Calculated as the average amount of total assets required to satisfy obligations over the life of the contract or policy in the worst x% of scenarios. Represented as CTE (100 less x). Example: CTE95 represents the worst five percent of scenarios.
Deferred policy acquisition cost (“DAC”) | Represents the incremental costs related directly to the successful acquisition of new and certain renewal insurance policies and annuity contracts and which have been deferred on the balance sheet as an asset.
Deferred sales inducements (“DSI”) | Represent amounts that are credited to a policyholder’s account balance that are higher than the expected crediting rates on similar contracts without such an inducement and that are an incentive to purchase a contract and also meet the accounting criteria to be deferred as an asset that is amortized over the life of the contract.
Fee-Type Revenue | Revenue from fees and related items, including policy charges and fee income, premiums, investment management and service fees, and other income.
Gross Premiums | FYP and Renewal premium and deposits.

Invested assets | Includes fixed maturity securities, equity securities, mortgage loans, policy loans, alternative investments and short-term investments.
Premium and deposits | Amounts a policyholder agrees to pay for an insurance policy or annuity contract that may be paid in one or a series of payments as defined by the terms of the policy or contract.
Protection Solutions Reserves | Equals the aggregate value of Policyholders’ account balances and Future policy benefits for policies in our Protection Solutions segment.
Reinsurance | Insurance policies purchased by insurers to limit the total loss they would experience from an insurance claim.
Renewal premium and deposits | Premiums and deposits after the first twelve months of the policy or contract.
Risk-based capital (“RBC”) | Rules to determine insurance company statutory capital requirements. It is based on rules published by the National Association of Insurance Commissioners (“NAIC”).
Total adjusted capital (“TAC”) | Primarily consists of capital and surplus, and the asset valuation reserve.
Product Terms |

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401(k) | A tax-deferred retirement savings plan sponsored by an employer. 401(k) refers to the section of the Internal Revenue Code of 1986, as amended (the “Code”) pursuant to which these plans are established.
403(b) | A tax-deferred retirement savings plan available to certain employees of public schools and certain tax-exempt organizations. 403(b) refers to the section of the Code pursuant to which these plans are established.
457(b) | A deferred compensation plan that is available to governmental and certain non-governmental employers. 457(b) refers to the section of the Code pursuant to which these plans are established.
Affluent | Refers to individuals with $250,000 to $999,999 of investable assets.
Annuitant | The person who receives annuity payments or the person whose life expectancy determines the amount of variable annuity payments upon annuitization of an annuity to be paid for life.
Annuitization | The process of converting an annuity investment into a series of periodic income payments, generally for life.

Benefit base | A notional amount (not actual cash value) used to calculate the owner’s guaranteed benefits within an annuity contract. The death benefit and living benefit within the same contract may not have the same benefit base.
Cash surrender value | The amount an insurance company pays (minus any surrender charge) to the policyholder when the contract or policy is voluntarily terminated prematurely.
Deferred annuity | An annuity purchased with premiums paid either over a period of years or as a lump sum, for which savings accumulate prior to annuitization or surrender, and upon annuitization, such savings are exchanged for either a future lump sum or periodic payments for a specified length of time or for a lifetime.
Fixed annuity | An annuity that guarantees a set annual rate of return with interest at rates we determine, subject to specified minimums. Credited interest rates are guaranteed not to change for certain limited periods of time.
Fixed-Rate GMxB | Guarantees on our individual variable annuity products that are based on a rate that is fixed at issue.
Floating-Rate GMxB | Guarantees on our individual variable annuity products that are based on a rate that varies with a specified index rate, subject to a cap and floor.
Future policy benefits | Future policy benefits for the annuities business are comprised mainly of liabilities for life-contingent income annuities, and liabilities for the variable annuity guaranteed minimum benefits accounted for as insurance. Future policy benefits for the life business are comprised mainly of liabilities for traditional life and certain liabilities for universal and variable life insurance contracts (other than the Policyholders’ account balance).
General Account Investment Portfolio | The invested assets held in the General Account.
General Account (“GA”) | The assets held in the general accounts of our insurance companies as well as assets held in our Separate Accounts on which we bear the investment risk.
Global Atlantic Reinsurance Transaction | Equitable Financial completed the transactions (the “Global Atlantic Transaction”) contemplated by the previously announced Master Transaction Agreement, and between Equitable Financial and First Allmerica Financial Life Insurance Company, a Massachusetts-domiciled insurance company (the “Reinsurer”), a wholly owned subsidiary of Global Atlantic Financial Group.
GMxB | A general reference to all forms of variable annuity guaranteed benefits, including guaranteed minimum living benefits, or GMLBs (such as GMIBs, GMWBs and GMABs), and guaranteed minimum death benefits, or GMDBs (inclusive of return of premium death benefit guarantees).

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Guaranteed income benefit (“GIB”) | An optional benefit which provides the policyholder with a guaranteed lifetime annuity based on predetermined annuity purchase rates applied to a GIB benefit base, with annuitization automatically triggered if and when the contract AV falls to zero.

Guaranteed minimum accumulation benefits (“GMAB”) | An optional benefit (available for an additional cost) which entitles an annuitant to a minimum payment, typically in lump-sum, after a set period of time, typically referred to as the accumulation period. The minimum payment is based on the benefit base, which could be greater than the underlying AV.
Guaranteed minimum death benefits (“GMDB”) | An optional benefit (available for an additional cost) that guarantees an annuitant’s beneficiaries are entitled to a minimum payment based on the benefit base, which could be greater than the underlying AV, upon the death of the annuitant.
Guaranteed minimum income benefits (“GMIB”) | An optional benefit (available for an additional cost) where an annuitant is entitled to annuitize the policy and receive a minimum payment stream based on the benefit base, which could be greater than the underlying AV.
Guaranteed minimum living benefits (“GMLB”) | A reference to all forms of guaranteed minimum living benefits, including GMIBs, GMWBs and GMABs (does not include GMDBs).
Guaranteed minimum withdrawal benefits (“GMWB”) | An optional benefit (available for an additional cost) where an annuitant is entitled to withdraw a maximum amount of their benefit base each year, for which cumulative payments to the annuitant could be greater than the underlying AV.
Guaranteed Universal Life (“GUL”) | A universal life insurance offering with a lifetime no lapse guarantee rider, otherwise known as a guaranteed UL policy. With a GUL policy, the premiums are guaranteed to last the life of the policy.
Guaranteed withdrawal benefit for life (“GWBL”) | An optional benefit (available for an additional cost) where an annuitant is entitled to withdraw a maximum amount of their benefit base each year, for the duration of the policyholder’s life, regardless of account performance.
High net worth | Refers to individuals with $1,000,000 or more of investable assets.
Index-linked annuities | An annuity that provides for asset accumulation and asset distribution needs with an ability to share in the upside from certain financial markets such as equity indices, or an interest rate benchmark. With an index-linked annuity, the policyholder’s AV can grow or decline due to various external financial market indices performance.
Indexed Universal Life (“IUL”) | A life insurance offering built on a universal life insurance framework that uses an equity-linked approach for generating policy investment returns.
Living benefits | Optional benefits (available at an additional cost) that guarantee that the policyholder will get back at least his original investment when the money is withdrawn.
Mortality and expense risk fee (“M&E fee”) | A fee charged by insurance companies to compensate for the risk they take by issuing life insurance and variable annuity contracts.

Net flows | Net change in customer account balances in a period including, but not limited to, gross premiums, surrenders, withdrawals and benefits. It excludes investment performance, interest credited to customer accounts and policy charges.
Net Promoter Scores | A metric that measures how likely employees are to recommend us as an employer.
Policyholder account balances | Annuities. Policyholder account balances are held for fixed deferred annuities, the fixed account portion of variable annuities and non-life contingent income annuities. Interest is credited to the policyholder’s account at interest rates we determine which are influenced by current market rates, subject to specified minimums. Life Insurance Policies. Policyholder account balances are held for retained asset accounts, universal life policies and the fixed account of universal variable life insurance policies. Interest is credited to the policyholder’s account at interest rates we determine which are influenced by current market rates, subject to specified minimums.

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Return of premium (“ROP”) death benefit | This death benefit pays the greater of the account value at the time of a claim following the owner’s death or the total contributions to the contract (subject to adjustment for withdrawals). The charge for this benefit is usually included in the M&E fee that is deducted daily from the net assets in each variable investment option. We also refer to this death benefit as the Return of Principal death benefit.
Rider | An optional feature or benefit that a policyholder can purchase at an additional cost.
Roll-up rate | The guaranteed percentage that the benefit base increases by each year.
Separate Account | Refers to the separate account investment assets of our insurance subsidiaries excluding the assets held in those Separate Accounts on which we bear the investment risk.
Surrender charge | A fee paid by a contract owner for the early withdrawal of an amount that exceeds a specific percentage or for cancellation of the contract within a specified amount of time after purchase.

Surrender rate | Represents annualized surrenders and withdrawals as a percentage of average AV.
Universal life (“UL”) products | Life insurance products that provide a death benefit in return for payment of specified annual policy charges that are generally related to specific costs, which may change over time. To the extent that the policyholder chooses to pay more than the charges required in any given year to keep the policy in-force, the excess premium will be placed into the AV of the policy and credited with a stated interest rate on a monthly basis.
Variable annuity | A type of annuity that offers guaranteed periodic payments for a defined period of time or for life and gives purchasers the ability to invest in various markets though the underlying investment options, which may result in potentially higher, but variable, returns.
Variable Universal Life (“VUL”) | Universal life products where the excess amount paid over policy charges can be directed by the policyholder into a variety of Separate Account investment options. In the Separate Account investment options, the policyholder bears the entire risk and returns of the investment results.
Whole Life (“WL”) | A life insurance policy that is guaranteed to remain in-force for the policyholder’s lifetime, provided the required premiums are paid.

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ACRONYMS
•“AB” or “AllianceBernstein” means AB Holding and ABLP.
•“AB Holding” means AllianceBernstein Holding L.P., a Delaware limited partnership.
•“AB Holding Units” means units representing assignments of beneficial ownership of limited partnership interests in AB Holding.
•“AB Units” means units of limited partnership interests in ABLP.
•“ABLP” means AllianceBernstein L.P., a Delaware limited partnership and the operating partnership for the AB business.
•“AFS” means available-for-sale.
•“AI” means artificial intelligence
•“AOCI” means accumulated other comprehensive income.
•“ASR” means accelerated share repurchase
•“ASU” means Accounting Standards Update
•“ASX” means Australian Securities Exchange
•“AUM/A” means AUM plus AUA
•“AVR” means asset valuation reserve
•“AXA” means AXA S.A., a société anonyme organized under the laws of France, and formerly our controlling stockholder.
•“AXA Financial” means AXA Financial, Inc., a Delaware corporation and a former wholly-owned direct subsidiary of Holdings. On October 1, 2018, AXA Financial merged with and into Holdings, with Holdings assuming the obligations of AXA Financial.
•“BMA” means Bermuda Monetary Authority
•“BOP” means beginning of the period
•“bps” means basis points
•“BRS” means Bernstein Research Services
•“CCPA” means the California Consumer Privacy Act, as amended by the California Privacy Rights Act
•“CDS” means credit default swaps
•“CDSC” means contingent deferred sales commissions
•“CEA” means Commodity Exchange Act
•“CECL” means current expected credit losses
•“CEO” means Chief Executive Officer
•“CFTC” means U.S. Commodity Futures Trading Commission
•“CISO” means Chief Information Security Officer
•“CLO” means collateralized loan obligation
•“CMBS” means commercial mortgage-backed security
•“CODM” means chief operating decision maker
•“COI” means cost of insurance
•“COLI” means corporate owned life insurance
•“Company” means Equitable Holdings, Inc. with its consolidated subsidiaries
•“COSO” means the Committee of Sponsoring Organizations of the Treadway Commission
•“COVID-19” means coronavirus disease of 2019
•“CPPA” means the California Privacy Protection Agency
•“CS Life” means Corporate Solutions Life Reinsurance Company, a Delaware corporation and a wholly-owned direct subsidiary of Holdings.
•“CSA” means credit support annex
•“CSLRC” means Corporate Solutions Life Reinsurance Company
•“DCO” means designated clearing organization
•“DI” means disability income
•“Dodd-Frank Act” means Dodd-Frank Wall Street Reform and Consumer Protection Act
•“DOL” means U.S. Department of Labor
•“DPL” means deferred profit liability
•“DSC” means debt service coverage
•“DTI” means debt-to-income
•“EAFE” means European, Australasia, and Far East
•“EBITDA” means earnings before interest, taxes, depreciation and amortization
•“ECDIS” means external consumer data and information sources
•“EDP” means electronic data processing
•“EFS” means Equitable Financial Services, LLC, a Delaware corporation and a wholly-owned direct subsidiary of Holdings
•“EFIM” means Equitable Financial Investment Management, LLC, a Delaware limited liability
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company and a wholly-owned indirect subsidiary of Holdings.
•“EFIMA” means Equitable Financial Investment Management America, LLC, a Delaware limited liability company and a wholly-owned indirect subsidiary of Holdings.
•“EIM LLC” means Equitable Investment Management, LLC, a Delaware limited liability company and a wholly-owned indirect subsidiary of Holdings.
•“EIMG” means Equitable Investment Management Group, LLC, a Delaware limited liability company and a wholly-owned indirect subsidiary of Holdings.
•“EOP” means end of the period
•“EPS” means earnings per share
•“Equitable Advisors” means Equitable Advisors, LLC, a Delaware limited liability company, our retail broker/dealer for our R&P businesses and a wholly-owned indirect subsidiary of Holdings.
•“Equitable America” means Equitable Financial Life Insurance Company of America (f/k/a MONY Life Insurance Company of America), an Arizona corporation and a wholly-owned indirect subsidiary of Holdings.
•“Equitable Distributors” means Equitable Distributors, LLC, a Delaware limited liability company, our wholesale broker/dealer for our R&P businesses and a wholly-owned indirect subsidiary of Holdings.
•“Equitable L&A” means Equitable Financial Life and Annuity Company, a Colorado corporation and a wholly-owned indirect subsidiary of Holdings.
•“Equitable Financial” means Equitable Financial Life Insurance Company, a New York corporation, a life insurance company and a wholly-owned subsidiary of EFS.
•“EQAT” means EQ Advisors Trust, a series trust that is a Delaware statutory trust and is registered under the Investment Company Act as an open-end management investment company.
•“EQ AZ Life Re” means EQ AZ Life Re Company, an Arizona corporation and a wholly-owned indirect subsidiary of Holdings.
•“ERISA” means Employee Retirement Income Security Act of 1974
•“ESB Plan” means Executive Survivor Benefits Plan
•“ESG” means environmental, social and governance
•“ETF” means exchange traded funds
•“ETR” means effective tax rate
•“Exchange Act” means Securities Exchange Act of 1934, as amended
•“FABCP” means Funding Agreement Backed Commercial Paper
•“FABN” means Funding Agreement Backed Notes
•“FDIC” means Federal Deposit Insurance Corporation
•“FHLB” means Federal Home Loan Bank
•“FINRA” means Financial Industry Regulatory Authority, Inc.
•“FIO” means Federal Insurance Office
•“FMV” means fair market value
•“FSOC” means Financial Stability Oversight Council
•“FTSE” means Financial Times Stock Exchange
•“FVO” means fair value option
•“FYP” means first year premium and deposits
•“GCC” means group capital calculation tool
•“GLB” means guaranteed living benefits
•The “General Partner” means AllianceBernstein Corporation, a Delaware corporation and the general partner of AB Holding and ABLP.
•“GIO” means guaranteed interest option
•“HFS” means held-for-sale
•“Holdings” means Equitable Holdings, Inc.
•“HTM” means held-to-maturity
•“IMR” means interest maintenance reserve
•“IPO” means initial public offering
•“IRS” means Internal Revenue Service
•“ISDA Master Agreement” means International Swaps and Derivatives Association Master Agreement
•“IT” means information technology
•“IUS” means Investments Under Surveillance
•“K-12 education market” means individuals in the kindergarten, primary and secondary education market
•“LDTI” means long duration targeted improvements
•“LGD” means loss given default
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•“LIBOR” means London Interbank Offered Rate
•“LTV” means loan-to-value
•“Manual” means Accounting Practices and Procedures Manual as established by the NAIC
•“MD&A” means Management’s Discussion and Analysis of Financial Condition and Results of Operations
•“MRBs” means market risk benefits
•“MSO” means Market Stabilizer Option
•“NA JV” means North American joint venture
•“NAIC” means National Association of Insurance Commissioners
•“NAR” means net amount at risk
•“NAV” means net asset value
•“NFA” means National Futures Association
•“NGEs” means non-guaranteed elements
•“NLG” means no-lapse guarantee
•“NMS” means National Market System
•“Non- GAAP Operating EPS” means Non-GAAP operating earnings per share
•“NYDFS” means New York State Department of Financial Services
•“NYSE” means New York Stock Exchange
•“NWOW” means New Ways of Working
•“OCI” means other comprehensive income
•“OKRs” means Outcomes Objectives & Key Results
•“ORSA” means Own Risk and Solvency Assessment Model Act
•“OTC” means over-the-counter
•P-Caps” means pre-capitalized trust securities
•“PBO” means projected benefit obligation
•“PD” means probability of default
•“PEO” means professional employer associations
•“PFBL” means profits followed by losses
•“PPWG” means privacy protection working group
•“PTP” means publicly traded partnership
•“R&P” means retirement and protection
•“RBG” means the Retirement Benefits Group, a specialized division of Equitable Advisors
•“RC” means Retirement Cornerstone
•“REIT” means real estate investment trusts
•“RIC” means SEC-registered investment company
•“RoU” means right of use
•“RMBS” means residential mortgage-backed security
•“ROE” means return on equity
•“RSUs” means restricted stock units
•“SAP” means statutory accounting principles
•“SCB LLC” means Sanford C. Bernstein & Co., LLC, a registered investment adviser and broker-dealer
•“SCBL” means Sanford C. Bernstein Limited
•“SCS” means Structured Capital Strategies
•“SEC” means U.S. Securities and Exchange Commission
•“SECURE” means Setting Every Community Up for Retirement Enhancement
•“Series A Preferred Stock” means Holdings’ Series A Fixed Rate Noncumulative Perpetual Preferred Stock
•“Series B Preferred Stock” means Holdings’ Series B Fixed Rate Reset Noncumulative Perpetual Preferred Stock
•“Series C Preferred Stock” means Holdings’ Series C Fixed Rate Reset Noncumulative Perpetual Preferred Stock
•“SIA” means sales inducement asset
•“SIFI” means a systematically significant designation by FSOC
•“SIO” means structured investment option
•“SOA” means Society of Actuaries
•“SocGen” means Société Générale
•“SOFR” means Secured Overnight Financial Rate
•“SPE” means special purpose entity
•“SPLLC” means special purpose limited liability company
•“SSAP” means Statements of Standard Accounting Practice
•The “Standard” means NAIC accreditation standards
•“SVO” means Securities Valuation Office
•“TDRs” means troubled debt restructurings
•“TIPS” means treasury inflation-protected securities
•“Topix” means Tokyo Stock Price Index
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•“TSR” means total share return
•“U.S.” means United States
•“U.S. GAAP” means accounting principles generally accepted in the United States of America
•“Venerable” means Venerable Holdings, Inc., a Delaware corporation
•“VIE” means variable interest entity
•“VISL” means variable interest-sensitive life
•“VOE” means voting interest entity
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INDEX TO EXHIBITS

Exhibit Number |  | Exhibit Description |
3.1 |  | Second Amended and Restated Certificate of Incorporation of Equitable Holdings, Inc., effective May 19, 2022 (incorporated by reference to Exhibit 3.1 to our Form 8-K, filed on May 20, 2022). |
3.2 |  | Equitable Holdings, Inc. Sixth Amended and Restated By-laws, effective February 15, 2023 (incorporated by reference to Exhibit 3.2 to our Form 10-K, filed on February 21, 2023). |
3.3 |  | Certificate of Designations with respect to the Series A Preferred Stock of the Company, dated November 21, 2019 (incorporated by reference to Exhibit 3.1 to our Form 8-K filed on November 21, 2019). |
3.4 |  | Certificate of Designations with respect to the Series B Preferred Stock of the Company, filed August 7, 2020 (incorporated by reference to Exhibit 3.1 to our Form 8-K filed on August 11, 2020). |
3.5 |  | Certificate of Designation with respect to the Series C Preferred Stock of the Company, dated January 6, 2021 (incorporated by reference to Exhibit 3.1 to our Form 8-K filed on January 6, 2021). |
4.1 |  | Form of Common Stock Certificate (incorporated by reference to Exhibit 4.1 to our Registration Statement on Form S-1, File No. 333-221521 (the “IPO Form S-1”)). |
4.2 |  | Indenture, dated as of December 1, 1993 from AXA Financial, Inc. to The Bank of NY Mellon Trust Company, N.A. (formerly known as Chemical Bank), as Trustee (incorporated by reference to Exhibit 4.2 to the IPO Form S-1). |
4.3 |  | Fourth Supplemental Indenture, dated April 1, 1998, from AXA Financial, Inc. to The Chase Manhattan Bank (formerly known as Chemical Bank), as Trustee, together with forms of global Senior Note and global Senior Indenture (incorporated by reference to Exhibit 4.3 to the IPO Form S-1). |
4.4 |  | Fifth Supplemental Indenture, dated October 1, 2018, among AXA Equitable Holdings, Inc. AXA Financial, Inc. and The Bank of NY Mellon Trust Company, N.A., as Trustee (incorporated by reference to Exhibit 4.1 to our Current Report on Form 8-K, filed on October 1, 2018). |
4.5 |  | Indenture, dated as of April 20, 2018, among AXA Equitable Holdings, Inc., as issuer, Wilmington Saving Fund Society, FSB, as trustee, and Citibank, N.A., as security registrar and paying agent (incorporated by reference to Exhibit 4.4 to the IPO Form S-1). |
4.6 |  | First Supplemental Indenture, dated as of April 20, 2018, among AXA Equitable Holdings, Inc., as issuer, Wilmington Saving Fund Society, FSB, as trustee, and Citibank, N.A., as security registrar and paying agent (incorporated by reference to Exhibit 4.5 to the IPO Form S-1). |
4.7 |  | Second Supplemental Indenture, dated as of April 20, 2018, among AXA Equitable Holdings, Inc., as issuer, Wilmington Saving Fund Society, FSB, as trustee, and Citibank, N.A., as security registrar and paying agent (incorporated by reference to Exhibit 4.6 to the IPO Form S-1). |
4.8 |  | Third Supplemental Indenture, dated as of April 20, 2018, among AXA Equitable Holdings, Inc., as issuer, Wilmington Saving Fund Society, FSB, as trustee, and Citibank, N.A., as security registrar and paying agent (incorporated by reference to Exhibit 4.7 to the IPO Form S-1). |
4.10 |  | Indenture, dated as of April 5, 2019, between Equitable Holdings, Inc., as issuer, and The Bank of New York Mellon, as trustee (incorporated by reference to Exhibit 4.4 to Form S-3ASR filed on November 20, 2019). |
4.11 |  | Third Supplemental Indenture, dated January 11, 2023, between Equitable Holdings, Inc., as issuer, and The Bank of New York Trust Company, N.A., as trustee (incorporated by reference to Exhibit 4.1 to our Current Report on Form 8-K, filed on January 11, 2023). |
4.12 |  | Junior Subordinated Indenture, dated as of September 18, 2024, between Equitable Holdings, Inc. and The Bank of New York Mellon, as trustee (incorporated by reference to Exhibit 4.8 to Form S-3 filed on September 19, 2024). |
4.13 |  | Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 (incorporated by reference to Exhibit 4.12 to our Form 10-K, filed on February 26, 2024). |
4.14 |  | Form of Senior Note (included as Exhibit A to Exhibit 4.1) (incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K dated January 11, 2023). |
10.1 |  | Master Agreement, dated as of April 10, 2013, by and among AXA Equitable Financial Services, LLC, AXA Financial, Inc. and Protective Life Insurance Company (incorporated by reference to Exhibit 10.5 to the IPO Form S-1). |
10.2† |  | Employment Agreement, dated as of March 9, 2011, by and between AXA Financial, Inc. and Mark Pearson (incorporated by reference to Exhibit 10.7 to the IPO Form S-1). |
10.2.1† |  | Letter Agreement, dated February 19, 2013, between AXA Financial, Inc., AXA Equitable Life Insurance Company and Mark Pearson (incorporated by reference to Exhibit 10.7.1 to the IPO Form S-1). |
10.2.2† |  | Letter Agreement, dated May 14, 2015, between AXA Financial, Inc., AXA Equitable Life Insurance Company and Mark Pearson (incorporated by reference to Exhibit 10.7.2 to the IPO Form S-1). |
10.2.3† |  | Letter Agreement, dated February 27, 2019, between AXA Equitable Holdings, Inc., AXA Equitable Life Insurance Company and Mark Pearson. (incorporated by reference to Exhibit 10.7.3 to our Form 10-K for the fiscal year ended December 31, 2018, (the “2018 Form 10-K”)). |

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10.2.4† |  | Waiver Agreement, dated May 9, 2019, to Mark Pearson’s Employment Agreement dated March 9, 2011 (incorporated by reference to Exhibit 10.1 to AXA Equitable Holdings, Inc.’s Form 10-Q for the quarterly period ending June 30, 2019. |
10.2.5† |  | Letter Agreement, dated December 18, 2019, between AXA Equitable Holdings, Inc., AXA Equitable Life Insurance Company and Mark Pearson (incorporated by reference to Exhibit 10.1 to our Form 8-K filed on December 19, 2019). |
10.2.6† |  | Letter Agreement, dated February 14, 2023, between Equitable Holdings, Inc., Equitable Financial Life Insurance Company and Mark Pearson (incorporated by reference to Exhibit 10.2.6 to our Form 10-K, filed on February 21, 2023). |
10.3† |  | Director Indemnification Agreement, dated May 4, 2018, between AXA Equitable Holdings, Inc. and each of its directors (incorporated by reference to Exhibit 10.6 to our Form 10-Q for the quarterly period ending March 31, 2018). |
10.4 |  | Commercial Paper Dealer Agreement 4(a)(2) Program, dated as of June 1, 2015, between AllianceBernstein L.P., as Issuer, and Citigroup Global Markets Inc., as Dealer (incorporated by reference to Exhibit 10.08 to AB Holding’s Form 10-K for the fiscal year ended December 31, 2015). |
10.5 |  | Commercial Paper Dealer Agreement 4(a)(2) Program, dated as of June 1, 2015, between AllianceBernstein L.P., as Issuer, and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as Dealer (incorporated by reference to Exhibit 10.10 to AB Holding’s Form 10-K for the fiscal year ended December 31, 2015). |
10.6 |  | Commercial Paper Dealer Agreement 4(a)(2) Program, dated as of November 1, 2023, between AllianceBernstein L.P., as Issuer, and Barclays Capital Inc., as Dealer (incorporated by reference to Exhibit 10.27 to AB Holding’s Form 10-K for the fiscal year ended December 31, 2023). |
10.7 |  | Amendment No. 1 to the Restated Revolving Credit Agreement, originally dated October 13, 2021 and amended as of February 9, 2023 (incorporated by reference to Exhibit 10.12 of AB Holding’s Form 10-K for the fiscal year ended December 31, 2023). |
10.8† |  | Profit Sharing Plan for Employees of AllianceBernstein L.P., as amended and restated as of January 1, 2015 and as further amended as of January 1, 2017 (incorporated by reference to Exhibit 10.05 to AB Holding’s Form 10-K for the fiscal year ended December 31, 2015). |
10.8.1† |  | Amendment to the Profit Sharing Plan for Employees of AllianceBernstein L.P., dated as of October 20, 2016 and effective as of January 1, 2017 (incorporated by reference to Exhibit 10.06 to AB Holding’s Form 10-K for the fiscal year ended December 31, 2017). |
10.8.2† |  | Amendment to the Profit Sharing Plan for Employees of AllianceBernstein L.P., dated as of April 1, 2018 (incorporated by reference to Exhibit 10.12 to AB Holding’s Form 10-K for the fiscal year ended December 31, 2018). |
10.9† |  | Employment Agreement, dated as of April 28, 2017, among Seth Bernstein, AllianceBernstein Holding L.P., AllianceBernstein L.P. and AllianceBernstein Corporation (incorporated by reference to Exhibit 10.3 to AB Holding’s Form 8-K filed on May 1, 2017). |
10.9.1† |  | Amendment to Seth P. Bernstein’s Employment Agreement (incorporated by reference to Exhibit 10.01 to AB Holding’s Form 10-K for the fiscal year ended December 31, 2018). |
10.9.2† |  | Amendment No. 2 to Seth P. Bernstein’s Employment Agreement (incorporated by reference to Exhibit 10.2 to our Form 8-K filed on December 19, 2019). |
10.10† |  | AB 2017 Long Term Incentive Plan (incorporated by reference to Exhibit 10.06 to AB Holding’s Form 10-K for the fiscal year ended December 31, 2017). |
10.11 |  | Amended and Restated Revolving Credit Agreement, dated as of June 24, 2021, by and among the Company, the Subsidiary Account Parties party thereto, the banks party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent (incorporated by reference to Exhibit 10.1 to our Form 8-K filed on June 29, 2021). |
10.11.1 |  | Amendment No. 1 to Amended and Restated Revolving Credit Agreement, dated as of May 12, 2023, among Equitable Holdings, Inc., certain Subsidiary Account Parties, certain Banks and JPMorgan Chase Bank, N.A., as administrative agent (incorporated by reference to Exhibit 10.1 to our Form 8-K filed May 15, 2023). |
10.12 |  | Reimbursement Agreement by and among AXA Equitable Holdings, Inc. the Subsidiary Account Parties (as defined therein) party thereto and Natixis, New York Branch (incorporated by reference to Exhibit 10.25 to the IPO Form S-1 ). |
10.12.1 |  | Amendment No. 1 to Reimbursement Agreement by and among Equitable Holdings, Inc., the Subsidiary Account Parties (as defined therein) party thereto and Natixis, New York Branch (incorporated by reference to Exhibit 10.2 to our Form 8-K filed on March 26, 2021). |
10.12.2 |  | Amendment No. 2 to Reimbursement Agreement by and among Equitable Holdings, Inc., the Subsidiary Account Parties (as defined therein) party thereto and Natixis, New York Branch (incorporated by reference to Exhibit 10.2 to our Form 8-K filed on June 29, 2021). |
10.12.3 |  | Amendment No. 3 to Reimbursement Agreement by and among Equitable Holdings, Inc., the Subsidiary Account Parties (as defined therein) party thereto and Natixis, New York Branch (incorporated by reference to Exhibit 10.2 to our Form 8-K filed on May 15, 2023). |

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10.13 |  | Reimbursement Agreement by and among AXA Equitable Holdings, Inc. the Subsidiary Account Parties (as defined therein) party thereto and Citibank Europe PLC (incorporated by reference to Exhibit 10.27 to the IPO Form S-1). |
10.13.1 |  | Amendment No. 1 to Reimbursement Agreement by and among Equitable Holdings, Inc., the Subsidiary Account Parties (as defined therein) party thereto and Citibank Europe PLC (incorporated by reference to Exhibit 10.4 to our Form 8-K filed on March 26, 2021). |
10.13.2 |  | Amendment No. 2 to Reimbursement Agreement by and among Equitable Holdings, Inc., the Subsidiary Account Parties (as defined therein) party thereto and Citibank Europe PLC (incorporated by reference to Exhibit 10.4 to our Form 8-K filed on June 29, 2021). |
10.13.3 |  | Amendment No. 3 to Reimbursement Agreement by and among Equitable Holdings, Inc., the Subsidiary Account Parties (as defined therein) party thereto and Citibank Europe PLC. (incorporated by reference to Exhibit 10.4 to our Form 8-K filed on May 15, 2023). |
10.14 |  | Reimbursement Agreement by and among AXA Equitable Holdings, Inc. the Subsidiary Account Parties (as defined therein) party thereto and Credit Agricole Corporate and Investment Bank (incorporated by reference to Exhibit 10.28 to the IPO Form S-1). |
10.14.1 |  | Amendment No. 1 to Reimbursement Agreement by and among Equitable Holdings, Inc., the Subsidiary Account Parties (as defined therein) party thereto and Credit Agricole Corporate and Investment Bank (incorporated by reference to Exhibit 10.5 to our Form 8-K filed on March 26, 2021). |
10.14.2 |  | Amendment No. 2 to Reimbursement Agreement by and among Equitable Holdings, Inc., the Subsidiary Account Parties (as defined therein) party thereto and Credit Agricole Corporate and Investment Bank (incorporated by reference to Exhibit 10.5 to our Form 8-K filed on June 29, 2021). |
10.14.3 |  | Amendment No. 3 to Reimbursement Agreement by and among Equitable Holdings, Inc., the Subsidiary Account Parties (as defined therein) party thereto and Credit Agricole Corporate and Investment Bank (incorporated by reference to Exhibit 10.5 to our Form 8-K filed on May 15, 2023). |
10.15 |  | Reimbursement Agreement by and among AXA Equitable Holdings, Inc. the Subsidiary Account Parties (as defined therein) party thereto and Barclays Bank PLC (incorporated by reference to Exhibit 10.29 to the IPO Form S-1). |
10.15.1 |  | Amendment No. 1 to Reimbursement Agreement by and among Equitable Holdings, Inc., the Subsidiary Account Parties (as defined therein) party thereto and Barclays Bank PLC (incorporated by reference to Exhibit 10.6 to our Form 8-K filed on March 26, 2021). |
10.15.2 |  | Amendment No. 2 to Reimbursement Agreement by and among Equitable Holdings, Inc., the Subsidiary Account Parties (as defined therein) party thereto and Barclays Bank PLC (incorporated by reference to Exhibit 10.6 to our Form 8-K filed on June 29, 2021). |
10.15.3 |  | Amendment No. 3 to Reimbursement Agreement by and among Equitable Holdings, Inc., the Subsidiary Account Parties (as defined therein) party thereto and Barclays Bank PLC (incorporated by reference to Exhibit 10.6 to our Form 8-K filed on May 15, 2023). |
10.16 |  | Reimbursement Agreement by and among AXA Equitable Holdings, Inc. the Subsidiary Account Parties (as defined therein) party thereto and JPMorgan Chase Bank, N.A (incorporated by reference to Exhibit 10.30 to the IPO Form S-1). |
10.1 6.1 |  | Amendment No. 1 to Reimbursement Agreement by and among Equitable Holdings, Inc., the Subsidiary Account Parties (as defined therein) party thereto and JPMorgan Chase Bank, N.A (incorporated by reference to Exhibit 10.7 to our Form 8-K filed on March 26, 2021). |
10.1 6.2 |  | Amendment No. 2 to Reimbursement Agreement by and among Equitable Holdings, Inc., the Subsidiary Account Parties (as defined therein) party thereto and JPMorgan Chase Bank, N.A. (incorporated by reference to Exhibit 10.7 to our Form 8-K filed on June 29, 2021). |
10.1 6.3 |  | Amendment No. 3 to Reimbursement Agreement by and among Equitable Holdings, Inc., the Subsidiary Account Parties (as defined therein) party thereto and JPMorgan Chase Bank, N.A. (incorporated by reference to Exhibit 10.7 to our Form 8-K filed on May 15, 2023). |
10.17 |  | Reimbursement Agreement by and among AXA Equitable Holdings, Inc. the Subsidiary Account Parties (as defined therein) party thereto and Landesbank Hessen-Thüringen Girozentrale, acting through its New York Branch (incorporated by reference to Exhibit 10.31 to the IPO Form S-1). |
10.17.1 |  | Second Amendment to Reimbursement Agreement by and among Equitable Holdings, Inc., the Subsidiary Account Parties (as defined therein) party thereto and Landesbank Hessen-Thüringen Girozentrale, acting through its New York Branch (incorporated by reference to Exhibit 10.8 to our Form 8-K filed on March 26, 2021). |
10.17.2 |  | Third Amendment to Reimbursement Agreement by and among Equitable Holdings, Inc., the Subsidiary Account Parties (as defined therein) party thereto and Landesbank Hessen-Thüringen Girozentrale, acting through its New York Branch (incorporated by reference to Exhibit 10.8 to our Form 8-K filed on June 29, 2021). |
10.17.3 |  | Fourth Amendment to Reimbursement Agreement by and among Equitable Holdings, Inc., the Subsidiary Account Parties (as defined therein) party thereto and Landesbank Hessen-Thüringen Girozentrale, acting through its New York Branch (incorporated by reference to Exhibit 10.1 to our Form 8-K filed on December 16, 2021). |

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10.17.4 |  | Fifth Amendment to Reimbursement Agreement by and among Equitable Holdings, Inc., the Subsidiary Account Parties (as defined therein) party thereto and Landesbank Hessen-Thüringen Girozentrale, acting through its New York Branch (incorporated by reference to Exhibit 10.8 to our Form 8-K filed on May 15, 2023). |
10.17.5 |  | Sixth Amendment to the Reimbursement Agreement, dated as of June 20, 2024, by and between Equitable Holdings, Inc. and Landesbank Hessen-Thuringen Girozentrale, New York Branch (incorporated by reference to Exhibit 10.8 to our Form 10-Q filed August 1, 2024). |
10.18 |  | Reimbursement Agreement by and among AXA Equitable Holdings, Inc. the Subsidiary Account Parties (as defined therein) party thereto and Commerzbank AG, New York Branch (incorporated by reference to Exhibit 10.32 to the IPO Form S-1). |
10.18.1 |  | Amendment No. 1 to Reimbursement Agreement by and among Equitable Holdings, Inc., the Subsidiary Account Parties (as defined therein) party thereto and Commerzbank AG, New York Branch (incorporated by reference to Exhibit 10.9 to our Form 8-K filed on March 26, 2021). |
10.18.2 |  | Amendment No. 2 to Reimbursement Agreement by and among Equitable Holdings, Inc., the Subsidiary Account Parties (as defined therein) party thereto and Commerzbank AG, New York Branch (incorporated by reference to Exhibit 10.9 to our Form 8-K filed on June 29, 2021). |
10.18.3 |  | Amendment No. 3 to Reimbursement Agreement by and among Equitable Holdings, Inc., the Subsidiary Account Parties (as defined therein) party thereto and Commerzbank AG, New York Branch (incorporated by reference to Exhibit 10.1 to our Form 8-K filed on June 10, 2022). |
10.18.4 |  | Amendment No. 4 to Reimbursement Agreement by and among Equitable Holdings, Inc., the Subsidiary Account Parties (as defined therein) party thereto and Commerzbank AG, New York Branch (incorporated by reference to Exhibit 10.9 to our Form 8-K filed on May 15, 2023). |
10.18.5 |  | Amendment No. 5 to the Reimbursement Agreement, dated as of June 20, 2024, by and between Equitable Holdings, Inc. and Commerzbank AG, New York Branch (incorporated by reference to Exhibit 10.1 to our Form 10-Q filed on August 1, 2024). |
10.19 |  | Reimbursement Agreement, dated as of January 23, 2024, by and among Equitable Holdings, Inc., the Subsidiary Account Parties (as defined therein) party thereto and MUFG Bank Ltd (incorporated by reference to Exhibit 10.19 to our Form 10-K filed on February 26, 2024). |
10.20† |  | Equitable Severance Benefit Plan (incorporated by reference to Exhibit 10.45 to the IPO Form S-1). |
10.21† |  | Equitable Supplemental Severance Plan for Executives (incorporated by reference to Exhibit 10.25 to our Form 10-Q for the quarterly period ending March 31, 2018). |
10.22† |  | Equitable Supplemental Severance Plan for Executives, as amended and restated as of August 9, 2019 (incorporated by reference to Exhibit 10.2 to our Form 10-Q for the quarterly period ending June 30, 2019). |
10.23† |  | Equitable Executive Survivor Benefits Plan (incorporated by reference to Exhibit 10.47 to the IPO Form S-1). |
10.24† |  | Amended and Restated Variable Deferred Compensation Plan for Executives (incorporated by reference to Exhibit 10.48 to the IPO Form S-1). |
10.25† |  | Amended and Restated Equitable Post-2004 Variable Deferred Compensation Plan for Executives (incorporated by reference to Exhibit 10.49 to the IPO Form S-1). |
10.26† |  | Amendment to the Equitable Post-2004 Variable Deferred Compensation Plan for Executives, effective as of January 1, 2019 (incorporated by reference to Exhibit 10.69 to the 2018 Form 10-K). |
10.27† |  | Equitable Excess Retirement Plan (incorporated by reference to Exhibit 10.50 to the IPO Form S-1). |
10.28† |  | Equitable Holdings, Inc. Equity Plan for Directors (incorporated by reference to Exhibit 10.51 to the IPO Form S-1). |
10.29† |  | Form of Stock Option Agreement under the Equitable Holdings, Inc. Equity Plan for Directors (incorporated by reference to Exhibit 10.52 to the IPO Form S-1). |
10.30† |  | Form of Restricted Stock Agreement under the Equitable Holdings, Inc. Equity Plan for Directors (incorporated by reference to Exhibit 10.53 to the IPO Form S-1). |
10.31† |  | Equitable Post-2004 Variable Deferred Compensation Plan for Directors (incorporated by reference to Exhibit 10.54 to the IPO Form S-1). |
10.32† |  | Equitable Holdings, Inc. Charitable Award Program for Directors (incorporated by reference to Exhibit 10.55 to the IPO Form S-1). |
10.33† |  | Equitable Holdings, Inc. Short-Term Incentive Compensation Plan (incorporated by reference to Exhibit 10.56 to the IPO Form S-1). |
10.34† |  | AXA Equitable Holdings, Inc. 2018 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.57 to the IPO Form S-1). |
10.35† |  | Equitable Holdings, Inc. 2019 Omnibus Incentive Plan (incorporated by reference to Appendix B of the Equitable Holdings, Inc. DEF 14A, as filed on April 8, 2020). |
10.36† |  | Equitable Holdings, Inc. Stock Purchase Plan (incorporated by reference to Exhibit 10.62 to the 2018 Form 10-K). |
10.37 |  | Form of 2024 Performance Shares Agreement under the 2019 Omnibus Incentive Plan, effective February 14, 2024 (incorporated by reference to Exhibit 10.37 to the Form 10-K filed on February 26, 2024). |

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10.38 |  | Form of 2024 Restricted Stock Unit Agreement under the 2019 Omnibus Incentive Plan, effective February 14, 2024 (incorporated by reference to Exhibit 10.38 to the Form 10-K filed on February 26, 2024). |
10.39† |  | Form of Stock Option Award Agreement under the 2019 Omnibus Incentive Plan for awards granted before February 16, 2022 (incorporated by reference to Exhibit 10.58 to our Form 10-K for the fiscal period ended December 31, 2020 (the “2020 Form 10-K”)). |
10.40† |  | AllianceBernstein 2023 Incentive Compensation Award Program (incorporated by reference to Exhibit 10.01 to AB Holding’s Form 10-K for the fiscal year ended December 31, 2023). |
10.41† |  | AllianceBernstein 2023 Deferred Cash Compensation Program (incorporated by reference to Exhibit 10.02 to AB Holding’s Form 10-K for the fiscal year ended December 31, 2023). |
10.42† |  | Form of Award Agreement, dated as of December 31, 2023, under Incentive Compensation Award Program, Deferred Cash Compensation Program and AB 2017 Long Term Incentive Plan (incorporated by reference to Exhibit 10.03 to AB Holding’s Form 10-K for the fiscal year ended December 31, 2023). |
10.43† |  | Form of Award Agreement under AB 2017 Long Term Incentive Plan relating to equity compensation awards to Independent Directors (incorporated by reference to Exhibit 10.04 to AB Holding’s Form 10-K for the fiscal year ended December 31, 2023). |
10.44† |  | AllianceBernstein Change in Control Plan for Executive Officers (incorporated by reference to Exhibit 99.01 to AB Holding’s Form 8-K, as filed December 14, 2020). |
10.45 |  | Master Transaction Agreement, dated as of October 27, 2020 among Equitable Holdings, Inc., Venerable Insurance and Annuity Company and solely with respect to Article XIV, Venerable Holdings, Inc. (incorporated by reference to Exhibit 10.64 to the 2020 Form 10-K). |
10.46 |  | Coinsurance and Modified Coinsurance Agreement, dated as of June 1, 2021, between Equitable Financial Life Insurance Company and Corporate Solutions Life Reinsurance Company (redacted) (incorporated by reference to Exhibit 10.1 to the on Form 8-K filed by Equitable Financial Life Insurance Company on June 1, 2021). |
10.47 |  | Master Transaction Agreement, dated as of August 16, 2022 among Equitable Financial Life Insurance Company and First Allmerica Financial Life Insurance Company (redacted) (incorporated by reference to Exhibit 10.1 to our Form 10-Q for the quarterly period ending September 30, 2022). |
10.48 |  | Coinsurance and Modified Coinsurance Agreement, dated as of October 3, 2022, between Equitable Financial Life Insurance Company and First Allmerica Financial Life Insurance Company (redacted) (incorporated by reference to Exhibit 10.2 to our Form 10-Q for the quarterly period ending September 30, 2022). |
19# |  | Insider Trading Policy. |
21.1# |  | List of Subsidiaries of Equitable Holdings, Inc. |
23.1# |  | Consent of PricewaterhouseCoopers LLP. |
31.1# |  | Certification of the Registrant’s Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
31.2# |  | Certification of the Registrant’s Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
32.1# |  | Certification of the Registrant’s Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
32.2# |  | Certification of the Registrant’s Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
97# |  | Clawback and Forfeiture Policy. |
101.INS |  | XBRL Instance Document |
101.SCH |  | XBRL Taxonomy Extension Schema Document |
101.CAL |  | XBRL Taxonomy Extension Calculation Linkbase Document |
101.LAB |  | XBRL Taxonomy Extension Label Linkbase Document |
101.PRE |  | XBRL Taxonomy Extension Presentation Linkbase Document |
101.DEF |  | XBRL Taxonomy Extension Definition Linkbase Document |
104 |  | Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibits 101) |
# |  | Filed herewith. |
† |  | Identifies each management contract or compensatory plan or arrangement. |

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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, Equitable Holdings, Inc. has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on February 24, 2025.

| EQUITABLE HOLDINGS, INC.
| By: | /s/ Mark Pearson
|  | Name: Mark Pearson
|  | Title: President and Chief Executive Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant, and in the capacities indicated, on February 24, 2025.

Signature |  | Title
/s/ Mark Pearson |  | President and Chief Executive Officer and Director (Principal Executive Officer)
Mark Pearson |
/s/ Robin M. Raju |  | Chief Financial Officer (Principal Financial Officer)
Robin M. Raju |
/s/ William Eckert |  | Chief Accounting Officer (Principal Accounting Officer)
William Eckert |
/s/ Francis Hondal |  | Director
Francis Hondal |
/s/ Arlene Isaacs-Lowe |  | Director
Arlene Isaacs-Lowe |
/s/ Daniel G. Kaye |  | Director
Daniel G. Kaye |
/s/ Joan M. Lamm-Tennant |  | Chair of the Board
Joan M. Lamm-Tennant |
/s/ Craig MacKay |  | Director
Craig MacKay |
/s/ Bertram L. Scott |  | Director
Bertram L. Scott |
/s/ George H. Stansfield |  | Director
George H. Stansfield |
/s/ Charles G. T. Stonehill |  | Director
Charles G. T. Stonehill |
/s/ Douglas Dachille |  | Director
Douglas Dachille |

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