As filed with the Securities and Exchange Commission on or about April 25, 2024

Registration Statement File No. 033-61679
Registration Statement File No. 811-08698

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM N-4

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

☐ Pre-Effective Amendment No.

☒ Post-Effective Amendment No. 37

and/or

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940

☒ Amendment No. 79
(Check appropriate box or boxes.)

C.M. Multi-Account A
(Exact Name of Registrant)

C.M. Life Insurance Company
(Name of Depositor)

1295 State Street, Springfield, Massachusetts 01111-0001
(Address of Depositor’s Principal Executive Offices)

(860) 562-1000
(Depositor’s Telephone Number, including Area Code)

John E. Deitelbaum
Senior Vice President
C.M. Life Insurance Company
200 Great Pond Drive, Suite 150
Windsor, Connecticut 06095
(Name and Address of Agent for Service)

Approximate Date of Proposed Public Offering: Continuous

It is proposed that this filing will become effective (check appropriate box)

 

 ☐  immediately upon filing pursuant to paragraph (b) of Rule 485
 ☒  on   April 29, 2024     pursuant to paragraph (b) of Rule 485
 ☐  60 days after filing pursuant to paragraph (a)(1) of Rule 485
 ☐  on __________ pursuant to paragraph (a)(1) of Rule 485
 

If appropriate, check the following box:

 

 ☐  This post-effective amendment designates a new effective date for a previously filed post-effective amendment.
 

Title of Securities Being Registered: Units of Interest in Panorama Premier, an Individual or Group Deferred Variable Annuity Contract.

 
 
 

Panorama Premier Variable Annuity

Issued by C.M. Life Insurance Company

C.M. Multi-Account A

This prospectus describes the individual contracts issued under the Panorama Premier deferred individual variable annuity contract (Contract) offered by C.M. Life Insurance Company (“C.M. Life,” “Company,” “we,” “us”). We no longer sell the Contract. However, we continue to administer existing Contracts. The Contract provides for accumulation of Contract Value and Annuity Payments on a fixed and/or variable basis.

You, the Contract Owner, have a number of investment choices in the Contract. Subject to state availability, these investment choices include three fixed account options and multiple variable investment divisions (Sub-Accounts) of C.M. Multi-Account A (Separate Account). Each Sub-Account, in turn, invests in one of the investment entities (Funds). For more information about the investment entities, see “Appendix A – Funds Available under the Contract.” You bear the entire investment risk for all amounts you allocate to a Sub-Account.

The Contract:

is not a bank or credit union deposit or obligation.

is not FDIC or NCUA insured.

is not insured by any federal government agency.

is not guaranteed by any bank or credit union.

may go down in value.

provides guarantees that are subject to our financial strength and claims-paying ability.

IF YOU ARE A NEW INVESTOR IN THE CONTRACT, YOU MAY CANCEL YOUR CONTRACT
WITHIN 10 DAYS OF RECEIVING IT WITHOUT PAYING FEES OR PENALTIES.

In some states this cancellation period may be longer. Upon cancellation, you will receive either a full refund of the amount you paid with your application or your total Contract Value. You should review the prospectus, or consult with your investment professional, for additional information about the specific cancellation terms that apply.

Additional information about certain investment products, including variable annuities, has been prepared by the Securities and Exchange Commission staff and is available at www.investor.gov.

The Securities and Exchange Commission has not approved or disapproved these securities or passed upon the adequacy of this prospectus. Any representation to the contrary is a criminal offense.

This prospectus is not an offer to sell the Contract in any jurisdiction where it is illegal to offer the Contract nor is it an offer to sell the Contract to anyone to whom it is illegal to offer the Contract.

Please read this prospectus before investing. You should keep it for future reference. It contains important information about the  Panorama Premier Variable Annuity.

Effective April 29, 2024


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Table of Contents

Glossary

3

Important Information You Should Consider About the
Contract

5

Fees and Expenses

5

Risks

7

Restrictions

7

Taxes

8

Conflicts of Interest

8

Overview of the Contract

9

Additional Information about Fees

11

Principal Risks of Investing in the Contract

14

General Information about C.M. Life Insurance
Company, the Separate Account and the Investment Choices

15

The Company

15

Financial Condition of the Company

15

The Separate Account

15

The Fixed Accounts

16

The Funds

17

Compensation We Receive from Funds, Advisers and
Sub-Advisers

18

Voting Rights

18

Charges and Deductions

19

Insurance Charges

19

Annual Contract Maintenance Charge

20

Transfer Fee

20

Contingent Deferred Sales Charge (CDSC)

20

Free Withdrawals

22

Premium Taxes

22

Income Taxes

22

Fund Expenses

22

Ownership

22

Contract Owner

22

Joint Owner

23

Annuitant

23

Beneficiary

23

Beneficiary IRA

23

Purchasing a Contract

24

Purchase Payments

24

Allocation of Purchase Payments

25

Contract Value

25

Right to Cancel Your Contract

26

Sending Requests in Good Order

26

Transfers and Transfer Programs

26

General Overview

26

Transfers During the Accumulation Phase

27

Transfers During the Income Phase

27

Transfer Programs

27

Limits on Frequent Trading and Market Timing Activity

29

The Income Phase

30

Benefits Available Under the Contract

34

Death Benefit

36

Death of Contract Owner During the Accumulation
Phase

36

Death Benefit During the Accumulation Phase

36

Adjusted for Any Withdrawals or Less Any
Withdrawals

36

Basic Death Benefit

37

Ratchet Death Benefit

38

Death Benefit Payment Options During the
Accumulation Phase

39

Death of Contract Owner During the Income Phase

41

Death of Annuitant

41

Due Proof of Death

42

Additional Benefits

42

Annual Credit

42

Terminal Illness Benefit

42

Withdrawals

43

Taxes

44

Distribution

55

Other Information

57

Assignment

57

Unclaimed Property

57

Anti-Money Laundering

57

Payments We Make

57

Changes to the Contract

58

Special Arrangements

58

Termination of the Contract

58

Computer System, Cybersecurity, and Service
Disruption Risks

58

Legal Proceedings

59

Our Financial Statements

59

Appendix A – Funds Available Under the Contract

60

Appendix B – Free Withdrawal Amount (FWA)
Examples

64

Appendix C – Contingent Deferred Sales Charge
(CDSC) Example

67

Appendix D – Basic Death Benefit Examples

68

Appendix E – Ratchet Death Benefit Examples

72

Appendix F – State Variations of Certain Contract
Features

76


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Glossary

Accumulation Phase. The period prior to the commencement of Annuity Payments during which Purchase Payments may be made.

Accumulation Unit. A unit of measure used to determine your value in a Sub-Account during the Accumulation Phase.

Age. In this prospectus the term “Age,” except when discussed in regards to specific tax provisions, is defined as “insurance age,” which is a person’s age on his/her birthday nearest the date for which the Age is being determined. This means we calculate your Age based on your nearest birthday, which could be either your last birthday or your next. For example, Age 80 is generally the period of time between age 79 years, 6 months and 1 day and age 80 and 6 months.

Annuitant. The person(s) on whose life Annuity Payments are based, with the exception of the non-lifetime contingent option. See “The Income Phase – Period Certain Annuity Option.” The term Annuitant also includes the joint Annuitant, if any. The Annuitant has no rights to the Contract.

Annuity Date. The date Annuity Payments begin.

Annuity Options. Options available for Annuity Payments.

Annuity Payments. Series of payments made pursuant to the Annuity Option(s) elected.

Beneficiary. The person(s) or entity(ies) that the Contract Owner designates to receive the death benefit provided by the Contract.

Business Day. Every day the New York Stock Exchange (NYSE), or its successor, is open for trading. Our Business Day ends at the Close of Business.

Close of Business. The time on a Business Day when the NYSE ends regular trading, usually at 4:00 p.m. Eastern Time. However, when the NYSE closes early or closes due to any emergency or SEC order, the Close of Business will occur at the same time.

Contingent Deferred Sales Charge (CDSC). A charge that may be assessed against each Purchase Payment withdrawn from the Contract. (In some states referred to as surrender charge.)

Contract. The Panorama Premier Variable Annuity; a deferred individual variable annuity contract.

Contract Anniversary. An anniversary of the Issue Date of the Contract.

Contract Owner. The person(s) or entity entitled to ownership rights under the Contract. We allow multiple Contract Owners, subject to certain restrictions (see “Ownership”). Where we describe multiple Contract Owners, we refer to them as Joint Owners. See “Ownership – Contract Owner.”

Contract Value. The sum of your values in the Sub-Accounts and the fixed accounts during the Accumulation Phase.

Fund(s). The investment entities into which the assets of the Separate Account will be invested.

General Account. The Company’s General Investment Account, which supports the Company’s annuity and insurance obligations. The General Account’s assets include all the assets of the Company with the exception of the Separate Account and the Company’s other segregated asset accounts.

Good Order. Any application, Purchase Payments, withdrawal requests, or forms required by the Company which are satisfactory to the Company.

Income Phase. The period that begins on the Annuity Date and ends with the last Annuity Payment. The Income Phase is also referred to as the Annuity Phase.

Issue Date. The date on which the Contract becomes effective. The Issue Date is included in the Contract.

Joint Owner. A person entitled to ownership rights under the Contract. See “Ownership – Joint Owner.”

Non-Business Day. Any day when the NYSE is not open for trading. Unless specified otherwise, if the due date for any activity required by the Contract  falls on any day that is not a Business Day, performance of such activity will be rendered on the first Business Day following such due date.

Non-Qualified Contract. Your Contract is referred to as a Non-Qualified Contract if you purchase the Contract as an individual and not under a qualified plan such as an Individual Retirement Annuity (IRA), Roth IRA, or a corporate pension and profit-sharing plan.


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Premium Tax. A tax imposed by certain states and other jurisdictions when a Purchase Payment is made, when Annuity Payments begin, or when Contract Value is withdrawn.

Purchase Payment(s). Any amount paid to us by you or on your behalf with respect to the Contract during the Accumulation Phase.

Qualified Contract. Your Contract is referred to as a Qualified Contract if it is purchased under a qualified retirement plan (qualified plan) such as an Individual Retirement Annuity (IRA), Roth IRA, tax-sheltered annuity plan (TSA or TSA plan), corporate pension and profit-sharing plan (including 401(k) plans and H.R. 10 plans), or a governmental 457(b) deferred compensation plan.  For information on the types of qualified plans for which the Contract is available, see “Taxes – Qualified Contracts.”

Required Minimum Distribution (RMD). A minimum amount the federal tax law requires to be withdrawn from certain Qualified Contracts each year. RMDs are generally required to begin by the required beginning date specified in IRC Section 401(a)(9).

Separate Account. The account that holds the assets underlying the Contracts that are not allocated to our General Account. The assets of the Separate Account are kept separate from the assets of the General Account and the Company’s other separate accounts.

Service Center. MassMutual, Document Management Services  –  Annuities W360, PO Box 9067, Springfield, MA 01102-9067, (800) 272-2216, (fax) (866) 329-4272, (email)   ANNfax@MassMutual.com, www.MassMutual.com. (Overnight mail address:  MassMutual, Document Management Services –  Annuities W360, 1295 State Street, Springfield, MA 01111-0001.)

Sub-Account. The Separate Account assets are divided into Sub-Accounts. The assets of each Sub-Account will be invested in the shares of a single Fund.


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Important Information You Should Consider About the Contract

FEES AND EXPENSES

LOCATION IN PROSPECTUS

Charges for Early Withdrawals

If you withdraw money from your Contract within seven years following each Purchase Payment or apply Contract Value to Annuity Options E or F, you may be assessed a Contingent Deferred Sales Charge (CDSC) of up to 7% of the amount withdrawn  (less up to a 10% free withdrawal amount)  or applied to Annuity Options E  or F, declining to 0% after the seventh year.
For example, if you make a $100,000 Purchase Payment and withdraw that $100,000 Purchase Payment during the first year after the Purchase Payment is made and there have been no prior withdrawals from the Contract, you could be assessed a charge of up to $6,300 on the Purchase Payment withdrawn.

Charges and Deductions – Contingent Deferred Sales Charge (CDSC)

Transaction Charges

Currently, we do not assess a charge to transfer Contract Value among the Sub-Accounts during the Accumulation Phase. However, we reserve the right to assess a charge equal to the lesser of $20 or 2% of the amount transferred for each transfer after the first 12 in a single calendar year.

Charges and Deductions – Transfer Fee


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FEES AND EXPENSES

LOCATION IN PROSPECTUS

Ongoing Fees and Expenses
(annual charges)

The table below describes the fees and expenses that you may pay each year, depending on the options you choose. Please refer to your Contract specifications page  for information about the specific fees you will pay each year based on the options you elected.

Charges and Deductions

Annual Fee

Minimum

Maximum

Base Contract

1.40%(1)

1.50%(1)

Investment options (Fund fees and expenses)

0.43%(2)

1.74%(2)

Optional benefits available for an additional charge (for a single optional benefit, if elected)

0.15%(3)

0.15%(4)

Because your Contract is customizable, the choices you make affect how much you will pay. To help you understand the cost of owning your Contract, the following table shows the lowest and highest cost you could pay each year, based on current charges. This estimate assumes that you do not take withdrawals from the Contract,  which could result in the assessment of  CDSCs that substantially increase costs.

Lowest Annual Cost:

Highest Annual Cost:(5)

$1,612

$3,156

Assumes:

Investment of $100,000

5% annual appreciation

Least expensive Fund fees and expenses

No optional benefits

No CDSC

No additional Purchase Payments, transfers, or withdrawals

Assumes:

Investment of $100,000

5% annual appreciation

Most expensive combination of optional benefits and Fund Fees and expenses

No CDSC

No additional Purchase Payments, transfers, or withdrawals

(1) Represents the mortality and expense risk charge and administrative charge (charged as a percentage of average account value in the Separate Account on an annualized basis) and the annual contract maintenance charge (a fixed dollar amount that may be waived for certain Contract Value amounts) collected during the Contract Year that are attributable to the Contract divided by the total average net assets that are attributable to the Contract.
(2) As a percentage of the daily value of the Contract Value allocated to the Funds on an annualized basis.
(3) This charge is the lowest current charge for the optional benefit available with this contract. It is the current charge for the Ratchet Death Benefit.
(4) This charge is the highest current charge for the optional benefit available with this contract. It is the current charge for the Ratchet Death Benefit.
(5) The calculation of the highest annual cost assumes election of the Ratchet Death Benefit.

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RISKS

LOCATION IN PROSPECTUS

Risk of Loss

You can lose money by investing in this Contract, including loss of principal.

Principal Risks of Investing in the Contract

Not a Short-Term Investment

This Contract is not designed for short-term investing and is not appropriate for an investor who needs ready access to cash.

CDSCs may apply for up to seven years following your last Purchase Payment.

If CDSCs apply, they will reduce the value of your Contract if you withdraw money during that time. The benefits of tax deferral also mean the Contract is more beneficial to investors with a long time horizon.

Principal Risks of Investing in the Contract

Risks Associated with Investment Options

An investment in this Contract is subject to the risk of poor investment performance of the Funds you choose and can vary depending upon the performance of the Funds available under the Contract.

Each Fund has its own unique risks.

You should review the prospectuses for the available Funds before making an investment decision.

Principal Risks of Investing in the Contract

Insurance Company Risks

An investment in the Contract is subject to the risks related to the Depositor (C.M. Life). Any obligations (including under any fixed account investment option), guarantees, and benefits of the Contract are subject to the claims-paying ability of C.M. Life. If C.M. Life experiences financial distress, it may not be able to meet its obligations to you. More information about C.M. Life, including its financial strength ratings, is available by request by calling (800) 272-2216 or by visiting www.MassMutual.com/ratings.

Principal Risks of Investing in the Contract

RESTRICTIONS

LOCATION IN PROSPECTUS

Investments

Currently, there is no charge when you transfer Contract Value among Sub-Accounts. However, C.M. Life reserves the right to assess a charge equal to the lesser of $20 or 2% of the amount transferred for each transfer after the first 12 in a single calendar year.

C.M. Life reserves the right to remove or substitute Funds as investment options that are available under the Contract.

We reserve the right to limit transfers if frequent or large transfers occur.

General Information about Massachusetts Mutual Life Insurance Company, the Separate Account and the Investment Choices – The Funds
Transfers and Transfer Programs

Optional Benefits

The Annual Ratchet Death Benefit was only available if the Contract Owner purchased a Contract on or after May 1, 2000 and was under Age 80.

Withdrawals may negatively impact the Annual Ratchet Death Benefit.

Death Benefit – Ratchet Death Benefit


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TAXES

LOCATION IN PROSPECTUS

Tax Implications

You should consult with a tax professional to determine the tax implications of an investment in and payments received under the Contract.

If you purchase the Contract through a qualified retirement plan or individual retirement annuity (IRA), you do not receive any additional tax deferral.

Earnings on your Contract are taxed at ordinary income tax rates when you withdraw them, and you may have to pay an additional income tax if you take a withdrawal before age 59½. Earnings for this purpose consist of Contract Value in excess of your after-tax investment in the Contract.

Taxes

CONFLICTS OF INTEREST

LOCATION IN PROSPECTUS

Investment Professional Compensation

Your registered representative may have received compensation, in the form of commissions, for selling this Contract to you. If your registered representative is also a MassMutual insurance agent, they are also eligible for certain cash and non-cash benefits from MassMutual. Cash compensation includes bonuses and allowances based on factors such as sales, productivity and persistency (Contract retention). Non-cash compensation includes various recognition items such as prizes and awards as well as attendance at, and payment of the costs associated with attendance at, conferences, seminars and recognition trips, and also includes contributions to certain individual plans such as pension and medical plans.

Sales of the Contract may have helped these registered representatives and their supervisors qualify for such benefits.

This conflict of interest may have influenced your registered representative to offer or recommend this Contract over another investment.

Other Information – Distribution

Exchanges

Because the Contract is no longer sold, you would not be affected by a scenario in which you are asked to replace an existing annuity contract you own with a new purchase of this Contract. However, in general you should be aware that some investment professionals may have a financial incentive to offer you a new contract in place of the one you already own. Thus, in general, you should only exchange your annuity contract if you determine, after comparing the features, fees, and risks of both contracts, that it is preferable for you to purchase the new annuity rather than continue to own the existing annuity.

N/A


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Overview of the Contract


What is this Contract, and what is it designed to do? The Panorama Premier Variable Annuity Contract is designed to enable you to accumulate assets through investments in one or more of the variable investment divisions (Sub-Accounts) of the C.M. Multi-Account A (Separate Account), the Fixed Accounts for Dollar Cost Averaging (DCA Fixed Accounts), and The Fixed Account. The Contract can supplement your retirement income by providing a stream of income during the Income Phase. Before you begin receiving Annuity Payments, the Contract also provides a death benefit for your designated beneficiaries. The Contract may be appropriate if you have a long term investment horizon. It is not intended for people who need to take early or frequent withdrawals or who intend to engage in frequent trading among the Separate Account Sub-Accounts.

We no longer sell Panorama Premier. However, we continue to administer existing Contracts, and you may continue making additional Purchase Payments to your Contract, subject to certain restrictions.


How do I accumulate assets in the Contract and receive income from the Contract? The Contract has two phases:
1) the Accumulation Phase and 2) the Income Phase. Your Contract is in the Accumulation Phase until you decide to begin receiving Annuity Payments. During the Accumulation Phase we provide a death benefit. Once you begin receiving Annuity Payments, your Contract enters the Income Phase.

A list of the Funds in which you may invest is provided at the back of this Prospectus. See “Appendix A – Funds Available Under the Contract.”

 

  Accumulation Phase

 

  During the Accumulation Phase, subject to certain restrictions, you may apply Purchase Payments to the Contract and allocate the Purchase Payments among:

 

the Sub-Accounts of the Separate Account, each of which invests in a mutual fund (Fund), with each Fund having its own investment strategy, investment adviser, expense ratio and returns, and

 

the DCA Fixed Accounts (DCA Fixed Account with a DCA Term of six months and the DCA Fixed Account with a DCA Term of twelve months) or The Fixed Account. Assets allocated to the DCA Fixed Accounts are credited with a fixed rate of interest and are systematically transferred to Sub-Accounts that you select. Assets allocated to The Fixed Account are credited with a specified rate that we declare in advance.

 

  Income Phase

 

  During the Income Phase, you may receive fixed, variable or a combination of fixed and variable Annuity Payments under the Contract by applying your Contract Value to a payment option.

 

Depending on the payment option you select, payments may continue for the life of one or two Annuitants, for a specified period between five and thirty years, or as determined in accordance with terms agreed upon in writing by you and us.

 

  When you elect to receive Annuity Payments, your Contract Value will be converted into income payments and you may no longer be able to withdraw money at will from the Contract. At this time, the Accumulation Phase will end, and the death benefit will terminate.

 

  If you elect to apply your Contract Value to Annuity Option E or F and the period certain is less than 10 years, the amount applied will be treated as a withdrawal and may be subject to a CDSC.
 

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What are the primary features and options that the C.M. Life Panorama Premier Variable Annuity offers?

 

Accessing your money. During the Accumulation Phase, you may make a partial or full withdrawal of your Contract Value by submitting a partial withdrawal form or full withdrawal form acceptable to us in Good Order to our Service Center. You may also submit the requests by other means that we authorize, such as email, telephone or fax. Contact our Service Center for details.

 

    All withdrawals are subject to the limitations described in the prospectus. Withdrawal rights during the Income Phase will depend on the Annuity Option selected.

 

Tax treatment. You may transfer Contract Value among Sub-Accounts without tax implications, and earnings (if any) on your investments are generally tax-deferred. You are generally taxed only when (1) you make a partial or full withdrawal; (2) you receive an Annuity Payment under the Contract; or (3) upon payment of the death benefit.

 

Death Benefit. A Beneficiary may receive a benefit in the event of your death prior to the Income Phase. For an additional charge, you can select an additional death benefit option, which may increase the amount of money payable to your designated Beneficiaries upon your death. Once the Income Phase commences, payments upon death may be available to Beneficiaries depending on the Annuity Option elected.

 

Additional Benefits and Services. We make certain additional services available under the Contract at no additional charge:

 

    The Dollar Cost Averaging Program allows you to transfer a set amount from a Sub-Account to any other Sub-Account on a regular schedule.

 

    The Automatic Rebalancing Program automatically rebalances your Contract Value among your selected Sub-Accounts in order to restore your allocation to the original level. Contract Value allocated to the fixed accounts cannot participate.

 

    The Interest Sweep Option automatically transfers earnings from your Contract Value in The Fixed Account to any one Sub-Account or combination of Sub-Accounts that you select.

 

    The Systematic Withdrawal Program allows you to set up automatic periodic withdrawals from your Contract Value. We will take any withdrawal under this program proportionally from your Contract Value in your selected investment choices unless we are instructed otherwise.
 

The prospectus and Statement of Additional Information (SAI) describe all material terms and features of your Contract. Certain non-material provisions of your Contract may be different than the general description in the prospectus and the SAI, and certain riders may not be available because of legal requirements in your state. Any such state variations will be included in your Contract or in riders or endorsements attached to your Contract. See your Contract for specific variations. Also see “Appendix F – State Variations of Certain Contract Features.”


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Additional Information about Fees

The following tables describe the fees and expenses you pay when buying, owning, and surrendering or making withdrawals from the Contract. Please refer to your Contract specifications page  for information about the specific fees you will pay each year based on the options you have elected.

The first table describes the fees and expenses that you will pay at the time that you buy the Contract, surrender or make withdrawals from the Contract, or you transfer the Contract Value between investment choices. State Premium Taxes may also be deducted.

Transaction Expenses

Maximum

Current

Contingent Deferred Sales Charge (CDSC)(1)

 
7%
 
7%
(1) The CDSC percentage charged is based on the “age” of the Purchase Payment(s) being withdrawn or applied to certain Annuity Options (i.e., the number of full years from application of the Purchase Payment).
The  CDSC percentage decreases over time in the following manner: 7% in year 1, 6% in year 2, 5% in year 3, 4% in year 4, 3% in year 5, 2% in year 6, 1% in year 7, and 0% in year 8 or later.

Transfer Fee
During the Accumulation Phase

12 free transfers per calendar year; thereafter, the lesser of $20 or 2% of the amount transferred.

$0

The next table describes fees and expenses you will pay each year during the time you own the Contract, not including underlying Fund fees and expenses.

If you choose to purchase an optional benefit, you will pay additional charges, as shown below.

Annual Contract Charges

Maximum

Current

Administrative Expenses

$60(1)

$30(1)

Base Contract Expenses
(as a percentage of average account value)

 
1.50%
(2)
 
1.40%
(2)

Optional Benefit Expenses

 
 

Ratchet Death Benefit
(deducted quarterly from your Contract Value)

 
 

if you were Age 60 or less when we issued the Contract

 
0.35%
(3)
 
0.15%
(4)

if you were Age 61 through 70 when we issued the Contract

 
0.50%
(3)
 
0.15%
(4)

if you were Age 71 or older when we issued the Contract

 
0.70%
(3)
 
0.15%
(4)
(1) This represents the annual contract maintenance charge. Currently waived if Contract Value is $50,000 or greater when we are to assess the charge, although we reserve the right to raise this to $100,000 as stated in the Contract.
(2) The Base Contract Expenses represent the sum of the mortality and expense risk charge and the administrative charge. The current mortality and expense risk charge is 1.25% annually and the current administrative charge is 0.15% annually. The maximum mortality and expense risk charge is 1.25% annually and the maximum administrative charge is 0.25% annually. These charges are a percentage of average account value in the Separate Account on an annualized basis.
(3) The charge is a percentage on an annual basis of the daily value of your Contract Value allocated to the Funds.
(4) The charge is a percentage on an annual basis of the daily value of your Contract  Value allocated to the Funds and the fixed accounts, unless that charge exceeds the maximum charge, in which case the charge is the maximum charge.

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The next item shows the minimum and maximum operating expenses charged by the Funds that you may pay periodically during the time that you own the Contract. A complete list of Funds available under the Contract, including their annual expenses, may be found in Appendix A.

Annual Fund Operating Expenses

Charge

Minimum

Maximum

Range of annual Fund operating expenses (including management fees, distribution and/or service (12b-1) fees and other expenses).(1)

 
0.43%
 
1.74%
(1) The Fund expenses used to prepare this item were provided to us by the Funds. We have not independently verified such information provided to us by Funds that are not affiliated with us.

The information above describes the fees and expenses you pay related to the Contract. For information on compensation we may receive from the Funds and their advisers and sub-advisers, see “General Information about C.M. Life Insurance Company, the Separate Account and the Investment Choices – Compensation We Receive from Funds, Advisers and Sub-Advisers.” For information on compensation we pay to broker-dealers selling the Contract, see “Distribution.”

Examples

These examples are intended to help you compare the cost of investing in the Contract with the cost of investing in other variable annuity contracts. These costs include Contract Owner transaction expenses, annual Contract fees, and Fund fees and expenses.

Example I assumes that you withdraw all your Contract Value at the end of each year shown.

Example II assumes you do not withdraw any Contract Value at the end of each year shown, or that you decide to begin the Income Phase at the end of each year shown and we do not deduct a Contingent Deferred Sales Charge. (Currently the Income Phase is not available until 30 days after you purchase your Contract.)

Both Example I and Example II assume:

 

that you invest $100,000 in the Contract for the time periods indicated,

 

that you allocate it to a Sub-Account that has a 5% gross return each year,

 

that you elected the Ratchet Death Benefit and you were at least Age 71, and not yet Age 80 or older when we issued the Contract,

 

that either the current or maximum fees and expenses in the “Additional Information About Fees” tables apply, and

 

that you selected one of two Sub-Accounts:

 

the one that invests in the Fund with the maximum operating expenses; or

 

the one that invests in the Fund with the minimum operating expenses.
 

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Examples Using Maximum Expenses

Based on the above assumptions, your costs would be as shown in the following table. Your actual costs may be higher or lower.

Example I

Example II

Years

1

3

5

10

1

3

5

10

Sub-Account with maximum operating expenses

$10,314
$16,606
$22,984
$41,334
$3,940
$11,946
$20,122
$41,334

Sub-Account with minimum operating expenses

$9,096
$12,942
$16,788
$29,290
$2,630
$8,078
$13,788
$29,290


Examples Using Current Expenses

Based on the above assumptions, your costs would be as shown in the following table. Your actual costs may be higher or lower.

Example I

Example II

Years

1

3

5

10

1

3

5

10

Sub-Account with maximum operating expenses

$9,710
$14,801
$19,988
$35,551
$3,290
$10,040
$17,022
$35,551

Sub-Account with minimum operating expenses

$8,491
$11,088
$13,516
$22,719
$1,980
$6,121
$10,516
$22,719

We estimate that the annual contract maintenance charge under the current expenses and maximum expenses would be $0 or, as percentage, 0.00%

The examples do not reflect any Premium Taxes. However, Premium Taxes may apply.

The examples should not be considered a representation of past or future expenses. Your actual expenses may be higher or lower than those shown in the examples. The assumed 5% annual rate of return is hypothetical. Actual returns may be greater or less than the assumed hypothetical return.


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Principal Risks of Investing in the Contract

There are risks associated with investing in the Contract. You can lose money in a variable annuity, including potential loss of your original investment. The value of your investment and any returns will depend on the performance of the Funds you select. Each Fund may have its own unique risks. You bear the risk of any decline in your Contract Value resulting from the poor performance of the Funds you have selected.  

Variable annuities are not a short-term investment vehicle. The CDSC may apply for a number of years, so the Contract should only be purchased for the long-term. Under some circumstances, you may receive less than the sum of your Purchase Payments. In addition, full or partial withdrawals will be subject to income tax to the extent that they consist of earnings and may be subject to a 10% additional income tax if taken before age 59½. Accordingly, you should carefully consider your income and liquidity needs before purchasing a Contract. Additional information about these risks appear in “Important Information You Should Consider About the Panorama Premier Variable Annuity Contract,” “Withdrawals,” and “Taxes.”

Investment Risk. You bear the risk of any decline in the Contract Value caused by the performance of the Funds held by the Sub-Accounts. Those Funds could decline in value very significantly, and there is a risk of loss of your entire amount invested. The risk of loss varies with each Fund. The investment risks are described in the prospectuses for the Funds.

Insurance Company Insolvency. It is possible that we could experience financial difficulty in the future and even become insolvent, and therefore unable to provide all of the guarantees and benefits that we promise that exceed the value of the assets in the Separate Account. Similarly, our experiencing financial difficulty could interfere with our ability to fulfill our obligations under the fixed accounts and other General Account obligations.

Tax Consequences. Withdrawals are generally taxable to the extent of any earnings in the Contract, and prior to age 59½ an additional income tax may apply to the taxable portion of the withdrawal. In addition, even if the Contract is held for years before any withdrawal is made, earnings are taxable as ordinary income rather than capital gains. Earnings for this purpose consist of Contract Value in excess of your after-tax investment in the Contract.

Cybersecurity and Certain Business Continuity Risks.  The Company relies on its parent, MassMutual, for various operating and administrative services including computer systems. MassMutual’s operations support complex transactions and are highly dependent on the proper functioning of information technology and communication systems. Any failure of or gap in the systems and processes necessary to support complex transactions and avoid systems failure, fraud, information security failures, processing errors, cyber intrusion, loss of data and breaches of regulation may lead to a materially adverse effect on our results of operations and corporate reputation. In addition, MassMutual must commit significant resources to maintain and enhance its existing systems in order to keep pace with applicable regulatory requirements, industry standards and customer preferences. If MassMutual fails to maintain secure and well-functioning information systems, we may not be able to rely on information for product pricing, compliance obligations, risk management and underwriting decisions. In addition, MassMutual cannot assure investors or consumers that interruptions, failures or breaches in security of these processes and systems will not occur, or if they do occur, that they can be timely detected and remediated. The occurrence of any of these events may have a materially adverse effect on our businesses, results of operations and financial condition.

For additional detail regarding cybersecurity and related risks, please see “Other Information – Computer System, Cybersecurity, and Service Disruption Risks” in this prospectus.


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General Information about C.M. Life Insurance Company,
the Separate Account and the Investment Choices

The Company

C.M. Life Insurance Company (C.M. Life) is a wholly owned stock life insurance subsidiary of Massachusetts Mutual Life Insurance Company (MassMutual). C.M. Life provides life insurance and annuities to individuals and group life insurance to institutions. MassMutual and its domestic life insurance subsidiaries provide individual and group life insurance, disability insurance, individual and group annuities and guaranteed interest contracts to individual and institutional customers in all 50 states of the U.S., the District of Columbia and Puerto Rico. Products and services are offered primarily through MassMutual’s distribution channels: MassMutual Financial Advisors, MassMutual Strategic Distributors, Institutional Solutions and  Worksite.

MassMutual is organized as a mutual life insurance company. MassMutual’s home office is located at 1295 State Street, Springfield, Massachusetts 01111-0001. C.M. Life’s home office is located at  200 Great Pond Drive, Suite 150, Windsor, Connecticut 06095.

Financial Condition of the Company

We use General Account assets for many purposes, including to pay death benefits, Annuity Payments, withdrawals and transfers from fixed account investment choices and to pay amounts we provide to you through any elected additional feature that are in excess of your Contract Value allocated to the Separate Account. Any amounts that we may be obligated to pay under the Contract in excess of Contract Value are subject to our financial strength and claims-paying ability and our long-term ability to make such payments. The assets of the Separate Account, however, are also available to cover the liabilities of our General Account, but only to the extent they exceed our liabilities under the Contract and other contracts we issue that are funded by the Separate Account.

We issue other types of insurance policies and financial products as well, and we pay our obligations under those products from our assets in the General Account.

As an insurance company, we are required by state insurance regulation to hold a specified amount of reserves in order to meet the contractual obligations of our General Account to our insurance policies and financial products. We monitor our reserves so that we hold sufficient amounts to cover actual or expected contract and claims payments. In addition, we hedge our investments in our General Account and may require that purchasers of certain of our variable insurance products allocate Purchase Payments and Contract Value according to specified investment requirements. Even with these safeguards in place, there are risks to purchasing any insurance product and there is no guarantee that we will always be able to meet our claims-paying obligations.

State insurance regulators also require insurance companies to maintain a minimum amount of capital, which acts as a cushion if the insurer suffers a financial setback because of the inherent risks in the insurer’s operations. These risks include losses that we may incur as the result of defaults on the payment of interest or principal on our General Account assets – e.g., bonds, mortgages, general real estate investments, and stocks – as well as the loss in market value of these investments.

We continue to evaluate our investment portfolio to mitigate market risk and actively manage the investment in that portfolio.

The C.M. Life financial information in the SAI includes a more detailed discussion of the risks inherent in our General Account assets. We encourage both existing and prospective Contract Owners to read and understand our financial statements.

The Separate Account

We established C.M. Life Multi-Account A (Separate Account) as a separate account under Connecticut law on August 3, 1994. The Separate Account is registered with the SEC as a unit investment trust under the 1940 Act.

The Separate Account holds the assets that underlie the Contracts (and certain other contracts that we issue), except any assets allocated to our General Account. We keep the Separate Account assets separate from the assets of our General Account and other Separate Accounts. The Separate Account is divided into Sub-Accounts, each of which invests exclusively in a single Fund.

We own the assets of the Separate Account. We credit gains to, or charge losses against, the Separate Account, whether or not realized, without regard to the performance of other investment accounts. The Separate Account’s assets may not be used to pay any of our liabilities other than those arising from the Contracts (or other contracts that we issue and that are funded by the Separate Account). If the Separate Account’s assets exceed the required reserves and other liabilities, we may transfer the excess to our General Account.


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The obligations of the Separate Account are not our generalized obligations and will be satisfied solely by the assets of the Separate Account. We are obligated to pay all amounts promised to investors under the Contract.

The Fixed Accounts

In most states, we offer three fixed accounts as investment choices:  two Fixed Accounts for Dollar Cost Averaging (DCA Fixed Accounts) and The Fixed Account (collectively, the fixed accounts).  See “Appendix F – State Variations of Certain Contract Features.”  The fixed accounts are investment choices within our General Account.

Purchase Payments allocated to the fixed accounts and transfers to the fixed accounts become part of our General Account which supports insurance and annuity obligations. The General Account has not been registered under the Securities Act of 1933 (1933 Act) nor is the General Account registered under the 1940 Act because of exemptive and exclusionary provisions. Accordingly, neither the General Account nor any interests therein are generally subject to the provisions of the 1933 Act or the 1940 Act. Disclosures regarding the fixed accounts or the General Account, however, are subject to certain generally applicable provisions of the federal securities laws relating to the accuracy and completeness of statements made in this prospectus.

DCA Fixed Accounts

Each DCA Fixed Account is a fixed account from which assets are systematically transferred to any Fund(s). You may not transfer your Contract Value in a DCA Fixed Account to The Fixed Account. During the Accumulation Phase, you may choose to have your Purchase Payments allocated to a DCA Fixed Account for the period of the DCA Fixed Account Term (DCA Term). Your election must be in writing.

Currently, you have a choice of two DCA Fixed Accounts:

 

(1) DCA Fixed Account with a DCA Term of six months; or

 

(2) DCA Fixed Account with a DCA Term of 12 months.
 

To the extent permitted by law, we reserve the right to change the duration of the DCA Terms in the future. Your DCA Term will terminate upon payment of the death benefit. You may only participate in one DCA Fixed Account at a time.

How to Participate in the DCA Fixed Account

To participate in the DCA Fixed Account you must apply a new Purchase Payment of $5,000 or greater to a DCA Term or provide us with evidence satisfactory to us that you will apply $5,000 or more to a DCA Term via transfer(s) from another financial institution. Purchase Payments which originate from an annuity contract issued by us or certain of our affiliates cannot be allocated to a DCA Fixed Account. We reserve the right to reject Purchase Payments. You cannot transfer current Contract Value into the DCA Fixed Account. The first DCA transfer will occur five Business Days after we receive all or a portion of the Purchase Payment into the DCA Fixed Account.

You may apply additional Purchase Payments to the current DCA Term. Those additional Purchase Payments will be added to the amount in the current DCA Term and will participate only in the remaining period of the current DCA Term.

We make scheduled monthly transfers from the DCA Fixed Account. The first transfer will occur five Business Days after we receive your payment allocated to the DCA Fixed Account and a completed DCA Fixed Account election form. You may not take partial withdrawals from the DCA Fixed Account.

You may make a one-time transfer of your remaining Contract Value in the DCA Fixed Account into any of the Fund(s), prior to the expiration of your DCA Term. Your transfer will be effective on the Business Day we receive, in Good Order, your Written Request or telephone request at our Service Center. Our Business Day closes when the NYSE closes, usually 4:00 p.m. Eastern Time. If we receive your transfer request in Good Order at our Service Center on a Non-Business Day or after our Business Day closes, your transfer request will be effective on the next Business Day. We reserve the right to assess a fee for processing transactions under the DCA Fixed Account.

If you elect to make an allocation to a DCA Fixed Account, but your Annuity Date will occur prior to the end of that DCA Term, your DCA Term will expire early. It will expire on your Annuity Date. We will transfer any Contract Value remaining in the DCA Fixed Account on your Annuity Date in accordance with your DCA Fixed Account transfer instructions in effect at that time. No amounts will remain in the DCA Fixed Account after your Annuity Date.


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We periodically set the interest rate we credit to the DCA Fixed Account. We will credit an interest rate at a rate not less than the minimum allowed by state law at the time we issue your Contract. The interest rate you will receive for the entire DCA Term is the interest rate in effect on the date your DCA Term begins. We guarantee the interest rate for the full DCA Term.

The Fixed Account

You may allocate Purchase Payments to The Fixed Account. You can also make transfers of your Contract Value into The Fixed Account. You do not participate in the investment performance of the assets in The Fixed Account. Instead, we credit your Contract with interest at a specified rate that we declare in advance. We will credit an interest rate at a rate not less than the minimum allowed by state law at the time we issue your Contract. We reserve the right to change the guaranteed minimum interest rate for newly issued Contracts, subject to applicable state law.

The Funds

Information about each Fund, including its name, type or investment objective, investment adviser(s), expenses and performance is available in an appendix to this Prospectus. See “Appendix A – Funds Available Under the Contract.” There is no assurance that any of the Funds will achieve their stated objectives.

These Funds are only available to insurance company separate accounts and qualified retirement plans, are not available for purchase directly by the general public, and are not the same as other mutual fund portfolios with very similar or nearly identical names and investment goals and policies that are sold directly to the public. While a Fund may have many similarities to these other publicly available mutual funds, you should not expect the investment results of the Fund to be the same as the investment results of those publicly available mutual funds. We do not guarantee or make any representation that the investment results of the Funds will be comparable to the investment results of any other mutual fund, even a mutual fund with the same investment adviser or manager.

The prospectus for each Fund contains more detailed information about the Fund. You may obtain copies of the Fund prospectuses by contacting our Service Center. If you received a summary prospectus for a Fund, please follow the directions on the first page of the summary prospectus to obtain a copy of the full Fund prospectus.

Addition, Removal, Closure or Substitution of Funds

We have the right to change the Funds offered through the Contract, but only as permitted by law. If the law requires, we will also get your approval and the approval of any appropriate regulatory authorities. Changes may only impact certain Contract Owners. Examples of possible changes include: adding new Funds or fund classes; removing existing Funds or fund classes; closing existing Funds or fund classes; or substituting a Fund with a different Fund. New or substitute Funds may have different fees and expenses. We will not add, remove, close or substitute any shares attributable to your interest in a Sub-Account without notice to you and prior approval of the SEC, to the extent required by applicable law. We reserve the right to transfer Separate Account assets to another separate account that we determine to be associated with the class of contracts to which your Contract belongs.

Conflicts of Interest

The Funds available with the Contract may also be available to registered separate accounts offering variable annuity and variable life products of other affiliated and unaffiliated insurance companies, as well as to the Separate Account and other separate accounts of C.M. Life. Although we do not anticipate any disadvantages to this, it is possible that a material conflict may arise between the interests of the Separate Account and one or more of the other separate accounts participating in the Funds. A conflict may occur, for example, as a result of a change in law affecting the operations of variable life and variable annuity separate accounts, differences in the voting instructions of the owners and payees and those of other insurance companies, or some other reason. In the event of a conflict of interest, we will take steps necessary to protect owners and payees, including withdrawing the Separate Account from participation in the Funds involved in the conflict or substituting shares of other funds.

We do not recommend or endorse any particular Fund, and we do not provide investment advice. You are responsible for choosing the Funds, and the amounts allocated to each, that are appropriate for your own individual circumstances and your investment goals, financial situation, and risk tolerance. You bear the risk of any decline in your Contract Value resulting from the performance of the Funds that you choose.

Selection of Funds

When we select the Funds offered through the Contract, we consider various factors, including, but not limited to, asset class coverage, the strength of the adviser’s or sub-adviser’s reputation and tenure, brand recognition, performance, and the capabilities and


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qualifications of each investment firm. We may also consider whether the Fund, its service providers (e.g., the investment adviser or sub-advisers), or its affiliates will make payments to us or our affiliates in connection with certain administrative, marketing, and support services, or whether affiliates of the Fund can provide marketing and distribution support for sales of the Contracts. (For additional information on these arrangements, see the section below entitled “Compensation We Receive from Funds, Advisers and Sub-Advisers.”) We review the Funds periodically and may remove a Fund or limit its availability to new Purchase Payments and/or transfers of Contract Value if we determine that a Fund no longer satisfies one or more of the selection criteria, and/or if the Fund has not attracted significant allocation from Contract Owners.

Compensation We Receive from Funds, Advisers and Sub-Advisers

Compensation We Receive from Advisers and Sub-Advisers

We and certain of our insurance affiliates receive compensation from the advisers and sub-advisers to some of the Funds. We may use this compensation to pay expenses that we incur in promoting, issuing, distributing and administering the Contract and in providing services on behalf of the Funds in our role as intermediary to the Funds. The amount of this compensation is determined by multiplying a specified annual percentage rate by the average net assets held in that Fund that are attributable to the variable annuity and variable life insurance products issued by us and certain of our insurance affiliates that offer the particular Fund. These percentage rates differ, but currently do not exceed 0.25%.

Some advisers and sub-advisers pay us more than others; some do not pay us any such compensation.

The compensation may not be reflected in a Fund’s expenses because this compensation may not be paid directly out of a Fund’s assets. These payments also may be derived, in whole or in part, from the advisory fee deducted from Fund assets. Contract Owners, through their indirect investment in the Funds, bear the costs of these advisory fees (see the Funds’ prospectuses for more information).

In addition, we may receive fixed dollar payments from the advisers and sub-advisers to certain funds so that the adviser and sub-adviser can participate in sales meetings conducted by us. Attending such meetings provides advisers and sub-advisers with opportunities to discuss and promote their funds. For a list of the Funds whose advisers and sub-advisers currently pay such compensation, visit www.MassMutual.com/legal/compensation-arrangements or call our Service Center.

Compensation We Receive from Funds

We and certain of our affiliates also receive compensation from certain Funds pursuant to Rule 12b-1 under the 1940 Act. This compensation is paid out of the Fund’s assets and may be as much as 0.25% of the average net assets of an underlying Fund which are attributable to variable contracts issued by certain of our insurance affiliates. An investment in a Fund with a 12b-1 fee will increase the cost of your investment in the Contract.

Voting Rights

We are the legal owner of the Fund shares. When a Fund solicits proxies in conjunction with a vote of shareholders, we are required to obtain, from you and other Contract Owners, instructions as to how to vote those shares.

When we receive those instructions, we will vote all the shares for which we do not receive voting instructions in proportion to those instructions. This will also include any shares that we own on our own behalf. This may result in a small number of Contract Owners controlling the outcome of a vote. If we determine that we are no longer required to vote shares in accordance with Contract Owner instructions, we will vote the shares in our own right.

During the Accumulation Phase, we determine the number of shares you may vote by dividing your Contract Value in each Fund by $100, including fractional shares. You do not have any voting rights during the Annuity Phase.

We may, when required by state insurance regulatory authorities, disregard voting instructions, if such instructions would require shares to be voted so as to cause a change in the sub-classification or investment objective of a Fund or to approve or disapprove an investment advisory contract for the Fund. In addition, we may disregard voting instructions that would require a change in the investment policy or investment adviser of one or more of the available Funds. Our disapproval of such change must be reasonable and based on a good faith determination that the change would be contrary to state law or otherwise inappropriate, considering the Fund’s objectives and purpose. If we disregard Contract Owner voting instructions, we will advise Contract Owners of our action and the reasons for such action.


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Charges and Deductions

This section describes the charges and deductions we make under the Contract to compensate us for the services and benefits we provide, costs and expenses we incur and risks we assume. We may profit from the charges deducted and we may use any such profits for any purpose, including payment of marketing and distribution expenses. These charges and deductions reduce the return on your investment in the Contract.

Insurance Charges

Each Business Day we deduct our insurance charges from the assets of the Separate Account. This charge is calculated based on a percentage of the daily value of the assets invested in each Fund, after Fund expenses are deducted. We do this as part of our calculation of the value of the Accumulation Units and the annuity units. The insurance charge has two parts:

 

the mortality and expense risk charge; and

 

the administrative charge.
 

Mortality and Expense Risk Charge

The mortality and expense risk is for:

 

the mortality risk associated with the insurance benefits provided, including our obligation to make Annuity Payments after the Annuity Date regardless of how long all Annuitants live, the death benefits, and the guarantee of rates used to determine your Annuity Payments during the Income Phase; and

 

the expense risk that the current charges will be insufficient to cover the actual cost of administering the Contract.
 

We cannot increase the mortality and expense risk charge.

Mortality and Expense Risk Charge

When Charge is Deducted

Current (annual rate)

Maximum (annual rate)

Daily as a percentage of the daily value of the assets invested in each Sub-Account

1.25%

1.25%

For all Contracts, if the amount of the charge is more than sufficient to cover the mortality and expense risk, we will make a profit on the charge. We may use this profit for any purpose, including the payment of marketing and distribution expenses for the Contract. If the mortality and expense risk charge is not sufficient cover the mortality and expense risk, we will bear the loss.

Administrative Charge

This charge reimburses us for the expenses associated with the administration of the Contract and the Separate Account. Some of these expenses are: preparation of the Contract, confirmations, annual reports and statements, maintenance of Contract records, personnel costs, legal and accounting fees, filing fees, and computer and systems costs. If we increase this charge, we will give you 90 days prior notice.

Administrative Charge

When Charge is Deducted

Current (annual rate)

Maximum (annual rate)

Daily as a percentage of the daily value of the assets
invested in each Sub-Account

0.15%

0.25%


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Annual Contract Maintenance Charge

This charge reimburses us for the costs of maintaining the Contract. We will deduct the annual contract maintenance charge proportionately from the Sub-Account(s) you have selected. If we increase this charge, we will give you 90 days prior notice.

Annual Contract Maintenance Charge

Contract Value at Time
Charge is Deducted

When Charge is Deducted

Current (annual rate)

Maximum (annual rate)

Less than $50,000

On each Contract Anniversary and full withdrawal

$30

$60

$50,000 or more(1)

Not applicable

$0

$0

(1) We reserve the right to increase the Contract Value amount at which we will waive this charge to $100,000 as provided by the Contract.

If you make a total withdrawal from your Contract, and the Contract Value is less than $50,000, we will deduct the full annual contract maintenance charge. If your Contract enters the Income Phase on a date other than its Contract Anniversary and the Contract Value is less than $50,000, we will deduct a pro rata portion of the charge.

The maximum charge may vary by state.  See “Appendix F – State Variations of Certain Contract Features.”

Transfer Fee

Although there is currently no charge to transfer Contract Value among the Sub-Accounts, the Company reserves the right to charge $20 per transfer or 2% of the amount that is transferred, whichever is less, in excess of 12 during a single Contract Year. The Company will exercise this right if a significant increase in transfer activity by Contract Owners leads to an increase in costs to administer the Contract.

During the Income Phase, we allow six transfers each calendar year, and they are not subject to a transfer fee.

Transfer Fee

When Charge is Deducted

Current (annual rate)

Maximum (annual rate)

During the Accumulation
Phase Only

Upon each transfer

$0

$20 per transfer or 2% of the amount that is transferred, whichever is less.

Contingent Deferred Sales Charge (CDSC)

We do not deduct a sales charge when we receive a Purchase Payment. However, we may assess a CDSC for withdrawals that exceed the free withdrawal amount. Additionally, in most states, we may assess a Contingent Deferred Sales Charge on amounts applied to Annuity Option E or F.  See “Appendix F – State Variations of Certain Contract Features.”  We use this charge to cover certain expenses relating to the sale of the Contract. The charge is a percentage of the Purchase Payments you withdraw that exceed the free withdrawal amount.

If we assess a CDSC, we will deduct it from the amount you withdraw or apply to Annuity Option E or F.

Each Purchase Payment has its own CDSC schedule. The amount of the charge depends on the amount of the Purchase Payments, the length of time since you made the Purchase Payments, and the amount of your withdrawal or, if applicable, the amount you apply to Annuity Option E or F.


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The Contingent Deferred Sales Charge is assessed as follows:

CDSC

Year Since Purchase
Payment was Accepted

Charge

1

7%

2

6%

3

5%

4

4%

5

3%

6

2%

7

1%

8 and later

0%

See “Appendix C – Contingent Deferred Sales Charge (CDSC) Example.”

After your Purchase Payment has been in the Contract for seven years, there is no charge when you withdraw the Purchase Payment. Each Purchase Payment has its own seven-year sales charge period. We take withdrawals first from earnings, and then from Purchase Payments. For purposes of the Contingent Deferred Sales Charge, we treat withdrawals as coming from the oldest Purchase Payments first.

In addition to the free withdrawals described later in this section, we will not impose a CDSC under the following circumstances.

 

Upon payment of the death benefit.

 

On amounts withdrawn as RMDs, to the extent they exceed the free withdrawal amount. In order to qualify for this exception, the annual RMD must be calculated by us, based solely on the fair market value of the Contract. If you choose to take withdrawals from the Contract to satisfy your RMDs for other qualified assets, a CDSC may apply.

 

Upon application of the Contract Value to any Single Life or Joint and Survivor Life Annuity Option, or to a Period Certain Annuity under Annuity Option E of at least ten years.

 

If you redeem excess contributions from a plan qualifying for special income tax treatment. These types of plans are referred to as qualified plans, including Individual Retirement Annuities (IRAs). We look to the Internal Revenue Code for the definition and description of excess contributions.

 

Under a replacement program offered by us, when the Contract is exchanged for another variable annuity contract issued by us or one of our affiliated insurance companies, of the type and class which we determine is eligible for such an exchange. A CDSC may apply to the contract received in the exchange. A reduced CDSC schedule may apply under the Contract if another variable annuity contract issued by us or one of our affiliated insurance companies is exchanged for the Contract. Exchange programs may not be available in all states. We have the right to modify, suspend or terminate any exchange program any time without prior notification. If you want more information about our current exchange programs, contact your registered representative or us at our Service Center.

 

If you are eligible for waiver of the CDSC due to your election of the Terminal Illness Withdrawal Benefit described in “Additional Benefits.”

 

If you apply your entire Contract Value to purchase a single premium immediate life annuity or a fixed deferred annuity issued by us or one of our affiliates, subject to certain restrictions.

 

On any withdrawals made or amounts applied to an Annuity Option when you reach the latest permitted Annuity Date for your Contract.
 

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Free Withdrawals

You may withdraw, without incurring a Contingent Deferred Sales Charge, the greater of:

 

the part of your Contract Value that is attributable to positive investment results, if any, on the date of withdrawal; or

 

10% of Purchase Payments made to your Contract as of the date of withdrawal reduced by any free withdrawal(s) you previously took during the current Contract Year.
 

We take withdrawals first from any positive investment results, if any, and then from Purchase Payments. If you withdraw an amount which exceeds your investment gain, we will reduce the amount of your remaining Purchase Payments. We will calculate the Contingent Deferred Sales Charge based on your oldest Purchase Payments first.

Any unused free withdrawal amount(s) during any particular Contract Year may not be carried over to any succeeding Contract Year.

See “Appendix B – Free Withdrawal Amount (FWA) Examples.”

Premium Taxes

Some states and other governmental entities charge Premium Taxes or similar taxes. We are responsible for the payment of these taxes and will make a deduction for them from your Contract Value, or we may adjust the annuity rates for Premium Tax assessed. Some of these taxes are due when your Contract is issued, others are due when Annuity Payments begin. Currently we do not charge you for these taxes until you begin receiving Annuity Payments or you make a total withdrawal. We may discontinue this practice and assess the charge when the tax is due. Premium Taxes generally range from 0% to 3.5%, depending on the state.

Income Taxes

We will deduct from the Contract any income taxes which we incur because of the operation of the Separate Account. At the present time, we are not making any such deductions. We will deduct any withholding taxes required by law.

Fund Expenses

The Separate Account purchases shares of the Funds at net asset value. The net asset value of each Fund reflects investment management fees and other expenses already deducted from the assets of the Fund. In addition, one or more of the Funds available as an investment choice may pay a distribution fee out of the Fund’s assets to us known as a 12b-1 fee. Any investment in one or more of the Funds with a 12b-1 fee will increase the cost of your investment in the Contract. Please refer to the Fund prospectuses for more information regarding these expenses.

Ownership

Contract Owner

In this prospectus, “you” and “your” refer to the Contract Owner. The Contract Owner is named at the time you apply for a Contract. The Contract Owner can be an individual or non-natural person (e.g., a corporation, limited liability company, partnership or certain other entities). We will not issue a Contract to you if you have passed Age 85 as of the date we proposed to issue the Contract.

If your Contract is non-qualified and owned by a non-natural person, the Contract will generally not be treated as an annuity for tax purposes. This means that gain in the Contract will be taxed each year while the Contract is in the Accumulation Phase. This treatment is not generally applied to a Contract held by a trust or other entity as an agent for a natural person. Before purchasing a Contract to be owned by a non-natural person or before changing ownership on an existing Contract that will result in it being owned by a non-natural person, you should consult a tax adviser to determine the tax impact. See “Taxes – Non-Natural Owner.”

As the Contract Owner of the Contract, you exercise all rights under the Contract. The Contract Owner names the Beneficiary. You may change the Contract Owner of the Contract at any time prior to the Annuity Date by sending written authorization on our form, in Good Order, to our Service Center. If you change the Contract Owner, the change is subject to our approval. Changing the Contract Owner may result in tax consequences. On and after the Annuity Date, you continue as the Contract Owner.


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Contracts under qualified plans, including section 457 deferred compensation plans, generally must be held by the plan sponsor or plan trustee. Except for TSAs, Keogh plans, and Individual Retirement Annuities (IRAs), an individual cannot be the Contract Owner under a Contract held to fund a qualified plan. Therefore, the individuals covered by the qualified plan have no ownership rights.

Joint Owner

Non-Qualified Contracts can be owned by Joint Owners. Unless prohibited by state law, only you and your spouse can be Joint Owners. We will not issue a Contract to you if either proposed Joint Owner has passed Age 85 as of the date we proposed to issue the Contract. If there are Joint Owners, we require authorization from both Joint Owners for all transactions.

Annuitant

The Annuitant is the person on whose life we base Annuity Payments. You designate the Annuitant at the time of application. We will not issue a Contract to you if the proposed Annuitant has passed Age 85 as of the date we proposed to issue the Contract. You may change the Annuitant before the Annuity Date, subject to our approval. However, the Annuitant may not be changed on a Contract owned by a non-natural person unless the Contract was issued under a plan pursuant to IRC Section 401(a), 408(a), 408(b) or 408A. We will use the Age of the Annuitant to determine all applicable benefits under a Contract owned by a non-natural person.

Beneficiary

The Beneficiary is the person(s) or entity(ies) you name to receive any death benefit. You name the Beneficiary at the time of application. You may change the Beneficiary at any time before you die. To change an irrevocable Beneficiary, we must receive written authorization on our form in Good Order at our Service Center from the irrevocable Beneficiary.

If you are married and your Contract is issued under an ERISA plan, your ability to name a primary Beneficiary other than your spouse is restricted.

Beneficiary IRA

Beneficiary, Inherited, Legacy or “Stretch” IRAs are all terms used to describe an IRA that is used exclusively to distribute death proceeds of an IRA or other qualified investment to the beneficiary over that beneficiary’s life expectancy in order to meet the Required Minimum Distribution (RMD) rules. Upon the contract owner’s death under an IRA or other qualified contract, an “Eligible Designated Beneficiary” may generally establish a Beneficiary IRA by either purchasing a new annuity contract or, in some circumstances, by electing the Beneficiary IRA payout option under the current contract. Until withdrawn, amounts in a Beneficiary IRA continue to be tax-deferred. Amounts withdrawn each year, including amounts that are required to be withdrawn under the RMD rules, are subject to tax.

If the contract owner died on or before December 31, 2019 (on or before December 31, 2021 for participants of a governmental plan or a plan maintained pursuant to a collective bargaining agreement), an individual designated beneficiary, and certain trusts as beneficiary, are treated as Eligible Designated Beneficiaries, and can elect to take distributions over their life expectancy (life expectancy of the oldest trust beneficiary).

However, if the contract owner dies on or after January 1, 2020 (on or after January 1, 2022 for participants of a governmental plan or a plan maintained pursuant to a collective bargaining agreement), only certain designated beneficiaries are treated as Eligible Designated Beneficiaries, and we will only offer the Beneficiary IRA payout option to a designated beneficiary who either (1) is the surviving spouse of the deceased qualified plan participant or IRA owner or, (2) is not more than 10 years younger than the deceased qualified plan participant or IRA owner. In the future, we may allow additional classes of Eligible Designated Beneficiaries to elect the Beneficiary IRA payout option. See “Death Benefit – Beneficiary IRA Election.”


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Purchasing a Contract

We no longer sell the Panorama Premier variable annuity Contract. However, we do continue to administer existing Contracts, and you may continue making additional Purchase Payments to your Contract, subject to the limits described in this section.

Purchase Payments

The minimum amount we accepted for an initial Purchase Payment was:

 

$5,000 if you bought the Contract as a Non-Qualified Contract; or

 

$2,000 if you bought the Contract as a Qualified Contract.
 

If, when you applied for your Contract, you elected to make Purchase Payments under our automatic investment plan option, we allowed you to satisfy the minimum initial payment requirement by making 12 consecutive monthly payments of as little as:

 

$416.66 for a Non-Qualified Contract, or

 

$166.66 for a Qualified Contract.
 

You can make additional Purchase Payments by sending payments to one of our purchase payment processing centers:

 

by check that clearly indicates your name and Contract number mailed to:
 

First Class Mail
MassMutual
Panorama Premier
Annuity Payment Services
PO Box 74908
Chicago, IL 60675-4908

Overnight Mail
MassMutual
Panorama Premier
Annuity Payment Services
5450 N. Cumberland Ave.
Suite 100
Lockbox 74908
Chicago, IL 60656

 

by wire transfer to:
 

JP Morgan Chase Bank
New York, New York
ABA #021000021
C.M. Life Insurance Company
Account #323956297
Reference: Annuity Contract #, Name: (Your Name)

You may also send Purchase Payments to our Service Center.

Additional Purchase Payments of less than $250 are subject to our approval.

The maximum total Purchase Payments we will allow without home office approval is based on your Age when we issued the Contract. The maximum amount is:

 

$1 million up to Age 75; or

 

$500,000 if older than Age 75.
 

If the Contract Owner is not a natural person, these Purchase Payment limits will apply to the Annuitant’s Age. If there are Joint Owners, Age refers to the oldest Contract Owner.

Age is as of the nearest birthday. For example, Age 80 is generally the period of time between age 79 years, 6 months and 1 day and age 80 and 6 months. See “Age.”

We have the right to reject any application or Purchase Payment.

Automatic Investment Plan (AIP)

Under the AIP, you may authorize us to periodically draw funds from an account of your choosing (restrictions may apply) for the purpose of making Purchase Payments to your Contract. Contact our Service Center for information regarding setting up an AIP and any restrictions regarding use of the AIP.


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Allocation of Purchase Payments

When you purchased your Contract, we allocated your Purchase Payment among the investment choices according to the allocation instructions you provided. If you make additional Purchase Payments, we will allocate them based on your current allocation instructions, unless you request a different allocation by sending us a Written Request.

Any allocations to the Sub-Accounts that invest in the Funds that you have selected must be in whole percentages and must total 100%.

If you add more money to your Contract by making additional Purchase Payments, we will credit these amounts to your Contract on the Business Day we receive them and all necessary information in Good Order at our Service Center or lockbox. If we receive your Purchase Payment at our Service Center or lockbox on a Non-Business Day or after the Business Day closes, we will credit the amount to your Contract effective the next Business Day. Our Business Day closes when the New York Stock Exchange (NYSE) closes, usually 4:00 p.m. Eastern Time.

Contract Value

Your Contract Value is the sum of your value in the Sub-Accounts and the fixed account(s).

The value of your investments in the Separate Account will vary depending on the investment performance of the Funds you choose. In order to keep track of your Contract Value in the Separate Account, we use a unit of measure called an Accumulation Unit.

During the Income Phase of your Contract, we call the unit an annuity unit if a variable Annuity Option is elected.

Accumulation Units

During the Accumulation Phase, Accumulation Units shall be used to account for all amounts allocated to or withdrawn from the Sub-Accounts as a result of Purchase Payments, withdrawals, transfers, or fees and charges. The Company will determine the number of Accumulation Units of a Sub-Account purchased or sold. This will be done by dividing the amount allocated to (or the amount withdrawn from) the Sub-Account by the dollar value of one Accumulation Unit of the Sub-Account as of the end of the Business Day during which the transaction is received in Good Order at our Service Center.

The Accumulation Unit value for each Sub-Account was arbitrarily set initially at $10. Subsequent Accumulation Unit values for each Sub-Account are determined for each day in which the New York Stock Exchange is open for business (Business Day) by multiplying the Accumulation Unit value for the immediately preceding Business Day by the net investment factor for the Sub-Account for the current Business Day.

The net investment factor for each Sub-Account is determined by dividing A by B and subtracting C where:

 

  A is (i) the net asset value per share of the funding vehicle or portfolio of a funding vehicle held by the Sub-Account for the current Business Day; plus (ii) any dividend per share declared on behalf of such funding vehicle or portfolio of a funding vehicle that has an ex-dividend date within the current Business Day; less (iii) the cumulative charge or credit for taxes reserved which is determined by the Company to have resulted from the operation or maintenance of the Sub-Account.

 

  B is the net asset value per share of the funding vehicle or portfolio held by the Sub-Account for the immediately preceding Business Day, minus the cumulative charge or credit for taxes reserved which is determined by C.M. Life to have resulted from the operation or maintenance of the Sub-Account as of the immediately preceding Business Day.

 

  C is the cumulative charge since the immediately preceding Business Day for the insurance charges.
 

The Accumulation Unit value may increase or decrease from Business Day to Business Day.


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Example:

On Monday we receive an additional Purchase Payment of $5,000 from you. You have told us you want this to go to the MML Managed Bond Sub-Account. When the NYSE closes on that Monday, we determine that the value of an Accumulation Unit for the MML Managed Bond Sub-Account is $13.90. We then divide $5,000 by $13.90 and credit your Contract on Monday night with 359.71 Accumulation Units for the MML Managed Bond Sub-Account.

Right to Cancel Your Contract

You have a right to examine your Contract (sometimes referred to as a free look period). If you change your mind about owning your Contract, you can cancel it within ten calendar days after receiving it. However, this time period may vary by state. When you cancel the Contract within this time period, we will not assess a CDSC. Unless your state has other requirements, you will receive back your Contract Value as of the Business Day we receive your Contract and your Written Request in Good Order at our Service Center, and your Contract will be terminated. If you purchase the Contract as an IRA, we will return the greater of your Purchase Payments less any withdrawals, or the Contract Value. Please see “Appendix F – State Variations of Certain Contract Features” for more information about state variations.

Sending Requests in Good Order

From time to time you may want to submit a request for transfer among investment choices, a withdrawal, a change of Beneficiary, or some other action. We can only act upon your request if we receive it in “Good Order.” Generally, your request must include the information and/or documentation we need to complete the action without using our own discretion to carry it out. Additionally, some actions may require that you submit your request on our form. We may, in our sole discretion, determine whether any particular transaction request is in Good Order, and we reserve the right to change or waive any Good Order requirements at any time. To help protect against unauthorized or fraudulent telephone instructions, we will use reasonable procedures to confirm that telephone instructions given to us are genuine. We may record all telephone instructions.

In addition to Written Requests, we may allow requests to our Service Center:

 

by fax at (866) 329-4272,

 

by email at ANNfax@MassMutual.com,

 

by telephone at (800) 272-2216, or

 

by internet at www.MassMutual.com.
 

Fax, telephone, email, or internet transactions may not always be available. Fax, telephone, email, and computer systems can experience outages or slowdowns for a variety of reasons. These outages or slowdowns may prevent or delay our receipt of your request. We may make these additional methods available at our discretion. They may be suspended or discontinued at any time without notice. Not all transaction types can be requested by fax, telephone, email, or the internet.

Transfers and Transfer Programs

General Overview

Generally, you can transfer all or part of your Contract Value among investment choices. However, there are restrictions that are detailed later in this section. You can make transfers by Written Request, email, telephone, fax, or other authorized means. You must clearly indicate the amount and investment choices from and to which you wish to transfer.

We reserve the right, at any time and without prior notice to any party, to terminate, suspend, or modify the transfer provisions of this Contract.

Your registered representative may provide us with instructions on your behalf involving Fund transfers subject to our rules and requirements, including the restrictions on frequent trading and market timing activities.

Your transfer is effective at the Close of Business on the Business Day we receive your Written Request, in Good Order, at our Service Center. If we receive your transfer request at our Service Center in Good Order on a Non-Business Day or after the Close of Business, your transfer request will be effective on the next Business Day.


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Transfers During the Accumulation Phase

References to “The Fixed Account” pertain only to The Fixed Account and not the DCA Fixed Accounts. For DCA Fixed Account transfer rules see General Information about Massachusetts Mutual Life Insurance Company, the Separate Account and the Investment Choices – The Fixed Accounts – DCA Fixed Accounts.”

You may transfer all or part of your Contract Value allocated to a Sub-Account or The Fixed Account. You can make a transfer to or from any Sub-Account and to or from The Fixed Account. During the Accumulation Phase, we currently do not assess a transfer fee. However, we reserve the right to only allow 12 free transfers per calendar year and charge $20 or 2% of the amount that is transferred, whichever is less, for each additional transfer in excess of 12.

The following rules apply to any transfer during the Accumulation Phase:

 

Currently, the minimum amount which you can transfer is:

 

$100; or

 

the entire value in a Sub-Account, if less.

 

  We reserve the right to impose a minimum transfer amount of $1,000. Currently, we do not require that a minimum balance remain in a Sub-Account after a transfer. However, we reserve the right to require that $1,000 remain in the Sub-Account after a transfer unless you transfer your entire Contract Value in the Sub-Account. We waive these requirements if the transfer is made in connection with the Automatic Rebalancing Program.

 

You must clearly indicate the amount and investment choices from and to which you wish to transfer.

 

During any Contract Year, we limit transfers out of The Fixed Account to the greater of $30,000 or 30% of your Contract Value in The Fixed Account as of the end of the previous Contract Year. However, if you transfer 30% of your Contract Value in The Fixed Account for three consecutive Contract Years, your transfer in the fourth consecutive Contract Year may be for the entire amount in The Fixed Account, provided that you have not applied payments or transferred Contract Value into The Fixed Account from the time the first annual transfer was made. We measure a Contract Year from the anniversary of the day we issued your Contract.

 

    Transfers out of The Fixed Account are done on a first-in, first-out basis. In other words, amounts attributed to the oldest Purchase Payments are transferred first; then amounts attributed to the next oldest Purchase Payments are transferred; and so on.

 

We consider The Fixed Account and a money market Fund to be “competing accounts.” Transfers between competing accounts are not allowed. For a period of 90 days following a transfer out of a competing account, no transfers may be made into the other competing account. In addition, for a period of 90 days following a transfer into a competing account, no transfers may be made out of the other competing account.
 

Transfers During the Income Phase

During the Income Phase, we allow six transfers each calendar year, and they are not subject to a transfer fee. You cannot transfer from the General Account to a Fund, but you can transfer from one or more Funds to the General Account once a Contract Year. The minimum amount which you can transfer is $1,000 or your entire interest in the Fund, if less. After a transfer, the minimum amount which must remain in a Fund is $1,000 unless you have transferred the entire value.

Transfer Programs

For detailed rules and restrictions pertaining to these programs and instructions for electing a program, contact our Service Center.

Overview

We currently offer the following transfer programs: Dollar Cost Averaging Program, Automatic Rebalancing Program, and Interest Sweep Option.

These programs are only available during the Accumulation Phase of your Contract. You may participate only in one of these programs at any one time.

You may not participate in these programs if you have a current election of a DCA Fixed Account.


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Dollar Cost Averaging Program

This program allows you to systematically transfer a set amount or percentage from a selected Sub-Account to any of the other Sub-Account(s). By allocating amounts on a regular schedule as opposed to allocating the total amount at one particular time, you may be less susceptible to the impact of market fluctuations. Dollar cost averaging does not assure a profit and does not protect you against loss in declining markets. Since dollar cost averaging involves continuous investment in securities regardless of fluctuating price levels of such securities, you should consider your financial ability to continue the program through periods of fluctuating price levels.

Your Dollar Cost Averaging Program will terminate:

 

if you withdraw the total Contract Value;

 

upon payment of the death benefit;

 

if the last transfer you selected has been made;

 

if you apply your full Contract Value to an Annuity Option;

 

if there is insufficient Contract Value in the selected Sub-Account to make the transfer; or

 

if we receive from you a Written Request or a request over the telephone at our Service Center to terminate the program prior to the next transfer date.
 

Automatic Rebalancing Program

Over time, the performance of each Sub-Account may cause your allocation to shift from your original allocation. You can direct us to automatically rebalance your Contract Value allocated to the Sub-Accounts in order to return to your original percentage allocations by selecting our Automatic Rebalancing Program. Contract Value allocated to the fixed accounts cannot participate in the Automatic Rebalancing Program.

This program will terminate:

 

if you withdraw the total Contract Value;

 

upon payment of the death benefit;

 

if you apply your full Contract Value to an Annuity Option;

 

if we receive any unscheduled transfer request; or

 

if we receive from you a Written Request or request over the telephone at our Service Center to terminate the program prior to the next transfer date.
 

Interest Sweep Option

Under this program, we will automatically transfer earnings from your Contract Value in The Fixed Account to any one Fund or combination of Funds that you select. By allocating these earnings to the Funds, you can pursue further growth in the value of your Contract through more aggressive investments. However, the Interest Sweep Option does not assure a profit and does not protect against loss in declining markets.

This program will terminate:

 

if, as the result of a withdrawal, you no longer have Contract Value in The Fixed Account;

 

if, at time of transfer, no interest is available for transfer (for example, if the interest earned is required to cover Contract related charges or has been part of a partial withdrawal);

 

if you apply your full Contract Value to an Annuity Option;

 

upon payment of the death benefit; or

 

if we receive from you a Written Request or request over the telephone at our Service Center to terminate the program prior to the next transfer date.
 

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Limits on Frequent Trading and Market Timing Activity

The Contract and its investment choices are not designed to serve as vehicles for what we have determined to be frequent trading or market timing trading activity. We consider these activities to be abusive trading practices that can disrupt the management of a Fund in the following ways:

 

by requiring the Fund to keep more of its assets liquid rather than investing them for long-term growth, resulting in lost investment opportunity; and

 

by causing unplanned portfolio turnover.
 

These disruptions, in turn, can result in increased expenses and can have an adverse effect on Fund performance that could impact all Contract Owners and Beneficiaries under the Contract, including long-term Contract Owners who do not engage in these activities. Therefore, we discourage frequent trading and market timing trading activity and will not accommodate frequent transfers of Contract Value among the Funds. Organizations and individuals that intend to trade frequently and/or use market timing investment strategies should not purchase the Contract.

We have adopted policies and procedures to help us identify those individuals or entities that we determine may be engaging in frequent trading and/or market timing trading activities. We monitor trading activity to uniformly enforce those procedures. However, those who engage in such activities may employ a variety of techniques to avoid detection. Our ability to detect frequent trading or market timing may be limited by operational or technological systems, as well as by our ability to predict strategies employed by Contract Owners (or those acting on their behalf) to avoid detection. Therefore, despite our efforts to prevent frequent trading and the market timing of Funds among the Sub-Accounts, there can be no assurance that we will be able to identify and curtail every instance of trading of those who trade frequently or those who employ a market timing strategy or those who act as intermediaries on behalf of such persons. Moreover, our ability to discourage and restrict frequent trading or market timing may be limited by decisions of state regulatory bodies and court orders that we cannot predict.

In addition, some of the Funds are available with variable products issued by other insurance companies. We do not know the effectiveness of the policies and procedures used by these other insurance companies to detect frequent trading and/or market timing. As a result of these factors, the Funds may reflect lower performance and higher expenses across all Contracts as a result of undetected abusive trading practices.

If we, or any investment adviser to any of the Funds available with the Contract, determine that a Contract Owner’s transfer patterns reflect frequent trading or employment of a market timing strategy, we will allow the Contract Owner to submit transfer requests by regular mail only. We will not accept other Contract Owner transfer requests if submitted by overnight mail, fax, the telephone, our website, or any other type of electronic medium. Additionally, we may reject any single trade that we determine to be abusive or harmful to the Fund. Orders for the purchase of Fund shares may be subject to acceptance by the Fund. Therefore, we reserve the right to reject, without prior notice, any Fund transfer request if the investment in the Fund is not accepted for any reason.

The Funds may assess a redemption fee (which we reserve the right to collect) on shares held for a relatively short period. The prospectuses for the Funds describe the Funds’ frequent trading and market timing policies and procedures, which may be more or less restrictive than the policies and procedures we have adopted. We have entered into a written agreement, as required by SEC regulation, with each Fund or its principal underwriter that obligates us to provide to the Fund promptly upon request certain information about the trading activity of individual Contract Owners, and to execute instructions from the Fund to restrict or prohibit further purchases or transfers by specific Contract Owners who violate the frequent trading or market timing policies established by the Fund.

Contract Owners and other persons with interests in the Contracts should be aware that the purchase and redemption orders received by the Funds generally are “omnibus” orders from intermediaries, such as retirement plans or separate accounts funding variable insurance contracts. The omnibus orders reflect the aggregation and netting of multiple orders from individual owners of variable contracts and/or individual retirement plan participants. The omnibus nature of these orders may limit the Funds in their ability to apply their frequent trading or market timing policies and procedures. It may also require that we restrict or prohibit further purchases or transfers as requested by a Fund on all Contracts owned by a Contract Owner whose trading activity under one variable Contract has violated a Fund’s frequent trading or market timing policy. If a Fund believes that an omnibus order reflects one or more transfer requests from Contract Owners engaged in frequent trading or market timing activity, the Fund may reject the entire omnibus order.

We will notify you in writing if we reject a transfer or if we implement a restriction due to frequent trading or the use of market timing investment strategies. If we do not accept a transfer request, no change will be made to your allocations per that request. We will then allow you to resubmit the rejected transfer by regular mail only.


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Additionally, we may in the future take any of the following restrictive actions that are designed to prevent the employment of a frequent trading or market timing strategy:

 

not accept transfer instructions from a Contract Owner or other person authorized to conduct a transfer;

 

limit the number of transfer requests that can be made during a Contract Year; and

 

require the value transferred into a Fund to remain in that Fund for a particular period of time before it can be transferred out of the Fund.
 

We will apply any restrictive action we take uniformly to all Contract Owners we believe are employing a frequent trading or market timing strategy. These restrictive actions may not work to deter frequent trading or market timing activity.

We reserve the right to revise our procedures for detecting frequent trading and/or market timing at any time without prior notice if we determine it is necessary to do so in order to better detect frequent trading and/or market timing, to comply with state or federal regulatory requirements, or to impose different restrictions on frequent traders and/or market timers. If we modify our procedures, we will apply the new procedure uniformly to all Contract Owners.

The Income Phase

Overview

If you want to receive regular income from your annuity, you can elect to apply your Contract Value so that you can receive fixed and/or variable Annuity Payments under one of the Annuity Options described in this section. We may base Annuity Payments on the Age and sex of the Annuitant(s) under all options except Annuity Option E. We may require proof of Age and sex before Annuity Payments begin. Some states require us to use unisex rates.  See ‘‘Appendix F – State Variations of Certain Contract Features.’’

If your Contract Value is less than $2,000 on the Annuity Date, we will pay you a lump sum rather than a series of Annuity Payments. If any Annuity Payment is less than $100, we reserve the right to change the payment basis to equivalent quarterly, semi-annual, or annual payments.

Electing an Annuity Option

On the Annuity Date, we must have written instructions in Good Order at our Service Center regarding your Annuity Option choice, including whether you want fixed and/or variable payments.

If on the Annuity Date we do not have your instructions, we will assume you elected Option B with ten years of payments guaranteed. We will use Contract Value in the Funds to provide a variable portion of each Annuity Payment and Contract Value in The Fixed Account and the DCA Fixed Account, if any, to provide a fixed portion of each Annuity Payment. If your Contract is a Qualified Contract, we may default you to a different Annuity Option in order to comply with requirements applicable to qualified plans.

Annuity Payment Start Date

You can choose the day, month and year in which Annuity Payments begin; however, the day must be between the 1st and 28th day of the month. We call that date the Annuity Date. According to your Contract, your Annuity Date cannot be earlier than five years after you buy the Contract. However, we currently allow you to select an Annuity Date that is at least 30 days after you purchase your Contract.

You chose your Annuity Date when you purchased your Contract. After you purchased your Contract, you can request an earlier Annuity Date by Written Request. If you elect an Annuity Date earlier than your Latest Permitted Annuity Date, you can request that we delay your Annuity Date by Written Request or by telephone any time before or on the Annuity Date.

Latest Permitted Annuity Date

Annuity Payments must begin by the earlier of:

 

the 90th birthday of the Annuitant or oldest joint Annuitant;

 

your 90th birthday if you are not the Annuitant or the 90th birthday of the oldest Joint Owner; or

 

the latest date permitted under state law.
 

Upon Written Request we will defer the Annuity Date up to the 100th birthday.


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Annuity Payments

On the Annuity Date, you will begin receiving Annuity Payments under the Annuity Option that you elected. Generally, the more frequently the Annuity Payments will be made or the longer the Annuity Phase will last, the lower the amount of the Annuity Payments will be.

Fixed Annuity Payments

If you choose fixed payments, the payment amount will not vary. The amount of your Annuity Payments will depend upon the following:

 

the value of your Contract on the Annuity Date;

 

the Annuity Option you elect;

 

the Age and sex of the Annuitant or joint Annuitants, if applicable;

 

the minimum guaranteed payout rates associated with your Contract;

 

the deduction of a Contingent Deferred Sales Charge (may be deducted under Annuity Options E and F only); and

 

the deduction of Premium Taxes, if applicable.
 

If the single premium immediate annuity rates offered by MassMutual on the Annuity Date are more favorable than the minimum guaranteed rates listed in your Contract, those rates will be used.

Variable Annuity Payments

If you choose variable payments, the payment amount will vary with the investment performance of the Funds you elect. The first payment amount will depend on the following:

 

the value of your Contract on the Annuity Date;

 

the Annuity Option you elect;

 

the Age and sex of the Annuitant or joint Annuitants, if applicable;

 

the minimum guaranteed payout rates associated with your Contract;

 

an assumed investment rate (AIR) of 4% per year;

 

the deduction of a Contingent Deferred Sales Charge (may be deducted under Annuity Options E and F only); and

 

the deduction of Premium Taxes, if applicable.
 

Future variable payments will depend on the performance of the Funds you elected. If the actual performance on an annualized basis exceeds the 4% assumed investment rate plus the deductions for expenses, your Annuity Payments will increase. Similarly, if the actual rate is less than 4% annualized plus the amount of the deductions, your Annuity Payments will decrease. For additional information, see “Annuity Payments” in the Statement of Additional Information.

Annuity Unit Values

In order to keep track of the value of your variable Annuity Payments, we use a unit of measure called an annuity unit. The value of your annuity units will fluctuate to reflect the investment performance of the Funds you elected. We calculate the number of your annuity units at the beginning of the Income Phase. During the Income Phase, the number of annuity units will not change unless you make a transfer; make a withdrawal as permitted under certain Annuity Options; or you elect an Annuity Option with reduced payments to the survivor and those payments to the survivor commence.

Annuity Options

The available Annuity Options are listed in this section in the Annuity Options table. We may consent to other plans of payment in addition to those listed. After Annuity Payments begin, you cannot change the Annuity Option, the frequency of Annuity Payments, or make withdrawals, except as described under Annuity Options E and F.


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RMDs for Qualified Contracts

In order to avoid adverse tax consequences, you should begin to take distributions from your Contract no later than the beginning date required by the IRC. These distributions can be withdrawals or Annuity Payments. The distributions should be at least equal to the minimum amount required by the IRC or paid through an Annuity Option that complies with the RMD rules of IRC Section 401(a)(9). If your Contract is an individual retirement annuity, the required beginning date is no later than April 1 of the calendar year after you reach the “applicable age” specified in IRC Section 401(a)(9)(C). If you  were born after December 31, 1950 and before January 1, 1960, your applicable age is 73. If you were born after December 31, 1959, your applicable age is 75. Previously, the age at which RMDs were required to begin was 70½ for those born before July 1, 1949, and 72 for those born after June 30, 1949 and before January 1, 1951. For qualified plans and tax-sheltered annuities, if you are still working for the sponsor when you reach the specified RMD age, you may defer RMDs until the year in which you retire. The option of deferring to retirement is not available if you are a 5% or greater owner of the employer sponsoring your qualified plan.

Limitations on Annuity Options

If you purchased the Contract as a Qualified Contract, the RMD rules that apply to annuitized Contracts during your lifetime may impose restrictions on which Annuity Option you may elect. In addition, in order to ensure that the Contract will comply with the RMD requirements that apply upon your death, you may not elect a joint and survivor Annuity Option with a non-spouse joint Annuitant who is more than 10 years younger than you. Furthermore, if your Contract is issued under an ERISA plan, and you are married when your Contract enters the Income Phase, your ability to elect certain Annuity Options may be limited and/or require spousal consent.

Annuity Options

We may consent to other plans of payment in addition to those listed, including a Joint and Last Survivor Annuity with Period Certain. For Qualified Contracts, if, upon the death of the Contract Owner (Annuitant if the Contract is owned by a non-natural person), there are Annuity Payments remaining, we may shorten the remaining payment period in order to ensure that payments do not continue beyond the 10 year post-death distribution period provided under IRC Section 401(a)(9), or beyond the Beneficiary’s life or life expectancy for certain classes of Beneficiaries, such as a spouse or an individual who is not more than 10 years younger than the decedent.  

Lifetime Contingent Options (variable and/or fixed payments)

Annuity Option A

Life Income

Annuity Option B

Life Income
with Period Certain

Annuity Option C

Joint and Last
Survivor Annuity

Annuity Option D

Joint and 2/3
Survivor Annuity

Number of Annuitants

One

One

Two

Two

Length of Payment Period

For as long as the Annuitant lives.

For a guaranteed period of either 5, 10 or 20 years or as long as the Annuitant lives, whichever is longer.

For as long as either Annuitant lives.

For as long as either Annuitant lives.

Annuity Payments After Death

None. All payments end upon the Annuitant’s death.

When the Annuitant dies, if there are remaining guaranteed payments, the Beneficiary(ies) may elect to continue receiving remaining guaranteed payments or the Beneficiary(ies) may elect a lump sum payment equal to the commuted value of the remaining guaranteed Annuity Payments.(1)

100% of the payment will continue during the lifetime of the surviving Annuitant. No payments will continue after the death of both Annuitants.

Payments will continue during the lifetime of the surviving Annuitant and will be computed on the basis of two-thirds of the Annuity Payment (or units) in effect during the joint lifetime. No payments will continue after the death of both Annuitants.

(1) In the event that remaining Annuity Payments are commuted, we compute the value of the remaining guaranteed Annuity Payments at an interest rate determined by us.  In some states, the commuted value may be subject to a CDSC.  See “Appendix F – State Variations of Certain Contract Features.”

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Non-Lifetime Contingent Options (variable and/or fixed payments)

Annuity Option E

Period Certain Annuity

Annuity Option F

Special Income Settlement Agreement

Number of Annuitants

One

Determined in accordance with terms agreed upon in writing by both you and us.

Length of Payment Period

For a specified period no less than five years and no greater than 30 years.

Determined in accordance with terms agreed upon in writing by both you and us.

Withdrawal Option/ Switch Annuity Option

If, after you begin receiving payments, you would like to receive all or part of the commuted value of the remaining guaranteed payments under this Annuity Option at any time, you may elect to receive it in a lump sum or have it applied to another Annuity Option. If you so elect, your future payments will be adjusted accordingly.(1)

If we agree to pay you a variable Annuity Payment for a specified period of time under this Annuity Option, and after you begin receiving payments, you would like to receive all or part of the commuted value of the remaining guaranteed payments under this Annuity Option at any time, you may elect to receive it in a lump sum or have it applied to another Annuity Option. If you so elect, your future payments will be adjusted accordingly.(1)

Contingent Deferred Sales Charge

In most states, we will deduct a Contingent Deferred Sales Charge if you apply your Contract Value to Annuity Options E and F and the period certain is less than 10 years. If it is permitted in your state, but we do not deduct a Contingent Deferred Sales Charge at that time, we will deduct a Contingent Deferred Sales Charge if you subsequently request a commuted lump sum payment to yourself or a commuted value to apply to another Annuity Option.(1)

Annuity Payments After Death

When the Annuitant dies, if there are remaining guaranteed payments, the Beneficiary(ies) may elect to continue receiving remaining guaranteed payments or the Beneficiary(ies) may elect a lump sum payment equal to the commuted value of the remaining guaranteed Annuity Payments. We will not deduct a Contingent Deferred Sales Charge.(1)
We will waive the Contingent Deferred Sales Charge if you commence Annuity Payments because you have reached the Latest Permitted Annuity Date (see (1), (2) and (3) under “The Income Phase – Annuity Payment Start Date”).

(1) In the event that remaining Annuity Payments are commuted, we compute the value of the remaining guaranteed Annuity Payments at an interest rate determined by us.

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Benefits Available Under the Contract

The following table summarizes information about the benefits available under the Contract.

Benefit

Purpose

Benefit is Standard or Optional

Fee

Restrictions/Limitations

Basic Death Benefit

Prior to you or the oldest Joint Contract Owner reaching Age 75, upon your death, we will pay your designated Beneficiaries the greater of (1) the Contract Value determined as of the Business Day we receive both due proof of death and an election of the payment method in Good Order at our Service Center; or (2) an amount based on your Purchase Payments less withdrawals and any applicable charges; or (3) your Contract Value on the most recent three year Contract Anniversary, plus any subsequent Purchase Payments, less any subsequent withdrawals, including any applicable charges.

After you or the oldest Joint Owner reaches Age 75, upon your death, we will pay your designated Beneficiaries the greater of (1) the Contract Value determined as of the Business Day we receive both due proof of death and an election of the payment method in Good Order at our Service Center; or (2) an amount based on your Purchase Payments less withdrawals and any applicable charges; or (3) your Contract Value on the most recent three year Contract Anniversary prior to the Contract Owner or the oldest Joint Owner reaching Age 75, plus any subsequent Purchase Payments, less any subsequent withdrawals, including any applicable charges.

Standard

None

This benefit terminates upon full surrender or annuitization of the Contract Value.

For Contracts issued on or after October 1, 2003 (subject to state approval and implementation), Purchase Payments are “adjusted for” any withdrawals rather than “less any” withdrawals. See “Death Benefit – Adjusted for Any Withdrawals or Less Any Withdrawals” for an explanation of the different meanings of these phrases.

For Contracts issued on or after October 1, 2003, withdrawals result in a pro-rata adjustment to the death benefit amount, so the death benefit amount may be reduced by more than the actual dollar amount of the withdrawals.


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Benefit

Purpose

Benefit is Standard or Optional

Fee

Restrictions/Limitations

Ratchet Death Benefit

Upon your death, we will pay your designated Beneficiaries the greater of (1) the Contract Value determined as of the Business Day we receive both due proof of death and an election of the payment method in Good Order at our Service Center or (2) the annual ratchet death benefit amount.

When the Contract Owner, the oldest Joint Owner, or the Annuitant reaches Age 80, the death benefit is the greater of (1) the Contract Value determined as of the Business Day we receive both due proof of death and an election of the payment method in Good Order at our Service Center or (2) the annual ratchet death benefit amount calculated on the Contract Anniversary just prior to Age 80, and adjusted for subsequent Purchase Payments and/or partial withdrawals including any applicable charges.

Optional

Maximum Charge:

0.35% of Contract Value if Age 60 or less on Issue Date

0.50% of Contract Value if Age 61 to 70 on Issue Date

0.70% of Contract Value if Age 71 or older on Issue Date

Current Charge:

0.15% of Contract Value

This benefit is only available for Contracts purchased on or after May 1, 2000.

This benefit may only be elected when we issue your Contract.

You, or the oldest Joint Owner or the Annuitant if the Contract is purchased by a non-natural entity, must have been Age 80 or younger to elect this benefit.

Automatic Rebalancing Program

Automatically rebalances the Sub-Accounts you select to maintain your original percentage allocation of Contract Value

Optional

None

Cannot use if the Dollar Cost Averaging Program, DCA Fixed Account, or Interest Sweep Option are in effect.

DCA Fixed Account

Automatically transfers specific amount of a Contract Value from the DCA Fixed Account to the Sub-Accounts you have selected, at set intervals over a period of either six or twelve months

Optional

None

You can only participate in one
DCA Fixed Account at a time.

Must apply a Purchase Payment of at least $5,000 to a DCA term.

You cannot transfer current Contract Values into the DCA Fixed Account.

Dollar Cost Averaging Program

Automatically transfers a specific amount of Contract Value from a Sub-Account to other Sub-Accounts you have selected, at set intervals

Optional

None

Cannot use if the Automatic Rebalancing Program, DCA Fixed Account, or Interest Sweep Option are in effect.

Systematic Withdrawal Program

Automatically withdraws a specific amount of Contract Value proportionally from all Sub-Accounts you have selected

Optional

None

In order to participate in this program:
(1)   there must be at least $25,000 in
      Contract Value, and
(2)   the minimum withdrawal amount
      must be $100.

Interest Sweep Option

Automatically transfers earnings from your Contract Value in The Fixed Account to any one Sub-Account or combination of Sub-Accounts you select

Optional

None

In order to participate in this program there must be at least $5,000 in Contract Value.

Cannot use if the Automatic Rebalancing Program, DCA Fixed Account, or Dollar Cost Averaging Program are in effect.


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Benefit

Purpose

Benefit is Standard or Optional

Fee

Restrictions/Limitations

Annual Credit

Provides a 0.15% increase to your Contract Value allocated to the Funds on each Contract Anniversary

Standard

None

This benefit is only available for Contracts issued on or after September 10, 2001.

This benefit does not include Contract Value allocated to the fixed accounts.

Terminal Illness Benefit

Allows payment of death benefit if diagnosed with a terminal illness or condition

Optional

None

We require proof that you are terminally ill, including, but not limited to, certification by a state licensed medical practitioner.

Payment of the Terminal Illness Benefit will terminate the Contract.

May not be available in all states. See “Appendix F – State Variations of Certain Contract Features.”

Some of the benefits identified in the Benefits Available Under the Contract table are described in more detail following the table and other benefits are disclosed in more detail in other sections of the prospectus.

Death Benefit

Death of Contract Owner During the Accumulation Phase

If any Contract Owner dies during the Accumulation Phase, we will pay a death benefit to the primary Beneficiary. If any Contract Owner dies, we will treat the surviving Joint Owner as the primary Beneficiary and treat any other Beneficiary designation, on record at the time of death, as a contingent Beneficiary, unless both Joint Owners have submitted a Written Request to our Service Center, in Good Order, requesting otherwise.

The Beneficiary may request that the death benefit be paid under one of the death benefit options. If your Contract is a Non-Qualified Contract or is held as a traditional IRA (including SEP IRAs) or Roth IRA and the sole primary Beneficiary is your surviving spouse, he or she may elect to become the Contract Owner. See “Death Benefit – Death Benefit Payment Options During the Accumulation Phase.”

Death Benefit During the Accumulation Phase

The basic death benefit is the only death benefit available to Contract Owners who purchased their Contracts prior to May 1, 2000. Subject to state availability, if you purchased your Contract on or after May 1, 2000, the ratchet death benefit was also available. However, if you were Age 80 or over when we issued your Contract, the ratchet death benefit was not available.

You select one of the available death benefits when we issue your Contract. After we issue your Contract, you may not change your death benefit selection.

If you select the ratchet death benefit, you will pay an additional charge. We will automatically pay a death benefit under the basic death benefit unless you have selected the ratchet death benefit.

Adjusted for Any Withdrawals or Less Any Withdrawals

In this prospectus we describe the formulas we use to determine death benefit amounts. In some formulas we use the language “adjusted for any withdrawals” and in other formulas we use the language “less any withdrawals.” These phrases have different meanings.


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Adjusted for Any Withdrawals

If you take a withdrawal, we adjust your death benefit by using the percentage of Contract Value withdrawn to lower the death benefit by the same percentage. We use the phrase “adjusted for any withdrawals” to describe this treatment of withdrawals within our formulas. Because this adjustment uses the percent of Contract Value withdrawn, the death benefit may be reduced by more than the actual dollar amount of the withdrawal. The reduction will be greater when the value of your Contract investment choices is lower due to market performance or other variables.

Less Any Withdrawals

If you take a withdrawal, we lower your death benefit by subtracting the dollar amount of the withdrawal. We use the phrase “less any withdrawals” to describe this treatment of withdrawals within our formulas.

References to Age

Age is as of the nearest birthday. For example, Age 80 is generally the period of time between age 79 years, 6 months and 1 day and age 80 and 6 months. See “Age.”

Basic Death Benefit

The death benefit paid will be the amount calculated (and adjusted for any applicable charges) as of the Business Day we receive due proof of death and election of the payment method in Good Order at our Service Center. From the time the death benefit is determined until complete distribution is made, any amount in a Sub-Account will be subject to investment risk. As a result, the death benefit amount may increase or decrease over time. The risk is borne by the Beneficiary(ies).

The basic death benefit before you or the oldest Joint Owner reaches Age 75 will be the greater of:

 

your Contract Value; or

 

your Purchase Payments, less any withdrawals and any applicable charges; or

 

your Contract Value on the most recent three year Contract Anniversary, plus any subsequent Purchase Payments, less any subsequent withdrawals including any applicable charges. Your first Contract Anniversary is one calendar year from the date we issued your Contract.
 

For Contracts issued on or after October 1, 2003, subject to state approval and implementation, the word “less” is replaced with the words “adjusted for.” See “Death Benefit – Adjusted for Any Withdrawals or Less Any Withdrawals.”

After you or the oldest Joint Owner reaches Age 75, the death benefit during the accumulation period will be the greater of:

 

your Contract Value; or

 

your Purchase Payments, less any withdrawals and any applicable charges; or

 

your Contract Value on the most recent three year Contract Anniversary prior to the Contract Owner or the oldest Joint Owner reaching Age 75, plus any subsequent Purchase Payments, less any subsequent withdrawals, including any applicable charges. Your first Contract Anniversary is one calendar year from the date we issued your Contract.
 

For Contracts issued on or after October 1, 2003, subject to state approval and implementation, the word “less” is replaced with the words “adjusted for.” See “Death Benefit – Adjusted for Any Withdrawals or Less Any Withdrawals.”

If the Contract is owned by a non-natural person, Contract Owner means Annuitant for purposes of determining the death benefit amount.

See “Appendix D – Basic Death Benefit Examples.”


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Ratchet Death Benefit

The death benefit paid will be the amount calculated (and adjusted for any applicable charges) as of the Business Day we receive due proof of death and election of the payment method in Good Order at our Service Center. From the time the death benefit is determined until complete distribution is made, any amount in a Sub-Account will be subject to investment risk. As a result, the death benefit amount may increase or decrease over time. The risk is borne by the Beneficiary(ies).

If you choose the ratchet death benefit, the death benefit will be the greater of:

 

your Contract Value; or

 

the annual ratchet death benefit amount.
 

We calculate the annual ratchet death benefit amount as follows:

When we issue your Contract, the annual ratchet death benefit is equal to your initial Purchase Payment. Thereafter, and prior to the date you, or the oldest Joint Owner, or the Annuitant if the Contract is purchased by a non-natural entity, reaches Age 80, we will calculate the ratchet death benefit:

 

when you make a Purchase Payment;

 

when you make a partial withdrawal; and

 

on your Contract Anniversary.
 

You will increase your ratchet death benefit if you make a Purchase Payment. If you make a subsequent Purchase Payment, the annual ratchet death benefit is equal to the most recently calculated annual ratchet death benefit plus the additional Purchase Payment.

You will decrease your ratchet death benefit if you make a partial withdrawal. If you make a withdrawal, the annual ratchet death benefit is equal to the most recently calculated annual ratchet death benefit, minus an adjustment for the withdrawal. We calculate the adjustment for the withdrawal as follows:

 

(1) divide the amount withdrawn by the most recent Contract Value, and

 

(2) multiply it by the most recent annual ratchet death benefit.
 

On your Contract Anniversary, the annual ratchet death benefit is equal to the greater of your Contract Value or the most recently calculated annual ratchet death benefit.

If you do not make any additional Purchase Payments or any withdrawals, the annual ratchet death benefit will be the greatest of all Contract Anniversary Contract Values on or prior to the date we calculate the death benefit.

When you, or the oldest Joint Owner, or the Annuitant if the Contract is purchased by a non-natural entity, reaches Age 80, the death benefit is the greater of:

 

your Contract Value; or

 

the annual ratchet death benefit amount calculated on the Contract Anniversary just prior to Age 80, and adjusted for subsequent Purchase Payments and/or partial withdrawals in the same manner as described above.
 

We will deduct a quarterly charge for the ratchet death benefit from your Contract Value. This charge is currently 0.15% on an annual basis of the daily value of your Contract Value allocated to the Funds and the fixed accounts, unless that charge exceeds the maximum charge, in which case the charge is the maximum charge. We will deduct this charge proportionately from the Funds and the fixed accounts you have selected. We may increase this charge at any time while you own the Contract, but the charge will never exceed the maximum charge. The maximum charge is a percentage on an annual basis of the daily value of your Contract Value allocated to the Funds. The percentage is based on your Age when the Contract was issued: 0.35% Age 60 or younger; 0.50% Age 61 through Age 70; or 0.70% Age 71 or older.

See “Appendix E – Ratchet Death Benefit Examples.”


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Death Benefit Payment Options During the Accumulation Phase

The availability of certain death benefit options may be limited for Qualified Contracts in order to comply with RMD rules.

For Non-Qualified Contracts, a Beneficiary must elect to receive the death benefit under one of the following options in the event that a death benefit becomes payable during the Accumulation Phase:

 

Option 1 – Lump sum payment of the death benefit within five years of the date of death.

 

Option 2 – Payment of the death benefit under an Annuity Option over the lifetime of the Beneficiary or over a period not extending beyond the life expectancy of the Beneficiary. Distribution must begin within one year of any Contract Owner’s death.
 

For Qualified Contracts, each Beneficiary must elect the death benefit under one of the following options in the event that a death benefit becomes payable during the Accumulation Phase:

 

Option 1 – Lump sum payment of the death benefit by the end of the calendar year that contains the tenth anniversary of your death (fifth anniversary of your death if you do not have a designated Beneficiary as defined for purposes of IRC Section 401(a)(9), including where your Beneficiary is your estate or certain trusts). If you die after reaching the age at which RMDs must begin, your beneficiary may not elect to defer payment of the lump sum beyond the end of the calendar year after the year of your death.

 

Option 2 – If the Beneficiary is your surviving spouse, or is not more than 10 years younger than you, payment of the death benefit under an Annuity Option over the lifetime of the Beneficiary or over a period not extending beyond the life expectancy of the Beneficiary. Distribution must generally begin by the end of the calendar year following the year of your death.
 

Additional Option for a Spouse Who is the Sole Primary Beneficiary

A surviving spouse who is the sole primary Beneficiary under a Contract that is either non-qualified or is held as a traditional IRA (including SEP IRAs) or Roth IRA may elect option 1, option 2, or may elect to continue the Contract. Generally, if the Contract is continued then:

 

the spouse’s initial Contract Value will be equal to the death benefit that would have been payable if the lump sum distribution had been elected;

 

all applicable Contract features and benefits will be in the surviving spouse’s name; and

 

the surviving spouse will exercise all of the Contract Owner’s rights under the Contract.
 

Exceptions are as follows:

 

if at the time the Contract Owner purchased the Contract the surviving spouse was over the maximum Contract issue Age then the Contract cannot be continued;

 

if at the time the Contract Owner purchased the Contract the surviving spouse was over the maximum allowable Age for electing a certain feature then the feature is not available for continuance, but the Contract may be continued.
 

If the sole primary Beneficiary is a domestic partner or civil union partner, as defined under applicable state laws, we will treat him or her as a spouse for this provision, and he or she may elect to continue the Contract as described herein. However, a domestic partner or civil union partner cannot elect to continue the Contract if it is a traditional IRA or Roth IRA. Since current federal tax law does not define a spouse to include a domestic partner or civil union partner, such domestic partner or civil union partner who elects to continue the Contract must still meet the distribution requirements of IRC Section 72(s). In order to meet these requirements, the amount of any gain in the Contract will become subject to income tax at the time the election to continue the Contract is made.

The right to continue the Contract by a surviving spouse, a domestic partner, or a civil union partner can only be exercised once while the Contract is in effect.

See “Taxes – Civil Unions and Domestic Partnerships” if you are in a domestic partnership or civil union.


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Lump Sum Payment

If a lump sum payment is requested, we will pay the amount within seven calendar days after we receive due proof of death and election of the payment method in Good Order at our Service Center, unless we are required to suspend or delay payment.

Beneficiary IRA

Beneficiary, Inherited, Legacy or “Stretch” IRAs are all terms used to describe an IRA that is used exclusively to distribute death proceeds of an IRA or other qualified investment to the beneficiary over that beneficiary’s life expectancy in order to meet the Required Minimum Distribution (RMD) rules. Upon the contract owner’s death under an IRA or other qualified contract, an “Eligible Designated Beneficiary” may generally establish a Beneficiary IRA by either purchasing a new annuity contract or, in some circumstances, by electing the Beneficiary IRA payout option under the current contract. Until withdrawn, amounts in a Beneficiary IRA continue to be tax-deferred. Amounts withdrawn each year, including amounts that are required to be withdrawn under the RMD rules, are subject to tax.

If the contract owner died on or before December 31, 2019 (on or before December 31, 2021 for participants of a governmental plan or a plan maintained pursuant to a collective bargaining agreement), an individual designated beneficiary, and certain trusts as beneficiary, are treated as Eligible Designated Beneficiaries, and can elect to take distributions over their life expectancy (life expectancy of the oldest trust beneficiary).

However, if the contract owner dies on or after January 1, 2020 (on or after January 1, 2022 for participants of a governmental plan or a plan maintained pursuant to a collective bargaining agreement), only certain designated beneficiaries are treated as Eligible Designated Beneficiaries, and we will only offer the Beneficiary IRA payout option to a designated beneficiary who either (1) is the surviving spouse of the deceased qualified plan participant or IRA owner or, (2) is not more than 10 years younger than the deceased qualified plan participant or IRA owner. In the future, we may allow additional classes of Eligible Designated Beneficiaries to elect the Beneficiary IRA payout option.

See “Taxes – Required Minimum Distributions for Qualified Contracts” for more information.

Eligibility Requirements/Restrictions:

If a Beneficiary(ies) elects to establish a Beneficiary IRA after the death of the Owner, or if a Contract was issued as a Beneficiary IRA, the following rules apply:

 

For a contract with a single Beneficiary, the Beneficiary will have the option of electing a Beneficiary IRA  payout option under the Contract. Should the Beneficiary decide to elect the Beneficiary IRA payout option under the current Contract, any withdrawals in excess of the RMD will not be subject to a CDSC.

 

For a contract with multiple Beneficiaries, a Beneficiary IRA payout option is not available under the Contract. However, a Beneficiary wishing to establish a Beneficiary IRA may elect a direct transfer of the lump sum death benefit to a Beneficiary IRA established for their benefit.

 

If a contract was issued as a Beneficiary IRA, any withdrawals under a new Beneficiary IRA Contract in excess of the  RMD may be subject to a CDSC as indicated by the terms of the Contract purchased.

 

The source of funds to be invested must be from a traditional IRA, SEP IRA, SIMPLE IRA, Beneficiary IRA, TSA, 401(a) or a Qualified Employee Plan (includes Pension Plan, Money Purchase Pension Plan, Profit Sharing Plan, Keogh (HR10), Target Benefit Plan).

 

The annuity contract will be titled in the Beneficiary’s name as Beneficiary for the deceased owner. The Beneficiary must be the Annuitant, and the Annuitant cannot be changed.

 

For non-spousal Beneficiary IRAs, RMDs must begin by December 31st of the year following the year of the date of the owner’s death. For spousal Beneficiary IRAs, RMDs may be deferred until the year for which the original owner would have been required to begin RMDs. The RMD amount will generally be calculated based on the Beneficiary’s life expectancy and will be withdrawn from each Sub-Account and/or the fixed accounts, if applicable, in the ratio that your value in each bears to your Contract Value. If the original owner died on or before December 31, 2019 (on or before December 31, 2021 for participants of a governmental plan or a plan maintained pursuant to a collective bargaining agreement), after RMDs were required to begin, and was younger than the Beneficiary, the RMD amount may be calculated based on the original owner’s life expectancy in the year of his or her death. If there is a Beneficiary IRA previously established with another carrier and
 

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an RMD is required in the current calendar year, we will process the RMD. If however, an RMD is not required in the current calendar year, an RMD will not be processed until the year it is required.

 

The Contract Value at time the Beneficiary IRA is established will be equal to either the death benefit that would have been payable to the Beneficiary if a lump sum distribution had been elected, or, if a Contract is issued as a Beneficiary IRA, the amount transferred to the Contract.

 

Additional contributions cannot be applied to the Beneficiary IRA.

 

If a beneficiary elects the Beneficiary IRA payout option under a Contract, upon the death of the Annuitant of the Beneficiary IRA, any remaining Contract Value will be paid the the succeeding Beneficiary in a lump sum or over the Annuitant’s remaining life expectancy as determined under the applicable IRS table, but in no case may payments extend beyond the end of the calendar year that contains the tenth anniversary of the Annuitant’s death.

 

If a contract was issued as a Beneficiary IRA, upon the death of the Annuitant of the Beneficiary IRA, a death benefit, under the terms of the contract, will be paid to the succeeding Beneficiary in a lump sum or over the Annuitant’s remaining life expectancy as determined by the applicable IRS table, but in no case may payments extend beyond the end of the calendar year that contains the tenth anniversary of the Annuitant’s death.  

 

If the original owner died before January 1, 2020 (before January 1, 2022 for participants of a governmental plan or a plan maintained pursuant to a collective bargaining agreement) and the Beneficiary is a trust, a Beneficiary IRA may only be established if the trust qualifies as a “see-through” trust. For see-through trusts, Required Minimum Distributions must be calculated based upon the life expectancy of the oldest trust Beneficiary and the oldest trust Beneficiary must be the Annuitant. In order to be a see-through trust, the trust must be valid under state law and be irrevocable, and all Beneficiaries, current and future, must be identifiable from the trust instrument. If any Beneficiary of the trust is not an individual, the trust is not a see-through trust and cannot establish a Beneficiary IRA. If the original owner died after December 31, 2019 (after December 31, 2021 for participants of a governmental plan or a plan maintained pursuant to a collective bargaining agreement), we will not offer a Beneficiary IRA to a trust.

 

Additional rules may apply. Please consult your registered representative for further information.

 

We have the right to modify, suspend or terminate the Beneficiary IRA program at any time without prior notification.

 

A Beneficiary IRA may only be established by the Beneficiary of the IRA owner/qualified plan participant whose death triggered the RMD requirements of IRC Section 401(a)(9). A Beneficiary IRA may not be established as a “second generation” Beneficiary IRA by a successor Beneficiary.

 

Joint Ownership of a Beneficiary IRA is not allowed.
 

Beneficiaries should consult a qualified tax adviser for advice prior to establishing a Beneficiary IRA.

Death of Contract Owner During the Income Phase

If you or the Joint Owner dies during the Income Phase and the Annuitant is still alive, we will pay the remaining payments under the Annuity Option elected at least as rapidly as under the method of distribution in effect at the time of your death. For Qualified Contracts, the Beneficiary(ies) may be required to receive an adjusted payment stream in order to comply with Required Minimum Distribution rules that apply upon the Contract Owner/Annuitant’s death. If the Beneficiary is not an “Eligible Designated Beneficiary” as defined by IRC Section 401(a)(9), Annuity Payments may only continue through the end of the calendar year that contains the tenth anniversary of the Contract Owner/Annuitant’s death, even if a longer Annuity Payment option was elected, including a Joint and Last Survivor Annuity Option where the joint Annuitant is still living.

If you, or any Joint Owner, die during the Income Phase, the primary Beneficiary will become the Contract Owner. If any Joint Owner dies, we will treat the surviving Joint Owner as the primary Beneficiary and treat any other Beneficiary designation, on record at the time of death, as a contingent Beneficiary, unless both Joint Owners have submitted a Written Request to our Service Center, in Good Order, requesting otherwise.

Death of Annuitant

If an Annuitant, who is not the Contract Owner or Joint Owner, dies during the Accumulation Phase, you can name a new Annuitant subject to our approval. If there is no surviving Annuitant and you do not name an Annuitant within 30 calendar days after we receive notification of the death of the Annuitant, the oldest Contract Owner will become the Annuitant. If the Contract Owner is a non-natural


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person and an Annuitant dies, you may not name a new Annuitant. In this case we will treat the death of the Annuitant as the death of the Contract Owner and pay the death benefit as described in “Death Benefit – Death of Contract Owner During the Accumulation Phase.”

Upon the death of the last surviving Annuitant on or after the Annuity Date, the death benefit, if any, is as specified in the Annuity Option elected. Any remaining payment under the elected Annuity Option will be paid to the Beneficiary at least as rapidly as under the method of distribution in effect at the Annuitant’s death. For Qualified Contracts, the Beneficiary(ies) may be required to receive an adjusted payment stream in order to comply with RMD rules that apply upon the Contract Owner/Annuitant’s death. If the Beneficiary is not an “Eligible Designated Beneficiary” as defined by IRC Section 401(a)(9), Annuity Payments may only continue through the end of the calendar year that contains the tenth anniversary of the Contract Owner/Annuitant’s death, even if a longer Annuity Payment option was elected, including a Joint and Last Survivor Annuity Option where the joint Annuitant is still living.

Due Proof of Death

For purposes of determining due proof of death, we require:

 

a certified death certificate; or

 

a certified decree of a court of competent jurisdiction as to the finding of death; or

 

any other proof satisfactory to us.
 

Additional Benefits

Annual Credit

For Contracts issued on or after September 10, 2001.

Does not pertain to Contract Value allocated to the fixed accounts.

If we issued you a Contract on or after September 10, 2001, we will increase your Contract Value allocated to the Funds by 0.15% on each Contract Anniversary while your Contract is in effect. We will calculate this increase based on your Contract Value allocated to the Funds on your Contract Anniversary. We will credit this increase proportionally to the Funds you are invested in as of your Contract Anniversary.

We pay this credit amount out of the revenues we receive for selling the Contracts that are eligible for the credit. We provide this credit amount in lieu of reducing expenses directly. We will not subject this credit to the assessment of a Contingent Deferred Sales Charge upon withdrawal.

Terminal Illness Benefit

With this benefit, you may elect to receive payment under your Terminal Illness Benefit if we receive a Written Request in Good Order at our Service Center that you (or an Annuitant, if the Owner is a non-natural person) have met the following conditions:

 

We will require proof that you (or an Annuitant, if the Owner is a non-natural person) are terminally ill and not expected to live more than twelve months.

 

This proof will include, but is not limited to, certification by a state licensed medical practitioner performing within the scope of his/her license. The state licensed medical practitioner must not be you or your parent, sibling, spouse or child (or an Annuitant or an Annuitant’s parent, sibling, spouse or child if the Owner is a non-natural person).
 

We will determine the amount of payment when we receive your Written Request. The Terminal Illness Benefit will equal the death benefit we would pay out on your Contract. If Joint Owners are named, we will use the Age of the oldest Joint Owner to determine the Terminal Illness Benefit. See the “Death Benefit” section.


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Payment of the Terminal Illness Benefit will terminate the Contract. There is no charge for the Terminal Illness Withdrawal Benefit. The Terminal Illness Withdrawal Benefit may not be available in all states. See “Appendix F – State Variations of Certain Contract Features.” Please contact your registered representative or call the Service Center for more information.

Withdrawals

Your ability to take a withdrawal may be restricted by certain provisions of the Internal Revenue Code. Furthermore, if your Contract is issued under a qualified plan, your ability to take a withdrawal may be restricted by your plan documents. Income taxes, tax penalties, CDSC and certain restrictions may apply to any withdrawal you make.

During the Accumulation Phase you may make either partial or full withdrawals of your Contract Value. When a partial withdrawal is made from a Contract, we reflect the withdrawal as a reduction to the value of the Contract’s death benefit. We describe this reduction in the “Death Benefit” section. If we reflect the reduction as a percentage of Contract Value withdrawn, the benefit may be reduced by more than the actual dollar amount of the withdrawal. The reduction will be greater when the value of your Contract investment choices is lower due to market performance or other variables. If you withdraw your full Contract Value, the Contract terminates and does not provide a death benefit.

Unless you instruct us otherwise, we will take any partial withdrawal proportionally from your Contract Value in the Funds and The Fixed Account. When making a partial withdrawal, you must withdraw at least $100 or the entire value in a Fund or The Fixed Account, if less. We require that after you make a partial withdrawal you keep at least $5,000 in a Non-Qualified Contract. For Qualified Contracts, the amount is $2,000, unless your partial withdrawal is a minimum required distribution. Partial withdrawals may be subject to a Contingent Deferred Sales Charge.

When you make a full withdrawal you will receive your Contract Value:

 

less any applicable CDSC;

 

less any applicable Premium Tax;

 

less any applicable annual contract maintenance charge; and

 

less any Purchase Payments we credited to your Contract that have not cleared the bank, until they clear the bank.
 

We take withdrawals first from earnings and then from Purchase Payments. For purposes of the Contingent Deferred Sales Charge, we treat withdrawals as coming from the oldest Purchase Payments first.

See “Appendix C – Contingent Deferred Sales Charge (CDSC) Example.”

Requests in Writing

To request a withdrawal in writing, submit either a partial withdrawal or full withdrawal form in Good Order to our Service Center. If your withdrawal involves an exchange or transfer of assets to another financial institution, we also require a “letter of acceptance” from the financial institution.

Requests by Other Means

You may request certain partial and full withdrawals by other means we authorize such as email, telephone, or fax. Contact our Service Center for details.

Withdrawal Effective Date

For Written Requests, your withdrawal is effective on the Business Day we receive, in Good Order at our Service Center:

 

a partial withdrawal or full withdrawal form acceptable to us; and

 

if applicable, a “letter of acceptance.”
 

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If we receive this/these item(s) at our Service Center on a Non-Business Day or after the Close of Business, your withdrawal request will be effective on the next Business Day. For email, telephone or fax requests, your withdrawal is effective on the Business Day we receive your request in Good Order, provided it is received prior to the Close of Business. For requests received after the Close of Business, your withdrawal will be effective on the next Business Day.

Delivery of Withdrawal Amount

We will pay any withdrawal amount within seven calendar days of the withdrawal effective date unless we are required to suspend or postpone withdrawal payments. See “Other Information – Payments We Make.”

We will pay any full or partial withdrawal to the qualified plan trustee or plan administrator, if you purchased your Contract under a tax-qualified retirement plan, a non-qualified deferred compensation plan or a deferred compensation plan for a tax-exempt organization. The only exceptions are for RMD payments and for withdrawals from individually-owned Qualified Contracts or Contracts owned under a governmental 457(b) deferred compensation plan.

Systematic Withdrawal Program

For detailed rules and restrictions pertaining to this program and instructions for electing the program, contact our Service Center.

The Systematic Withdrawal Program (SWP) allows you to set up automatic periodic withdrawals from your Contract Value. We do not charge you for participation in the SWP. We will take any withdrawal under this program proportionally from your Contract Value in your selected investment choices unless we are instructed otherwise.

Your SWP will end:

 

if you withdraw your total Contract Value;

 

if we receive, in Good Order, a notification of the Contract Owner’s death;

 

if we receive, in Good Order, a notification of the Annuitant’s death if the Contract Owner is a non-natural person;

 

if we process the last withdrawal for the period you selected, if applicable;

 

if the next withdrawal will lower your Contract Value below the minimum Contract Value we allow following a partial withdrawal, unless your withdrawal is an RMD or is made under a SWP intended to qualify as a series of substantially equal periodic payments for purposes of avoiding the additional 10% tax applicable to distributions that occur prior to age 59½;

 

if your value in a selected Fund or The Fixed Account is insufficient to complete the withdrawal;

 

if you begin receiving Annuity Payments; or

 

if you give us a Written Request or request over the telephone, in Good Order, to terminate the program any time before or on the next withdrawal date. If your Contract is a Beneficiary IRA, your SWP cannot be terminated.
 

Taxes

The information in this prospectus is general and is not an exhaustive discussion of all tax questions that might arise under the contract. The information is not written or intended as tax or legal advice. You should consult a tax adviser about your own circumstances. In addition, we do not profess to know the likelihood that current federal income tax laws and Treasury Regulations or the current interpretations of the Internal Revenue Code, Regulations, and other guidance will continue. We cannot make any guarantee regarding the future tax treatment of any contract. We reserve the right to make changes in the contract to assure that it continues to qualify as an annuity for tax purposes.

No attempt is made in this prospectus to consider any applicable state or other tax laws.

Taxation of the Company

C.M. Life is taxed as a life insurance company under the Internal Revenue Code of 1986, as amended (IRC). For federal income tax purposes, the Separate Account is not a separate entity from C.M. Life, and its operations form a part of C.M. Life.


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Investment income and any realized gains on Separate Account assets generally are reflected in the Contract Value, although treated as accruing to the Company and not to you. As a result, no taxes are due currently on interest, dividends and short or long-term gains earned by the Separate Account with respect to your Contract. The Company may be entitled to certain tax benefits related to the investment of Company assets, including assets of the Separate Account. These tax benefits, which may include foreign tax credits and the corporate dividends received deduction, are not passed back to you since the Company is the owner of the assets from which the tax benefits are derived.

Annuities in General

Annuity contracts are a means of both setting aside money for future needs – usually retirement – and for providing a mechanism to administer the payout of those funds. Congress recognized how important providing for retirement was and created special rules in the IRC for annuities. Simply stated, these rules provide that you will generally not be taxed on the earnings on the money held in your annuity contract until you take the money out. This is referred to as tax deferral.

Diversification

IRC Section 817(h) imposes certain diversification standards on the underlying assets of variable annuity contracts. The IRC provides that a variable annuity contract will not be treated as an annuity contract for any period (and any subsequent period) for which the investments are not, in accordance with regulations prescribed by the United States Treasury Department, adequately diversified. Disqualification of the Contract as an annuity contract would result in a loss of tax deferral, meaning the imposition of federal income tax to the owner with respect to earnings under the Contract prior to the receipt of payments under the Contract. We intend that all investment portfolios underlying the Contracts will be managed in such a manner as to comply with these diversification requirements.

Investor Control of Assets

For variable annuity contracts, tax deferral also depends on the insurance company, and not you, having control of the assets held in the Separate Accounts. You can transfer among the Sub-Accounts but cannot direct the investments each underlying Fund makes. If you have too much investor control of the assets supporting the Separate Account Funds, then you will be taxed on the gain in the contract as it is earned rather than when it is withdrawn. The IRS has provided some guidance on investor control by issuing Revenue Rulings 2003-91 and 2003-92, but some issues remain unclear. One unanswered question is whether an Owner will be deemed to own the assets in the contract if a variable contract offers too large a choice of Funds in which to invest, and if so, what that number might be. We do not know if the IRS will issue any further guidance on this question. We do not know if any guidance would have a retroactive effect. Consequently, we reserve the right to modify the contract, as necessary, so that you will not be treated as having investor control of the assets held under the Separate Account.

Non-Qualified Contracts

Your contract is referred to as a Non-Qualified Contract if you do not purchase the contract under a qualified plan such as an Individual Retirement Annuity (IRA), Roth IRA, tax-sheltered annuity plan (TSA or TSA plan), corporate pension and profit-sharing plan (including 401(k) plans and H.R. 10 plans), or a governmental 457(b) deferred compensation plan.

Qualified Contracts

Your contract is referred to as a Qualified Contract if it is purchased under a qualified retirement plan (qualified plan) such as an Individual Retirement Annuity (IRA), Roth IRA, tax-sheltered annuity plan (TSA or TSA plan), corporate pension and profit-sharing plan (including 401(k) plans and H.R. 10 plans), or a governmental 457(b) deferred compensation plan. Qualified plans are subject to various limitations on eligibility, contributions, transferability and distributions based on the type of plan. The tax rules regarding qualified plans are very complex and will have differing applications depending on individual facts and circumstances. You should consult a tax adviser as to the tax treatment and suitability of such an investment.

Taxation of participants in each qualified plan varies with the type of plan and terms and conditions of each specific plan. Owners, annuitants and beneficiaries are cautioned that benefits under a qualified plan may be subject to the terms and conditions of the plan regardless of the terms and conditions of the contracts issued pursuant to the plan. Some retirement plans are subject to distribution


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and other requirements that are not incorporated into our administrative procedures. Owners, participants and beneficiaries are responsible for determining that contributions, distributions and other transactions with respect to the contracts comply with applicable law.

Contracts issued under a qualified plan include special provisions restricting contract provisions that may otherwise be available as described in this prospectus. Generally, contracts issued under a qualified plan are not transferable. Various penalty and excise taxes may apply to contributions or distributions made in violation of applicable limitations.

Furthermore, certain withdrawal penalties and restrictions may apply to distributions from Qualified Contracts. See “Taxes – Taxation of Qualified Contracts.”

Eligible rollover distributions from an IRA, TSA, qualified plan or governmental 457(b) deferred compensation plan may generally be rolled over into another IRA, TSA, qualified plan or governmental 457(b) deferred compensation plan, if permitted by the plan. These amounts may be transferred directly from one qualified plan or account to another, or as an indirect rollover, in which the plan participant receives a distribution from the qualified plan or account, and reinvests it in the receiving qualified plan or account within 60 days of receiving the distribution.

IRC Section 408(d)(3)(B) provides that an individual is only permitted to make one indirect rollover from an IRA to another IRA in any 1-year period. The IRS previously applied this limitation on an IRA-by-IRA basis, allowing a taxpayer to make an indirect rollover from an IRA, so long as he or she had not made an indirect rollover from that same IRA within the preceding 1-year period, even if he or she had made indirect rollovers from a different IRA. Effective for distributions on or after January 1, 2015, the limitation applies on an aggregate basis, meaning that an individual cannot make an indirect rollover from one IRA to another if he or she has made an indirect rollover involving any IRA (including a Roth, SEP, or SIMPLE IRA) within one year. It is important to note that the one rollover per year limitation does not apply to amounts transferred directly between IRAs in a trustee-to-trustee transfer.

On July 6, 1983, the Supreme Court decided in Arizona Governing Committee v. Norris that optional annuity benefits provided under an employer’s deferred compensation plan could not, under Title VII of the Civil Rights Act of 1964, vary between men and women. The contracts we sell in connection with employer-sponsored qualified plans use annuity tables which do not differentiate on the basis of sex. Such annuity tables are also available for use in connection with certain non-qualified deferred compensation plans.

Following are general descriptions of the types of qualified plans with which the contracts may be used. Such descriptions are not exhaustive and are for general informational purposes only. The tax rules regarding qualified plans are very complex and will have differing applications depending on individual facts and circumstances. You should consult a tax adviser as to the tax treatment and suitability of your investment. The contribution limits referenced in the plan descriptions below are the limits for 2024, and may change in subsequent years.

Individual Retirement Annuities

IRC Section 408(b) permits eligible individuals to contribute to an individual retirement program known as an Individual Retirement Annuity (IRA). IRAs are subject to limitations on eligibility, contributions, transferability and distributions. See “Taxes – Taxation of Qualified Contracts.” IRA contributions are limited to the lesser of $7,000 or 100% of compensation, and an additional catch-up contribution of $1,000 is available for individuals age 50 and over. Contributions are deductible, unless you are an active participant in a qualified plan and your modified adjusted gross income exceeds certain limits. Contracts issued for use with IRAs are subject to special requirements by the IRC, including the requirement that certain informational disclosure be given to persons desiring to establish an IRA. You should consult a tax adviser as to the tax treatment and suitability of such an investment.

SEP IRAs

IRC Section 408(k) permits certain employers to establish IRAs for employees that qualify as Simplified Employee Pension (SEP) IRAs. Contributions to the plan for the benefit of employees will not be includible in the gross income of the employees until distributed from the plan. SEP IRAs are treated as defined contribution plans for purposes of the limits on employer contributions. Employer contributions cannot exceed the lesser of:

 

$69,000; or

 

25% of compensation (a maximum of $345,000 of compensation may be considered).
 

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The employee may treat the SEP account as a traditional IRA and make deductible and non-deductible contributions if the general IRA requirements are met. SEP IRAs are subject to additional restrictions, including on items such as: the form, manner and timing of distributions; transferability of benefits; vesting and nonforfeitability of interests; nondiscrimination in eligibility and participation; and the tax treatment of distributions, withdrawals and surrenders. See “Taxes – Taxation of Qualified Contracts.” You should consult a tax adviser as to the tax treatment and suitability of such an investment.

Roth IRAs

IRC Section 408A permits eligible individuals to contribute to a non-deductible IRA, known as a Roth IRA. Roth IRAs are subject to limitations on eligibility, contributions, transferability and distributions. Roth IRA contributions are limited to the lesser of $7,000 or 100% of compensation, and an additional catch-up contribution of $1,000 is available for individuals age 50 or over. The maximums are decreased by any contributions made to a traditional IRA for the same tax year. Lower maximum Roth IRA contribution limits apply to individuals whose modified adjusted gross income exceeds certain limits. Amounts may be rolled over from one Roth IRA to another Roth IRA. Furthermore, an individual may make a rollover contribution from a non-Roth IRA to a Roth IRA, known as a conversion. The individual must pay tax on any portion of the IRA being rolled over that represents income or previously deductible IRA contributions. The determination of taxable income is based on the fair market value of the IRA at the time of the conversion. See “Taxes – Required Minimum Distributions for Qualified Contracts” for information on the determination of the fair market value of an annuity contract that provides additional benefits (such as certain living or death benefits). You should consult a tax adviser as to the tax treatment and suitability of such an investment.

Corporate Pension and Profit-Sharing Plans

IRC Sections 401(a) and 401(k) permit employers to establish various types of retirement plans for employees. Contributions made to the plan for the benefit of the employees and the earnings on those contributions are generally not included in gross income of the employees until distributed from the plan. The tax consequences to plan participants may vary depending upon the particular plan design. In general, annual contributions made by an employer and employee to a defined contribution plan may not exceed the lesser of:

 

$69,000; or

 

100% of compensation or earned income (a maximum of $345,000 of compensation may be considered).
 

An employee’s elective salary reduction contributions under a cash or deferred arrangement (i.e. a 401(k) plan) are limited to $23,000, with an additional catch-up contribution of up to $7,500 available for eligible plan participants age 50 or over.

Defined benefit plans are limited to contributions necessary to fund a promised level of benefit. The annual benefit under a defined benefit plan is limited to:

 

100% of compensation for a plan participant’s highest three years; or

 

$275,000.
 

Plans are subject to additional restrictions, including on such items as: the form, manner and timing of distributions; transferability of benefits; vesting and nonforfeitability of interests; nondiscrimination in eligibility and participation; and the tax treatment of distributions and withdrawals. See “Taxes – Taxation of Qualified Contracts.” You should consult a tax adviser as to the tax treatment and suitability of such an investment.

H.R. 10 Plans

IRC Section 401(a) permits self-employed individuals to establish qualified plans for themselves and their employees, commonly referred to as “H.R.10” or “Keogh” plans. Contributions made to the plan for the benefit of the employees and the earnings on those contributions are generally not included in gross income of the employees until distributed from the plan. The tax consequences to plan participants may vary depending upon the particular plan design. In general, H.R. 10 Plans are subject to the same restrictions as corporate pension and profit-sharing plans (see “Taxes – Qualified Contracts Corporate Pension and Profit-Sharing Plans”), including limitations on eligibility, participation, contributions, time and manner of distributions, transferability and taxation of distributions. See “Taxes – Taxation of Qualified Contracts.” You should consult a tax adviser as to the tax treatment and suitability of such an investment.


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Tax-Sheltered Annuities

IRC Section 403(b) permits certain eligible employers to purchase annuity contracts, known as Tax-Sheltered Annuities (TSAs), under a section 403(b) program. Eligible employers are organizations that are exempt from tax under IRC Section 501(c)(3) and public educational organizations. Contributions made to a TSA and the earnings on those contributions are generally not included in gross income of the employee until distributed from the plan. TSAs are subject to limitations on contributions, which may be made as “elective deferrals” (contributions made pursuant to a salary reduction agreement) or as non-elective or matching contributions by an employer. In general, annual contributions made by an employer and employee to a TSA may not exceed the lesser of:

 

$69,000; or

 

100% of includible compensation (a maximum of $345,000 of includible compensation may be considered).
 

An employee’s elective salary reduction contributions are limited to $23,000. In addition, certain catch-up contributions may be made by eligible plan participants  age 50 or over and those with 15 or more years of service with the same employer. TSAs are subject to additional restrictions, including on such items as: the form, manner and timing of distributions; transferability of benefits; vesting and nonforfeitability of interests; nondiscrimination in eligibility and participation; and the tax treatment of distributions, withdrawals and surrenders. See “Taxes – Tax-Sheltered Annuities Taxation and Withdrawal Restrictions.” You should consult a tax adviser as to the tax treatment and suitability of such an investment.

Governmental 457(b) Deferred Compensation Plans

Employees of (and independent contractors who perform services for) certain state and local governmental units, or certain tax-exempt employers, may participate in an IRC Section 457(b) plan of the employer, allowing them to defer part of their salary or other compensation. Contributions made to an IRC Section 457(b) plan and the earnings on those contributions are generally not included in gross income of the employee until distributed from the plan. IRC Section 457(b) deferrals are limited to the lesser of:

 

$23,000; or

 

100% of includible compensation.
 

In addition, certain catch-up contributions may be made by eligible plan participants  age 50 or over, and those within three years of normal retirement age under the plan. The contract purchased is issued to the employer or trustee, as applicable. All contract value in a governmental 457(b) deferred compensation plan must be held for the exclusive benefit of the employee, and such plans are subject to limitations on distributions. See “Taxes – Withdrawal Restrictions – Governmental 457(b) Deferred Compensation Contract.” You should consult a tax adviser as to the tax treatment and suitability of such an investment.

Taxation of Non-Qualified Contracts

You, as the owner of a non-qualified annuity, will generally not be taxed on any increases in the value of your contract until a distribution occurs. There are different rules as to how you are taxed depending on whether the distribution is a withdrawal or an Annuity Payment.

Withdrawals

The IRC generally treats any withdrawal (1) allocable to investment in the Contract made after August 13, 1982 in an annuity contract entered into prior to August 14, 1982 and (2) from an annuity contract entered into after August 13, 1982, as first coming from earnings and then from your investment in the Contract. The withdrawn earnings are subject to tax as ordinary income.

Annuity Payments

Annuity Payments occur as the result of the contract reaching its annuity start date. A portion of each Annuity Payment is treated as a partial return of your investment in the contract and is not taxed. The remaining portion of the Annuity Payment is treated as ordinary income. The Annuity Payment is divided between these taxable and non-taxable portions based on the calculation of an exclusion amount. The exclusion amount for Annuity Payments based on a fixed Annuity Option is determined by multiplying the payment by the ratio that the cost basis of the contract (adjusted for any period certain or refund feature) bears to the expected return under the contract. The exclusion amount for Annuity Payments based on a variable Annuity Option is determined by dividing the cost basis of


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the contract (adjusted for any period certain or refund guarantee) by the number of years over which the annuity is expected to be paid. Annuity Payments received after you have recovered all of your investment in the contract are fully taxable.

The IRC also provides that any amount received (both Annuity Payments and withdrawals) under an annuity contract which is included in income may be subject to an additional income tax. This additional tax is equal to 10% of the amount that is includible in income. Some withdrawals will be exempt from the additional tax. They include any amounts:

 

(1) paid on or after you reach age 59½;

 

(2) paid to your Beneficiary after you die;

 

(3) paid if you become totally disabled (as that term is defined in the IRC);

 

(4) paid in a series of substantially equal periodic payments made annually (or more frequently) for your life or life expectancy or for the joint lives or joint life expectancies of you and your designated Beneficiary. Annuity Payments may qualify for this exception if they satisfy the RMD rules applicable to Annuity Payments from qualified plans and IRAs;

 

(5) paid under an immediate annuity; or

 

(6) which come from investment in the contract made before August 14, 1982.
 

With respect to (4) above, if the series of substantially equal periodic payments is modified before the later of your attaining age 59½ or five years from the date of the first periodic payment, then the tax for the year of the modification is increased by an amount equal to the tax which would have been imposed (the 10% additional income tax), but for the exception, plus interest for the tax years in which the exception was used.  A withdrawal outside of the series of substantially equal period payments, or an additional Purchase Payment into your contract, may be considered an impermissible modification. However, after 2023, a tax-free rollover or transfer to another qualified plan or IRA, from which a series of substantially equal periodic payments is received, will not result in a modification if the combined distributions from the old and new arrangements continue to satisfy the exception.  The rules governing substantially equal periodic payments are complex. You should consult a tax adviser for more specific information.

Multiple Contracts

The IRC provides that multiple non-qualified annuity contracts which are issued within a calendar year to the same owner by one company or its affiliates are treated as one deferred annuity contract for purposes of determining the tax consequences of any distribution. Such treatment may result in adverse tax consequences including more rapid taxation of the distributed amounts from such combination of contracts. This rule does not apply to immediate annuities.

Tax Treatment of Assignments

An assignment or pledge of a contract may be a taxable event. You should consult a tax adviser if you wish to assign or pledge your contract. Annuity contracts issued after April 22, 1987 that are transferred for less than full and adequate consideration (including gifts) are subject to tax to the extent of gain in the contract. This does not apply to transfers between spouses or certain transfers incident to a divorce under IRC Section 1041.

Distributions After Death of an Owner

In order to be treated as an annuity contract for federal income tax purposes, IRC Section 72(s) requires any Non-Qualified Contract to contain certain provisions specifying how your interest in the contract will be distributed in the event of the death of an Owner of the contract. Specifically, IRC Section 72(s) requires that:

 

  (a) if any Owner dies on or after the annuity start date, but prior to the time the entire interest in the contract has been distributed, the entire interest in the contract will be distributed at least as rapidly as under the method of distribution being used as of the date of such Owner’s death; and

 

  (b) if any Owner dies prior to the annuity start date, the entire interest in the contract will be distributed within five years after the date of such Owner’s death.
 

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life expectancy of that Beneficiary, provided that such distributions begin within one year of the Owner’s death. The designated Beneficiary refers to a natural person designated by the Owner as a Beneficiary and to whom ownership of the contract passes by reason of death. However, if the designated Beneficiary is the surviving spouse of the deceased Owner, the contract may be continued with the surviving spouse as the new Owner. The Non-Qualified Contracts contain provisions that are intended to comply with these IRC requirements, although no regulations interpreting these requirements have yet been issued. We intend to review such provisions and modify them if necessary to assure that they comply with the applicable requirements when such requirements are clarified by regulation or otherwise.

Taxation of Qualified Contracts

If you have no cost basis for your interest in a Qualified Contract, the full amount of any distribution is taxable to you as ordinary income. If you do have a cost basis for all or some of your interest, a portion of the distribution is taxable, generally based on the ratio of your cost basis to your total contract value. Special tax rules may be available for certain distributions from a qualified plan.

IRC Section 72(t) imposes a 10% additional income tax on the taxable portion of any distribution from qualified plans, including contracts issued and qualified under IRC Sections 401 (pension and profit-sharing plans), 403 (TSAs), 408 (IRAs), and 408A (Roth IRAs). Exceptions from the additional tax are as follows:

 

(1) distributions made on or after you reach age 59½;

 

(2) distributions made after your death;

 

(3) distributions made that are attributable to the employee being disabled as defined in the IRC;

 

(4) after severance from employment, distributions that are part of a series of substantially equal periodic payments made not less frequently than annually for your life (or life expectancy) or the joint lives (or joint life expectancies) of you and your designated Beneficiary (in applying this exception to distributions from IRAs, a severance of employment is not required). Annuity Payments may qualify for this exception if they satisfy the RMD rules applicable to Annuity Payments from qualified plans and IRAs;

 

(5) distributions made after severance from employment if you have reached age 55, or after you have reached age 50 or 25 years of service for qualified public safety employees and private sector firefighters (not applicable to distributions from IRAs);

 

(6) corrective distributions of amounts that exceed tax law limitations;

 

(7) distributions made to you up to the amount allowable as a deduction to you under IRC Section 213 for amounts you paid during the taxable year for medical care;

 

(8) distributions made on account of an IRS levy made on a qualified retirement plan or IRA;

 

(9) distributions made to an alternate payee pursuant to a qualified domestic relations order (not applicable to distributions from IRAs);

 

(10) distributions from an IRA for the purchase of medical insurance (as described in IRC Section 213(d)(1)(D)) for you and your spouse and dependents if you received unemployment compensation for at least 12 weeks and have not been re-employed for at least 60 days;

 

(11) certain qualified reservist distributions;

 

(12) distributions from an IRA to the extent they do not exceed your qualified higher education expenses (as defined in IRC Section 72(t)(7)) for the taxable year;

 

(13) distributions from an IRA which are qualified first-time homebuyer distributions (as defined in IRC Section 72(t)(8));  

 

(14) distributions which are qualified birth or adoption distributions (as defined in IRC Section 72(t)(2)(H)). Such distributions can be recontributed within the three year period beginning on the date received;

 

(15) certain distributions made after December 31, 2023 for emergency personal expenses (as provided in IRC Section 72(t)(2)(I)). Such distributions can be recontributed within the three-year period beginning on the date received;

 

(16) eligible distributions made after December 31, 2023 to you if you are a victim of domestic abuse (as provided in IRC Section 72(t)(2)(K)). Such distributions may be recontributed within the three-year period beginning on the date received;

 

(17) distributions made to you if you are a terminally ill individual (as provided in IRC Section 72(t)(2)(L)). Such distributions may be recontributed within the three-year period beginning on the date received; and

 

(18) distributions that are qualified disaster recovery distributions under IRC  Section 72(t)(2)(M). Such distributions may be recontributed within the three-year period beginning on the date received.
 

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With respect to (4) above, if the series of substantially equal periodic payments is modified before the later of your attaining age 59½ or five years from the date of the first periodic payment, then the tax for the year of the modification  is increased by an amount equal to the tax which would have been imposed (the 10% additional tax) but for the exception, plus interest for the tax years in which the exception was used.  A withdrawal outside of the series of substantially equal period payments, or an additional Purchase Payment into your contract, may be considered an impermissible modification. However, after 2023, a tax-free rollover or transfer to another qualified plan or IRA, from which a series of substantially equal periodic payments is received, will not result in a modification if the combined distributions from the old and new arrangements continue to satisfy the exception.  The rules governing substantially equal periodic payments are complex. You should consult a tax adviser or IRS Notice 2022-6 for more specific information.

Tax-Sheltered Annuities Taxation and Withdrawal Restrictions

Under IRS regulations, effective January 1, 2009, all TSA plans must have a written plan document which specifies the requirements that each contract must meet in order to be qualified under the plan. In addition, the document must provide a list of the providers and contracts that are permitted to be purchased by TSA plan participants under the plan. TSA plan participants should be aware that if a TSA plan removes the provider or specific contract type that the TSA plan participant owns from its approved list, the TSA plan participant may be restricted from making further salary reduction contributions into that contract. TSA plans also have the right to restrict the ability to take loans and hardship withdrawals from a TSA contract. Because a plan participant may own more than one TSA contract, before we process a transaction we may require the TSA plan to approve the transaction to ensure that rules regarding loans, hardships and distribution restrictions are met. TSA plan participants should contact their individual TSA plan to determine the specific rules that apply to them.

The IRS regulations also made significant changes to Revenue Ruling 90-24 exchanges or transfers. Under the regulations an exchange may only be done when the TSA plan allows TSA exchanges under its plan and the provider of the new TSA contract agrees to share information with the TSA plan to ensure that the requirements of the TSA plan are met. Given this restriction, before a TSA exchange is processed, the TSA plan is required to approve the transaction or provide a list of vendors for which it has an information sharing agreement (ISA). Additionally, because most of the regulations were not effective until 2009, there was great uncertainty about their application to contract exchanges that took place between September 24, 2007 and January 1, 2009. Because of this uncertainty, it is possible that an exchange that took place prior to January 1, 2009 caused a TSA plan participant to incur taxation on the value of the contract. However, it is also possible that such an exchange did not have adverse tax consequences. If a TSA plan participant exchanged a contract to a TSA contract with a provider that does not have an ISA with the TSA plan, the participant had until July 1, 2009 to avoid adverse tax consequences by exchanging the contract for a TSA contract with which the TSA plan does have an ISA.

The IRC limits the withdrawal of Purchase Payments made by TSA plan participants through salary reductions from certain TSAs. Withdrawals of salary reduction amounts and their earnings can be made when a TSA plan participant:

 

reaches age 59½;

 

has a severance from employment;

 

dies;

 

becomes disabled, as that term is defined in the IRC;

 

meets the requirements for a qualified birth or adoption distribution, as defined in IRC Section 72(t)(2)(H);

 

qualifies for a qualified disaster recovery distribution, as defined in IRC Section 72(t)(2)(M);

 

qualifies for an eligible distribution to a domestic violence victim, as defined in IRC Section 72(t)(2)(K);

 

qualifies for an emergency personal expense distribution, as defined in IRC Section 72(t)(2)(I); or

 

the TSA plan terminates (starting January 1, 2009).
 


In the case of hardship,  for plan years beginning before 2024,  the TSA plan participant could only withdraw the Purchase Payments and not any earnings.  However, for plan years beginning after 2023, hardship withdrawals can consist of both the Purchase Payments and any earnings.

TSA contract value as of December 31, 1988 and contract amounts attributable to service with a former employer are not subject to these restrictions. Additionally, return of excess contributions or amounts paid to a spouse as a result of a qualified domestic relations order are not subject to these restrictions.


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TSA contracts issued January 1, 2009 and after are subject to distribution restrictions on employer contributions. These restrictions are determined by the TSA plan and can be based on criteria such as completing years of service or attaining a stated age.

Withdrawal Restrictions – Governmental 457(b) Deferred Compensation Contract

Amounts may not be paid to a participant of a governmental 457(b) deferred compensation plan prior to the plan participant’s:

 

attainment of age 59½;

 

severance from employment;

 

incurring an unforeseeable emergency;

 

compliance with a qualified domestic relations order (QDRO);

 

qualifying for a qualified disaster recovery distribution, as defined in IRC Section 72(t)(2)(M);

 

qualifying for an eligible distribution to a domestic violence victim, as defined in IRC Section 72(t)(2)(K);

 

qualifying for an emergency personal expense distribution, as defined in IRC Section 72(t)(2)(I); or

 

meeting the requirements for a qualified birth or adoption distribution, as defined in IRC Section 72(t)(2)(H).
 

In certain circumstances, amounts may also be distributed upon termination of the deferred compensation plan or if the contract contains $5,000 or less, as provided by the plan.

Governmental 457(b) deferred compensation plans are subject to the Required Minimum Distribution rules of IRC Section 401(a)(9). The sections of this prospectus related to Qualified Contracts contain more detailed information regarding these rules.

Required Minimum Distributions for Qualified Contracts

For Qualified Contracts other than Roth IRAs, distributions generally must begin no later than April 1st of the calendar year following the later of:

 

(1) the calendar year in which you attained the “applicable age” as defined in IRC Section 401(a)(9); or

 

(2) the calendar year in which you retire.
 

If you  were born after December 31, 1950 and before January 1, 1960, your applicable age is 73. If you  were born after December 31, 1959, your applicable age is 75. Previously, the age at which RMDs were required to begin was 70½ for those born before July 1, 1949, and 72 for those born after June 30, 1949 and before January 1, 1951.

The date set forth in (2) does not apply to an IRA or to a five percent owner of the employer maintaining the plan. Required distributions generally must be over a period not exceeding your life or life expectancy or the joint lives or joint life expectancies of you and your designated Beneficiary. Upon your death, additional distribution requirements are imposed. If your contract is held as a Roth IRA, there are no RMDs during your life. However, upon your death your Beneficiary is subject to RMD requirements. If RMDs are not made, a penalty tax of up to 25% is imposed on the amount that should have been distributed.

These rules were significantly changed under the Setting Every Community Up for Retirement Enhancement (SECURE) Act, enacted in late 2019, and differ for Qualified Contracts when death occurs after December 31, 2019 versus those where death occurred on or before December 31, 2019 (on or before December 31, 2021 for participants of a governmental plan or a plan maintained pursuant to a collective bargaining agreement).

Where the Owner’s death occurred on or before December 31, 2019 (on or before December 31, 2021 for participants of a governmental plan or a plan maintained pursuant to a collective bargaining agreement), if the contract had not yet entered the Income Phase and death occurred after the required beginning date, distributions must be made at least as rapidly as under the method in effect at the time of the Owner’s death, or over the life or life expectancy of the designated Beneficiary. If the contract had not entered the Income Phase and death occurred before the required beginning date, the remaining interest must be distributed within five years or over the life or life expectancy of the designated Beneficiary.  If the Owner’s death occurred after the Contract had entered the Income Phase, distributions must be made at least as rapidly as under the method in effect at the time of the Owner’s death.


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If your death occurs after December 31, 2019 (after December 31, 2021 for participants of a governmental plan or a plan maintained pursuant to a collective bargaining agreement) and your designated Beneficiary is not an “Eligible Designated Beneficiary” as defined in IRC Section 401(a)(9), the remaining interest must be distributed within ten years, regardless of whether your death occurs before or after your required beginning date or whether your contract had entered the Income Phase.  In addition, if your death occurs on or after your required beginning date, proposed regulations under IRC Section 401(a)(9) would require annual RMDs during the ten year distribution period.  If your designated Beneficiary is considered an Eligible Designated Beneficiary, the remaining interest must be distributed within ten years or over the life or life expectancy of the designated Beneficiary. We only offer a life or life expectancy distribution option to a designated beneficiary who either (1) is the surviving spouse of the deceased qualified plan participant or IRA owner or, (2) is not more than ten years younger than the deceased qualified plan participant or IRA owner. In the future, we may allow additional classes of Eligible Designated Beneficiaries to elect a life or life expectancy distribution option.

If your death occurs after December 31, 2019 (after December 31, 2021 for participants of a governmental plan or a plan maintained pursuant to a collective bargaining agreement) and you do not have a designated Beneficiary (including where your estate or certain trusts are the Beneficiary), the pre-2019 distribution rules generally apply. If your contract has not yet entered the Income Phase and death occurs after your required beginning date, distributions must be made at least as rapidly as under the method in effect at the time of your death. If the contract has not yet entered the Income Phase and your death occurs before your required beginning date, the remaining interest must be distributed within five years. If your death occurs after your contract has entered the Income Phase, distributions must be made at least as rapidly as under the method in effect at the time of your death.

The Regulations under IRC Section 401(a)(9) include a provision that could increase the dollar amount of RMDs for individuals who fund their IRA or qualified retirement plan with an annuity contract. During the Accumulation Phase of the annuity contract, Treasury Regulations Section 1.401(a)(9)-6, Q&A-12 requires that individuals add the actuarial present value of any additional benefits provided under the annuity (such as certain living or death benefits) to the dollar amount credited to the owner or beneficiary under the contract in order to determine the fair market value of the contract. A larger fair market value will result in the calculation of a higher RMD amount. You should consult a tax adviser to determine how this may impact your specific circumstances.

Taxation of Death Benefit Proceeds

Amounts may be distributed from a Contract because of your death or the death of the Annuitant. Generally, such amounts are includible in the income of the recipient as follows:

 

if distributed in a lump sum, they will be treated in the same manner as a withdrawal from the Contract; or

 

if distributed under a payout option, they will be treated as Annuity Payments.
 

Section 1035 Tax Free Exchanges

IRC Section 1035 provides that a life insurance, endowment, or annuity contract may be exchanged for an annuity contract on a tax free basis. When this type of exchange occurs, the gain in the original contract is preserved in the new contract by transferring the cost basis under the original contract to the new contract. The IRS has provided guidance on the partial exchange of an annuity contract for another annuity contract. According to the guidance, partial exchanges occurring on or after October 24, 2011 will be tax free if no distribution takes place from either contract within 180 days after the exchange. If a distribution occurs within 180 days after the exchange, the IRS will apply general tax principles to determine the tax treatment of the transfer. The limitation on distributions within 180 days does not apply to Annuity Payments that are based on life expectancy or on a period certain of ten or more years. You should consult a tax adviser before entering into any 1035 exchange.

Partial exchanges which occurred prior to October 24, 2011 were subject to more restrictive guidance. You should consult a tax adviser if you have questions regarding the taxation of a prior exchange.

Beginning January 1, 2010, the Pension Protection Act of 2006 permits the exchange of an annuity contract for a qualified long-term care contract to qualify as a tax free 1035 exchange. However, if an annuity contract has entered the Income Phase, there is uncertainty and a lack of guidance regarding whether the exchange can qualify. Therefore, if an annuity contract has entered the Income Phase and the contract or the resulting Annuity Payments are exchanged for a qualified long-term care contract, we will not treat that as a tax free 1035 exchange.


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The IRS has also issued guidance allowing a Beneficiary of a non-qualified annuity contract to enter into a 1035 exchange of the death benefit for a new annuity contract, provided that the new contract will be administered as if the owner is deceased for purposes of the death benefit requirements of IRC Section 72(s). In order to allow the death benefit under a non-qualified annuity contract to be exchanged, we may require additional documentation from the issuer of the new contract, in order to ensure that this requirement is met.

Income Tax Reporting and Withholding

Federal law requires that we file an information return on Form 1099-R with the IRS (with a copy to you) reporting any taxable amounts paid to you under the annuity contract. By January 31st of the calendar year following the year of any payment(s), we will issue the Form 1099-R to the owner of the annuity contract. Following the death of the owner the Form 1099-R will be sent to each beneficiary who receives a payment under the contract.

The portion of any distribution that is includible in the gross income of the owner is subject to federal income tax withholding. The amount of the withholding depends on the type of distribution. Withholding for periodic payments is at the same rate as wages and at the rate of 10% from non-periodic payments. However, the owner, in most cases, may elect not to have taxes withheld or to have withholding done at a different rate. Distributions from certain retirement plans, excluding IRAs, that are not directly rolled over to another eligible retirement plan or IRA, are subject to a mandatory 20% withholding.

The 20% withholding requirement generally does not apply to:

 

a series of substantially equal payments made at least annually for:

 

the life or life expectancy of the owner, or joint and last survivor expectancy of the owner and a designated beneficiary, or

 

for a specified period of ten years or more;

 

distributions which are RMDs;

 

hardship distributions from a 401(k) plan or a tax-sheltered annuity; or

 

distributions that are qualified birth or adoption distributions as defined in IRC Section 72(t)(2)(H).
 

You should consult a tax adviser regarding withholding requirements.

Generation Skipping Transfer Tax Withholding

Under certain circumstances, the IRC may impose a generation skipping transfer tax when all or part of an annuity contract is transferred to, or a death benefit is paid to, an individual two or more generations younger than the Owner. Regulations issued under the IRC may require us to deduct the tax from your Contract, or from any applicable payment, and pay it directly to the IRS.

Medicare Hospital Insurance Tax

A Medicare Hospital Insurance Tax (known as the Unearned Income Medicare Contribution) applies to all or part of a taxpayer’s net investment income, at a rate of 3.8%, when certain income thresholds are met. Net investment income is defined to include, among other things, non-qualified annuities and net gain attributable to the disposition of property. Under final tax regulations, the taxable portion of any distribution from a non-qualified annuity contract – including surrenders, withdrawals, and Annuity Payments – is included in net investment income. Net investment income also includes the gain from the sale of a non-qualified annuity contract. Under current guidance, we are required to report to the IRS whether a distribution is potentially subject to the tax. You should consult a tax adviser as to the potential impact of the Medicare Hospital Insurance Tax on your Contract.

Non-Resident Aliens and Foreign Entities

Generally, a distribution from a contract to a non-resident alien or foreign entity is subject to federal tax withholding at a rate of 30% of the amount of income that is distributed. A non-resident alien is a person who is neither a citizen, nor a resident, of the United States of America (U.S.). We are required to withhold the tax and send it to the IRS. Some distributions to non-resident aliens or foreign


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entities may be subject to a lower (or no) tax if a treaty applies. In order to obtain the benefits of such a treaty, the non-resident alien must claim the treaty benefit on Form W-8BEN (or the equivalent form), providing us with:

 

proof of residency (in accordance with IRS requirements); and

 

the applicable taxpayer identification number.
 

If the above conditions are not met, we will withhold 30% of the income from the distribution. Additionally, under the Foreign Account Tax Compliance Act effective July 1, 2014, U.S. withholding may occur with respect to certain foreign entity owners (including foreign financial institutions and non-financial foreign entities (such as corporations, partnerships, and trusts)) at a 30% rate without regard to lower treaty rates.

Civil Unions and Domestic Partnerships

Parties to a civil union or domestic partnership are not treated as spouses under federal law. Consequently, certain transactions, such as a change of ownership or continuation of the Contract after death, may be taxable to those individuals. You should consult a tax adviser for more information on this subject.

Non-Natural Owner

When a Non-Qualified Contract is owned by a non-natural person (e.g., a corporation, limited liability company, partnership, trust or certain other entities) the contract will generally not be treated as an annuity for tax purposes. This means that gain in the contract will be taxed each year while the contract is in the Accumulation Phase. This treatment is not generally applied to a contract held by a trust or other entity as an agent for a natural person. If a trust is not a grantor trust for income tax purposes, and any beneficiary (including a contingent beneficiary) of a trust is a non-natural person, the contract will not be treated as owned by an agent for a natural person, and gain in the contract will be taxed annually.

This treatment also does not apply to a contract that qualifies as an immediate annuity. Before purchasing a contract to be owned by a non-natural person or changing ownership on an existing contract that will result in it being owned by a non-natural person, you should consult a tax adviser to determine the tax impact.

Distribution

The Contracts are no longer for sale to the public. The Contract was sold by both registered representatives of MML Investors Services, LLC (MMLIS), a subsidiary of MassMutual, and by registered representatives of other broker-dealers who have entered into distribution agreements with MML Strategic Distributors, LLC (MSD), a subsidiary of MassMutual. Pursuant to separate underwriting agreements with MassMutual, on its own behalf and on behalf of the Separate Account, MMLIS serves as principal underwriter of the contracts sold by its registered representatives, and MSD serves as principal underwriter of the contracts sold by registered representatives of other broker-dealers who have entered into distribution agreements with MSD.

MMLIS and MSD are registered with the SEC as broker-dealers under the Securities Exchange Act of 1934 and are members of the Financial Industry Regulatory Authority (FINRA). MMLIS and MSD also receive compensation for their actions as principal underwriters of the Contracts.

Commissions and Allowances Paid

Commissions for sales of the Contract by MMLIS registered representatives are paid on behalf of MMLIS by MassMutual to MMLIS registered representatives. Commissions for sales of the Contract by registered representatives of other broker-dealers are paid on behalf of MSD by MassMutual to those broker-dealers. We also pay expense allowances in connection with the sales of the Contracts. The maximum commission payable for the Contract is 8.63% of Purchase Payments made to a Contract and/or up to 2.4% of Contract Value annually.


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Additional Compensation Paid to MMLIS

Most MMLIS registered representatives are also MassMutual insurance agents, and as such, are eligible for certain cash and non-cash benefits from MassMutual. Cash compensation includes bonuses and allowances based on factors such as sales, productivity and persistency. Non-cash compensation includes various recognition items such as prizes and awards as well as attendance at, and payment of the costs associated with attendance at, conferences, seminars and recognition trips, and also includes contributions to certain individual plans such as pension and medical plans. Sales of the Contract may help these registered representatives and their supervisors qualify for such benefits. MMLIS registered representatives who are also general agents or sales managers of MassMutual also may receive overrides, allowances and other compensation that is based on sales of the Contract by their registered representatives.

Additional Compensation Paid to Certain Broker-Dealers

We and MSD make additional commission payments to certain broker-dealers in the form of asset-based payments and sales-based payments. We also make cash payments and non-cash payments to certain broker-dealers. The asset-based and sales-based payments are made to participate in those broker-dealers’ preferred provider programs or marketing support programs, or to otherwise promote the Contract. Asset-based payments are based on the value of the assets in the MassMutual Contracts sold by that broker-dealer. Sales-based payments are paid on each sale of the Contract and each subsequent Purchase Payment applied to the Contract. Cash payments are made to attend sales conferences and educational seminars sponsored by certain broker-dealers. Non-cash payments include various promotional items. For a list of the broker-dealers to whom we currently pay additional compensation for selling the Contract, visit www.MassMutual.com/legal/compensation-arrangements or call our Service Center.

The additional compensation arrangements described in the preceding paragraphs are not offered to all broker-dealers and the terms of such arrangements may differ among broker-dealers. Some broker-dealers may receive two or more of these payments. Such payments may give us greater access to the registered representatives of the broker-dealers that receive such compensation or may influence the way that a broker-dealer markets the Contract. Any such compensation will be paid by MSD or us and will not result in any additional direct charge to you.

Compensation in General

The compensation arrangements described above may provide a registered representative with an incentive to sell the Contract over other available variable annuity contracts whose issuers do not provide such compensation or who provide lower levels of such compensation. Your registered representative typically receives a portion of the compensation that is payable to his or her broker-dealer, depending on the agreement between the representative and their firm. MassMutual is not involved in determining compensation paid to a registered representative of an unaffiliated broker-dealer. You may contact your broker-dealer or registered representative to find out more information about the compensation they may receive in connection with your purchase of a Contract. You may want to take these compensation arrangements into account when evaluating any recommendation regarding the Contract.

We intend to recoup a portion of the cash and non-cash compensation payments that we make through the assessment of certain charges described in this prospectus. We may also use some of the 12b-1 distribution fee payments and other payments that we receive from certain Funds to help us make these cash and non-cash payments.

You may want to contact MMLIS or your registered representative to find out more about the compensation they receive in connection with your purchase of a Contract.

Commissions or overrides may also be paid to broker-dealers providing wholesaling services (such as providing sales support and training for sales representatives who sell the Contracts).


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Other Information

Assignment

You can assign the Contract at any time during your lifetime. We will not be bound by the assignment until we receive written notice of the assignment in Good Order. We will not be liable for any payment or other action we take in accordance with the Contract before we receive notice of the assignment. We are not responsible for the validity of an assignment. You may be subject to tax consequences if you assign your Contract.

If the Contract is issued pursuant to a qualified plan, there may be limitations on your ability to assign the Contract. If you assign your Contract, your rights may only be exercised with the consent of the assignee of record.

Unclaimed Property

Every state has some form of unclaimed property law that imposes varying legal and practical obligations on insurers and, indirectly, on Owners, Beneficiaries, and any other payees of proceeds from a contract. Unclaimed property laws generally provide for the transfer of benefits or payments under various circumstances to the abandoned property division or unclaimed property office in the state of last residence. This process is known as escheatment. To help avoid escheatment, keep your own information, as well as Beneficiary and any other payee information up-to-date, including: full names, postal and electronic media addresses, telephone numbers, dates of birth, and social security numbers. To update this information, contact our Service Center. IRS guidance requires us to withhold federal income tax from escheated payments from certain qualified contracts, and to report such payments to the IRS on Form 1099-R.

Anti-Money Laundering

Federal laws designed to counter terrorism and prevent money laundering might, in certain circumstances, require us to reject a Purchase Payment or block an owner’s ability to make certain transactions and thereby refuse to accept any request for transfers, withdrawals, or death benefits, until instructions are received from the appropriate regulator. We may also be required to provide additional information about you and your Contract to government regulators.

Payments We Make

We may be required to suspend or postpone payments, withdrawals, or transfers from the Sub-Accounts for any period when:

 

the NYSE is closed (other than customary weekend and holiday closings);

 

trading on the NYSE is restricted;

 

an emergency exists as a result of which disposal of shares of the Funds is not reasonably practicable or we cannot reasonably value the shares of the Funds; or

 

during any other period when the SEC, by order, so permits for your protection.
 

We reserve the right to defer payment for a withdrawal from The Fixed Account for the period permitted by law, but not for more than six months.

In addition, if, pursuant to the SEC’s rules, a money market fund suspends payment of redemption proceeds in connection with a liquidation of that Fund, we will delay payment of any transfer, withdrawal or death benefit from the applicable money market Sub-Account until the Fund is liquidated.

Federal laws designed to counter terrorism and prevent money laundering might, in certain circumstances, require us to reject a Purchase Payment or block an owner’s ability to make certain transactions and thereby refuse to accept any request for transfers, withdrawals, or death benefits, until instructions are received from the appropriate regulator. We may also be required to provide additional information about you and your Contract to government regulators.


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Changes to the Contract

We reserve the right to amend the Contract to meet the requirements of applicable federal or state laws or regulations, or as otherwise provided in the Contract. We will notify you by written notice of such amendments.

Special Arrangements

For certain group or sponsored arrangements there may be expense savings that can be passed on to the customer because our cost for sales, administration, and mortality generally vary with the size of the customer. We will consider factors such as the size of the group, the nature of the sale, the expected Purchase Payment volume, and other factors we consider significant in determining whether to reduce charges. Subject to applicable state laws and regulations, we reserve the right to reduce or waive the mortality and expense risk charge, the administrative charge, the annual contract maintenance charge or any other charge that is appropriate to reflect any expense savings. We will make any reductions according to our rules in effect when an application for a Contract is approved. We may change these rules from time to time. Any reduction in charges will reflect differences in costs or services, and will not be unfairly discriminatory.

We reserve the right to modify or terminate such arrangements.

Termination of the Contract

We will terminate your Contract upon the occurrence of any of the following events:

 

the date of the last Annuity Payment;

 

the date withdrawal is made of the entire Contract Value;

 

the date of the last payment upon death to the last Beneficiary; or

 

the date your Contract is returned under the right to examine Contract provision.
 

Computer System, Cybersecurity, and Service Disruption Risks

The Company relies on its parent, MassMutual, for various operating and administrative services including computer systems. MassMutual and its business partners rely on computer systems to conduct business, including customer service, marketing and sales activities, customer relationship management and producing financial statements. While MassMutual and its business partners have policies, procedures, automation and backup plans designed to prevent or limit the effect of failures, their respective computer systems may be vulnerable to disruptions or breaches as the result of natural disasters, man-made disasters, criminal activity, pandemics, or other events beyond their control. The failure of MassMutual’s or its business partners’ computer systems for any reason could disrupt operations, result in the loss of customer business and adversely impact profitability.

MassMutual and its business partners retain confidential information on their respective computer systems, including customer information and proprietary business information. Any compromise of the security of MassMutual’s or its business partners’ computer systems that results in the disclosure of personally identifiable customer information could damage our reputation, expose us to litigation, increase regulatory scrutiny and require us to incur significant technical, legal, and other expenses. The risk of cyber-attacks may be higher during periods of geopolitical turmoil (such as the Russian invasion of Ukraine and the responses by the United States and other governments).

Geopolitical and other events, including natural disasters, war, terrorism, economic uncertainty, trade disputes, public health crises and related geopolitical events, and widespread disease, including pandemics (such as COVID-19) and epidemics, have led, and in the future may lead, to increased market volatility, which may disrupt U.S. and world economies and markets and may have significant adverse direct or indirect effects on the Company and MassMutual. These events may adversely affect computer and other systems on which MassMutual and the Company rely, interfere with the processing of contract-related transactions (including the processing of orders from owners and orders with the funds) and the Company’s ability to administer this Contract in a timely manner, or have other possible negative effects. These events may also impact the issuers of securities in which the Funds invest, which may cause the Funds underlying the Contract to lose value. There can be no assurance that we, the Funds or our service providers will avoid losses affecting the Contract due to these geopolitical and other events. If we are unable to receive U.S. mail or fax transmissions due to a closure of U.S. mail delivery by the government or due to the need to protect the health of our employees, you may still be able to submit


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transaction requests to the Company electronically or over the telephone. Our inability to receive U.S. mail or fax transmissions may cause delays in the pricing and processing of transaction requests submitted to us by U.S. mail or by fax during that time period.

Legal Proceedings

The Company is subject to legal and regulatory actions, including class action lawsuits, in the ordinary course of its business. Our pending legal and regulatory actions include proceedings specific to us, as well as proceedings generally applicable to business practices in the industry in which we operate. From time to time, we also are subject to governmental and administrative proceedings and regulatory inquiries, examinations, and investigations in the ordinary course of our business. In addition, we, along with other industry Contract Owners, may occasionally be subject to investigations, examinations, and inquiries (in some cases industry-wide) concerning issues upon which regulators have decided to focus. Some of these proceedings involve requests for substantial and/or unspecified amounts, including compensatory or punitive damages.

While it is not possible to predict with certainty the ultimate outcome of any pending litigation proceedings or regulatory action, management believes, based on information currently known to it, that the ultimate outcome of all pending litigation and regulatory matters, after consideration of applicable reserves and rights to indemnification, is not likely to have a material adverse effect upon the Separate Account, the ability of the principal underwriter(s) to perform in accordance with its contracts with the Company on behalf of the Separate Account, or the ability of the Company to meet its obligations under the Contract.

For more information regarding the Company’s litigation and other legal proceedings, see the notes to the Company’s financial statements contained within the SAI.

Our Financial Statements

The financial statements for the Separate Account and the Company are included in the SAI. Our financial statements should be distinguished from the financial statements of the Separate Account, and you should consider our financial statements as bearing only upon our ability to meet our obligations under the Contracts. Contact us at our Service Center for a free copy of these financial statements and the SAI.


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Appendix A

Funds Available Under the Contract

The following is a list of Funds currently available under the Contract. The list of Funds is subject to change, as discussed in the prospectus for the Contract. Before you invest, you should review the prospectuses for the Funds. These prospectuses contain more information about the Funds and their risks and may be amended from time to time You can find prospectuses and other information about the Funds online at www.MassMutual.com/PanoramaPremier. You can also request this information at no cost by calling (800)  272-2216 or sending an email request to ANNfax@MassMutual.com.

The current expenses and performance information below reflects fees and expenses of the Funds, but does not reflect the other fees and expenses that your Contract may charge. Expenses would be higher and performance would be lower if these charges were included. Each Fund’s past performance is not necessarily an indication of future performance.

Fund Type

Fund and Adviser/Sub-Adviser

Current Expenses (expenses/ average assets)

Average Annual Total Returns
(as of 12/31/2023)

1 Year

5 Year

10 Year

Asset Allocation

MML Aggressive Allocation Fund (Initial Class)(1)
Adviser: MML Investment Advisers, LLC
Sub-Adviser: N/A

0.97
%
18.32
%
10.27
%
7.32
%

Asset Allocation

MML Balanced Allocation Fund (Initial Class)(1)
Adviser: MML Investment Advisers, LLC
Sub-Adviser: N/A

0.85
%
12.47
%
6.44
%
4.95
%

Asset Allocation

MML Conservative Allocation Fund (Initial Class)(1)
Adviser: MML Investment Advisers, LLC
Sub-Adviser: N/A

0.82
%
11.65
%
5.54
%
4.37
%

Asset Allocation

MML Growth Allocation Fund (Initial Class)(1)
Adviser: MML Investment Advisers, LLC
Sub-Adviser: N/A

0.90
%
15.98
%
8.95
%
6.48
%

Asset Allocation

MML Moderate Allocation Fund (Initial Class)(1)
Adviser: MML Investment Advisers, LLC
Sub-Adviser: N/A

0.86
%
13.90
%
7.29
%
5.50
%

Money Market

Invesco V.I. U.S. Government Money Portfolio (Series I)(2)(3)
Adviser: Invesco Advisers, Inc.
Sub-Adviser: N/A

0.63
%
4.54
%
1.54
%
0.94
%

Money Market

MML U.S. Government Money Market Fund (Initial Class)(2)
Adviser: MML Investment Advisers, LLC
Sub-Adviser: Barings LLC

0.52
%
4.64
%
1.54
%
0.95
%

Fixed Income

Invesco V.I. Core Plus Bond Fund (Series I)(4)
Adviser: Invesco Advisers, Inc.
Sub-Adviser: N/A

0.61
%
(*)
6.14
%
–3.41
%
1.89
%

Fixed Income

Invesco V.I. Global Strategic Income Fund (Series I)
Adviser: Invesco Advisers, Inc.
Sub-Adviser: N/A

0.92
%
(*)
8.88
%
1.30
%
1.50
%

Fixed Income

MML High Yield Fund (Service Class I)
Adviser: MML Investment Advisers, LLC
Sub-Adviser: Barings LLC

1.21
%
(*)
12.82
%
4.78
%
4.26
%

Fixed Income

MML Inflation-Protected and Income Fund (Initial Class)
Adviser: MML Investment Advisers, LLC
Sub-Adviser: Barings LLC

0.61
%
(*)
5.43
%
3.19
%
2.48
%

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Fund Type

Fund and Adviser/Sub-Adviser

Current Expenses (expenses/ average assets)

Average Annual Total Returns
(as of 12/31/2023)

1 Year

5 Year

10 Year

Fixed Income

MML Managed Bond Fund (Service Class)
Adviser: MML Investment Advisers, LLC
Sub-Adviser: Barings LLC

0.70
%
6.43
%
1.32
%
1.78
%

Fixed Income

MML Short-Duration Bond Fund (Service Class I)
Adviser: MML Investment Advisers, LLC
Sub-Adviser: Barings LLC

0.83
%
6.70
%
1.06
%
1.32
%

Fixed Income

MML Total Return Bond Fund (Service Class I)
Adviser: MML Investment Advisers, LLC
Sub-Adviser: Metropolitan West Asset Management, LLC

0.88
%
5.20
%
0.79
%
1.29
%

Balanced

Invesco V.I. Equity and Income Fund (Series I)(5)(6)(7)
Adviser: Invesco Advisers, Inc.
Sub-Adviser: N/A

0.57
%
10.56
%
9.93
%
7.06
%

Balanced

MML Blend Fund (Initial Class)(1)
Adviser: MML Investment Advisers, LLC
Sub-Adviser: BlackRock Investment Management, LLC

0.50
%
17.62
%
9.10
%
7.55
%

Large Cap Value

MML Equity Fund (Initial Class)
Adviser: MML Investment Advisers, LLC
Sub-Adviser: Brandywine Global Investment Management, LLC

0.44
%
9.32
%
11.99
%
8.34
%

Large Cap Value

MML Equity Income Fund (Initial Class)
Adviser: MML Investment Advisers, LLC
Sub-Adviser: T. Rowe Price Associates, Inc.

0.79
%
9.54
%
11.20
%
7.86
%

Large Cap Value

MML Fundamental Value Fund (Service Class I)
Adviser: MML Investment Advisers, LLC
Sub-Adviser: Boston Partners Global Investors, Inc.

1.05
%
13.41
%
11.86
%
8.13
%

Large Cap Value

MML Income & Growth Fund (Initial Class)
Adviser: MML Investment Advisers, LLC
Sub-Adviser: Barrow, Hanley, Mewhinney & Strauss, LLC

0.71
%
9.19
%
12.00
%
8.79
%

Large Cap Blend

Fidelity® VIP Contrafund® Portfolio (Initial Class)
Adviser: Fidelity Management & Research Company LLC
Sub-Advisers: FMR Investment Management (UK) Limited, Fidelity Management & Research (Hong Kong) Limited, and Fidelity Management & Research (Japan) Limited

0.56
%
33.45
%
16.65
%
11.61
%

Large Cap Blend

Invesco V.I. Diversified Dividend Fund (Series I)
Adviser: Invesco Advisers, Inc.
Sub-Adviser: N/A

0.68
%
9.04
%
9.81
%
7.80
%

Large Cap Blend

Invesco V.I. Main Street Fund® (Series I)
Adviser: Invesco Advisers, Inc.
Sub-Adviser: N/A

0.80
%
(*)
23.22
%
13.57
%
10.02
%

Large Cap Blend

MML Equity Index Fund (Class I)
Adviser: MML Investment Advisers, LLC
Sub-Adviser: Northern Trust Investments, Inc.

0.43
%
25.75
%
15.21
%
11.57
%

Large Cap Blend

MML Focused Equity Fund (Service Class I)
Adviser: MML Investment Advisers, LLC
Sub-Adviser: Wellington Management Company LLP

1.12
%
9.69
%
13.14
%
10.55
%

Large Cap Blend

MML Fundamental Equity Fund (Service Class I)
Adviser: MML Investment Advisers, LLC
Sub-Adviser: Invesco Advisers, Inc.

1.06
%
22.76
%
14.68
%
11.94
%

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Fund Type

Fund and Adviser/Sub-Adviser

Current Expenses (expenses/ average assets)

Average Annual Total Returns
(as of 12/31/2023)

1 Year

5 Year

10 Year

Large Cap Blend

MML Sustainable Equity Fund (Initial Class)
Adviser: MML Investment Advisers, LLC
Sub-Adviser: American Century Investment Management, Inc.

0.56
%
24.51
%
14.72
%
10.97
%

Large Cap Growth

Invesco V.I. Capital Appreciation Fund (Series I)
Adviser: Invesco Advisers, Inc.
Sub-Adviser: N/A

0.80
%
(*)
35.38
%
16.40
%
11.56
%

Large Cap Growth

MML Blue Chip Growth Fund (Initial Class)
Adviser: MML Investment Advisers, LLC
Sub-Adviser: T. Rowe Price Associates, Inc.

0.78
%
49.53
%
12.93
%
12.05
%

Large Cap Growth

MML Large Cap Growth Fund (Initial Class)
Adviser: MML Investment Advisers, LLC
Sub-Adviser: Loomis, Sayles & Company, L.P.

0.69
%
51.71
%
17.75
%
12.98
%

Small/Mid-Cap Value

MML Mid Cap Value Fund (Initial Class)
Adviser: MML Investment Advisers, LLC
Sub-Adviser: American Century Investment Management, Inc.

0.89
%
5.97
%
11.11
%
8.83
%

Small/Mid-Cap Value

MML Small/Mid Cap Value Fund (Initial Class)
Adviser: MML Investment Advisers, LLC
Sub-Adviser: AllianceBernstein L.P.

0.82
%
17.12
%
11.06
%
7.75
%

Small/Mid-Cap Blend

MML Small Cap Equity Fund (Initial Class)
Adviser: MML Investment Advisers, LLC
Sub-Adviser: Invesco Advisers, Inc.

0.73
%
17.81
%
13.18
%
9.09
%

Small/Mid-Cap Growth

Invesco V.I. Discovery Mid Cap Growth Fund (Series I)
Adviser: Invesco Advisers, Inc.
Sub-Adviser: N/A

0.87
%
13.15
%
12.77
%
9.79
%

Small/Mid-Cap Growth

MML Mid Cap Growth Fund (Initial Class)
Adviser: MML Investment Advisers, LLC
Sub-Advisers: T. Rowe Price Associates, Inc. and Wellington Management Company LLP

0.82
%
22.64
%
11.38
%
10.40
%

Small/Mid-Cap Growth

MML Small Cap Growth Equity Fund (Initial Class)
Adviser: MML Investment Advisers, LLC
Sub-Adviser: Wellington Management Company LLP

1.08
%
(*)
16.84
%
11.91
%
8.80
%

International/Global

Invesco Oppenheimer V.I. International Growth Fund (Series I)
Adviser: Invesco Advisers, Inc.
Sub-Adviser: N/A

1.00
%
(*)
21.06
%
8.72
%
3.80
%

International/Global

Invesco V.I. Global Fund (Series I)
Adviser: Invesco Advisers, Inc.
Sub-Adviser: N/A

0.82
%
34.73
%
12.30
%
8.47
%

International/Global

MML Foreign Fund (Initial Class)
Adviser: MML Investment Advisers, LLC
Sub-Adviser: Thompson, Siegel and Walmsley LLC

0.95
%
16.22
%
6.11
%
2.22
%

International/Global

MML Global Fund (Class II)
Adviser: MML Investment Advisers, LLC
Sub-Adviser: Massachusetts Financial Services Company

0.83
%
14.37
%
10.46
%
7.39
%

Specialty(8)

Invesco V.I. Health Care Fund (Series I)
Adviser: Invesco Advisers, Inc.
Sub-Adviser: N/A

0.98
%
3.02
%
8.75
%
6.87
%

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Fund Type

Fund and Adviser/Sub-Adviser

Current Expenses (expenses/ average assets)

Average Annual Total Returns
(as of 12/31/2023)

1 Year

5 Year

10 Year

Specialty(8)

Invesco V.I. Technology Fund (Series I)
Adviser: Invesco Advisers, Inc.
Sub-Adviser: N/A

0.98
%
46.94
%
14.92
%
12.24
%

Specialty(8)

MML Managed Volatility Fund (Initial Class)
Adviser: MML Investment Advisers, LLC
Sub-Adviser: Gateway Investment Advisers, LLC

1.06
%
12.87
%
5.74
%
4.36
%

Specialty(8)

PIMCO CommodityRealReturn® Strategy Portfolio (Advisor Class)
Adviser: Pacific Investment Management Company LLC
Sub-Adviser: N/A

1.58
%
(*)
–7.93
%
8.46
%
–0.90
%

Specialty(8)

VY® CBRE Global Real Estate Portfolio (Class S)
Adviser: Voya Investments, LLC
Sub-Adviser: CBRE Clarion Securities LLC

1.15
%
(*)
12.33
%
5.90
%
4.23
%
(*) These Funds and their investment advisers have entered into contractual fee waivers or expense reimbursements. These temporary fee reductions are reflected in their current expenses. Those contractual arrangements are designed to reduce the Fund’s total current expenses for Owners and will continue past the current year.
(1) These are fund-of-funds investment choices. They are known as fund-of-funds because they invest in other underlying funds. A fund offered in a fund-of-funds structure may have higher expenses than a direct investment in its underlying funds because a fund-of-funds bears its own expenses and indirectly bears its proportionate share of expenses of the underlying funds in which it invests.
(2) You could lose money by investing in the Fund. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. An investment in the Fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The Fund’s sponsor has no legal obligation to provide financial support to the Fund, and you should not expect that the sponsor will provide financial support to the Fund at any time. The yield of this Fund may become very low during periods of low interest rates. After deduction of Separate Account charges, the yield in the division that invests in this Fund could be negative.
(3) Unavailable in Contracts issued on or after January 19, 2008.
(4) Effective May 1, 2009 and after, you may not allocate any new money to this Fund via Purchase Payments or transfers.
(5) Invesco V.I. Equity and Income Fund was added as an investment option on April 29, 2024.
(6) Invesco V.I. Conservative Balanced Fund merged into Invesco V.I. Equity and Income Fund after the close of the New York Stock Exchange on April 26, 2024.
(7) Unavailable in Contracts issued on or after April 30, 2012.
(8) Specialty funds are an all-encompassing category that consists of funds that forgo broad diversification to concentrate on a certain segment of the economy or a specific targeted strategy. For example, sector funds are targeted strategy funds aimed at specific sectors of the economy, such as financial, technology, healthcare, and so on. Sector funds can, therefore, be more volatile than a more diversified equity fund since the stocks in a given sector tend to be highly correlated with each other.

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Appendix B

Free Withdrawal Amount (FWA) Examples

Example 1 ~ Free Withdrawal Amount in Second Contract Year at the Time of a Withdrawal


The values shown are based on the following assumptions:

 

Your Issue Date is 4/6/2004. This is the date when we credit your initial Purchase Payment of $100,000 to your Contract.

 

On 5/14/2004, an additional Purchase Payment of $10,000 is made.

 

On 7/15/2005, which is in Contract Year 2, the Contract Value is $125,000 and a partial withdrawal of $12,000 is made.
 

Based on the above, we have the following values for the calculation of the Free Withdrawal Amount.

Date

Transaction

Pre-
Transaction
Contract
Value

Transaction
Amount

Gain(1)

Purchase
Payments –
Prior
FWA
withdrawals

10% of
Total
Purchase
Payments

FWA(2)

4/6/2004

Purchase 1

$             0
           
$100,000
$        0
       
$100,000
$10,000
$10,000

5/15/2004

Purchase 2

102,000
10,000
2,000
110,000
11,000
11,000

7/15/2005

Immediately
Before
Withdrawal

125,000
15,000
110,000
11,000
15,000
(1) Gain is the part of the Contract that is attributable to positive investment earnings in the Contract as of that day.
(2) FWA is the greater of the gain or 10% of the Purchase Payments reduced by any free withdrawals you previously took in the current Contract Year.

 

On 4/6/2004, 10% of the first Purchase Payment of $100,000 is $10,000. There is no gain so the FWA for that day would be $10,000 (greater of $0 or $10,000).

 

On 5/15/2004, the total Purchase Payments for the Contract is $110,000 ($100,000 + $10,000). 10% of the total Purchase Payments is $11,000 (10% x $110,000). The gain is $2,000 so the FWA for that day is $11,000 (greater of $2,000 or $11,000).

 

On 7/15/2005, 10% of the total Purchase Payments is $11,000 (10% x $110,000). The gain is $15,000 so the FWA for that day is $15,000 (greater of $15,000 or $10,000).
 

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Example 2 ~ Impact of Prior Withdrawal to Free Withdrawal Amount


This example is the same as Example 1 but has additional events that happen after 7/15/2005.

 

Your Issue Date is 4/6/2004. This is the date when we credit your initial Purchase Payment of $100,000 to your Contract.

 

On 5/14/2004, an additional Purchase Payment of $10,000 is made.

 

On 7/15/2005, the Contract Value is $125,000 and a partial withdrawal of $12,000 is made.

 

On 8/1/2005, an additional Purchase Payment of $20,000 is made.

 

On 8/15/2005, the Contract Value is $137,000 and a partial withdrawal of $12,000 is made.
 

Based on the above, we have the following values for the calculation of the Free Withdrawal Amount.

Date

Transaction

Contract
Value

Purchase
Payment or
Withdrawal
Amount

Total
Remaining
Purchase
Payments

Gain(1)

Total
Purchase
Payments

10% of
Total
Purchase
Payments

Prior
Withdrawals
of FWA

FWA(2)

4/6/2004

Purchase 1

$            0
           
$100,000
$100,000
$         0
       
$100,000
$10,000
$         0
       
$10,000

5/15/2004

Immediately Before Purchase 2

102,000
10,000
100,000
2,000
100,000
10,000
0
10,000

5/15/2004

Immediately After Purchase 2

112,000
0
110,000
2,000
110,000
11,000
0
11,000

7/15/2005

Immediately Before Withdrawal 1

125,000
12,000
110,000
15,000
110,000
11,000
0
15,000

7/15/2005

Immediately After Withdrawal 1

113,000
0
110,000
3,000
110,000
11,000
12,000
3,000

8/1/2005

Immediately Before Purchase 3

120,000
20,000
110,000
10,000
110,000
11,000
12,000
10,000

8/1/2005

Immediately After Purchase 3

140,000
0
130,000
10,000
130,000
13,000
12,000
10,000

8/15/2005

Immediately Before Withdrawal 2

137,000
12,000
130,000
7,000
130,000
13,000
12,000
7,000

8/15/2005

Immediately After Withdrawal 2

125,000
0
125,000
0
130,000
13,000
13,000
0
(1) Gain is the part of the Contract that is attributable to positive investment earnings in the Contract as of that day.
(2) FWA is the greater of the gain or 10% of the Purchase Payments reduced by any free withdrawals you previously took in the current Contract Year.

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On 4/6/2004, 10% of the first Purchase Payment of $100,000 is $10,000. There is no gain so the FWA for that day would be $10,000 (greater of $0 or $10,000).

 

On 5/15/2004, the total Purchase Payments for the Contract is $110,000 ($100,000 + $10,000). 10% of the total Purchase Payments is $11,000 (10% x $110,000). The gain is $2,000 so the FWA for that day is $11,000 (greater of $2,000 or $11,000).

 

On 7/15/2005 immediately prior to the withdrawal, 10% of the total Purchase Payments is $11,000 (10% x $110,000). The gain is $15,000 so the FWA for that day is $15,000 (greater of $15,000 or $10,000).

 

On 7/15/2005 immediately after the withdrawal, 10% of the total Purchase Payments is still $11,000 (10% x $110,000). The withdrawal ($12,000) was less than the gain ($15,000) so all of the withdrawal came from the earnings in the Contract and there was no reduction in total remaining Purchase Payments for any future gain calculations.

 

On 8/1/2005, the remaining Purchase Payments become $130,000 ($110,000 + $20,000) and the total Purchase Payments become $130,000 ($110,000 + $20,000).

 

On 8/15/2005 immediately prior to the withdrawal, 10% of the total Purchase Payments is $13,000 (10% x $130,000). 10% of the total premiums reduced by prior withdrawals of FWA in the current Contract Year is $1,000 ($13,000 – $12,000). The gain is $7,000 ($137,000 – $130,000). So, the FWA for this day is $7,000 (greater of $1,000 or $7,000).

 

On 8/15/2005 immediately after the withdrawal, the withdrawal ($12,000) is greater than the FWA ($7,000), so $5,000 ($12,000 – $7,000) of the withdrawal is subject to CDSC charges. The total Purchase Payments is $130,000. 10% of the total Purchase Payments is $13,000 (10% x $130,000). The prior withdrawals of FWA to apply to any future withdrawals in the Contract Year is $19,000 ($12,000 + $7,000).
 

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Appendix C

Contingent Deferred Sales Charge (CDSC) Example

 

The following Purchase Payments are made:
 

Purchase Payment

Contract Year

Date

Amount

1 (on Issue Date)

1

January 15

$100,000

2

1

May 15

10,000

3

2

January 15

200,000

 

Total Purchase Payments are $310,000.

 

On February 15 of Contract Year 4, the Contract Value is $350,000 and a partial withdrawal of $150,000 is made.

 

To calculate the CDSC, we first determine the Free Withdrawal Amount (FWA) not subject to a CDSC. 10% of the total Purchase Payments is $31,000 (10% x ($100,000 + $10,000 + $200,000)). The gain in the Contract is $40,000 ($350,000 – $310,000).

 

We next determine the withdrawal amount to allocate to Purchase Payments, $110,000 ($150,000 – $40,000).

 

We then look at the amount of CDSC from Purchase Payment #1. The amount remaining subject to a CDSC is $100,000. Since Purchase Payment #1 is in the fourth year from the date that Purchase Payment was applied, the CDSC charge is 4% or $4,000 ($100,000 x 4% = $4,000).

 

The remaining withdrawal amount still subject to a CDSC after allocation to Purchase Payment #1 is $10,000 ($110,000 – $100,000 = $10,000).

 

Next, we look at the amount of CDSC from Purchase Payment #2. Purchase Payment #2 is $10,000 and since Purchase Payment #2 is in the third year from the date that Purchase Payment was applied, the CDSC charge is 5% or $500 ($10,000 x 5% = $500).

 

There is no remaining withdrawal amount still subject to a CDSC after allocation to Purchase Payment #2 ($10,000 – $10,000 = $0).

 

The total CDSC is $4,500, which is the sum of the charges on each Purchase Payment ($4,000 + $500 = $4,500).
 

The total CDSC for this withdrawal is $4,500, which is deducted from the withdrawal amount of $150,000. The net amount of $145,500 ($150,000 – $4,500) is paid to the Contract Owner, unless otherwise instructed.


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Appendix D

Basic Death Benefit Examples

Example 1 ~ Impact of Purchase Payments and Determination of Benefit


The values shown are based on the following assumptions:

 

Initial Purchase Payment = $100,000

 

A subsequent Purchase Payment of $10,000 is made at beginning of Contract Year 2.

 

The Contract Value on the third Contract Anniversary is $120,000.

 

Contract Owner dies in Contract Year 5.
 

Beginning of Contract Year

Purchase Payment

Contract Value
After Purchase
Payment

Total Purchase Payments
Adjusted for Withdrawals

3  Year
Anniversary
Contract
Value

1

$100,000
$100,000
$100,000

2

10,000
115,000
110,000

4

120,000
110,000
$120,000

5 (receive due proof of Contract Owner’s death and election of the payment method)

101,000
110,000
120,000

 

On the Issue Date, a $100,000 Purchase Payment is made. This is the initial total Purchase Payments adjusted for withdrawals.

 

At the beginning of Contract Year 2, a $10,000 subsequent Purchase Payment is made, bringing the total Purchase Payments adjusted for withdrawals to $110,000.

 

The beginning of Contract Year 4 is the third Contract Anniversary and the death benefit will include this value in the determination of the death benefit.

 

Contract Owner dies in Contract Year 5. When we receive due proof of death and election of the payment method for the death benefit, the Contract Value is $101,000. The total Purchase Payments adjusted for withdrawals is $110,000. The Contract Value on the most recent Three Year Anniversary is $120,000. The Basic Death Benefit is the greatest of these three values. Therefore, the death benefit is $120,000.
 

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Example 2A ~ Impact of Withdrawal and Determination of Benefit when Contract is Issued Prior to
October 1, 2003


The values shown are based on the following assumptions:

 

Contract is issued prior to October 1, 2003. Therefore, any withdrawal will be deducted from the death benefit by the same dollar amount as the dollar amount of the withdrawal.

 

Initial Purchase Payment = $100,000.

 

A subsequent Purchase Payment of $10,000 is made at beginning of Contract Year 2.

 

A withdrawal of $20,000 is made at beginning of Contract Year 5.

 

Contract Owner dies in Contract Year 6.
 

Beginning of Contract Year

Purchase Payment

Withdrawal

Contract  Value
After  Purchase
Payment

Total Purchase Payments
Adjusted for Withdrawals

3  Year
Anniversary
Contract
Value

1

$100,000
$100,000
$100,000

2

10,000
115,000
110,000

4

120,000
110,000
$120,000

5 (immediately prior to withdrawal)

120,750
110,000
120,000

5 (immediately after withdrawal)

$20,000
100,750
90,000
100,000

6 (receive due proof of Contract Owner’s  death and election of the payment method)

90,927
90,000
100,000

 

On the Issue Date, a $100,000 Purchase Payment is made. This is the initial total Purchase Payments adjusted for withdrawals.

 

At the beginning of Contract Year 2, a $10,000 subsequent Purchase Payment is made, bringing the total Purchase Payments adjusted for withdrawals to $110,000.

 

At the beginning of Contract Year 5, a $20,000 withdrawal (including any CDSC) is made.

 

Immediately prior to when the withdrawal is made, the Contract Value is $120,750, and the total Purchase Payments adjusted for withdrawals is $110,000.

 

Immediately after the withdrawal is made, the Contract Value becomes $100,750 ($120,750 – $20,000 = $100,750). The total Purchase Payments adjusted for withdrawals and Contract Value on the most recent three-year Contract Anniversary are both reduced by the same amount that the Contract Value is reduced ($20,000). The total Purchase Payments adjusted for withdrawals is $90,000 ($110,000 – $20,000) and the three year anniversary Contract Value is $100,000 ($120,000 – $20,000)

 

Contract Owner dies in Contract Year 6. When we receive due proof of death and election of the payment method for the death benefit, the Contract Value is $90,927. The total Purchase Payments adjusted for withdrawals is $90,000. The three-year anniversary Contract Value adjusted for Purchase Payments and withdrawals is $100,000. Therefore, the death benefit is $100,000 (greatest of $90,927, $90,000, and $100,000).
 

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Example 2B ~ Impact of Withdrawal and Determination of Benefit when Contract is Issued on or After
October 1, 2003


The values shown are based on the following assumptions:

 

Contract is issued on or after October 1, 2003. Therefore, any withdrawals will reduce the death benefit by the same percentage as the percentage reduction in the Contract Value.

 

Initial Purchase Payment = $100,000.

 

A subsequent Purchase Payment of $10,000 is made at beginning of Contract Year 2.

 

A withdrawal of $20,000 is made at beginning of Contract Year 5.

 

Contract Owner dies in Contract Year 6.
 

Beginning of Contract Year

Purchase Payment

Withdrawal

Contract Value
After Purchase
Payment

Total Purchase Payments
Adjusted for Withdrawals

3 Year
Anniversary
Contract
Value

1

$100,000

$100,000

$100,000

2

10,000

115,000

110,000

4

120,000

110,000

$120,000

5 (immediately prior to withdrawal)

120,750

110,000

120,000

5 (immediately after withdrawal)

$20,000

100,750

91,781

100,124

6 (receive due proof of Contract Owner’s death and election of the payment method)

90,927

91,781

100,124

 

On the Issue Date, a $100,000 Purchase Payment is made. This is the initial total Purchase Payments adjusted for withdrawals.

 

At the beginning of Contract Year 2, a $10,000 subsequent Purchase Payment is made, bringing the total Purchase Payments adjusted for withdrawals to $110,000.

 

At the beginning of Contract Year 5, a $20,000 withdrawal (including any CDSC) is made.

 

Immediately prior to when the withdrawal is made, the Contract Value is $120,750, and the total Purchase Payments adjusted for withdrawals is $110,000.

 

Immediately after the withdrawal is made, the Contract Value becomes $100,750 ($120,750 – $20,000 = $100,750). The total Purchase Payments adjusted for withdrawals and Contract Value on the most recent three-year Contract Anniversary are both reduced by the same proportion that the Contract Value is reduced.

Total Purchase Payments adjusted for withdrawals (immediately after the withdrawal) = total Purchase Payments adjusted for withdrawals (immediately prior to the withdrawal) – (withdrawal amount / Contract Value immediately prior to the withdrawal) x total Purchase Payments adjusted for withdrawals (immediately prior to the withdrawal)
= $110,000 – ($20,000 / $120,750) x $110,000
= $110,000 – $18,219
= $91,781

Most recent three-year Contract Anniversary Contract Value = three-year Contract Anniversary Contract Value – (withdrawal amount / Contract Value immediately prior to the withdrawal) x three-year Contract Anniversary Contract Value immediately prior to the withdrawal
= $120,000 – ($20,000 / $120,750) x $120,000
= $120,000 – $19,876
= $100,124

 

Contract Owner dies in Contract Year 6. When we receive due proof of death and election of the payment method for the death benefit, the Contract Value is $90,927. The total Purchase Payments adjusted for withdrawals is $91,781. The three-year anniversary Contract Value adjusted for Purchase Payments and withdrawals is $100,124. Therefore, the death benefit is $100,124 (greatest of $90,927, $91,781, and $100,124).
 

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Example 3 ~ Impact of Reaching Age 75


The values shown are based on the following assumptions:  

 

Initial Purchase Payment = $100,000

 

A subsequent Purchase Payment of $10,000 is made at beginning of Contract Year 2.

 

The Contract Value on the third Contract Anniversary is $120,000.

 

Contract Owner reaches Age 75 in Contract Year 5. Please see definition of Age earlier in this prospectus.

 

A subsequent Purchase Payment of $20,000 is made at beginning of Contract Year 7.
 

Beginning of Contract Year

Purchase
Payment

Contract
Value After
Purchase
Payment

Total Purchase Payments
Adjusted for Withdrawals

3  Year
Anniversary
Contract
Value

1

$100,000
$100,000
$100,000

2

10,000
115,000
110,000

4 (Immediately before Contract Anniversary)

120,000
110,000

4 (Immediately after Contract Anniversary)

120,000
110,000
$120,000

5 (Contract Owner turns Age 75)

101,000
110,000
120,000

7 (Immediately before Purchase Payment)

110,000
120,000

7 (Immediately after Purchase Payment)

20,000
130,000
140,000

 

On the Issue Date, a $100,000 Purchase Payment is made. This is the initial total Purchase Payments adjusted for withdrawals.

 

At the beginning of Contract Year 2, a $10,000 subsequent Purchase Payment is made, bringing the total Purchase Payments adjusted for withdrawals to $110,000.

 

At the beginning of Contract Year 4, the Contract Value is $120,000. The three-year anniversary Contract Value is set to $120,000.

 

At the beginning of Contract Year 5, the Contract Owner has turned Age 75. Therefore, the three-year anniversary Contract Value will not be reset at the beginning of year 7, or any three-year anniversary thereafter. Once the Contract Owner or oldest Joint Owner reaches Age 75, we look to the Contract Value on the most recent three year Contract Anniversary prior to the Contract Owner or the oldest Joint Owner reaching Age 75, plus any subsequent Purchase Payments, less any subsequent withdrawals, including any applicable charges. Your first Contract Anniversary is one calendar year from the date we issued your Contract.

 

At the beginning of Contract Year 7, a $20,000 subsequent deposit is made. The total Purchase Payments adjusted for withdrawals is increased to $130,000 ($110,000 + $20,000) and the three-year Contract Anniversary value is increased to $140,000 ($120,000 + $20,000).
 

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Appendix E

Ratchet Death Benefit Examples

Example 1 ~ Impact of Purchase Payments and Determination of Benefit


The values shown are based on the following assumptions:

 

Initial Purchase Payment = $100,000

 

A subsequent Purchase Payment of $10,000 is made at the beginning of Contract Year 2 and the Contract Value is $105,000 prior to the addition of the Purchase Payment.

 

The Contract Value at the beginning of Contract Year 3 is $120,000.

 

Contract Owner dies in Contract Year 4.
 

Beginning of Contract Year

Purchase Payment

Contract Value
After Purchase
Payment

Annual Ratchet
Death Benefit
Amount

1

$100,000
$100,000

2 (immediately prior to Purchase Payment)

105,000
$105,000

2

10,000
115,000
115,000

3

120,000
120,000

4 (receive due proof of Contract Owner’s death and election of the payment method)

110,000
120,000

 

On the Issue Date, a $100,000 Purchase Payment is made. This is the initial annual ratchet death benefit amount.

 

At the beginning of Contract Year 2 immediately prior to the Purchase Payment, the Contract Value is $105,000, so the annual ratchet death benefit amount is $105,000 (greater of $100,000 or $105,000).

 

At the beginning of Contract Year 2, a $10,000 Purchase Payment is made. This amount increases the annual ratchet death benefit to $115,000 ($105,000 + $10,000).

 

At the beginning of Contract Year 3, the Contract Value is $120,000 so the annual ratchet death benefit amount is $120,000 (greater of $115,000 or $120,000).

 

The beginning of Contract Year 4, the Contract Value is $110,000. This is less than the annual ratchet death benefit amount ($120,000) so the annual ratchet death benefit amount does not change.

 

Contract Owner dies in Contract Year 4. When we receive due proof of death and election of the payment method for the death benefit, the Contract Value is $110,000. The annual ratchet death benefit amount is $120,000. The Ratchet Death Benefit is $120,000 (greater of $110,000 or $120,000).
 

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Example 2A ~ Impact of Withdrawal and Determination of Benefit when Contract is Issued Prior to
October 1, 2003


The values shown are based on the following assumptions:

 

Contract is issued prior to October 1, 2003. Therefore, any withdrawal will be deducted from the death benefit by the same dollar amount as the dollar amount of the withdrawal.

 

Initial Purchase Payment = $100,000. This is the initial annual ratchet death benefit amount.

 

The Contract Value at the beginning of Contract Year 2 is $105,000.

 

A withdrawal of $20,000 is made at beginning of Contract Year 3. Prior to the withdrawal, the Contract Value is $100,000.

 

Contract Owner dies in Contract Year 4 with a Contract Value of $83,000.
 

Beginning of Contract Year

Purchase Payment

Withdrawal

Contract Value
After Purchase
Payment

Annual Ratchet
Death Benefit
Amount

1

$100,000
$100,000
$100,000

2

105,000
105,000

3 (immediately prior to withdrawal)

100,000
105,000

3 (immediately after withdrawal)

$20,000
80,000
85,000

4 (receive due proof of Contract Owner’s death and election of the payment method)

83,000
85,000

 

On the Issue Date, a $100,000 Purchase Payment is made. This is the initial annual ratchet death benefit amount.

 

At the beginning of Contract Year 2, the annual ratchet death benefit amount is set to $105,000 because the Contract Value is greater than the annual ratchet death benefit amount (greater of $100,000 or $105,000).

 

At the beginning of Contract Year 3 immediately prior to the withdrawal, the Contract Value is $100,000, and the annual ratchet death benefit amount remains set to $105,000 because this is greater than the Contract Value.

 

At the beginning of Contract Year 3 after the withdrawal is made, the Contract Value has been reduced by $20,000. The annual ratchet death benefit amount is reduced by the same amount to $85,000 ($105,000 – $20,000).

 

At the beginning of Contract Year 4, the Contract Value is $83,000 and the annual ratchet death benefit amount is $85,000. Because the annual ratchet death benefit amount is greater than the Contract Value, it stays at $85,000.

 

Contract Owner dies in Contract Year 4. When we receive due proof of death and an election of the payment method for the death benefit, the Contract Value is $83,000. The annual ratchet death benefit amount is $85,000. Therefore, the death benefit is $85,000 (greater of $83,000 or $85,000).
 

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Example 2B ~ Impact of Withdrawal and Determination of Benefit when Contract is Issued on or After
October 1, 2003


The values shown are based on the following assumptions:

 

Contract is issued on or after October 1, 2003. Therefore, any withdrawals will reduce the death benefit by the same percentage as the percentage reduction in the Contract Value.

 

Initial Purchase Payment = $100,000. This is the initial annual ratchet death benefit amount.

 

The Contract Value at the beginning of Contract Year 2 is $105,000.

 

A withdrawal of $20,000 is made at beginning of Contract Year 3. Prior to the withdrawal, the Contract Value is $100,000.

 

Contract Owner dies in Contract Year 4 with a Contract Value of $83,000.
 

Beginning of Contract Year

Purchase Payment

Withdrawal

Contract Value
After Purchase
Payment

Annual Ratchet
Death Benefit
Amount

1

$100,000
$100,000
$100,000

2

105,000
105,000

3 (immediately prior to withdrawal)

100,000
105,000

3 (immediately after withdrawal)

$20,000
80,000
84,000

4 (receive due proof of Contract Owner’s death and election of the payment method)

83,000
84,000

 

On the Issue Date, a $100,000 Purchase Payment is made. This is the initial annual ratchet death benefit amount.

 

At the beginning of Contract Year 2, the annual ratchet death benefit amount is set to $105,000 because the Contract Value is greater than the annual ratchet death benefit amount (greater of $100,000 or $105,000).

 

At the beginning of Contract Year 3 immediately prior to the withdrawal, the Contract Value is $100,000, and the annual ratchet death benefit amount remains set to $105,000 because this is greater than the Contract Value.

 

At the beginning of Contract Year 3 after the withdrawal is made, the Contract Value becomes $80,000 ($100,000 – $20,000 = $80,000), so the Contract Value has been reduced by 20% ($20,000 / $100,000). The annual ratchet death benefit amount is reduced by $21,000 (20% x $105,000) to $84,000 ($105,000 – $21,000).

 

At the beginning of Contract Year 4, the Contract Value is $83,000 and the annual ratchet death benefit amount is $84,000. Because the annual ratchet death benefit amount is greater than the Contract Value, it stays at $84,000.

 

Contract Owner dies in Contract Year 4. When we receive due proof of death and election of the payment method for the death benefit, the Contract Value is $83,000. The annual ratchet death benefit amount is $84,000. Therefore, the death benefit is $84,000 (greater of $83,000 or $84,000).
 

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Example 3 ~ Impact of Reaching Age 80


The values shown are based on the following assumptions:

 

Initial Purchase Payment = $100,000

 

The Contract Value at the beginning of Contract Year 2 is $105,000.

 

A subsequent Purchase Payment of $10,000 is made at beginning of Contract Year 2.

 

The Contract Value at the beginning of Contract Year 3 is $120,000.

 

Contract Owner will be Age 80 at the beginning of Contract Year 3. Please see definition of Age earlier in this prospectus.

 

A subsequent Purchase Payment of $20,000 is made at beginning of Contract Year 4.

 

Contract Owner dies in Contract Year 5 with a Contract Value of $130,000.
 

Beginning of Contract Year

Purchase Payment

Withdrawal

Contract Value

Annual Ratchet
Death Benefit
Amount

1

$100,000
$100,000
$100,000

2 (immediately prior to Purchase Payment)

105,000
105,000

2 (immediately after Purchase Payment)

10,000
115,000
115,000

3 (Contract Owner turns Age 80)

120,000
115,000

4

20,000
145,000
135,000

5 (receive due proof of Contract Owner’s death and election of the payment method)

130,000
135,000

 

On the Issue Date, a $100,000 Purchase Payment is made. This is the initial annual ratchet death benefit amount.

 

At the beginning of Contract Year 2 immediately prior to the Purchase Payment, the Contract Value is $105,000 and the annual ratchet death benefit amount is set to $105,000.

 

At the beginning of Contract Year 2, a $10,000 Purchase Payment is made. This amount increases the annual ratchet death benefit to $115,000 ($105,000 + $10,000).

 

At the beginning of Contract Year 3, the Contract Owner is Age 80 so the annual ratchet death benefit amount is no longer compared to the Contract Value ($120,000). Therefore, it will remain at $115,000.

 

At the beginning of Contract Year 4, a $20,000 subsequent Purchase Payment is made. The annual ratchet death benefit amount is increased to $135,000 ($115,000 + $20,000).

 

Contract Owner dies in Contract Year 5. When we receive due proof of death and election of the payment method for the death benefit, the Contract Value is $130,000 due to negative market performance. The annual ratchet death benefit amount is $135,000. Therefore, the ratchet death benefit is $135,000 (greater of $130,000 or $135,000).
 

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Appendix F

State Variations of Certain Contract  Features

The following chart describes the material variation of certain features and/or benefits of the Contract in states where the Contract has been approved as of the date of the prospectus.

State

Feature

Variation

Maryland

Terminal Illness Benefit

Not available.

Massachusetts

Annuity Payments

Unisex rates are used in calculating Annuity Payments.

Terminal Illness Benefit

Not available.

North Carolina

Terminal Illness Benefit

Not available.

Oregon

Contingent Deferred Sales Charge (CDSC), Withdrawal, Annuity Options

Waives CDSC for transfer of Contract Value to an Annuity Option.

If Annuity Payments become payable under Annuity Option B and during the guaranteed period an election is made to have the present value of the remaining guaranteed annuity payments commuted and paid in a lump sum, the Company may assess any applicable CDSCs from the resulting commuted value prior to payment of the lump sum.

DCA Fixed Account

Not available.

The Fixed Account

Not available.

Pennsylvania

Terminal Illness Benefit

Not available.

Texas

Annual Contract Maintenance Charge

Maximum of $50.

Annuity Options

If the Contract Owner does not desire payments to continue for the remainder of the guaranteed period under Annuity Option B or E, he/she may elect to have the present value of the remaining payments commuted and paid in a lump sum at an interest rate not to exceed 5% for a variable annuity and 4% for a fixed annuity.

Virginia

Transfers

Prohibits reservation of rights to limit transfers during the Accumulation Period and the Annuity Period in the future.

Washington

Contingent Deferred Sales Charge (CDSC), Withdrawal, Annuity Options

Waives CDSC for transfer of Contract Value to an Annuity Option.

If Annuity Payments become payable under Annuity Option B and during the guaranteed period an election is made to have the present value of the remaining guaranteed annuity payments commuted and paid in a lump sum, the Company may assess any applicable CDSCs from the resulting commuted value prior to payment of the lump sum.

DCA Fixed Account

Not available.

The Fixed Account

Not available.


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The SAI contains additional information about the Separate Account. The SAI is incorporated into this prospectus by reference and it is legally part of this prospectus. We filed the SAI with the SEC. The SEC maintains a website (www.sec.gov) that contains the SAI, material incorporated by reference and other information regarding companies that file electronically with the SEC.

Reports and other information about the Separate Account, including the SAI, are available on the SEC website (www.sec.gov).

For a free copy of the SAI, other information about this Contract, or general inquiries, contact our Service Center:

MassMutual
Document Management Services  –  Annuities W360
PO Box 9067
Springfield, MA 01102-9067
(800) 272-2216
(Fax) (866) 329-4272
(Email) ANNfax@MassMutual.com
www.MassMutual.com

Investment Company Act file number: 811-08698
Securities Act file number: 033-61679
Class (Contract) Identifier: C000021289

 

 

STATEMENT OF ADDITIONAL INFORMATION

C.M. LIFE INSURANCE COMPANY
(Depositor)

C.M. MULTI-ACCOUNT A
(Registrant)

PANORAMA PREMIER

April 29, 2024

This is not a prospectus. This Statement of Additional Information (SAI) should be read in conjunction with the prospectus dated April 29, 2024, for the individual variable deferred annuity contracts with flexible Purchase Payments which are referred to herein.

For a copy of the prospectus, call (800) 272-2216, visit online at www.MassMutual.com/PanoramaPremier, send an email request to MassMutualServiceCenter@MassMutual.com, or write to MassMutual®, Document Management Services – Annuities W360, PO Box 9067, Springfield, MA 01102-9067.

TABLE OF CONTENTS

SAI

Prospectus

The Company ..........................................

2

15

The Separate Account ..................................

2

15

Assignment of Contract ................................

2

57

Distribution and Administration ........................

3

55

Accumulation Units and Unit Value ....................

3

25

Transfers During the Income Phase .....................

4

27

Payment of Death Benefit ..............................

4

36

Annuity Payments .....................................

5

31

Experts ................................................

5

Financial Statements ...................................

6

1 


 

THE COMPANY

C.M. Life Insurance Company (C.M. Life) is a wholly owned stock life insurance subsidiary of Massachusetts Mutual Life Insurance Company (MassMutual). C.M. Life provides life insurance and annuities to individuals and group life insurance to institutions. C.M. Life was established on April 25, 1980 and is organized as a mutual life insurance company in the State of Connecticut.

MassMutual and its domestic life insurance subsidiaries provide individual and group life insurance, disability insurance, individual and group annuities and guaranteed interest contracts to individual and institutional customers in all 50 states of the U.S., the District of Columbia and Puerto Rico. Products and services are offered primarily through MassMutual’s distribution channels: MassMutual Financial Advisors, MassMutual Strategic Distributors, Institutional Solutions and Worksite.

MassMutual’s home office is located at 1295 State Street, Springfield, Massachusetts 01111-0001. C.M. Life’s home office is located at 200 Great Pond Drive, Suite 150, Windsor, Connecticut 06095.

THE SEPARATE ACCOUNT

We established C.M. Multi-Account A (Separate Account) as a Separate Account under Connecticut law on August 3, 1994. The Separate Account is registered with the Securities and Exchange Commission as a unit investment trust under the Investment Company Act of 1940.

The Separate Account holds the assets that underlie the Contracts, except those assets allocated to our General Account. We keep the Separate Account assets separate from the assets of our General Account and other separate accounts. The Separate Account is divided into subaccounts, each of which invests exclusively in a single investment choice.

We own the assets of the Separate Account. We credit gains to, or charge losses against, the Separate Account, whether or not realized, without regard to the performance of other investment accounts. The Separate Account’s assets may not be used to pay any of our liabilities other than those arising from the Contracts. If the Separate Account’s assets exceed the required reserves and other liabilities, we may transfer the excess to our General Account. The obligations of the Separate Account are not our generalized obligations and will be satisfied solely by the assets of the Separate Account.

ASSIGNMENT OF CONTRACT

The Company will not be charged with notice of any assignment of a Contract or of the interest of any Beneficiary or of any other person unless the assignment is in writing and the Company receives the original or a true copy thereof in Good Order at our Service Center. The Company assumes no responsibility for the validity of any assignment.

For Qualified Contracts, the following exceptions and provisions should be noted:

(1)  No person entitled to receive Annuity Payments under a Contract or part or all of the Contract’s Value will be permitted to commute, anticipate, encumber, alienate or assign such amounts, except upon the written authority of the Contract Owner given during the Annuitant’s lifetime and received in Good Order by the Company at our Service Center. To the extent permitted by law, no Contract nor any proceeds or interest payable thereunder will be subject to the Annuitant’s or any other person’s debts, contracts or engagements, nor to any levy or attachment for payment thereof;

(2)  If an assignment of a Contract is in effect on the maturity date, the Company reserves the right to pay to the assignee in one sum the amount of the Contract’s maturity value to which he is entitled, and to pay any balance of such value in one sum to the Contract Owner, regardless of any payment options which the Contract Owner may have elected. Moreover, if an assignment of a Contract is in effect at the death of the Annuitant prior to the maturity date, the Company will pay to the assignee in one sum, the death benefit amount which corresponds to the death benefit choice in effect at the time of the Annuitant’s death. Any balance of such value will be paid to the Beneficiary in one sum or applied under one or more of the payment options elected.

(3)  Contracts used in connection with a tax-qualified retirement plan must be endorsed to provide that they may not be sold, assigned or pledged for any purpose unless they are owned by the trustee of a trust described in Section 401(a) or by the administrator of an annuity plan described under Section 403(a) of the Internal Revenue Code of 1986, as amended (IRC); and

(4)  Contracts issued under a plan for an Individual Retirement Annuity pursuant to IRC Section 408, or for a Roth Individual Retirement Annuity pursuant to IRC Section 408A, must be endorsed to provide that they are non-transferable. Such Contracts may not be sold, assigned, discounted, or pledged as collateral for a loan or as security for the performance of an obligation or for any other purpose by the Annuitant to any person or party other than the Company, except to a former spouse of the Annuitant in accordance with the terms of a divorce decree or other written instrument incident to a divorce.

Assignments may be subject to federal income tax.

2 


 

DISTRIBUTION AND ADMINISTRATION

We no longer offer the Contracts for sale to the public. However, Contract Owners may continue to make Purchase Payments to existing Contracts, subject to the limitations described in the prospectus. Pursuant to separate underwriting agreements with the Company, on its own behalf and on behalf of the Separate Account, MML Investors Services, LLC (MMLIS), a subsidiary of MassMutual, serves as principal underwriter of the Contracts sold by its registered representatives, and MML Strategic Distributors, LLC (MSD), a subsidiary of MassMutual, serves as principal underwriter of the Contracts sold by registered representatives of other broker-dealers who entered into distribution agreements with MSD.

MMLIS and MSD are located at 1295 State Street, Springfield, MA 01111-0001. MMLIS and MSD are registered with the SEC as broker-dealers under the Securities and Exchange Act of 1934 and are members of the Financial Industry Regulatory Authority (FINRA).

During the last three years, MMLIS and MSD were paid the compensation amounts shown below for their actions as principal underwriters for the Contracts described in the prospectus.

Year

MMLIS

MSD

2023

$261,686

$52,109

2022

$275,520

$26,279

2021

$148,794

$24,379

Commissions for sales of the Contracts by MMLIS registered representatives are paid by MassMutual on behalf of MMLIS to its registered representatives. Commissions for sales of the Contracts by registered representatives of other broker-dealers are paid by MassMutual on behalf of MSD to those broker-dealers.

During the last three years, commissions, as described in the prospectus, were paid by MassMutual through MMLIS and MSD as shown below.

Year

MMLIS

MSD

2023

$1,212,145

$309,154

2022

$1,480,335

$301,800

2021

$1,742,803

$316,283

The offering is on a continuous basis.

Under an administration agreement with the Separate Account, MassMutual has agreed to provide and assume: (1) all services and expenses required for the administration of Contracts with assets held by the Separate Account; and (2) all services and expenses required for the administration of the Separate Account. C.M. Life compensated MassMutual for providing these administrative services as shown below.

2023

2022

2021

$4,711,796

$6,615,729

$7,461,622

ACCUMULATION UNITS AND UNIT VALUE

During the Accumulation Phase, Accumulation Units shall be used to account for all amounts allocated to or withdrawn from the Sub-Accounts as a result of Purchase Payments, withdrawals, transfers, or fees and charges. The Company will determine the number of Accumulation Units of a Sub-Account purchased or canceled. This will be done by dividing the amount allocated to (or the amount withdrawn from) the Sub-Account by the dollar value of one Accumulation Unit of the Sub-Account as of the end of the Business Day during which the transaction is received in Good Order at our Service Center.

The Accumulation Unit value for each Sub-Account was arbitrarily set initially at $10. Subsequent Accumulation Unit values for each Sub-Account are determined for each day in which the New York Stock Exchange is open for business (Business Day) by multiplying the Accumulation Unit value for the immediately preceding Business Day by the net investment factor for the Sub-Account for the current Business Day.

3 


 

The net investment factor for each Sub-Account is determined by dividing A by B and subtracting C where:

A is (i) the net asset value per share of the funding vehicle or portfolio of a funding vehicle held by the Sub-Account for the current Business Day; plus (ii) any dividend per share declared on behalf of such funding vehicle or portfolio of a funding vehicle that has an ex-dividend date within the current Business Day; less (iii) the cumulative charge or credit for taxes reserved which is determined by the Company to have resulted from the operation or maintenance of the Sub-Account.

B is the net asset value per share of the funding vehicle or portfolio held by the Sub-Account for the immediately preceding Business Day, minus the cumulative charge or credit for taxes reserved which is determined by C.M. Life to have resulted from the operation or maintenance of the Sub-Account as of the immediately preceding Business Day.

C is the cumulative charge since the immediately preceding Business Day for the insurance charges.

The Accumulation Unit value may increase or decrease from Business Day to Business Day.

TRANSFERS DURING THE INCOME PHASE

Transfers of annuity reserves between Sub-Accounts will be made by converting the number of annuity units attributable to the annuity reserves being transferred to the number of annuity units of the Sub-Account to which the transfer is made, so that the next Annuity Payment if it were made at that time would be the same amount that it would have been without the transfer. Thereafter, Annuity Payments will reflect changes in the value of the new annuity units.

The amount transferred to the General Account from a Sub-Account will be based on the annuity reserves for the Contract. Transfers to the General Account will be made by converting the annuity units being transferred to purchase fixed Annuity Payments under the Annuity Option in effect and based on the Age of the Annuitant at the time of the transfer.

See the “Transfers and Transfer Programs – Transfers During the Income Phase” section in the prospectus for more information about transfers during the Income Phase.

PAYMENT OF DEATH BENEFIT

The Company will require due proof of death before any death benefit is paid. Due proof of death will be:

(1)  a certified death certificate;

(2)  a certified decree of a court of competent jurisdiction as to the finding of death; or

(3)  any other proof satisfactory to the Company.

All death benefits will be paid in accordance with applicable law or regulations governing death benefit payments.

The Beneficiary designation in effect on the date we issue the Contract will remain in effect until changed. Unless the Contract Owner provides otherwise, the death benefit will be paid in equal shares to the Beneficiary(ies) as follows:

(1)  to the primary Beneficiary(ies) who survive the Contract Owner’s and/or the Annuitant’s death, as applicable; or

(2)  if there is no primary Beneficiary who survives the Contract Owner’s death and/or any Annuitant’s death, as applicable, to the contingent Beneficiary(ies) who survive the Contract Owner’s and/or the Annuitant’s death, as applicable; or

(3)  if there is no primary or contingent Beneficiary who survives the Contract Owner’s death and/or any Annuitant’s death, as applicable, to the Contract Owner or the Contract Owner’s estate.

You may name an irrevocable Beneficiary(ies). In that case, a change of Beneficiary requires the consent of any irrevocable Beneficiary. If an irrevocable Beneficiary is named, the Contract Owner retains all other contractual rights.

See the “Death Benefit” section in the prospectus for more information on death benefits.

4 


 

ANNUITY PAYMENTS

A variable Annuity Payment is an annuity with payments which:

(1) are not predetermined as to dollar amount; and

(2) will vary in amount with the net investment results of the applicable Sub-Accounts.

Annuity Payments also depend upon the Age of the Annuitant and any joint Annuitant and the assumed interest factor utilized and may vary by gender of the Annuitant and any joint Annuitant. The annuity table used will depend upon the Annuity Option chosen. The dollar amount of Annuity Payments after the first is determined as follows:

(1)  The dollar amount of the first Annuity Payment is divided by the value of an annuity unit as of the Annuity Date. This establishes the number of annuity units for each Annuity Payment. The number of annuity units will remain the same for the life of the Contract unless you transfer among investment choices during the Income Phase or if you elected an Annuity Option with reduced payments to the survivor and the reduced payments to a survivor commence.

(2)  For each Sub-Account, the fixed number of annuity units is multiplied by the annuity unit value on each subsequent Annuity Payment date.

(3)  The total dollar amount of each variable Annuity Payment is the sum of all Sub-Account variable Annuity Payments.

The number of annuity units is determined as follows:

(1)  The number of annuity units credited in each Sub-Account will be determined by dividing the product of the portion of the Contract Value to be applied to the Sub-Account and the annuity purchase rate by the value of one annuity unit in that Sub-Account on the Annuity Date. The purchase rates are set forth in the variable annuity rate tables in the Contract.

(2)  For each Sub-Account, the amount of each Annuity Payment equals the product of the Annuitant’s number of annuity units and the annuity unit value on the payment date. The amount of each payment may vary.

The value of any annuity unit for each Sub-Account was arbitrarily set initially at $10. The Sub-Account annuity unit value at the end of any subsequent valuation period is determined as follows:

(1)  The net investment factor for the current Business Day is multiplied by the value of the annuity unit for the Sub-Account for the immediately preceding Business Day.

(2)  The result in (1) is then divided by an assumed investment rate factor. The assumed investment rate factor equals 1.00 plus the assumed investment rate for the number of days since the preceding Business Day. The assumed investment rate is based on an effective annual rate of 4%.

The value of an annuity unit may increase or decrease from Business Day to Business Day. See “The Income Phase” section in the prospectus for more information.

EXPERTS

The financial statements of C.M. Multi-Account A as of December 31, 2023 and for each of the years in the two-year period then ended and the financial highlights for each of the years in the five-year period then ended and the statutory financial statements of C.M. Life Insurance Company (the Company) as of December 31, 2023 and 2022, and for each of the years in the three-year period ended December 31, 2023, each have been included in this Statement of Additional Information herein in reliance upon the reports of KPMG LLP, an independent registered public accounting firm, each of which are also included herein, and upon the authority of said firm as experts in accounting and auditing. KPMG LLP’s report, dated February 27, 2024, states that the Company prepared its financial statements using statutory accounting practices prescribed or permitted by the State of Connecticut Insurance Department (statutory accounting practices), which is a basis of accounting other than U.S. generally accepted accounting principles. Accordingly, KPMG LLP’s report states that the financial statements of the Company are not intended to be and, therefore, are not presented fairly in accordance with U.S. generally accepted accounting principles and further states that those statements are presented fairly, in all material respects, in accordance with the statutory accounting practices. The principal business address of KPMG LLP is One Financial Plaza, 755 Main Street, Hartford, Connecticut 06103.

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FINANCIAL STATEMENTS

The Registrant

Report of Independent Registered Public Accounting Firm

Statement of Assets and Liabilities as of December 31, 2023

Statements of Operations and Changes in Net Assets for the years ended December 31, 2023 and 2022

Notes to Financial Statements

The Depositor

Independent Auditors’ Report

Statutory Statements of Financial Position as of December 31, 2023 and 2022

Statutory Statements of Operations for the years ended December 31, 2023, 2022 and 2021

Statutory Statements of Changes in Surplus for the years ended December 31, 2023, 2022 and 2021

Statutory Statements of Cash Flows for the years ended December 31, 2023, 2022 and 2021

Notes to Statutory Financial Statements

6 

 

 

C.M. LIFE INSURANCE COMPANY

 

STATUTORY FINANCIAL STATEMENTS

 

As of December 31, 2023 and 2022 and

for the years ended December 31, 2023, 2022 and 2021

 

 

C.M. LIFE INSURANCE COMPANY

STATUTORY FINANCIAL STATEMENTS

 

Table of Contents

 

  Page
Independent Auditors’ Report 1
Statutory Statements of Financial Position 4
Statutory Statements of Operations 5
Statutory Statements of Changes in Capital and Surplus 6
Statutory Statements of Cash Flows 7
Notes to Statutory Financial Statements:  
  1.   Nature of operations 8
  2.   Summary of significant accounting policies 8
  3.   New accounting standards 18
  4.   Fair value of financial instruments 20
  5.        Investments  
    a. Bonds 26
    b. Preferred stocks 30
    c. Common stocks - subsidiary and affiliates 30
    d. Common stocks - unaffiliated 31
    e. Mortgage loans 31
    f. Partnerships and limited liability companies 36
    g. Derivatives 37
    h. Net investment income 41
    i. Net realized capital (losses) gains 41
  6.   Federal income taxes 43
  7.   Other than invested assets 49
  8.   Policyholders’ liabilities 51
  9.   Reinsurance 53
  10.   Withdrawal characteristics 54
  11.   Changes in capital and surplus 56
  12.   Presentation of the Statutory Statements of Cash Flows 57
  13.   Business risks, commitments and contingencies 57
  14.   Related party transactions 60
  15.   Subsidiaries and affiliated companies 62
  16.   Subsequent events 66
  17.   Impairment listing for loan-backed and structured securities 67
 
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KPMG LLP

One Financial Plaza

755 Main Street

Hartford, CT 06103

 

Independent Auditors’ Report

 

Audit Committee of the Board of Directors

C.M. Life Insurance Company:

Opinions

We have audited the financial statements of C.M. Life Insurance Company (the Company), which comprise the statutory statements of financial position as of December 31, 2023 and 2022, and the related statutory statements of operations and changes in capital and surplus, and cash flows for the three-year period ended December 31, 2023, and the related notes to the financial statements.

Unmodified Opinion on Statutory Basis of Accounting

In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2023 and 2022, and the results of its operations and its cash flows for the three-year period ended December 31, 2023 in accordance with accounting practices prescribed or permitted by the State of Connecticut Insurance Department described in Note 2.

Adverse Opinion on U.S. Generally Accepted Accounting Principles

In our opinion, because of the significance of the matter discussed in the Basis for Adverse Opinion on U.S. Generally Accepted Accounting Principles section of our report, the financial statements do not present fairly, in accordance with U.S. generally accepted accounting principles, the financial position of the Company as of December 31, 2023 and 2022, or the results of its operations or its cash flows for the three-year period ended December 31, 2023.

Basis for Opinions

We conducted our audits in accordance with auditing standards generally accepted in the United States of America (GAAS). Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Financial Statements section of our report. We are required to be independent of the Company and to meet our other ethical responsibilities, in accordance with the relevant ethical requirements relating to our audits. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinions.

Basis for Adverse Opinion on U.S. Generally Accepted Accounting Principles

As described in Note 2 to the financial statements, the financial statements are prepared by the Company using accounting practices prescribed or permitted by the State of Connecticut Insurance Department, which is a basis of accounting other than U.S. generally accepted accounting principles. Accordingly, the financial statements are not intended to be presented in accordance with U.S. generally accepted accounting principles. The effects on the financial statements of the variances between the statutory accounting practices described in Note 2 and U.S. generally accepted accounting principles, although not reasonably determinable, are presumed to be material and pervasive.

Emphasis of Matter

As discussed in Note 3 to the financial statements, in 2023, the Company adopted INT 23-01T - Disallowed IMR. Our opinions are not modified with respect to this matter.

 

  KPMG LLP, a Delaware limited liability partnership and a member firm of  
  the KPMG global organization of independent member firms affiliated with  
  KPMG International Limited, a private English company limited by guarantee.  
    
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Responsibilities of Management for the Financial Statements

Management is responsible for the preparation and fair presentation of the financial statements in accordance with accounting practices prescribed or permitted by the State of Connecticut Insurance Department.

 

Management is also responsible for the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, management is required to evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern for one year after the date that the financial statements are issued.

Auditors’ Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance but is not absolute assurance and therefore is not a guarantee that an audit conducted in accordance with GAAS will always detect a material misstatement when it exists. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Misstatements are considered material if there is a substantial likelihood that, individually or in the aggregate, they would influence the judgment made by a reasonable user based on the financial statements.

In performing an audit in accordance with GAAS, we:

Exercise professional judgment and maintain professional skepticism throughout the audit.
Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, and design and perform audit procedures responsive to those risks. Such procedures include examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the

effectiveness of the Company’s internal control. Accordingly, no such opinion is expressed.

Evaluate the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluate the overall presentation of the financial statements.
Conclude whether, in our judgment, there are conditions or events, considered in the aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern for a reasonable period of time.
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We are required to communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit, significant audit findings, and certain internal control related matters that we identified during the audit.

 

/s/ KPMG LLP

 

Hartford, Connecticut

February 27, 2024

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C.M. LIFE INSURANCE COMPANY

STATUTORY STATEMENTS OF FINANCIAL POSITION

 

    December 31, December 31,
    2023   2022
    ($ In Millions, except for par value)
   
Assets:            
Bonds   $ 2,617   $ 3,736
Preferred stocks     5     7
Common stock – subsidiary and affiliate     239     275
Common stocks – unaffiliated     7     2
Mortgage loans     803     918
Policy loans     144     146
Partnerships and limited liability companies     147     171
Derivatives     562     724
Cash, cash equivalents and short-term investments     740     57
Other invested assets     225     334
Total invested assets     5,489     6,370
Investment income due and accrued     84     105
Federal income taxes     37     32
Deferred income taxes     24     23
Other than invested assets     179     16
Total assets excluding separate accounts     5,813     6,546
Separate account assets     1,732     1,553
Total assets   $ 7,545   $ 8,099
Liabilities:            
Policyholders’ reserves   $ 3,179   $ 3,709
Liabilities for deposit-type contracts     56     68
Contract claims and other benefits     10     8
Transfers due from separate accounts     (1)     (2)
Payable to parent     17     24
Asset valuation reserve     76     93
Collateral     87     203
Derivatives     279     480
Other liabilities     205     183
Total liabilities excluding separate accounts     3,908     4,766
Separate account liabilities     1,732     1,553
Total liabilities     5,640     6,319
Capital and Surplus:            
Common stock, $200 par value 50,000 shares authorized, 12,500 shares issued and outstanding     3     3
Paid-in and contributed surplus     450     450
Surplus     1,452     1,327
Total capital and surplus     1,905     1,780
Total liabilities and capital and surplus   $ 7,545   $ 8,099

 

See accompanying notes to statutory financial statements

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C.M. LIFE INSURANCE COMPANY

STATUTORY STATEMENTS OF OPERATIONS

 

  Years Ended December 31,
  2023   2022   2021
  (In Millions)
Revenue:                
Premium income $ 127   $ 224   $ 277
Net investment income   211     268     280
Fees and other income   77     99     100
Total revenue   415     591     657
Benefits, expenses and other deductions:                
Policyholders’ benefits   914     641     618
Change in policyholders’ reserves   (634)     (276)     (168)
General insurance expenses   42     60     65
Commissions   21     37     41
State taxes, licenses and fees   7     9     9
Other deductions   1     (23)     (5)
Total benefits, expenses and other deductions   351     448     560
Net gain from operations before federal income taxes   64     143     97
Federal income tax expense   8     19     11
Net gain from operations   56     124     86
Net realized capital (losses) gains   (15)     16     2
Net income $ 41   $ 140   $ 88

 

See accompanying notes to statutory financial statements

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C.M. LIFE INSURANCE COMPANY

STATUTORY STATEMENTS OF CHANGES IN CAPITAL AND SURPLUS

 

  Years Ended December 31,
  2023   2022   2021
  (In Millions)
Capital and surplus, beginning of year $ 1,780   $ 1,634   $ 1,739
Net increase due to:                
Net income   41     140     88
Change in net unrealized capital gains (losses)   (6)     169     (10)
Change in net unrealized foreign exchange capital gains (losses), net of tax   27     (49)     (18)
Change in other net deferred income taxes   14     35     14
Change in nonadmitted assets   38     (41)     3
Change in asset valuation reserve   17     12     (2)
Prior period adjustments   (5)     -     -
Dividend paid   -     (163)     (173)
Contributions received   -     50     -
Other   (1)     (7)     (7)
Net increase   125     146     (105)
Capital and surplus, end of year $ 1,905   $ 1,780   $ 1,634

 

See accompanying notes to statutory financial statements

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C.M. LIFE INSURANCE COMPANY

STATUTORY STATEMENTS OF CASH FLOWS

 

  Years Ended
  December 31,
  2023   2022   2021
  (In Millions)
Cash from operations:                
Premium and other income collected $ 198   $ 317   $ 383
Net investment income   220     247     287
Benefit payments   (919)     (625)     (643)
Net transfers from separate accounts   100     106     149
Commissions and other expenses   (58)     (99)     (123)
Federal and foreign income taxes paid   (5)     (39)     (24)
Net cash (applied to) from operations   (464)     (93)     29
Cash from investments:                
Proceeds from investments sold, matured or repaid:                
Bonds   1,327     727     873
Preferred and common stocks – unaffiliated   -     4     7
Common stocks – affiliated   19     -     -
Mortgage loans   173     161     130
Partnerships and limited liability companies   31     41     19
Derivatives   (13)     (168)     (21)
Other   109     (46)     64
Total investment proceeds   1,646     719     1,072
Cost of investments acquired:                
Bonds   (231)     (528)     (802)
Preferred and common stocks – unaffiliated   -     (1)     (5)
Common stocks – affiliated   -     (1)     (2)
Mortgage loans   (61)     (37)     (234)
Partnerships and limited liability companies   (17)     (32)     (25)
Derivatives   -     (12)     (8)
Total investments acquired   (309)     (611)     (1,076)
Net increase in policy loans   1     -     7
Net cash from investing activities   1,338     108     3
Cash from financing and miscellaneous sources:                
Net (withdrawals) deposits on deposit-type contracts   (14)     (6)     1
Change in collateral   (162)     37     (83)
Dividend paid   -     (163)     (173)
Contribution received         50     -
Other cash (used) provided   (15)     (22)     34
Net cash (used in) from financing and miscellaneous sources   (191)     (104)     (221)
Net change in cash, cash equivalents and short-term investments   683     (89)     (189)
Cash, cash equivalents and short-term investments, beginning of year   57     146     335
Cash, cash equivalents and short-term investments, end of year $ 740   $ 57   $ 146

 

See accompanying notes to statutory financial statements

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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS

 

1.        Nature of operations

 

These statutory financial statements include C.M. Life Insurance Company (the Company), a wholly owned stock life insurance subsidiary of Massachusetts Mutual Life Insurance Company (MassMutual). The Company is domiciled in the State of Connecticut. It provides life insurance and annuities to individuals and group life insurance to institutions.

 

Massachusetts Mutual Life Insurance Company (MassMutual or the Company), a mutual life insurance company domiciled in the Commonwealth of Massachusetts, and its domestic life insurance subsidiaries provide individual and group life insurance, disability insurance (DI), individual and group annuities and guaranteed interest contracts (GIC) to individual and institutional customers in all 50 states of the United States of America (U.S.), the District of Columbia and Puerto Rico. Products and services are offered primarily through the Company’s MassMutual Financial Advisors (MMFA), MassMutual Strategic Distributors (MMSD), Institutional Solutions (IS) and Worksite distribution channels.

 

MMFA is a sales force of financial professionals that operate in the U.S. MMFA sells individual life, individual annuities, hybrid life and long-term care (LTC) and DI. The Company’s MMSD channel sells life insurance, disability, annuity, and hybrid life and LTC solutions through a network of third-party distribution partners. The Company’s IS distribution channel places group annuities, life insurance and GIC primarily through retirement advisory firms, actuarial consulting firms, investment banks, insurance benefit advisors and investment management companies. The Company’s Worksite channel works with advisors and employers across the country to provide American workers with voluntary and executive benefits such as group whole life, critical illness, accident insurance and DI, through the workplace.

 

2.        Summary of significant accounting policies

 

a.        Basis of presentation

 

The statutory financial statements have been prepared in conformity with the statutory accounting practices of the National Association of Insurance Commissioners (NAIC) and the accounting practices prescribed or permitted by the State of Connecticut Insurance Department (the Department).

 

Statutory accounting principles are different in some respects from financial statements prepared in accordance with U.S. generally accepted accounting principles (U.S. GAAP). The more significant differences between statutory accounting principles and U.S. GAAP are as follows:

Invested assets

 

Bonds are generally carried at amortized cost, whereas U.S. GAAP reports bonds at fair value for bonds available for sale and trading or at amortized cost for bonds held to maturity (HTM)
Changes in the fair value of derivative financial instruments are recorded as changes in capital and surplus, whereas U.S. GAAP generally reports these changes as revenue unless deemed an effective hedge
Embedded derivatives are recorded as part of the underlying contract, whereas U.S. GAAP would identify and bifurcate certain embedded derivatives from the underlying contract or security and account for them separately at fair value
Income recognition on partnerships and limited liability companies, which are accounted for under the equity method, is limited to the amount of cash distribution, whereas U.S. GAAP is without limitation
Certain majority-owned subsidiaries are accounted for using the equity method, whereas U.S. GAAP would consolidate these entities
Starting on January 1, 2022, the Company adopted the current expected credit loss (CECL) impairment model for U.S. GAAP, which only applies to financial assets carried at amortized cost, including mortgage loans, equipment loans, HTM debt securities, and trade, lease, reinsurance and other receivables. CECL is based on expected credit losses rather than incurred losses. All financial assets within scope of CECL will have a credit loss allowance. The adopted guidance also changes the incurred loss model on AFS debt securities to be an allowance for credit losses with potential recoverability Refer to Note 2z. “Net realized capital (losses) gains
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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

including other-than-temporary impairments and unrealized capital gains (losses)” for information on the Company’s policy for determining other-than-temporary impairments (OTTI)

Policyholders’ liabilities

 

Statutory policy reserves are based upon prescribed methods, such as the Commissioners’ Reserve Valuation Method, Commissioners’ Annuity Reserve Valuation Method or net level premium method, and prescribed statutory mortality, morbidity and interest assumptions at the time of issuance, whereas U.S. GAAP policy reserves would generally be based upon the net level premium method or the estimated gross margin method with estimates, at time of issuance, of future mortality, morbidity, persistency and interest
Liabilities for policyholders’ reserves, unearned premium, and unpaid claims are presented net of reinsurance ceded, whereas U.S. GAAP would present the liabilities on a direct basis and report an asset for the amounts recoverable or due from reinsurers
Payments received for universal and variable life insurance products, certain variable and fixed deferred annuities and group annuity contracts are reported as premium income and corresponding change in reserves, whereas U.S. GAAP would treat these payments as deposits to policyholders’ account balances

General insurance expenses and commissions

 

Certain acquisition costs, such as commissions and other variable costs, directly related to successfully acquiring new business are charged to current operations as incurred, whereas U.S. GAAP generally would capitalize these expenses and amortize them based on profit emergence over the expected life of the policies or over the premium payment period

 

Net realized capital (losses) gains

 

After-tax realized capital (losses) gains that result from changes in the overall level of interest rates for all types of fixed-income investments and interest-related hedging activities are deferred into the interest maintenance reserve (IMR) and amortized into revenue, whereas U.S. GAAP reports these gains and losses as revenue

 

Capital and surplus

 

Changes in the balances of deferred income taxes, which provide for book versus tax temporary differences, are subject to limitation and are recorded in surplus, whereas U.S. GAAP would generally include the change in deferred taxes in net income without limitation
Assets are reported at admitted asset value and assets designated as nonadmitted are excluded through a charge against surplus, whereas U.S. GAAP recognizes all assets, net of any valuation allowances
An asset valuation reserve (AVR) is reported as a contingency reserve to stabilize surplus against fluctuations in the statement value of partnerships and limited liability companies and certain common stocks as well as credit-related changes in the value of bonds, mortgage loans and certain derivatives, whereas U.S. GAAP does not record this reserve
Changes to the mortgage loan valuation allowance are recognized in net unrealized capital gains (losses), net of tax, in the Consolidated Statutory Statements of Changes in Capital and Surplus, whereas U.S. GAAP follows the CECL impairment model effective 1/1/2022
Statutory Statements of Changes in Capital and Surplus includes net income, change in net unrealized capital gains (losses), change in net unrealized foreign exchange capital gains (losses), change in other net deferred income taxes, change in nonadmitted assets, change in AVR, prior period adjustments, whereas U.S. GAAP presents net income as retained earnings and net unrealized capital gains (losses), change in net unrealized foreign exchange capital gains (losses) as other comprehensive income
The change in the fair value for unaffiliated common stock is recorded in surplus, whereas the change in the fair value for ownership interests in an entity not accounted for under the equity method or consolidated are recorded in revenue for U.S. GAAP
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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

The preparation of financial statements requires management to make estimates and assumptions that impact the reported amounts of assets and liabilities, the disclosure of assets and liabilities as of the date of the statutory financial statements and the reported amounts of revenues and expenses during the reporting periods. The most significant estimates include those used in determining the carrying values of investments including the amount of mortgage loan investment valuation reserves, OTTI, the liabilities for policyholders’ reserves, the determination of admissible deferred tax assets (DTA), the liability for taxes and the liability for litigation or other contingencies. Future events including, but not limited to, changes in the level of mortality, morbidity, interest rates, persistency, asset valuations and defaults could cause results to differ from the estimates used in the statutory financial statements. Although some variability is inherent in these estimates, management believes the amounts presented are appropriate.

 

b.        Corrections of errors and reclassifications

For the years ended December 31, 2023 and 2022, corrections of prior years’ errors were recorded in surplus, net of tax:

  Years Ended December 31, 2023 and 2022
   Increase (Decrease) to:
    Prior   Current     Asset
    Years’   Year     or Liability
    Net Income   Surplus     Balances
  (In Millions)
    2023     2022     2023     2022     2023     2022
Investment income due and accrued $ (2)   $ -   $ (2)   $ -   $ (2)   $ -
Policyholders’ reserves   (3)     (1)     (3)     (1)     3     1
Total $ (5)   $ (1)   $ (5)   $ (1)            

 

c.        Bonds

 

Bonds are generally valued at amortized cost using the constant yield interest method with the exception of NAIC Category 6 bonds, which are in or near default, and certain residential mortgage-backed securities (RMBS) and commercial mortgage-backed securities (CMBS), which are rated by outside modelers, which are carried at the lower of amortized cost or fair value. NAIC ratings are applied to bonds and other investments. Categories 1 and 2 are considered investment grade, while Categories 3 through 6 are considered below investment grade. Bonds are recorded on a trade date basis, except for private placement bonds, which are recorded on the funding date.

 

For loan-backed and structured securities, such as asset-backed securities (ABS), mortgage-backed securities (MBS), including RMBS and CMBS, and structured securities, including collateralized debt obligations (CDOs), amortization or accretion is revalued quarterly based on the current estimated cash flows, using either the prospective or retrospective adjustment methodologies.

 

Fixed income securities, with the highest ratings from a rating agency follow the retrospective method of accounting.

 

All other fixed income securities, such as floating rate bonds and interest only securities, including those that have been impaired, follow the prospective method of accounting.

 

The fair value of bonds is based on quoted market prices when available. If quoted market prices are not available, values provided by other third-party organizations are used. If values provided by other third-party organizations are unavailable, fair value is estimated using internal models by discounting expected future cash flows using observable current market rates applicable to yield, credit quality and maturity of the investment or using quoted market values for comparable investments. Internal inputs used in the determination of fair value include estimated prepayment speeds, default rates, discount rates and collateral values, among others. Structure characteristics and cash flow priority are also considered. Fair values resulting from internal models are those expected to be received in an orderly

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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

transaction between willing market participants. Statutory accounting continues to utilize the other-than-temporary impairment(s) (OTTI) model described in Note 2y.

 

d.        Preferred stocks

 

Preferred stocks in good standing, those that are rated Categories 1 through 3 by the Securities Valuation Office (SVO) of the NAIC, are generally valued at amortized cost. Preferred stocks not in good standing, those that are rated Categories 4 through 6 by the SVO of the NAIC, are valued at the lower of amortized cost or fair value. Fair values are based on quoted market prices, when available. If quoted market prices are not available, values provided by third-party organizations are used. If values provided by third-party organizations are unavailable, fair value is estimated using internal models. These models use inputs not directly observable or correlated with observable market data. Typical inputs integrated into the Company’s internal discounted expected earnings models include, but are not limited to, earnings before interest, taxes, depreciation and amortization estimates. Fair values resulting from internal models are those expected to be received in an orderly transaction between willing market participants.

 

Refer to Note 2y. “Realized capital (losses) gains including other-than-temporary impairments and unrealized capital gains (losses)” for information on the Company’s policy for determining OTTI.

 

e.        Common stock - subsidiary and affiliate

 

The Company accounts for the value of its subsidiary and affiliate, primarily, MML Bay State Life Insurance Company (MML Bay State), a wholly owned stock life insurance subsidiary, at their underlying statutory net equity. MML Bay State’s operating results, less dividends declared, are reflected as net unrealized capital gains in the Statutory Statements of Changes in Capital and Surplus. Dividends are recorded in net investment income when declared. The cost basis of common stock – subsidiary and affiliate is adjusted for impairments deemed to be other than temporary consistent with common stocks - unaffiliated.

 

f.        Common stocks - unaffiliated

 

Unaffiliated common stocks are carried at fair value, which is based on quoted market prices when available. If quoted market prices are not available, values provided by third-party organizations are used. If values from third parties are unavailable, fair values are determined by management using estimates based upon internal models. The Company’s internal models include estimates based upon comparable company analysis, review of financial statements, broker quotes and last traded price. Fair values resulting from internal models are those expected to be received in an orderly transaction between willing market participants.

 

Refer to Note 2y. “Realized capital (losses) gains including other-than-temporary impairments and unrealized capital gains (losses)” for information on the Company’s policy for determining OTTI.

 

g.        Mortgage loans

 

Mortgage loans are valued at the unpaid principal balance of the loan, net of unamortized premium, discount, mortgage origination fees and valuation allowances. Interest income earned on impaired loans is accrued on the outstanding principal balance of the loan based on the loan’s contractual coupon rate. Interest is not accrued for (a) impaired loans more than 60 days past due, (b) delinquent loans more than 90 days past due, or (c) loans that have interest that is not expected to be collected. The Company continually monitors mortgage loans where the accrual of interest has been discontinued, and will resume the accrual of interest on a mortgage loan when the facts and circumstances of the borrower and property indicate that the payments will continue to be received according to the terms of the original or modified mortgage loan agreement.

 

Refer to Note 2y. “Realized capital (losses) gains including other-than-temporary impairments and unrealized capital gains (losses)” for information on the Company’s policy for determining OTTI.

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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

h.        Policy loans

 

Policy loans are carried at the outstanding loan balance less amounts unsecured by the cash surrender value of the policy and amounts ceded to reinsurers.

 

i.        Partnerships and limited liability companies

Partnerships and limited liability companies, except for partnerships that generate and realize low income housing tax credits (LIHTCs), are accounted for using the equity method with the change in the equity value of the underlying investment recorded in surplus. Distributions received are recognized as net investment income to the extent the distribution does not exceed previously recorded accumulated undistributed earnings.

Investments in partnerships that generate LIHTCs are carried at amortized cost unless considered impaired. Under the amortized cost method, the excess of the carrying value of the investment over its estimated residual value is amortized into net investment income during the period in which tax benefits are recognized.

The equity method is suspended if the carrying value of the investment is reduced to zero due to losses from the investment. Once the equity method is suspended, losses are not recorded until the investment returns to profitability and the equity method is resumed. However, if the Company has guaranteed obligations of the investment or is otherwise committed to provide further financial support for the investment, losses will continue to be reported up to the amount of those guaranteed obligations or commitments.

Refer to Note 2y. “Realized capital (losses) gains including other-than-temporary impairments and unrealized capital gains (losses)” for information on the Company’s policy for determining OTTI.

 

j.        Derivatives

 

Derivatives are carried at fair value, which is based primarily upon quotations obtained from counterparties and independent sources. These quotations are compared to internally derived prices and a price challenge is lodged with the counterparties and independent sources when a significant difference cannot be explained by appropriate adjustments to the internal model. When quoted market values are not reliable or available, the value is based on an internal valuation process using market observable inputs that other market participants would use. Changes in the fair value of these instruments are recorded as unrealized capital gains (losses) in surplus. Gains and losses realized on settlement, termination, closing or assignment of contracts are recorded in net realized (losses) gains. Amounts receivable and payable are accrued as net investment income.

k.        Cash, cash equivalents and short-term investments

Cash and cash equivalents, which are carried at amortized cost, consist of all highly liquid investments purchased with original maturities of three months or less.

Short-term investments, which are carried at amortized cost, consist of short-term bonds and all highly liquid investments purchased with maturities of greater than three months and less than or equal to 12 months.

The carrying value reported in the Statutory Statements of Financial Position for cash, cash equivalents and short-term investment instruments approximates the fair value.

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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

l.         Investment income due and accrued

 

Accrued investment income consists primarily of interest, which is recognized on an accrual basis.

m.       Other than invested assets

Other than invested assets primarily includes deferred and uncollected life insurance premium, reinsurance recoverables and other receivables.

n.        Separate accounts

 

Separate accounts and sub-accounts accounts are segregated funds administered and invested by the Company, the performance of which primarily benefits the policyholders/contract holders with an interest in the separate accounts. Group and individual variable annuity, variable life and other insurance policyholders/contract holders select from among the separate accounts and sub-accounts made available by the Company. The separate accounts and sub-accounts are offered as investment options under certain insurance contracts or policies. The returns produced by separate account assets increase or decrease separate account reserves. Separate account assets consist principally of marketable securities reported at fair value. Separate account assets can only be used to satisfy separate account liabilities and are not available to satisfy the general obligations of the Company. Separate account administrative and investment advisory fees are included in fees and other income.

 

The Company has only separate accounts classified as nonguaranteed for which the policyholder/contract holder assumes the investment risk.

 

Premium income, benefits and expenses of the separate accounts are included in the Statutory Statements of Operations with the offset recorded in the change in policyholders’ reserves. Investment income, realized capital gains (losses) and unrealized capital gains (losses) on the assets of separate accounts accrue to policyholders/contract holders and are not recorded in the Statutory Statements of Operations.

 

o.        Nonadmitted assets

 

Assets designated as nonadmitted by the NAIC primarily include the amount of DTAs (subject to certain limitations) that will not be realized by the end of the third calendar year following the current year end, certain investments in partnerships and limited liability companies for which qualifying audits are not performed, advances and prepayments, investment income due and accrued, and certain other receivables. Assets that are designated as nonadmitted are excluded from the Statutory Statements of Financial Position through a charge against shareholder’s equity.

 

p.        Reinsurance

 

The Company enters into reinsurance agreements with affiliated and unaffiliated insurers in the normal course of business to limit its insurance risk.

 

Premium income, benefits to policyholders (including unpaid claims) and policyholders’ reserves are reported net of reinsurance. Premium, benefits and reserves related to reinsured business are accounted for on bases consistent with those used in accounting for the original policies issued and the terms of the reinsurance contracts. The Company records a receivable for reinsured benefits paid, but not yet reimbursed by the reinsurer and reduces policyholders’ reserves for the portion of insurance liabilities that are reinsured. Commissions and expense allowances on reinsurance ceded are recorded as revenue.

 

q.        Policyholders’ reserves

 

Policyholders’ reserves are developed by actuarial methods that will provide for the present value of estimated future obligations in excess of estimated future premium on policies in force and are determined based on either statutory prescribed mortality/morbidity tables using specified interest rates and valuation methods, or principles-based reserving under Valuation Manual VM-20 which considers a wide range of future economic conditions, computed using justified company experience factors, such as mortality, policyholder behavior and expenses.

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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

On January 1, 2020, the Company transitioned from Actuarial Guideline 43 to VM-21 for valuing guaranteed living benefits on certain annuity products for statutory reserves

 

Certain variable universal life and universal life contracts include features such as guaranteed minimum death benefits (GMDB) or other guarantees that ensure continued death benefit coverage when the policy would otherwise lapse. The value of the guarantee is only available to the beneficiary in the form of a death benefit. The liability for variable and universal life GMDBs and other guarantees is included in policyholders’ reserves and the related change in this liability is included in change in policyholders’ reserves in the Statutory Statements of Operations.

 

The fixed index annuity (FIA) product offers guaranteed lifetime withdrawal benefit (GLWB). A GLWB provides the annuity contract holder with a guarantee that a minimum amount will be available for withdrawal annually for life regardless of the contract value.

 

Certain individual variable annuity and fixed annuity products offer GMDBs. The liability for GMDBs is included in policyholders’ reserves and the related change in this liability is included in change in policyholders’ reserves in the Statutory Statement of Operations.

 

Tabular interest, tabular reserves, reserves released, and tabular cost for all life and annuity contracts and supplementary contracts involving life contingencies are determined in accordance with NAIC Annual Statement instructions. For tabular interest, whole life and term products use a formula that applies a weighted average interest rate determined from a seriatim valuation file to the mean average reserves. Universal life, variable life, group life, annuity and supplemental contracts use a formula that applies a weighted average credited rate to the mean account value. For contracts without an account value (e.g., a Single Premium Immediate Annuity) a weighted average statutory valuation rate is applied to the mean statutory reserve or accepted actuarial methods using applicable interest rates are applied.

 

All policyholders’ reserves and accruals are presented net of reinsurance. Management believes that these liabilities and accruals represent management’s best estimate and will be sufficient, in conjunction with future revenues, to meet future anticipated obligations of policies and contracts in force.

 

r.        Liabilities for deposit-type contracts

 

Liabilities for investment-type contracts such as supplementary contracts not involving life contingencies are based on account value or accepted actuarial methods using applicable interest rates.

 

s.        Transfers due from separate accounts

 

Transfers due from separate accounts represent a net receivable from the Company’s separate accounts.

 

t.        Federal income taxes

 

Total federal income taxes are based upon the Company’s best estimate of its current and DTAs or liabilities. Current tax expense (benefit) is reported in the Statutory Statements of Operations as federal income tax expense (benefit) if resulting from operations and within net realized capital (losses) gains if resulting from invested asset transactions. Changes in the balances of deferred taxes, which provide for book-to-tax temporary differences, are subject to limitations and are reported within various lines within surplus. Accordingly, the reporting of book-to-tax temporary differences, such as reserves and policy acquisition costs, and of book-to-tax permanent differences, such as tax-exempt interest and tax credits, results in effective tax rates in the Statutory Statements of Operations that differ from the federal statutory tax rate.

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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

u.        Asset valuation reserve

 

The Company maintains an AVR that is a contingency reserve to stabilize shareholder’s equity against fluctuations in the carrying value of common stocks, real estate, partnerships and limited liability companies as well as credit-related changes in the value of bonds, preferred stocks, mortgage loans, and certain derivatives. The AVR is reported as a liability within the Statutory Statements of Financial Position and the change in AVR, net of tax, is reported within the Statutory Statements of Changes in Capital and Surplus.

 

v.        Repurchase agreements

 

Repurchase agreements are contracts under which the Company sells securities and simultaneously agrees to repurchase the same or substantially the same securities. These repurchase agreements are carried at cost and accounted for as collateralized borrowings with the proceeds from the sale of the securities recorded as a liability while the underlying securities continue to be recorded as an investment by the Company. Earnings on these investments are recorded as investment income and the difference between the proceeds and the amount at which the securities will be subsequently reacquired is amortized as interest expense. Repurchase agreements are used as a tool for overall portfolio management to help ensure the Company maintains adequate assets in order to provide yield, spread and duration to support liabilities and other corporate needs.

 

The Company provides collateral, as dictated by the repurchase agreements, to the counterparty in exchange for a loan. If the fair value of the securities sold becomes less than the loan, the counterparty may require additional collateral.

 

The carrying value reported in the Statutory Statements of Financial Position for repurchase agreements approximates the fair value.

 

w.        Interest maintenance reserve

 

The Company maintains an IMR that is used to stabilize net income against fluctuations in interest rates. After-tax realized capital (losses) gains, which result from changes in interest rates for all types of fixed-income investments and interest-related derivatives, are deferred into the IMR and amortized into net investment income using the grouped amortization method. In the grouped amortization method, assets are grouped based on years of maturity. IMR is reduced by the amount ceded to reinsurers when entering into in force coinsurance ceding agreements. The IMR is included in other liabilities, or if negative, is recorded as a nonadmitted asset.

 

x.        Other liabilities

 

Other liabilities primarily consist of interest due on derivatives, affiliated payables and remittances and items not allocated.

 

y.        Premium and related expense recognition

Life insurance premium revenue is generally recognized annually on the anniversary date of the policy. However, premium for flexible products, primarily universal life and variable universal life contracts, is recognized as revenue when received. Annuity premium is recognized as revenue when received.

Premium revenue is adjusted by the related deferred premium adjustment. Deferred premium adjusts for the overstatement created in the calculation of reserves as the reserve computation assumes the entire year’s net premium is collected annually at the beginning of the policy year and does not take into account installment or modal payments. Commissions and other costs related to issuance of new policies and policy maintenance and settlement costs are charged to current operations when incurred. Surrender fee charges on certain life and annuity products are recorded as a reduction of benefits and expenses.

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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

z.        Realized capital (losses) gains including other-than-temporary impairments and unrealized capital gains (losses)

 

Realized capital (losses) gains, net of taxes, exclude gains (losses) deferred into the IMR and gains (losses) of the separate accounts. Realized capital (losses) gains, including OTTI, are recognized in net income and are determined using the specific identification method.

 

Bonds - general

The Company employs a systematic methodology to evaluate OTTI by conducting a quarterly analysis of bonds. OTTI is evaluated in a manner consistent with market participant assumptions. The Company considers the following factors, where applicable depending on the type of securities, in the evaluation of whether a decline in value is other than temporary: (a) the likelihood that the Company will be able to collect all amounts due according to the contractual terms of the debt security; (b) the present value of the expected future cash flows of the security; (c) the characteristics, quality and value of the underlying collateral or issuer securing the position; (d) collateral structure; (e) the length of time and extent to which the fair value has been below amortized cost; (f) the financial condition and near-term prospects of the issuer; (g) adverse conditions related to the security or industry; (h) the rating of the security; (i) the Company’s ability and intent to hold the investment for a period of time sufficient to allow for an anticipated recovery to amortized cost; and (j) other qualitative and quantitative factors in determining the existence of OTTI including, but not limited to, unrealized loss trend analysis and significant short-term changes in value.

In addition, if the Company has the intent to sell, or the inability, or lack of intent to retain the investment for a period sufficient to recover the amortized cost basis, an OTTI is recognized as a realized loss equal to the entire difference between the investment’s amortized cost basis and its fair value at the balance sheet date.

When a bond is other-than-temporarily impaired, a new cost basis is established.

Bonds - corporate

For corporate securities, if it is determined that a decline in the fair value of a bond is other than temporary, OTTI is recognized as a realized loss equal to the difference between the investment’s amortized cost basis and, generally, its fair value at the balance sheet date.

The Company analyzes investments whose fair value is below the cost for impairment. Generally, if the investment experiences significant credit or interest rate related deterioration, the cost of the investment is not recoverable, or the Company intends to sell the investment before anticipated recovery, an OTTI is recognized as realized investment loss.

Bonds - loan-backed and structured securities

For loan-backed and structured securities, if the present value of cash flows expected to be collected is less than the amortized cost basis of the security, an OTTI is recognized as a realized loss equal to the difference between the investment’s amortized cost basis and the present value of cash flows expected to be collected. The expected cash flows are discounted at the security’s effective interest rate. Internal inputs used in determining the amount of the OTTI on structured securities include collateral performance, prepayment speeds, default rates, and loss severity based on borrower and loan characteristics, as well as deal structure including subordination, over-collateralization and cash flow priority.

ABS and MBS are evaluated for OTTI using scenarios and assumptions based on the specifics of each security including collateral type, loan type, vintage and subordination level in the structure. Cash flow estimates are based on these assumptions and inputs obtained from external industry sources along with internal analysis and actual experience. Where applicable, assumptions include prepayment speeds, default rates and loss severity, weighted average maturity and changes in the underlying collateral values.

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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

The Company has a review process for determining if CDOs are at risk for OTTI. For the senior, mezzanine and junior debt tranches, cash flows are modeled using multiple scenarios based on the current ratings and values of the underlying corporate credit risks and incorporating prepayment and default assumptions that vary according to collateral attributes of each CDO. The prepayment and default assumptions are varied within each model based upon rating (base case), historical expectations (default), rating change improvement (optimistic), rating change downgrade (pessimistic) and fair value (market). The default rates produced by these multiple scenarios are assigned an expectation weight according to current market and economic conditions and fed into a final scenario. OTTI is recorded if this final scenario results in the loss of any principal or interest payments due.

For the most subordinated junior CDO tranches, the present value of the projected cash flows in the final scenario is measured using an effective yield. If the current book value of the security is greater than the present value measured using an effective yield, an OTTI is taken in an amount sufficient to produce its effective yield. Certain CDOs cannot be modeled using all of the scenarios because of limitations on the data needed for all scenarios. The cash flows for these CDOs, including foreign currency denominated CDOs, are projected using a customized scenario management believes is reasonable for the applicable collateral pool.

For loan-backed and structured securities, any difference between the new amortized cost basis and any increased present value of future cash flows expected to be collected is accreted into net investment income over the expected remaining life of the bond.

Common and preferred stock

The cost basis of common and preferred stocks is adjusted for impairments deemed to be other than temporary. The Company considers the following factors in the evaluation of whether a decline in value is other than temporary: (a) the financial condition and near-term prospects of the issuer; (b) the Company’s ability and intent to retain the investment for a period sufficient to allow for a near-term recovery in value; and (c) the period and degree to which the value has been below cost. The Company conducts a quarterly analysis of issuers whose common or preferred stock is not-in-good standing or valued below 80% of cost. The Company also considers other qualitative and quantitative factors in determining the existence of OTTI including, but not limited to, unrealized loss trend analysis and significant short-term changes in value.

Mortgage loans

The Company performs internal reviews at least annually to determine if individual mortgage loans are performing or nonperforming. The fair values of performing mortgage loans are estimated by discounting expected future cash flows using current interest rates for similar loans with similar credit risk. For nonperforming loans, the fair value is the estimated collateral value of the underlying real estate. If foreclosure is probable, the Company will obtain an external appraisal.

Mortgage loans are considered to be impaired when, based upon current available information and events, it is probable that the Company will be unable to collect all amounts of principal and interest due according to the contractual terms of the mortgage loan agreement. A valuation allowance is recorded on a loan-by-loan basis in net unrealized capital losses for the excess of the carrying value of the mortgage loan over the fair value of its underlying collateral. Such information or events could include property performance, capital budgets, future lease roll, a property inspection as well as payment trends. Collectability and estimated decreases in collateral values are also assessed on a loan-by-loan basis considering all events and conditions relevant to the loan. This evaluation is inherently subjective as it requires estimates that are susceptible to significant revisions as more information becomes available, as changes occur in the market or as negotiations with the borrowing entity evolve. If there is a change in the fair value of the underlying collateral or the estimated loss on the loan, the valuation allowance is adjusted accordingly. An OTTI occurs upon the realization of a credit loss, typically through foreclosure or after a decision is made to accept a discounted payoff, and is recognized in realized capital losses. The previously recorded valuation allowance is reversed from unrealized capital losses. When an OTTI is recorded, a new cost basis is established reflecting estimated value of the collateral.

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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

Real estate

For real estate held for the production of income, depreciated cost is adjusted for impairments whenever events or changes in circumstances indicate the carrying amount of the asset may not be recoverable, with the impairment being included in realized capital losses. An impairment is recorded when the property’s estimated future net operating cash flows over ten years, undiscounted and without interest charges, is less than book value.

Adjustments to the carrying value of real estate held for sale are recorded in a valuation reserve as realized capital losses when the fair value less estimated selling costs is less than the carrying value.

Partnerships and limited liability companies

When it is probable that the Company will be unable to recover the outstanding carrying value of an investment based on undiscounted cash flows, or there is evidence indicating an inability of the investee to sustain earnings to justify the carrying value of the investment, OTTI is recognized in realized capital losses reflecting the excess of the carrying value over the estimated fair value of the investment. The estimated fair values of limited partnership interests are generally based on the Company’s share of the net asset value (NAV) as provided in the financial statements of the investees. In certain circumstances, management may adjust the NAV by a premium or discount when it has sufficient evidence to support applying such adjustments.

For determining impairments in partnerships that generate LIHTCs, the Company uses the present value of all future benefits, the majority of which are tax credits, discounted at a risk-free rate for future benefits of ten or more years and compares the results to its current book value. Impairments are recognized in realized capital losses reflecting the excess of the carrying value over the estimated fair value of the investment.

Unrealized capital gains (losses)

 

Unrealized capital gains (losses) include changes in the fair value of derivatives, excluding interest rate swaps and credit default index swaps associated with replicated assets; currency translation adjustments on foreign-denominated bonds; changes in the fair value of unaffiliated common stocks; changes in the fair value of bonds and preferred stocks that are carried at fair value; and changes in the inflation adjustments on U.S Treasury inflation-indexed securities. Changes in the Company’s equity investments in partnerships and limited liability companies, including the earnings as reported on the financial statements, earnings recorded as accumulated undistributed earnings, foreign exchange asset valuation and mark-to-market on operating assets, and certain subsidiaries and affiliates are also reported as changes in unrealized capital gains (losses). Unrealized capital gains (losses) are recorded as a change in shareholder’s equity net of tax.

 

3.        New accounting standards

 

Adoption of new accounting standards

In June 2022, the NAIC adopted modifications to SSAP No. 25, Affiliates and Other Related Parties and SSAP No. 43R, Loan-Backed and Structured Securities, effective December 31, 2022. The modifications clarify application of the existing affiliate definition and incorporate disclosure requirements for all investments that involve related parties, regardless of whether they meet the affiliate definition. The revisions to SSAP No. 43R also included additional clarifications that the investments from any arrangements that results in direct or indirect control, which include but are not limited to control through a servicer, shall be reported as affiliated investments. The modifications did not have a material effect on the Company’s financial statements.

In August 2023, the NAIC adopted INT 23-01T — Disallowed IMR (“INT 23-01T”). INT 23-01T provides optional, limited-term guidance for the assessment of disallowed IMR for up to 10% of adjusted general account capital and surplus. An insurer’s capital and surplus must first be adjusted to exclude certain “soft assets” including net positive goodwill, electronic data processing equipment and operating system software, net deferred tax assets and admitted disallowed IMR. An insurer will only be able to admit the negative IMR if the insurer’s risk-based capital is over 300% authorized control level after adjusting to remove the assets described above.

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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

As adopted, negative IMR may be admitted first in the insurer’s general account and then, if all disallowed IMR in the general account is admitted and the percentage limit is not reached, to the separate account proportionately between insulated and noninsulated accounts. If the insurer can demonstrate historical practice in which acquired gains from derivatives were also reversed to IMR (as liabilities) and amortized, there is no exclusion for derivatives losses. INT 23-01T was adopted by the Company as of September 30, 2023 and will be effective through December 31, 2025. To the extent the Company’s IMR balance is a net negative, the effects of INT 23-01T will be reflected in the Company’s financial position, results of operations, and financial statement disclosures. The Company has adopted this guidance and the adoption resulted in an admitted disallowed IMR $150 million.

 

In August 2023, the NAIC adopted revisions to clarify and incorporate a new bond definition within disclosures SSAP No. 26 – Bonds, SSAP No. 43 – Asset-Backed Securities, and other related SSAPs, effective January 1, 2025. The revisions were issued in connection with its principle-based bond definition project, the Bond Project.

 

The Bond Project began in October 2020 through the development of a principle-based bond definition to be used for all securities in determining whether they qualify for reporting on the statutory annual statement Schedule D. Within the new bond definition, bonds are classified as an “issuer credit obligation” or an “asset-backed security.” An “issuer credit obligation” is defined as a bond where repayment is supported by the general creditworthiness of an operating entity, and an “asset-backed security” is defined as a bond issued by an entity created for the primary purpose of raising capital through debt backed by financial assets. The revisions to SSAP No. 26 reflect the principle-based bond definition, and SSAP No. 43 provides accounting and reporting guidance for investments that qualify as asset-backed securities under the new bond definition. Upon adoption, investments that do not qualify as bonds will not be permitted to be reported as bonds on Schedule D, Part 1 thereafter as there will be no grandfathering for existing investments that do not qualify under the revised SSAPs. The Company is currently assessing the impacts of the adopted SSAP No. 26, SSAP No. 43 and other related SSAPs in relation to the financial statements.

 

In March 2023, the NAIC adopted modifications to SSAP No. 34 – Investment Income Due and Accrued, effective December 31, 2023. The modifications require additional disclosures and data capture related to gross, non-admitted and admitted amounts for interest income due and accrued, deferred interest, and paid-in-kind (PIK) interest.

 

In August 2023, the NAIC adopted revisions to further clarify the PIK interest disclosure in SSAP No. 34, effective December 31, 2023. The revisions clarify that decreasing amounts to principal balances are first applied to any PIK interest included in the principal balance. The original principal would not be reduced until the PIK interest had been fully eliminated from the balance. The revisions also provide a practical expedient for determining the PIK interest in the cumulative balance by subtracting the original principal/ par value from the current principal/ par value, with the resulting PIK interest not to go less than zero. The modifications did not have a material effect on the Company’s impact of PIK in relation to the financial statements.

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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

4.       Fair value of financial instruments

 

The following presents a summary of the carrying values and fair values of the Company’s financial instruments:

 

      December 31, 2023
      Carrying   Fair                  
      Value   Value   Level 1   Level 2   Level 3
      (In Millions)
Financial assets:                            
  Bonds:                            
    U. S. government and agencies $ 3   $ 3   $ -   $ 3   $ -
    States, territories and possessions   11     11     -     11     -
    Political subdivisions   14     14     -     14     -
    Special revenue   71     73     -     73     -
    Industrial and miscellaneous   2,254     2,031     -     789     1,242
    Parent, subsidiaries and affiliates   264     247     -     35     212
  Preferred stocks   5     5     1     -     4
  Common stocks - subsidiaries and affiliates   6     6     -     -     6
  Common stocks - unaffiliated   7     7     4     -     3
  Mortgage loans - commercial   642     601     -     -     601
  Mortgage loans - residential   161     146     -     -     146
  Derivatives:                            
    Interest rate swaps   423     182     -     182     -
    Options   28     28     -     28     -
    Currency swaps   62     62     -     62     -
    Forward contracts   1     1     -     1     -
    Financial futures   48     48     48     -     -
  Cash, cash equivalents and short-term investments   740     740     35     705     -
  Separate account assets   1,732     1,732     1,732     -     -
Financial liabilities:                            
  Individual annuity contracts   2,373     2,306     -     -     2,306
  Supplementary contracts   49     49     -     -     49
  Derivatives:                            
    Interest rate swaps   255     255     -     255     -
    Options   16     16     -     16     -
    Currency swaps   4     4     -     4     -
    Forward contracts   4     4     -     4     -

 

Common stock – subsidiary and affiliates does not include MML Bay State, which has a statutory carry value of $233 million.

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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

      December 31, 2022
      Carrying   Fair                  
      Value   Value   Level 1   Level 2   Level 3
      (In Millions)
Financial assets:                            
  Bonds:                            
    U. S. government and agencies $ 3   $ 3   $ -   $ 3   $ -
    States, territories and possessions   12     12     -     12     -
    Political subdivisions   14     14     -     14     -
    Special revenue   76     76     -     76     -
    Industrial and miscellaneous   3,411     3,069     -     1,230     1,839
    Parent, subsidiaries and affiliates   220     194     -     37     157
  Preferred stocks   7     7     1     -     6
  Common stocks - subsidiaries and affiliates   23     23     18     -     5
  Common stocks - unaffiliated   2     2     1     -     1
  Mortgage loans - commercial   729     680     -     -     680
  Mortgage loans - residential   189     171     -     -     171
  Derivatives:                            
    Interest rate swaps   602     602     -     602     -
    Options   15     15     -     15     -
    Currency swaps   104     104     -     104     -
    Forward contracts   2     2     -     2     -
    Financial futures   1     1     1     -     -
  Cash, cash equivalents and - short-term investments   57     57     14     43     -
  Separate account assets   1,553     1,553     1,553     -     -
Financial liabilities:                            
  Individual annuity contracts   2,871     2,769     -     -     2,769
  Supplementary contracts   60     60     -     -     60
  Derivatives:                            
    Interest rate swaps   469     469     -     469     -
    Options   6     6     -     6     -
    Currency swaps   1     1     -     1     -
    Forward contracts   4     4     -     4     -

 

Common stock – subsidiary and affiliates does not include MML Bay State, which has a statutory carry value of $252 million.

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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

Fair value is defined as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The authoritative guidance for fair value establishes a measurement framework that includes a hierarchy used to classify the inputs used in measuring fair value. The hierarchy prioritizes the inputs to valuation techniques into three levels. Each level reflects a unique description of the inputs that are significant to the fair value measurements. The levels of the fair value hierarchy are as follows:

 

Level 1 – Observable inputs in the form of quoted prices for identical instruments in active markets.

 

Level 2 – Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active or other inputs that are observable or can be derived from observable market data for substantially the full term of the assets or liabilities.

 

Level 3 – One or more unobservable inputs that are supported by little or no market activity and are significant to the fair value of the assets or liabilities. Level 3 assets and liabilities include financial instruments whose value is determined using internal models, as well as instruments for which the determination of fair value requires significant management judgment or estimation.

 

When available, the Company generally uses unadjusted quoted market prices from independent sources to determine the fair value of investments and classifies such items within Level 1 of the fair value hierarchy. If quoted prices are not available, prices are derived from observable market data for similar assets in an active market or obtained directly from brokers for identical assets traded in inactive markets. Investments that are priced using these inputs are classified within Level 2 of the fair value hierarchy. When some of the necessary observable inputs are unavailable, fair value is based upon internally developed models. These models use inputs not directly observable or correlated with observable market data. Typical inputs, which are integrated in the Company’s internal discounted cash flow models and discounted earnings models include, but are not limited to, issuer spreads derived from internal credit ratings and benchmark yields such as SOFR, cash flow estimates and earnings before interest, taxes, depreciation and amortization estimates. Investments that are priced with such unobservable inputs are classified within Level 3 of the fair value hierarchy.

 

The Company reviews the fair value hierarchy classifications at each reporting period. Overall, reclassifications between levels occur when there are changes in the observability of inputs and market activity used in the valuation of a financial asset or liability. Such reclassifications are reported as transfers between levels at the beginning fair value for the reporting period in which the changes occur. Given the types of assets classified as Level 1 (primarily equity securities including mutual fund investments), transfers between Level 1 and Level 2 measurement categories are expected to be infrequent. Transfers into and out of Level 3 are summarized in the schedule of changes in Level 3 assets and liabilities.

 

The fair value of individual annuity and supplementary contracts is determined using one of several methods based on the specific contract type. For short-term contracts, generally less than 30 days, the fair value is assumed to be the book value. For investment-type contracts, the fair value is determined by calculating the present value of future cash flows discounted at current market interest rates, the risk-free rate or a current pricing yield curve based on pricing assumptions using assets of a comparable corporate bond quality. Annuities are valued using cash flow projections from the Company’s asset-liability management analysis.

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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

The following presents the Company’s fair value hierarchy for assets and liabilities that are carried at fair value:

 

          December 31, 2023
          Level 1   Level 2   Level 3   Total
          (In Millions)
Financial assets:                      
  Bonds:                      
    Industrial and miscellaneous $ -   $ 2   $ 4   $ 6
  Preferred stocks   -     -     4     4
  Common stocks - subsidiaries and affiliates   -     -     6     6
  Common stocks - unaffiliated   4     -     3     7
    Interest rate swaps   -     421     -     421
    Options   -     28     -     28
    Currency swaps   -     62     -     62
    Forward contracts   -     1     -     1
    Financial futures   48     -     -     48
  Separate account assets   1,732     -     -     1,732
      Total financial assets carried at fair value $ 1,784   $ 514   $ 17   $ 2,315
Financial liabilities:                      
  Derivatives:                      
    Interest rate swaps $ -   $ 255   $ -   $ 255
    Options   -     16     -     16
    Currency swaps   -     4     -     4
    Forward contracts   -     4     -     4
      Total financial liabilities carried at fair value $ -   $ 279   $ -   $ 279

 

For the year ended December 31, 2023, there were no significant transfers between Level 1 and Level 2.

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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

The following presents the Company’s fair value hierarchy for assets and liabilities that are carried at fair value:

 

          December 31, 2022
          Level 1   Level 2   Level 3   Total
          (In Millions)
Financial assets:                      
  Bonds:                      
    Industrial and miscellaneous $ -   $ -   $ 10   $ 10
  Preferred stocks   -     -     4     4
  Common stocks - subsidiaries and affiliates   18     -     5     23
  Common stocks - unaffiliated   -     -     2     2
  Derivatives:                      
    Interest rate swaps   -     602     -     602
    Options   -     15     -     15
    Currency swaps   -     104     -     104
    Forward contracts   -     2     -     2
    Financial futures   1     -     -     1
  Separate account assets   1,553     -     -     1,553
      Total financial assets carried at fair value $ 1,572   $ 723   $ 21   $ 2,316
Financial liabilities:                      
  Derivatives:                      
    Interest rate swaps $

-)

$

469(

  $

$

469

    Options   -     6     -     6
    Currency swaps   -     1     -     1
    Forward contracts   -     4     -     4
      Total financial liabilities carried at fair value $ -   $ 480   $ -   $ 480

 

For the year ended December 31, 2022, there were no significant transfers between Level 1 and Level 2.

 

Valuation Techniques and Inputs

 

The Company determines the fair value of its investments using primarily the market approach or the income approach. The use of quoted prices for identical assets and matrix pricing or other similar techniques are examples of market approaches, while the use of discounted cash flow methodologies is an example of the income approach. The Company attempts to maximize the use of observable inputs and minimize the use of unobservable inputs in selecting whether the market or the income approach is used.

 

A description of the significant valuation techniques and inputs to the determination of estimated fair value for the more significant asset and liability classes measured at fair value on a recurring basis and categorized within Level 2 and Level 3 of the fair value hierarchy is as follows:

 

Derivative assets and liabilities - These financial instruments are primarily valued using the market approach. The estimated fair value of derivatives is based primarily on quotations obtained from counterparties and independent sources, such as quoted market values received from brokers. These quotations are compared to internally derived prices and a price challenge is lodged with the counterparties and an independent source when a significant difference cannot be explained by appropriate adjustments to the internal model. When quoted market values are not reliable or available, the value is based upon an internal valuation process using market observable inputs that other market participants would use. Significant inputs to the valuation of derivative financial instruments include overnight index swaps (OIS) and SOFR basis curves, interest rate volatility, swap yield curve, currency spot rates, cross currency basis

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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

curves and dividend yields. Due to the observability of the significant inputs to these fair value measurements, they are classified as Level 2.

 

The use of different assumptions or valuation methodologies may have a material impact on the estimated fair value amounts. For the periods presented, there were no significant changes to the Company’s valuation techniques.

 

The following presents changes in the Company’s Level 3 assets carried at fair value:

 

            Gains (Losses) in Net Income

Losses

(Gains)

in

Surplus

Purchases Issuances Sales Settlements                        
       

Balance

as of

1/1/23

                 

Balance

as of 12/31/23

          Transfers      
            In     Out   Other
        (In Millions)
Financial assets:                                                                
  Bonds:                                                                
    Industrial and miscellaneous $ 10   $ (1)   $ -   $ 1   $ -   $ -   $ -   $ -   $ -   $ (6)   $ 4
  Preferred stocks   4     -     -     -     -     -     -     -     -     -     4
  Common stocks - subsidiaries and affiliates   5     -     27     -     (26)     -     -     -     -             -     6
  Common stocks - unaffiliated   2     -     (1)     -     2     -     -     -     -             -     3
      Total financial assets $ 21   $ (1)   $ 26   $ 1   $     (24)   $ -   $ -   $ -   $ -   $ (6)   $ 17

 

Other transfers include assets that are either no longer carried at fair value, or have just begun to be carried at fair value, such as assets with no level changes but a change in the lower of cost or market carrying basis.

 

            Gains (Losses) in Net Income

Losses

(Gains)

in

Surplus

Purchases Issuances Sales Settlements                        
       

Balance

as of

1/1/22

                 

Balance

as of

12/31/22

          Transfers      
            In     Out   Other
        (In Millions)
Financial assets:                                                                
  Bonds:                                                                
    Industrial and miscellaneous $ 19   $ (1)   $ (2)   $ -   $ 1   $ -   $ -   $ -   $ -   $ (7)   $ 10
  Preferred stocks   -     -     (1)     -     -     -     -     -     -     5     4
  Common stocks-subsidiaries and affiliates   4     -     17     1     (17)     -     -     -     -     -     5
  Common stocks - unaffiliated   5     2     (3))     -     -     -     (2)     -     -     -     2
      Total financial assets $ 28   $ 1   $ 11   $ 1   $ (16)   $ -   $ (2)   $ -   $ -   $ (2)   $ 21

 

Other transfers include assets that are either no longer carried at fair value, or have just begun to be carried at fair value, such as assets with no level changes but a change in the lower of cost or market carrying basis.

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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

5.       Investments

 

The Company maintains a diversified investment portfolio. Investment policies limit concentration in any asset class, geographic region, industry group, economic characteristic, investment quality or individual investment.

 

a.      Bonds

 

The carrying value and fair value of bonds were as follows:

 

      December 31, 2023
            Gross   Gross      
      Carrying   Unrealized   Unrealized   Fair
      Value   Gains   Losses   Value
      (In Millions)
U.S. government and agencies   $ 3   $ -   $ -   $ 3
States, territories and possessions     11     -     -     11
Political subdivisions     14     1     1     14
Special revenue     71     3     2     73
Industrial and miscellaneous     2,254     7     230     2,031
Parent, subsidiaries and affiliates     264     -     16     248
  Total   $ 2,617   $ 11   $ 249   $ 2,380

 

The December 31, 2023 gross unrealized losses exclude $1 million of losses included in the carrying value. These losses include $1 million from NAIC Class 6 bonds and were primarily included in industrial and miscellaneous or parents, subsidiaries and affiliates.

 

      December 31, 2022
            Gross   Gross      
      Carrying   Unrealized   Unrealized   Fair
      Value   Gains   Losses   Value
      (In Millions)
U.S. government and agencies   $ 3   $ -   $ -   $ 3
States, territories and possessions     12     -     -     12
Political subdivisions     14     -     -     14
Special revenue     76     3     3     76
Industrial and miscellaneous     3,411     14     356     3,069
Parent, subsidiaries and affiliates     220     -     26     194
  Total   $ 3,736   $ 17   $ 385   $ 3,368

 

The December 31, 2022 gross unrealized losses exclude $2 million of losses included in the carrying value. These losses include $2 million from NAIC Class 6 bonds and were primarily included in industrial and miscellaneous or parents, subsidiaries and affiliates.

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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

The quality of the bond portfolio is determined by the use of SVO ratings and the equivalent rating agency designations, except for RMBS and CMBS that use outside modelers. The following sets forth the NAIC class ratings for the bond portfolio including RMBS and CMBS:

 

          December 31,
          2023   2022
NAIC Equivalent Rating Carrying   % of   Carrying   % of
Class Agency Designation Value   Total   Value   Total
          ($ In Millions)
1   Aaa/Aa/A   $ 1,277   49 %     $ 1,838   49 %
2   Baa     945   36         1,515   41  
3   Ba     287   11         290   8  
4   B     68   3         37   1  
5   Caa and lower     31   1         40   1  
6   In or near default     9   -         16   -  
      Total   $ 2,617   100 %     $ 3,736   100 %

 

The following summarizes NAIC ratings for RMBS and CMBS investments subject to NAIC modeling:

 

  December 31,
  2023   2022
  RMBS   CMBS   RMBS CMBS
NAIC Carrying % of   Carrying % of   Carrying % of   Carrying % of
Class Value Total   Value Total   Value Total   Value Total
  ($ In Millions)
1 $          2        100 %   $        55          89 %   $ 16   88 %   $ 62   90 %
2            -            -                4            6       1   6       2   3  
3            -            -                3            5       1   6       2   3  
4            -            -                -            -       -   -       1   1  
5            -            -                -            -       -   -       2   3  
6            -            -                -            -       -   -       -   -  
  $          2        100 %   $        62        100 %   $ 18   100 %   $ 69   100 %

 

The following is a summary of the carrying value and fair value of bonds as of December 31, 2023 by contractual maturity. Expected maturities may differ from contractual maturities because issuers may have the right to call or prepay obligations with or without prepayment penalties. Securities with more than one maturity date are included in the table using the final maturity date.

 

    Carrying   Fair
    Value   Value
    (In Millions)
Due in one year or less $ 291   $ 276
Due after one year through five years   348     337
Due after five years through ten years   746     702
Due after ten years   1,232     1,064
  Total $ 2,617   $ 2,379
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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

Sales proceeds and related gross realized capital gains (losses) from bonds were as follows:

 

  Years Ended December 31,
  2023   2022     2021
  (In Millions)
Proceeds from sales   $     1,041   $        422   $ 266
Gross realized capital gains from sales     13     8     10
Gross realized capital losses from sales     (91)     (10)     (1)

 

The following is a summary of the fair values and gross unrealized losses aggregated by bond category and length of time that the securities were in a continuous unrealized loss position:

 

    December 31, 2023
    Less Than 12 Months   12 Months or Longer
                Number               Number
    Fair Unrealized   of   Fair Unrealized   of
    Value Losses   Issuers   Value Losses   Issuers
    ($ In Millions)
U.S. government and agencies   $ -   $ -   -   $ -   $ -   1
States, territories and possessions     2     -   2     2     -   2
Political subdivisions     1     -   2     7     1   4
Special revenue     11     -   10     33     2   28
Industrial and miscellaneous     52     5   109     1,520     227   882
Parent, subsidiaries and affiliates     1     -   1     246     16   11
   Total   $ 67   $ 5   124   $ 1,808   $ 246   928

 

The December 31, 2023 gross unrealized losses include $1 million of losses included in the carrying value of NAIC Class 6 bonds. These losses were primarily included in the industrial and miscellaneous or parent, subsidiaries and affiliates.

 

    December 31, 2022
    Less Than 12 Months   12 Months or Longer
                Number               Number
    Fair Unrealized   of   Fair Unrealized   of
    Value Losses   Issuers   Value Losses   Issuers
    ($ In Millions)
U.S. government and agencies   $ -   $ -   1   $ 3   $ -   1
All Other Governments     -     -   1     -     -   -
States, territories and possessions     7     -   6     -     -   -
Political subdivisions     7     1   7     -     -   -
Special revenue     41     3   37     -     -   2
Industrial and miscellaneous     1,997     225   1,277     509     133   426
Parent, subsidiaries and affiliates     23     2   10     171     24   9
   Total   $ 2,075   $ 231   1,339   $ 683   $ 157   438

 

The December 31, 2022 gross unrealized losses include $2 million of losses included in the carrying value of NAIC Class 6 bonds. These losses were primarily included in the industrial and miscellaneous or parent, subsidiaries and affiliates.

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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

As of December 31, 2023 and 2022, management has not deemed these unrealized losses to be other than temporary because the investment’s carrying value is expected to be realized and the Company has the ability and intent not to sell these investments until recovery, which may be at maturity.

 

As of December 31, 2023, investments in structured and loan-backed securities that had unrealized losses, which were not recognized in earnings, had a fair value of $375 million. Securities in an unrealized loss position for less than 12 months had a fair value of $14 million and unrealized losses of $1 million. Securities in an unrealized loss position for greater than 12 months had a fair value of $361 million and unrealized losses of $29 million. These securities were primarily categorized as industrial and miscellaneous or parent, subsidiaries and affiliates.

 

As of December 31, 2022, investments in structured and loan-backed securities that had unrealized losses, which were not recognized in earnings, had a fair value of $517 million. Securities in an unrealized loss position for less than 12 months had a fair value of $380 million and unrealized losses of $22 million. Securities in an unrealized loss position for greater than 12 months had a fair value of $137 million and unrealized losses of $20 million. These securities were primarily categorized as industrial and miscellaneous or parent, subsidiaries and affiliates.

 

In the course of the Company’s investment management activities, securities may be sold and reacquired within 30 days to enhance the Company’s yield on its investment portfolio. The Company did not sell any securities with the NAIC Designation 3 or below for the years ended December 31, 2023 or 2022, that were reacquired within 30 days of the sale date.

 

The Company had assets on deposit with government authorities or trustees, as required by law, in the amount of $4 million as of December 31, 2023 and 2022.

 

Residential mortgage-backed exposure

 

RMBS are included in the U.S. government and agencies, special revenue, and industrial and miscellaneous bond categories. The Alt-A category includes option adjustable-rate mortgages and the subprime category includes ‘scratch and dent’ or reperforming pools, high loan-to-value pools and pools where the borrowers have very impaired credit but the average loan-to-value is low, typically 70% or below. In identifying Alt-A and subprime exposure, management used a combination of qualitative and quantitative factors, including FICO scores and loan-to-value ratios.

 

As of December 31, 2023, RMBS had a total carrying value of $25 million and a fair value of $22 million, of which approximately 30%, based on carrying value, was classified as Alt-A. Alt-A and subprime RMBS had a total carrying value of $18 million and a fair value of $15 million. As of December 31, 2022, RMBS had a total carrying value of $26 million and a fair value of $24 million, of which approximately 31%, based on carrying value, was classified as Alt-A. Alt-A and subprime RMBS had a total carrying value of $16 million and a fair value of $15 million.

 

During the year ended December 31, 2023, there were no significant credit downgrades for the securities held by the Company that were backed by residential mortgage pools.

 

Leveraged loan exposure

 

Leveraged loans are loans extended to companies that already have considerable amounts of debt. The Company reports leveraged loans as bonds. These leveraged loans have interest rates higher than typical loans, reflecting the additional risk of default from issuers with high debt-to-equity ratios.

 

As of December 31, 2023, total leveraged loans and leveraged loan CDOs had a carrying value of $561 million and a fair value of $551 million, of which approximately 70%, based on carrying value, were domestic leveraged loans and CDOs. As of December 31, 2022, total leveraged loans and leveraged loan CDOs had a carrying value of $752 million and a fair value of $727 million, of which approximately 76%, based on carrying value, were domestic leveraged loans and CDOs.

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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

Commercial mortgage-backed exposure

 

The Company holds bonds backed by pools of commercial mortgages. The mortgages in these pools have varying risk characteristics related to underlying collateral type, borrower’s risk profile and ability to refinance and the return provided to the borrower from the underlying collateral. These investments had a carrying value of $63 million and fair value of $52 million as of December 31, 2023 and a carrying value of $69 million and fair value of $58 million as of December 31, 2022.

 

b.      Preferred stocks

 

The carrying value and fair value of preferred stocks were as follows:

 

    December 31,
    2023   2022
    (In Millions)
Carrying value $ 5   $ 7
Gross unrealized gains   -     -
  Fair value $ 5   $ 7

 

As of December 31, 2023, investments in preferred stocks in an unrealized loss position included holdings with a fair value of $5 million in 6 issuers, $5 million of which were in an unrealized loss position for more than 12 months. As of December 31, 2022, investments in preferred stocks in an unrealized loss position included holdings with a fair value of $4 million in 7 issuers, $4 million of which were in an unrealized loss position for more than 12 months. Based upon the Company’s impairment review process discussed in Note 2z. “Realized capital (losses) gains including other-than-temporary impairments and unrealized capital gains (losses)” the decline in value of these securities was not considered to be other than temporary as of December 31, 2023 or 2022.

 

The Company held preferred stocks for which the transfer of ownership was restricted by contractual requirements with carrying values of $1 million as of December 31, 2023 and $3 million as of December 31, 2022.

 

c.      Common stocks - subsidiary and affiliates

 

MML Bay State primarily provides variable life and bank-owned life insurance business. It declared and paid $25 million in dividends to the Company for the year ended December 31, 2023, $26 million in 2022 and $27 million in 2021. A majority of MML Bay State’s shareholder’s equity is subject to dividend restrictions. Dividend restrictions, imposed by state regulations, limit the payment of dividends to the Company without prior approval from the Department. Under these regulations, $23 million of shareholder’s equity is available for distribution to the shareholder in 2024 without prior regulatory approval. The Company does not rely on dividends from its subsidiary to meet its operating cash flow requirements.

The Company did not hold any affiliated common stocks for which the transfer of ownership was restricted by contractual requirements as of December 31, 2023 or 2022.

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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

Summarized below is certain statutory financial information for MML Bay State:

 

  As of and for Years Ended December 31,
  2023     2022 2021
  (In Millions)
Total revenue $ 18   $  (14)   $ 25
Net income   7                15     19
Assets   5,108     5,023     5,463
Liabilities   4,875     4,771     5,198
Member’s Equity   233              252     265

 

d.      Common stocks - unaffiliated

The adjusted cost basis and carrying value of unaffiliated common stocks were as follows:

    December 31,
    2023   2022
    (In Millions)
Adjusted cost basis $       6   $ 1
Gross unrealized gains         2     1
Gross unrealized losses      (1)              -
  Carrying value $       7   $ 2

 

As of December 31, 2023, investments in unaffiliated common stocks in an unrealized loss position included holdings with a fair value of less than $2 million from 11 issuers, less than $0 million of which were in an unrealized loss position for more than 12 months. As of December 31, 2022, investments in unaffiliated common stocks in an unrealized loss position included holdings with a fair value of less than $1 million from 9 issuers, less than $1 million of which were in an unrealized loss position for more than 12 months. Based upon the Company’s impairment review process discussed in Note 2y. “Realized capital (losses)gains including other-than-temporary impairments and unrealized capital gains (losses)” the decline in value of these securities was not considered to be other than temporary as of December 31, 2023 or 2022.

 

The Company held common stocks, for which the transfer of ownership was restricted by contractual requirements, with carrying values of $1 million as of December 31, 2023 and $1 million as of December 31, 2022.

 

e.       Mortgage loans

 

Mortgage loans are comprised of commercial mortgage loans and residential mortgage loans. The Company’s commercial mortgage loans primarily finance various types of real estate properties throughout the U.S., the United Kingdom and Canada. The Company holds commercial mortgage loans for which it is a participant or co-lender in a mortgage loan agreement and mezzanine loans that are subordinate to senior secured first liens. The Company’s loan agreements with the senior lender contain negotiated provisions that are designed to maximize the Company’s influence with the objective of mitigating the Company’s risks as the secondary lender for mezzanine loans. Commercial mortgage loans have varying risk characteristics including, among others, the borrower’s liquidity, the underlying percentage of completion of a project, the returns generated by the collateral, the refinance risk associated with maturity of the loan and deteriorating collateral value.

 

Residential mortgage loans include seasoned pools of homogeneous residential mortgage loans substantially backed by Federal Housing Administration (FHA) and Veterans Administration (VA) guarantees. As of December 31, 2023 and December 31, 2022, the Company did not have any direct subprime exposure through the purchases of unsecuritized whole-loan pools.

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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

Geographical concentration is considered prior to the purchase of mortgage loans and residential mortgage loan pools. The mortgage loan portfolio is diverse with no significant collateral concentrations in any particular geographic region as of December 31, 2023 or 2022.

 

The carrying value and fair value of the Company’s mortgage loans were as follows:

 

        December 31,
        2023   2022
        Carrying   Fair   Carrying   Fair
        Value   Value   Value   Value
        (In Millions)
Commercial mortgage loans:                      
  Primary lender $ 637   $ 595   $ 729   $ 680
  Mezzanine loans   5     6     -     -
    Total commercial mortgage loans   642     601     729     680
Residential mortgage loans:                      
  FHA insured and VA guaranteed   128     118     156     142
  Other residential loans   33     28     33     29
    Total residential mortgage loans   161     146     189     171
      Total mortgage loans $ 803   $ 747   $ 918   $ 851
  32 
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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

The loan-to-value ratios by property type of the Company’s commercial mortgage loans were as follows:

 

    December 31, 2023
    Less Than 81% to Above       % of
    81% 95% 95% Total Total
    ($ In Millions)
Office $ 164   $ 24   $ 41   $ 229 36 %
Apartments   175     19     5     199 31  
Industrial and other   54     3     3     60 9  
Hotels   59     5     -     64 10  
Retail   91     -     -     91 14  
  Total $ 543   $ 51   $ 49   $ 643 100 %

 

    December 31, 2022
    Less Than 81% to Above       % of
    81% 95% 95% Total Total
    ($ In Millions)
Office $ 250   $ -   $ -   $ 250 34 %
Apartments   188     18     -     206 28  
Industrial and other   91     3     -     94 13  
Hotels   81     4     -     85 12  
Retail   94     -     -     94 13  
  Total $ 704   $ 25   $ -   $ 729 100 %

 

More than 85% of the Company’s commercial mortgage loans’ loan-to-value ratios are below 81% for the year ended December 31, 2023. As of December 31, 2022, more than 97% of the Company’s commercial mortgage loans’ loan-to-value ratios are below 81%.

 

The Company uses an internal rating system as its primary method of monitoring credit quality. The following illustrates the Company’s mortgage loan portfolio rating, translated into the equivalent rating agency designation:

 

        December 31, 2023
                              CCC and      
         AAA/AA/A BBB BB B Lower Total
        (In Millions)
Commercial mortgage loans:                                  
  Primary lender $ 182   $ 350   $ 57   $ 45   $ 8   $ 642
    Total commercial mortgage loans   182     350     57     45     8     642
Residential mortgage loans:                                  
  FHA insured and VA guaranteed   128     -     -     -     -     128
  Other residential loans   -     30     2     -     -     32
    Total residential mortgage loans   128     30     2     -     -     160
      Total mortgage loans $ 310   $ 380   $ 59   $ 45   $ 8   $ 803
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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

        December 31, 2022
                              CCC and      
         AAA/AA/A BBB BB B Lower Total
        (In Millions)
Commercial mortgage loans:                                  
  Primary lender $ 318   $ 331   $ 65   $ 15   $ -   $ 729
    Total commercial mortgage loans   318     331     65     15     -     729
Residential mortgage loans:                                  
  FHA insured and VA guaranteed   156     -     -     -     -     156
  Other residential loans   -     31     2     -     -     33
    Total residential mortgage loans   156     31     2     -     -     189
      Total mortgage loans $ 474   $ 362   $ 67   $ 15   $ -   $ 918

 

The maximum percentage of any one commercial mortgage loan to the estimated value of secured collateral at the time the loan was originated, exclusive of mezzanine, insured, guaranteed or purchase money mortgages, was 79% as of December 31, 2023 and 2022.

 

The geographic distribution of commercial mortgage loans was as follows:

 

    December 31, 2023
      Average
    Carrying Loan-to-Value
    Value Ratio
    ($ In Millions)
California $ 175 69 %
Illinois   67 55 %
New York   58 80 %
Texas   57 57 %
United Kingdom   48 55 %
Washington   41 68 %
District of Columbia   40 80 %
All Other   156 61 %
  Total commercial mortgage loans $ 642 65 %

 

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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

  

All other consists of 19 jurisdictions with no individual exposure exceeding $16 million.

 

    December 31, 2022
      Average
    Carrying Loan-to-Value
    Value Ratio
    ($ In Millions)
California $ 208 48 %
Illinois   73 46 %
New York   67 57 %
Texas   60 57 %
District of Columbia   52 54 %
Washington   48 50 %
United Kingdom   47 49 %
All other   174 56 %
  Total commercial mortgage loans $ 729 52 %

 

All other consists of 21 jurisdictions, with no individual exposure exceeding $18 million.

 

Interest rates, including fixed and variable, on the Company’s portfolio of mortgage loans were:

 

  December 31,
  2023   2022
  Low High   Low High
Commercial mortgage loans 2.0 % 11.4 %   2.5 % 10.1 %
Residential mortgage loans 2.2 % 9.3 %   1.9 % 9.3 %
Mezzanine mortgage loans 8.0 % 8.0 %   - % - %

 

Interest rates, including fixed and variable, on new mortgage loans were:

 

  Years Ended December 31,
  2023   2022
  Low High   Low High
Commercial mortgage loans 4.7 % 8.0 %   2.6 % 6.2 %
Residential mortgage loans - % - %   2.6 % 7.9 %
Mezzanine mortgage loans 8.0 % 8.0 %   - % - %
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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

The following presents a summary of the Company’s impaired mortgage loans.

 

        December 31, 2023
            Average Unpaid            
        Carrying Carrying Principal Valuation Interest
        Value Value Balance Allowance Income
        (In Millions)
With allowance recorded:                            
  Commercial mortgage loans:                            
    Primary lender $ 16   $ 18   $ 20   $ (4)   $ 1
      Total   16     18     20     (4)     1

 

As of December 31, 2022, the Company had no impaired mortgage loans with or without a valuation allowance or mortgage loans derecognized as a result of foreclosure, including mortgage loans subject to a participant or co-lender mortgage loan agreement with a unilateral mortgage loan foreclosure restriction or mortgage loan derecognized as a result of a foreclosure.

 

The Company did not hold any restructured mortgage loans, mortgage loans with principal or interest past due, or mortgage loans with suspended interest accruals as of December 31, 2023 or 2022. The carrying value of commercial mortgage loans subject to a participant or co-lender mortgage loan agreement was $642 million as of December 31, 2023 and $729 million as of December 31, 2022.

 

f.      Partnerships and limited liability companies

 

The carrying value of partnership and limited liability companies holdings by annual statement category were:

 

        December 31,
        2023   2022
        (In Millions)
Joint venture interests:            
  Real estate   $ 45   $ 53
  Common stocks     70     74
  Fixed maturities/preferred stock     -     2
  Other     22     19
Surplus notes     7     16
Mortgage loans     3     7
    Total   $ 147   $ 171

The Company held seven affiliated partnerships and limited liability companies in a loss position with accumulated losses of $3 million as of December 31, 2023. The Company did not have any affiliated partnerships and limited liability companies in a loss position as of December 31, 2022

 

The Company did not hold any unexpired tax credits for the year ended December 31, 2023

 

The minimum holding period required for the Company’s LIHTC investments extends from one year to 15 years.

 

For determining impairments for LIHTC investments, the Company uses the present value of all future benefits, the majority of which are tax credits, discounted at a risk-free rate ranging from 4.5% for future benefits of two years to 3.9% for future benefits of ten or more years, and compares the result to its current carry value. The Company recorded less than $1 million impairment to LIHTC investments for the years ended December 31, 2023 and 2022.

  36 
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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

g.       Derivatives

 

The Company uses derivative financial instruments in the normal course of business to manage risks, primarily to reduce currency, interest rate and duration imbalances determined in asset/liability analyses. The Company also uses a combination of derivatives and fixed income investments to create replicated synthetic investments. These replicated synthetic investments are created when they are economically more attractive than the actual instrument or when similar instruments are unavailable. Replicated synthetic investments are created either to hedge and reduce the Company’s credit exposure or to create an investment in a particular asset. The Company held synthetic investments with a notional amount of $820 million as of December 31, 2023 and the Company held synthetic investments with a national amount of $820 million as of December 31, 2022. These notional amounts included no replicated asset transaction values as of December 31, 2023 and 2022, as defined under statutory accounting practices as the result of pairing of a long derivative contract with cash instruments.

 

The Company’s derivative strategy employs a variety of derivative financial instruments, including: interest rate, currency, equity, bond, and credit default swaps; options; forward contracts and financial futures. Investment risk is assessed on a portfolio basis and individual derivative financial instruments are not generally designated in hedging relationships; therefore, as allowed by statutory accounting practices, the Company intentionally has not applied hedge accounting.

 

Interest rate swaps are primarily used to more closely match the cash flows of assets and liabilities. Interest rate swaps are also used to mitigate changes in the value of assets anticipated to be purchased and other anticipated transactions and commitments. The Company uses currency swaps for the purpose of managing currency exchange risks in its assets and liabilities.

 

The Company does not sell credit default swaps as a participant in the credit insurance market. The Company does, however, use credit default swaps as part of its investment management process. The Company buys credit default swaps as an efficient means to reduce credit exposure to particular issuers or sectors in the Company’s investment portfolio. The Company sells credit default swaps in order to create synthetic investment positions that enhance the return on its investment portfolio by providing comparable exposure to fixed income securities that might not be available in the primary market.

 

Options grant the purchaser the right to buy or sell a security or enter a derivative transaction at a stated price within a stated period. The Company’s option contracts have terms of up to 22 years. A swaption is an option to enter an interest rate swap to either receive or pay a fixed rate at a future date. The Company purchases these options for the purpose of managing interest rate risks in its assets and liabilities.

 

The Company adopted a clearly defined hedging strategy (CDHS) to enable the Company to incorporate currently held hedges in risk-based capital (RBC) calculations. The CDHS is used to significantly mitigate the impact that movements in capital markets have on the liabilities associated with annuity guarantees. The hedge portfolio consists mainly of interest rate swaps and equity options, and provides protection in the stress scenarios under which RBC is calculated. The hedge portfolio has offsetting impacts relative to the total asset requirement for RBC and surplus for FIA and variable annuity guaranteed living benefits (VAGLB).

 

The Company utilizes certain other agreements including forward contracts and financial futures. Currency forwards are contracts in which the Company agrees with other parties to exchange specified amounts of identified currencies at a specified future date. Typically, the exchange rate is agreed upon at the time of the contract. In addition, the Company also uses “to be announced” forward contracts (TBAs) to hedge interest rate risk and participate in the MBS market in an efficient and cost effective way. Typically, the price is agreed upon at contract inception and payment is made at a specified future date. The Company usually does not purchase TBAs with settlement by the first possible delivery date and thus, accounts for these TBAs as derivatives. TBAs that settle on the first possible delivery date are accounted for as bonds. The Company’s futures contracts are exchange traded and have credit risk. Margin requirements are met with the deposit of securities. Futures contracts are generally settled with offsetting transactions. Forward contracts and financial futures are used by the Company to reduce exposures to various risks including interest rates and currency rates.

  37 
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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

The Company’s principal derivative exposures to market risk are interest rate risk, which includes inflation and credit risk. Interest rate risk pertains to the change in fair value of the derivative instruments as a result of changes in market interest rates. The Company is exposed to credit-related losses in the event of nonperformance by counterparties to derivative financial instruments. The Company regularly monitors counterparty credit ratings, derivative positions, valuations and the value of collateral posted to ensure counterparties are credit-worthy and the concentration of exposure is minimized, and monitors its derivative credit exposure as part of its overall risk management program.

 

The Company enters derivative transactions through bilateral derivative agreements with counterparties, or through over the counter cleared derivatives with a counterparty and the use of a clearinghouse. To minimize credit risk for bilateral transactions, the Company and its counterparties generally enter into master netting agreements based on agreed upon requirements that outline the framework for how collateral is to be posted in the amount owed under each transaction, subject to certain minimums. For over the counter cleared derivative transactions between the Company and a counterparty, the parties enter into a series of master netting and other agreements that govern, among other things, clearing and collateral requirements. These transactions are cleared through a clearinghouse and each derivative counterparty is only exposed to the default risk of the clearinghouse. Certain interest rate swaps and credit default swaps are considered cleared transactions. These cleared transactions require initial and daily variation margin collateral postings. These agreements allow for contracts in a positive position, in which amounts are due to the Company, to be offset by contracts in a negative position. This right of offset, combined with collateral obtained from counterparties, reduces the Company’s credit exposure.

 

Net collateral pledged to the counterparties was $87 million as of December 31, 2023 and $91 million as of December 31, 2022. In the event of default, the full market value exposure at risk in a net gain position, net of offsets and collateral was $9 million as of December 31, 2023 and $24 million as of December 31, 2022. The statutory net amount at risk, defined as net collateral pledged and statement values excluding accrued interest, was $290 million as of December 31, 2023 and $185 million as of December 31, 2022.

 

The following summarizes the carrying values and notional amounts of the Company’s derivative financial instruments:

 

      December 31, 2023
    Assets   Liabilities
    Carrying   Notional   Carrying   Notional
    Value   Amount   Value   Amount
    (In Millions)
Interest rate swaps $ 423   $ 3,523   $ 255   $ 4,844
Options   28     406     16     393
Currency swaps   62     594     4     70
Forward contracts   1     38     4     173
Credit default swaps   -     -     -     -
Financial futures   48     450     -     -
  Total $ 562   $ 5,011   $ 279   $ 5,480
  38 
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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

      December 31, 2022
    Assets   Liabilities
    Carrying   Notional   Carrying   Notional
    Value   Amount   Value   Amount
    (In Millions)
Interest rate swaps $ 602   $ 5,003   $ 469   $ 6,369
Options   15     415     6     359
Currency swaps   104     667     1     28
Forward contracts   2     39     4     170
Financial futures   1     450     -     -
  Total $ 724   $ 6,574   $ 480   $ 6,926

 

The average fair value of outstanding derivative assets was $581 million for the year ended December 31, 2023 and $605 million for the year ended December 31, 2022. The average fair value of outstanding derivative liabilities was $324 million for the year ended December 31, 2023 and $455 million for the year ended December 31, 2022.

 

The Company did not have any credit default swaps for the years ended December 31, 2022 and December 31, 2021.

 

The following presents the Company’s gross notional interest rate swap positions:

 

      December 31,
      2023   2022
      (In Millions)
Open interest rate swaps in a fixed pay position   $ 3,380   $ 5,020
Open interest rate swaps in a fixed receive position     4,988     6,352
  Total interest rate swaps   $ 8,368   $ 11,372

 

The following summarizes the Company’s net realized (losses) gains on closed contracts and change in net unrealized gains (losses) related to market fluctuations on open contracts by derivative type:

 

    Year Ended
    December 31, 2023
    Net Realized   Change In Net
    (Losses) Gains   Unrealized Gains
    on Closed   (Losses) on
     Contracts   Open Contracts
    (In Millions)
Interest rate swaps   4         33  
Currency swaps   4          (45)  
Options   (5)         2  
Credit default swaps   -         -  
Forward contracts   (2)         (1)  
Financial futures   (59)         47  
  Total $ (58)       $ 36  
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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

    Year Ended
    December 31, 2022
    Net Realized   Change In Net
    (Losses) Gains   Unrealized Gains
    on Closed   (Losses) on
     Contracts   Open Contracts
    (In Millions)
Interest rate swaps   -       192
Currency swaps   2       72
Options   (2)       (12)
Forward contracts   20       (1)
Financial futures   (195)       (6)
  Total $ (175)     $ 245

 

    Year Ended
    December 31, 2021
    Net Realized   Change In Net
    Gains (Losses)   Unrealized Gains
    on Closed   (Losses) on
     Contracts   Open Contracts
    (In Millions)
Interest rate swaps $ -     $  (71)
Currency swaps           -          35
Options         7       (6)
Forward contracts         2            5
Financial futures    (55)        17
  Total $ (46)     $ (20)

 

The following summarizes gross and net information of derivative assets and liabilities, along with collateral posted in connection with master netting agreements:

 

    December 31, 2023   December 31, 2022
    Derivative Derivative       Derivative Derivative    
    Assets Liabilities Net   Assets Liabilities Net
    (In Millions)
Gross $ 562   $ 279   $ 282   $    724   $    480   $ 244
Due and accrued   24     146     (121)          24        133     (109)
Gross amounts offset   (460)     (460)             -       (415)      (415)     -
  Net asset        126     (35)         161        333       198         135
  Collateral posted   (120)     (206)           87     (204)       (295)           91
  Net $ 6   $ (241)   $     248   $    129   $     (97)   $ 226
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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

h.      Net investment income

 

Net investment income, including IMR amortization, comprised the following:

 

      Years Ended December 31,
      2023   2022   2021
      (In Millions)
Bonds $ 165   $ 153   $ 160
Preferred stocks   1     -     -
Common stocks - affiliates   25     26     27
Common stocks - unaffiliated   2     1     1
Mortgage loans   34     58     36
Policy loans   7     6     7
Partnerships and limited liability companies   13     21     21
Derivatives   (36)     13     34
Cash, cash equivalents and short-term investments   9     2     1
Other   15     1     3
  Subtotal investment income   235     281     290
Amortization of the IMR   (2)     3     5
Investment expenses   (22)     (16)     (15)
    Net investment income $ 211   $ 268   $ 280

 

i.       Net realized capital (losses) gains

 

Net realized capital (losses) gains, which include OTTI and are net of deferral to the IMR, comprised the following:

 

        Years Ended December 31,
        2023   2022   2021
        (In Millions)
Bonds $ (79)   $ (5)   $ 6
Preferred stocks   -     -     2
Common stocks - subsidiaries and affiliates   6     -     -
Common stocks - unaffiliated   -     3     1
Mortgage loans   (4)     -     (1)
Partnerships and limited liability companies   1     1     (3)
Derivatives   (58)     (174)     (46)
Other   (1)     (3)     -
  Net realized capital (losses) gains before federal and state taxes and deferral to the IMR   (135)     (178)     (41)
Net federal and state tax benefit (expense)   6     (1)     (5)
  Net realized capital (losses) gains before deferral to the IMR   (129)     (179)     (46)
  Net after tax losses deferred to the IMR   114     195     48
      Net realized capital (losses) gains $ (15)   $ 16   $ 2
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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

OTTI, included in the realized capital losses, consisted of the following:

 

    Years Ended December 31,
    2023   2022   2021
    (In Millions)
Bonds $ (1)   $ (3)   $ (2)
Mortgage loans   -     -     (1)
Partnerships and LLCs   (2)     (1)     (3)
  Total OTTI $ (3)   $ (4)   $ (6)

 

The Company recognized OTTI of less than $1 million for the year ended December 31, 2023, 2022, and 2021, on structured and loan backed securities, which are included in bonds, primarily due to the present value of expected cash flows being less than the amortized cost.

 

The Company utilized internally-developed models to determine less than 1% of the $1 million of bond OTTI for the year ended December 31, 2023, less than 1% of the $3 million of bond OTTI for the year ended December 31, 2022, and less than 1% of the $2 million of bond OTTI for the year ended December 31, 2021. The remaining OTTI amounts were determined using external inputs such as publicly observable fair values and credit ratings. Refer to Note 2z. “Realized capital (losses) gains including other-than-temporary impairments and unrealized capital gains (losses)” for more information on assumptions and inputs used in the Company’s OTTI models.

 

Refer to Note 17. “Impairment listing for loan-backed and structured securities” for a CUSIP level list of impaired structured securities where the present value of cash flows expected to be collected is less than the amortized cost basis.

  42 
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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

6.      Federal income taxes

 

On August 16th, 2022, the Inflation Reduction Act (“IRA”) was signed into law and includes certain corporate income tax provisions. Impacts to the Company include the imposition of a corporate alternative minimum tax (“CAMT”) applicable to tax years beginning after December 31, 2022. The CAMT imposes a 15% minimum tax on adjusted financial statement income on applicable corporations that have an average adjusted financial statement income over $1 billion in the prior three-year period (2020-2022). As of the reporting date, the Company has determined that it is not an applicable corporation and therefore not liable for CAMT in 2023. While the Company is not an applicable corporation in 2023, any future CAMT liability will be allocated to MassMutual in accordance with the tax allocation agreement. The United States Treasury Secretary and the IRS have been authorized to issue further guidance and intend to publish proposed regulations in 2024.

 

The Company provides for DTAs in accordance with statutory accounting practices, and has met the required threshold to utilize the three-year reversal period and 15% of surplus limitation.

 

The net DTA or deferred tax liability (DTL) recognized in the Company’s assets, liabilities and surplus is as follows:

 

    December 31, 2023
    Ordinary   Capital   Total
    (In Millions)
Gross DTAs $ 93     $ 35     $ 128
Statutory valuation allowance adjustment   -       -       -
  Adjusted gross DTAs   93       35       128
DTAs nonadmitted   (8)       (9)       (17)
  Subtotal net admitted DTA   85       26       111
Total gross DTLs   (62)       (25)       (87)
  Net admitted DTA(L) $ 23     $ 1     $ 24

 

    December 31, 2022
    Ordinary   Capital   Total
      (In Millions)
Gross DTAs $ 77     $ 42     $ 119
Statutory valuation allowance adjustment   -       -       -
  Adjusted gross DTAs   77       42       119
DTAs nonadmitted   (3)       (14)       (17)
  Subtotal net admitted DTA   74       28       102
Total gross DTLs   (53)       (26)       (79)
  Net admitted DTA(L) $ 21     $ 2     $ 23

 

    Change
    Ordinary   Capital   Total
      (In Millions)
Gross DTAs $ 16     $ (7)     $ 9
Statutory valuation allowance adjustment   -       -       -
  Adjusted gross DTAs   16       (7)       9
DTAs nonadmitted   (5)       5       -
  Subtotal net admitted DTA   11       (2)       9
Total gross DTLs   (9)       1       (8)
  Net admitted DTA(L) $ 2     $ (1)     $ 1
  43 
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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

The amount of adjusted gross DTA admitted under each component of the guidance and the resulting change by tax character are as follows:

 

          December 31, 2023
            Ordinary     Capital     Total
            (In Millions)
Admitted DTA 3 years:                
  Federal income taxes that can be recovered $ -   $ 1   $ 1
  Remaining adjusted gross DTAs expected to be realized within 3 years:                
      1.  Adjusted gross DTA to be realized   23     -     23
      2.  Adjusted gross DTA allowed per limitation threshold   282     -     282
  Lesser of lines 1 or 2   23     -     23
  Adjusted gross DTAs offset by existing DTLs   62     25     87
    Total admitted DTA realized within 3 years $ 85   $ 26   $ 111

 

            December 31, 2022
            Ordinary     Capital     Total
            (In Millions)
Admitted DTA 3 years:                
  Federal income taxes that can be recovered $ -   $ 1   $ 1
  Remaining adjusted gross DTAs expected to be realized within 3 years                
      1.  Adjusted gross DTA to be realized   21     -     21
      2.  Adjusted gross DTA allowed per limitation threshold   263     -     263
  Lesser of lines 1 or 2   21     -     21
  Adjusted gross DTAs offset by existing DTLs   53     26     79
    Total admitted DTA realized within 3 years $ 74   $ 27   $ 101

 

            Change
            Ordinary     Capital     Total
            (In Millions)
Admitted DTA 3 years:                
  Federal income taxes that can be recovered $ -   $ -   $ -
  Remaining adjusted gross DTAs expected to be realized within 3 years                
      1.  Adjusted gross DTA to be realized   2     -     2
      2.  Adjusted gross DTA allowed per limitation threshold   19     -     19
  Lesser of lines 1 or 2   2     -     2
  Adjusted gross DTAs offset by existing DTLs   9     (1)     8
    Total admitted DTA realized within 3 years $ 11   $ (1)   $ 10
  44 
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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

The Company’s total realization threshold limitations are as follows:

 

  December 31,
  2023   2022
  ($ In Millions)
Ratio percentage used to determine recovery period and threshold limitation   1,801%     1,790%
Amount of adjusted capital and surplus used to determine recovery period and threshold limitation above $ 1,878   $ 1,755
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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

The ultimate realization of DTAs depends on the generation of future taxable income during the periods in which the temporary differences are deductible. Management considers the scheduled reversal of DTLs, including the impact of available carryback and carryforward periods, projected taxable income and tax-planning strategies in making this assessment. The impact of tax-planning strategies is as follows:

 

    December 31, 2023
    Ordinary Capital Total
    (Percent)
Impact of tax planning strategies:            
  Adjusted gross DTAs (% of total adjusted gross DTAs) - % - % - %
  Net admitted adjusted gross DTAs (% of total net admitted adjusted gross DTAs) - % 100 % 4 %

 

    December 31, 2022
    Ordinary Capital Total
    (Percent)
Impact of tax planning strategies:            
  Adjusted gross DTAs (% of total adjusted gross DTAs) - % - % - %
  Net admitted adjusted gross DTAs (% of total net admitted adjusted gross DTAs) - % 100 % 6 %

 

    Change
    Ordinary Capital Total
    (Percent)
Impact of tax planning strategies:            
  Adjusted gross DTAs (% of total adjusted gross DTAs) - % - % - %
  Net admitted adjusted gross DTAs (% of total net admitted adjusted gross DTAs) - % - % (2) %

 

There are no reinsurance strategies included in the Company’s tax-planning strategies.

 

The provision for current tax expense on earnings is as follows:

 

    Years Ended December 31,
    2023   2022   2021
    (In Millions)
Federal income tax expense on operating earnings $ 8   $ 19   $ 11
  Total federal and foreign income tax expense on operating earnings   8     19     11
Federal income tax expense (benefit) on net realized capital gains (losses)   (6)     1     5
  Total federal and foreign income tax expense $ 2   $ 20   $ 16
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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

The tax effects of temporary differences that give rise to significant portions of the DTAs and DTLs are as follows:

 

 

        December 31,      
        2023   2022   Change
        (In Millions)
DTAs:                
Ordinary                
  Reserve items $ 18   $ 16   $ 2
  Policy acquisition costs   37     35     2
  Investment items   34     23     11
  Other   4     3     1
    Total ordinary DTAs   93     77     16
  Nonadmitted DTAs   (8)     (3)     (5)
    Admitted ordinary DTAs   85     74     11
Capital                
  Investment items   26     26     -
  Unrealized investment losses   9     16     (7)
    Total capital DTAs   35     42     (7)
  Nonadmitted DTAs   (9)     (14)     5
    Admitted capital DTAs   26     28     (2)
    Admitted DTAs   111     102     9
DTLs:                
Ordinary                
  Investment Items   1     2     (1)
  Unrealized investment gains   35     28     7
  Deferred and uncollected premium   3     1     2
  Reserve Items   1     2     (1)
  Other   21     20     1
    Total ordinary DTLs   61     53     8
Capital                
  Unrealized investment gains   22     23     (1)
  Investment items   4     3     1
    Total capital DTLs   26     26     -
    Total DTLs   87     79     8
      Net admitted DTA $ 24   $ 23   $ 1
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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

The change in net deferred income taxes comprised the following:

 

        Years Ended December 31,
        2023   2022     2021
        (In Millions)
Net DTA(L) $ 2   $ (2)   $ 19
Less: Items not recorded in the change in net deferred income taxes:                
    Tax-effect of unrealized gains/(losses)   12     36     (5)
      Change in net deferred income taxes $ 14   $ 34   $ 14

 

As of December 31, 2023, the Company had no net operating or capital loss carryforwards to include in deferred income taxes. The Company has no tax credit carryforwards included in deferred taxes.

 

The components of federal and foreign income tax are recorded in the Statutory Statements of Operations and the Statutory Statements of Changes in Capital and Surplus and are different from those which would be obtained by applying the prevailing federal income tax rate to net gain from operations before federal income taxes. The significant items causing this difference are as follows:

 

    Years Ended December 31,
    2023   2022   2021
    (In Millions)
    21%   21%   21%
Provision computed at statutory rate $ (15)   $ (7)   $ 12
Investment items   (6)     (7)     (8)
Nonadmitted assets   -     1     (1)
Other   9     (1)     (1)
  Total statutory income tax (benefit) expense $ (12)   $ (14)   $ 2
Federal and foreign income tax expense $ 2   $ 20   $ 16
Change in net deferred income taxes   (14)     (34)     (14)
  Total statutory income tax (benefit) expense $ (12)   $ (14)   $ 2

 

The Company paid federal income taxes of $5 million in 2023, $39 million in 2022 and $24 million in 2021.

 

The total income taxes incurred in the current and prior years that will be available for recoupment in the event of future net capital losses totaled $0 million related to 2023, $2 million related to 2022, and $5 million related to 2021.

 

The Company is included in a consolidated U.S. federal income tax return with its parent, MassMutual, a mutual life insurance company domiciled in the Commonwealth of Massachusetts, and MassMutual’s eligible U.S. subsidiaries. The Company also files income tax returns in various states and foreign jurisdictions. The Company, MassMutual, and MassMutual’s eligible subsidiaries and certain affiliates (the Parties) have executed and are subject to a written tax allocation agreement (the Agreement). The Agreement sets forth the manner in which the total combined federal income tax is allocated among the Parties. The Agreement provides the Company with the enforceable right to recoup federal income taxes paid in prior years in the event of future net capital losses, which it may incur. Further, the Agreement provides the Company with the enforceable right to utilize its net losses carried forward as an offset to future net income subject to federal income taxes. In accordance with the Agreement, future corporate alternative minimum tax (CAMT) is outside of the scope of the general tax allocation method and, consequently any future CAMT liability of a subsidiary shall be allocated solely to MassMutual.

 

Companies are generally required to disclose unrecognized tax benefits, which are the tax effect of positions taken on their tax returns that may be challenged by various taxing authorities, in order to provide users of financial statements

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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

more information regarding potential liabilities. The Company recognizes tax benefits and related reserves in accordance with existing statutory accounting practices for liabilities, contingencies and impairments of assets.

 

The following is a reconciliation of the beginning and ending liability for unrecognized tax benefits (in millions):

 

Balance, January 1, 2023 $ 8
Gross change related to positions taken in current year   (1)
Balance, December 31, 2023 $ 7

 

Included in the liability for unrecognized tax benefits as of December 31, 2023 are $7 million of tax positions for which the ultimate deductibility is highly certain but for which there is uncertainty about the timing of such deductibility. The liability for the unrecognized tax benefits as of December 31, 2023 includes no unrecognized tax benefits that, if recognized, would impact the Company’s effective tax rate.

 

The Company recognizes accrued interest and penalties related to the liability for unrecognized tax benefits as a component of the provision for income taxes. The amount of net interest recognized was immaterial as of December 31, 2023 and 2022. The Company has no accrued penalties related to the liability for unrecognized tax benefits. In the next year, the Company does not anticipate the total amount of uncertain tax positions to significantly increase or decrease.

 

The Internal Revenue Service (IRS) has completed its examination of MassMutual and its subsidiaries for the year 2013 and prior. The 2014-2016 tax years are in the process of going to Appeals for 3 carryforward issues. The IRS completed its examination of the 2017-2018 tax years and is being transferred to Appeals. The adjustments resulting from these examinations are not expected to materially affect the position or liquidity of the Company.

 

As of December 31, 2023 and 2022, the Company did not recognize any protective deposits as admitted assets.

 

7.      Other than invested assets

a.      Admitted negative (disallowed) IMR

As of December 31,2023, the Company had $150 million of negative (disallowed) IMR in aggregate and in the general account.

 

As of December 31, 2023, the Company had $150 million of negative (disallowed) IMR admitted in the general account.

 

As of December 31, 2023, the calculated adjusted general capital and surplus was $1,814 million.

 

As of December 31, 2023, the percentage of adjusted general capital and surplus for which the admitted disallowed IMR represents was 8%.

 

The following represents allocated gains (losses) previously deferred to the IMR from derivatives:

 

  December 31, 2023
     (In Millions)
Realized capital gains        371
Realized capital losses         (509)
Total allocated gains (losses) to IMR from derivatives $                  (138)

 

When the Company sells bonds and recognizes losses due to interest-rate related factors, and the realized losses are transferred to the IMR, the sales proceeds are generally used for reinvestment as governed by prudent asset liability management (ALM) policies and procedures. Such sales of bonds are intermittently used to meet liquidity needs and managed within the ALM framework.

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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

IMR losses for fixed income related derivatives were in accordance with documented risk management procedures, as well as the Company’s derivative use plans, and reflect the same historical treatment of derivative gains reversed to IMR and amortized rather than immediately recognized as realized gain upon termination.

 

b.       Deferred and uncollected life insurance premium

 

Deferred and uncollected life insurance premium, net of loading and reinsurance, are included in other than invested assets in the Company’s Statutory Statements of Financial Position. The following summarizes the deferred and uncollected life insurance premium on a gross basis, as well as net of loading and reinsurance:

 

    December 31,
    2023   2022
    Gross   Net     Gross   Net  
    (In Millions)
Ordinary new business $ -   $ -   $ (1)   $ -
Ordinary renewal   (5)     (5)     (7)     (13)
  Total $ (5)   $ (5)   $ (8)   $ (13)

 

Deferred premium is the portion of the annual premium not earned at the reporting date. Loading on deferred premium is an amount obtained by subtracting the valuation net deferred premium from the gross deferred premium and generally includes allowances for acquisition costs and other expenses. Refer to Note 2p. “Policyholders’ reserves” for information on the Company’s accounting policies regarding gross premium and net premium.

 

Uncollected premium is gross premium net of reinsurance that is due and unpaid as of the reporting date, net of loading. Net premium is the amount used in the calculation of reserves. The change in deferred and uncollected life insurance premium is included in premium income. The change in loading is included as an expense and is not shown as a reduction to premium income.

 

Ordinary new business and ordinary renewal business consist of the basic amount of premium required on the underlying life insurance policies.

In certain instances, gross premium is less than net premium according to the standard valuation set by the Division and the Department. The gross premium is less than the net premium needed to establish the reserves because the statutory reserves must use standard conservative valuation mortality tables, while the gross premium calculated in pricing uses mortality tables that reflect both the Company’s experience and the transfer of mortality risk to reinsurers. The Company had life insurance in force of $10,659 million as of December 31, 2023 and $6,850 million as of December 31, 2022 for which gross premium was less than net premium.

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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

8.     Policyholders’ liabilities

 

a.Policyholders’ reserves

 

The Company had life insurance in force of $33,842 million as of December 31, 2023 and $26,262 million as of December 31, 2022.

 

The following summarizes policyholders’ reserves, net of reinsurance, and the range of interest rates by type of product:

 

      December 31,  
      2023   2022  
        Amount Interest Rates     Amount Interest Rates  
        ($ In Millions)  
  Individual annuities $ 2,382 1.0% - 9.0%   $ 2,878 1.0% - 9.0%  
  Individual universal and variable life   695 4.0% - 4.5%     719 4.0% - 4.5%  
  Individual life   102 3.5% - 4.8%     112 3.0% - 4.8%  
    Total $ 3,179         $ 3,709        

 

Individual life includes whole life and term insurance.

 

b.     Liabilities for deposit-type contracts

 

Supplementary contracts not involving life contingencies of $56 million as of December 31, 2023 and $68 million as of December 31, 2022 were included in liabilities for deposit-type contracts. The interest rate range on supplementary contracts was 1.00% to 6.50% as of December 31, 2023 and 1.00% to 6.50% as of December 31, 2022.

 

c.      Additional liability for annuity contracts

 

Certain variable annuity contracts include additional death benefit features. Election of these benefits is generally only available at contract issue.

 

The following shows the liabilities for GMDBs (in millions):

 

Liability as of January 1, 2022 $ 1
Liability as of December 31, 2022   -
  Incurred guarantee benefits   26
  Paid guarantee benefits   (1)
Liability as of December 31, 2023 $ 25

 

The Company held deterministic reserves as of December 31, 2023 and December 31, 2022.

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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

The following summarizes the account values, net amount at risk and weighted average attained age for variable annuity contracts with GMDBs classified as policyholders’ reserves and separate account liabilities. The net amount at risk is defined as the minimum guarantee less the account value calculated on a policy-by-policy basis, but not less than zero.

 

  December 31,
  2023   2022
        Net Weighted         Net Weighted
  Account   Amount Average   Account   Amount Average
  Value   at Risk Attained Age   Value   at Risk Attained Age
  ($ In Millions)
GMDB $ 1,331   $ 17   68   $ 1,320   $ 40   68

 

Account values of variable annuity contracts with GMDBs are summarized below:

 

    December 31,
    2023   2022
      (In Millions)
Separate account $ 1,063   $ 987
General account   268     333
  Total $ 1,331   $ 1,320

 

d.      Additional liability for individual life contracts

 

Certain universal life and variable universal life contracts include features such as GMDBs or other guarantees that ensure continued death benefit coverage when the policy would otherwise lapse. The value of the guarantee is only available to the beneficiary in the form of a death benefit.

 

The changes in the liability, net of reinsurance, for guarantees on universal life and variable universal life type contracts was as follows:

 

    December 31,
    2023   2022
    (In Millions)
Beginning balance $ 240   $ 127
  Net liability increase (decrease)   (14)     113
Ending balance $ 226   $ 240
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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

9.      Reinsurance

The Company enters into reinsurance agreements with affiliated and unaffiliated insurers in the normal course of business in order to mitigate the impact of underwriting mortality and morbidity risks. Such transfers do not relieve the Company of its primary liability to its customers and, as such, failure of reinsurers to honor their obligations could result in credit losses that could arise if a reinsurer defaults. The Company reduces reinsurance default risk by evaluating the financial condition of reinsurers and monitoring for possible concentrations within the Company’s reinsurers and using trust structures, when appropriate. The Company reinsures a portion of its mortality risk in its life business under either a first dollar quota-share arrangement or an in excess of the retention limit arrangement with reinsurers. The amounts reinsured are on a yearly renewable term or coinsurance basis. The Company’s highest retention limit for new issues of life policies ranges from $15 million to $35 million.

Refer to Note 14. “Related party transactions” for information about the Company’s affiliated ceded reinsurance transactions.

 

There are no reinsurance agreements in effect under which the reinsurer may unilaterally cancel any reinsurance for reasons other than for nonpayment of premium or other similar credits. The Company has no reinsurance agreements in effect such that the amount of losses paid or accrued through the statement date may result in a payment to the reinsurer of amounts which, in aggregate and allowing for offset of mutual credits from other reinsurance agreements with the same reinsurer, exceed the total direct premium collected under the reinsured policies.

 

Reinsurance amounts included in the Statutory Statements of Operations were as follows:

 

 

    Years Ended December 31,
    2023   2022   2021
    (In Millions)
Direct premium $ 477   $ 942   $ 1,059
Premium ceded   (350)     (718)     (782)
  Total net premium $ 127   $ 224   $ 277
Ceded reinsurance recoveries $ 265   $ 204   $ 312

 

Reinsurance amounts included in the Statutory Statements of Financial Position were as follows:

 

  December 31,
  2023   2022
  (In Millions)
Reinsurance reserves ceded $ (5,560)   $ (5,436)
Ceded amounts recoverable   70     57

 

Reinsurance reserves ceded to affiliated and unaffiliated reinsurers as of December 31, 2023 include $828 million associated with life insurance policies and $4,222 million for annuity. Reinsurance reserves ceded to affiliated and unaffiliated reinsurers as of December 31, 2022 include $1,399 million associated with life insurance policies and $4,037 million for annuity.

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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

As of December 31, 2023, one reinsurer accounted for 33% of the outstanding balance of the unaffiliated reinsurance recoverables and the next largest reinsurer had 18%. Overall, the Company believes that each of these exposures to a single reinsurer does not create an undue concentration of risk and the Company’s business is not substantially dependent upon any single reinsurer.

 

10.    Withdrawal characteristics

 

a.      Annuity actuarial reserves and liabilities for deposit-type contracts

 

The withdrawal characteristics of the Company’s annuity actuarial reserves and deposit-type contracts as of December 31, 2023 are illustrated below:

 

Individual annuities  General
Account
  Separate
Account with
Guarantees
 

Separate

Account Non-

Guaranteed

  Total  % of Total  
   (In Millions)  
Subject to discretionary withdrawal:                         
With market value adjustment  $11   $-   $-   $11    -%
At book value less current surrender charge of 5% or more   4,691    -    -    4,691    61 
At fair value   -    -    1,068    1,068    14 
Total with market value adjustment or at fair value   4,702    -    1,068    5,770    75 
 At book value without adjustment (minimal or no charge or adjustment)   1,854    -    -    1,854    25 
Not subject to discretionary withdrawal   23    -    -    23    - 
Total  $6,579   $-   $1,068   $7,647    100%
Reinsurance ceded   4,222    -    -    4,222      
Total, net of reinsurance  $2,357   $-   $1,068   $3,425      
Amount included in book value without adjustment after statement date   15    -    -    15      

 

Deposit-type contracts  General Account  Separate Account with Guarantees 

Separate

Account Non-

Guaranteed

  Total  % of Total  
   (In Millions)  
Subject to discretionary withdrawal:                         
 At book value without adjustment (minimal or no charge or adjustment)  $41   $-   $-   $41    73 
Not subject to discretionary withdrawal   15    -    -    15    27 
Total  $56   $-   $-   $56    100%
Total, net of reinsurance  $56   $-   $-   $56      
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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

The following is a summary of total annuity actuarial reserves and liabilities for deposit-type contracts as of December 31, 2023 (in millions):

 

Statutory Statements of Financial Position:    
Policyholders’ reserves – individual annuities $ 2,356
Liabilities for deposit-type contracts   56
Subtotal   2,412
Separate Account Annual Statement:    
Annuities   1,068
Total $ 3,480

 

b.      Analysis of life actuarial reserves by withdrawal characteristics

 

The withdrawal characteristics of the Company’s life actuarial reserves as of December 31, 2023 are illustrated below:

 

General Account                  
          Account     Cash      
          Value     Value     Reserve
        (In Millions)
  Subject to discretionary withdrawal, surrender values, or policy loans:                  
    Universal life   $ 179   $ 179   $ 181
    Universal life with secondary guarantees     775     772     1,707
    Other permanent cash value life insurance     -     70     84
    Variable universal life     69     74     87
  Not subject to discretionary withdrawal or no cash values:                  
    Term policies without cash value     -     -     19
    Disability - active lives     -     -     1
    Disability - disabled lives     -     -     17
    Miscellaneous reserves     -     -     40
  Total (gross: direct + assumed)   $ 1,023   $ 1,095   $ 2,136
  Reinsurance ceded     569     568     1,338
  Total (net)   $ 454   $ 527   $ 798

 

Separate Account Nonguaranteed

 

        Account     Cash        
        Value     Value     Reserve  
      (In Millions)  
Subject to discretionary withdrawal, surrender values, or policy loans:                    
Variable universal life   $ 662   $ 662   $ 662  
Not subject to discretionary withdrawal or no cash values:                    
Total (gross: direct + assumed)   $ 662   $ 662   $ 662  
Total (net)   $ 662   $ 662   $ 662  
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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

c.      Separate accounts

 

The Company has nonguaranteed separate accounts which are variable accounts where the benefit is determined by the performance and/or market value of the investments held in the separate account with incidental risk, notional expense and minimum death benefit guarantees.

 

Information regarding the separate accounts of the Company as of and for the year ended December 31, 2023 is as follows:

 

        Non
        Guaranteed
        (In Millions)
Net premium, considerations or deposits for the year ended December 31, 2023 $ 41
Reserves at December 31, 2023:    
  For accounts with assets at:    
    Fair value $ 1,730
  Nonpolicy liabilities   2
      Total $ 1,732
Reserves by withdrawal characteristics:    
  Subject to discretionary withdrawal:    
    At fair value $ 1,730
  Nonpolicy liabilities   2
      Total $ 1,732

 

The Company does not have any reserves in separate accounts for asset default risk in lieu of AVR.

 

The following is a reconciliation of amounts reported as transfers (from) to separate accounts in the Summary of Operations of the Company’s NAIC Separate Account Annual Statement to the amounts reported as net transfers (from) to separate accounts in change in policyholders’ reserves in the accompanying Statutory Statements of Operations:

 

          Years Ended December 31,
          2023   2022   2021
          (In Millions)
From the Separate Account Annual Statement:                
Transfers to separate accounts $ 41   $ 37   $ 40
Transfers from separate accounts   (141)     (141)     (189)
  Net transfers from separate accounts $ (100)   $ (104)   $ (149)

 

11.      Changes in capital and surplus

MassMutual has authorized the contribution of funds to the Company sufficient to meet the capital requirements of each state in the U.S. in which the Company is licensed to do business. Substantially all of the statutory capital and surplus is subject to dividend restrictions. Dividend restrictions, imposed by state regulations, limit the payment of dividends to the shareholder without prior approval from the Department. Under these regulations, $191 million of capital and surplus is available for distribution to the shareholder in 2024 without prior regulatory approval. The company did not pay a dividend to MassMutual in 2023, paid a dividend of $163 million in 2022 and $173 million in 2021. The Company received a capital contribution from MMLIC of $50 million in 2022.

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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

12.      Presentation of the Statutory Statements of Cash Flows

The following table presents those transactions that have affected the Company’s recognized assets or liabilities but have not resulted in cash receipts or payments during the years ended December 31, 2023, 2022 and 2021. Accordingly, the Company has excluded these non-cash activities below from the Statutory Statement of Cash Flows for the years ended December 31, 2023, 2022 and 2021.

 

  Years Ended December 31,
  2023   2022   2021
  (In Millions)
Net investment income payment in-kind bonds $ 16   $ -   $ 1
Bond conversions and refinancing   10     27     17
Stock conversions   5     -     1
Bonds to transferred to partnerships and limited liability companies   -     7     -
Bonds transferred to mortgage loans   -     2     22

13.      Business risks, commitments and contingencies

a.       Risks and uncertainties

The Company operates in a business environment subject to various risks and uncertainties. The principal risks include insurance and underwriting risks, investment and interest rate risks, currency exchange risk and credit risk. The combined impact of these risks could have a material, adverse effect on the Company’s financial statements or result in operating losses in future periods. The Company employs the use of reinsurance, portfolio diversification, asset/liability management processes and other risk management techniques to mitigate the impact of these risks.

Insurance and underwriting risks

The Company prices its products based on estimated benefit payments reflecting assumptions with respect to mortality, longevity, persistency, interest rates and other factors. If actual policy experience emerges that is significantly and adversely different from assumptions used in product pricing, the effect could be material to the profitability of the Company.

Investment and interest rate risks

 

The fair value, cash flows and earnings of investments can be influenced by a variety of factors including changes in interest rates, credit spreads, equity markets, portfolio asset allocation and general economic conditions. The Company employs a rigorous asset/liability management process to help mitigate the economic impacts of various investment risks, in particular interest rate risk. By effectively matching the market sensitivity of assets with the liabilities they support, the impact of interest rate changes is addressed, on an economic basis, as the change in the value of the asset is offset by a corresponding change in the value of the supported liability. The Company uses derivatives, such as interest rate swaps and swaptions, as well as synthetic assets to reduce interest rate and duration imbalances determined in asset/liability analyses.

 

The levels of U.S. interest rates are influenced by U.S. monetary policies and by the relative attractiveness of U.S. markets to investors versus other global markets. As interest rates increase, certain debt securities may experience amortization or prepayment speeds that are slower than those assumed at purchase, impacting the expected maturity of these securities and the ability to reinvest the proceeds at the higher yields. Rising interest rates may also result in a decrease in the fair value of the investment portfolio. As interest rates decline, certain debt securities may experience accelerated amortization and prepayment speeds than what was assumed at purchase. During such periods, the Company is at risk of lower net investment income as it may not be able to reinvest the proceeds at comparable yields. Declining interest rates may also increase the fair value of the investment portfolio.

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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

Interest rates also have an impact on the Company’s products with guaranteed minimum payouts and on interest credited to account holders. As interest rates decrease, investment spreads may contract as crediting rates approach minimum guarantees, resulting in an increased liability.

In periods of increasing interest rates, policy loans, surrenders and withdrawals may increase as policyholders seek investments with higher perceived returns. This could result in cash outflows requiring the Company to sell invested assets at a time when the prices of those assets are adversely affected by the increase in market interest rates, which could cause the Company to realize investment losses.

Currency exchange risk

The Company has currency risk due to its non-U.S. dollar investments. The Company mitigates currency risk through the use of cross-currency swaps and forward contracts. Cross-currency swaps are used to minimize currency risk for certain non-U.S. dollar assets through a pre-specified exchange of interest and principal. Forward contracts are used to hedge movements in exchange rates.

Credit and other market risks

The Company manages its investments to limit credit and other market risks by diversifying its portfolio among various security types and industry sectors as well as purchasing credit default swaps to transfer some of the risk.

Stressed conditions, volatility and disruptions in global capital markets or in particular markets or financial asset classes can have an adverse effect on the Company, in part because the Company has a large investment portfolio and assets supporting the Company’s insurance liabilities are sensitive to changing market factors. Global market factors, including interest rates, credit spread, equity prices, real estate markets, foreign currency exchange rates, consumer spending, business investment, government spending, the volatility and strength of the capital markets, deflation and inflation, all affect the business and economic environment and, ultimately, the profitability of the Company’s business. Disruptions in one market or asset class can also spread to other markets or asset classes. Upheavals in the financial markets can also affect the Company’s business through their effects on general levels of economic activity, employment and customer behavior.

The CMBS, RMBS and leveraged loan sectors are sensitive to evolving conditions that can impair the cash flows realized by investors and is subject to uncertainty. Management’s judgment regarding OTTI and estimated fair value depends upon the evolving investment sector and economic conditions. It can also be affected by the market liquidity, a lack of which can make it difficult to obtain accurate market prices for RMBS and other investments, including CMBS and leveraged loans. Any deterioration in economic fundamentals, especially related to the housing sector could affect management’s judgment regarding OTTI.

The Company has investments in structured products exposed primarily to the credit risk of corporate bank loans, corporate bonds or credit default swap contracts referencing corporate credit risk. Most of these structured investments are backed by corporate loans and are commonly known as collateralized loan obligations that are classified as CDO. The portfolios backing these investments are actively managed and diversified by industry and individual issuer concentrations. Due to the complex nature of CDO and the reduced level of transparency to the underlying collateral pools for many market participants, the recovery in CDO valuations generally lags the overall recovery in the underlying assets. Management believes its scenario analysis approach, based primarily on actual collateral data and forward looking assumptions, does capture the credit and most other risks in each pool. However, in a rapidly changing economic environment, the credit and other risks in each collateral pool will be more volatile and actual credit performance of CDO may differ from the Company’s assumptions.

 

The Company continuously monitors its investments and assesses their liquidity and financial viability; however, the existence of the factors described above, as well as other market factors, could negatively impact the market value of the Company’s investments. If the Company sells its investments prior to maturity or market recovery, these investments may yield a return that is less than the Company otherwise would have been able to realize.

 

Asset-based fees calculated as a percentage of the separate account assets are a source of revenue to the Company. Gains and losses in the investment markets may result in corresponding increases and decreases in the Company’s separate account assets and related revenue.

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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

The long-term impact of the COVID-19 pandemic is dependent on numerous factors including, but not limited to, the length and severity of the pandemic, the efficacy and rate of vaccine adoption and therapeutics, the responses to the pandemic taken by governments and private sector businesses, and the impacts on MassMutual’s policyholders, employees and counterparties. At its height, the pandemic led to significant economic disruption, including significant volatility in the U.S. and international markets, which had an adverse effect on MassMutual’s business. The extent to which the COVID-19 pandemic continues to impact MassMutual’s business will depend on future developments which are highly uncertain, including the emergence of future variants of COVID-19 and the efficacy of vaccines in the broader population (including with respect to future variants).

Political Uncertainties

Political events, domestically or internationally, may directly or indirectly trigger or exacerbate risks related to product offerings, profitability, or any of the risk factors described above. Whether those underlying risk factors are driven by geopolitics or not, the Company’s dynamic approach to managing risks enables management to identify risks, internally and externally, develop mitigation plans, and respond to risks in an attempt to proactively reduce the potential impact of each underlying risk factor on the Company.

b.       Guaranty funds

 

The Company is subject to state insurance guaranty fund laws. These laws assess insurance companies’ amounts to be used to pay benefits to policyholders and policy claimants of insolvent insurance companies. Many states allow these assessments to be credited against future premium taxes. The Company believes such assessments in excess of amounts accrued will not materially impact its financial position, results of operations or liquidity.

 

c.       Litigation and regulatory matters

In the normal course of business, the Company is involved in disputes, litigation and governmental or regulatory inquiries, administrative proceedings, examinations and investigations, both pending and threatened. These matters, if resolved adversely against the Company or settled, may result in monetary damages, fines and penalties or require changes in the Company’s business practices. The resolution or settlement of these matters is inherently difficult to predict. Based upon the Company’s assessment of these pending matters, the Company does not believe that the amount of any judgment, settlement or other action arising from any pending matter is likely to have a material adverse effect on the statement of financial position. However, an adverse outcome in certain matters could have a material adverse effect on the results of operations for the period in which such matter is resolved, or an accrual is determined to be required, on the financial statement financial position, or on our reputation.

 

The Company evaluates the need for accruals of loss contingencies for each matter. When a liability for a matter is probable and can be estimated, the Company accrues an estimate of the loss offset by related insurance recoveries or other contributions, if any. An accrual may be subject to subsequent adjustment as a result of additional information and other developments. The resolution of matters are inherently difficult to predict, especially in the early stages of matter. Even if a loss is probable, due to many complex factors, such as speed of discovery and the timing of court decisions or rulings, a loss or range of loss may not be reasonably estimated until the later stages of the matter. For matters where a loss is material and it is either probable or reasonably possible then it is disclosed. For matters where a loss may be reasonably possible, but not probable, or is probable but not reasonably estimated, no accrual is established, but the matter, if material, is disclosed.

 

d. Commitments

 

In the normal course of business, the Company enters into commitments to purchase certain investments. The majority of these commitments have funding periods that extend between one and five years. The Company is not required to fund commitments once the commitment period expires.

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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

As of December 31, 2023, the Company had the following outstanding commitments:

 

  2024 2025 2026 2027 2028 Thereafter Total
  (In Millions)
Private placements   $ 92   $ 18   $ 11   $ 14   $ 4   $ 15   $ 154
Mortgage loans     4     1     1     -     5     1     12
Partnerships and LLCs contributions)     6     1     10     2     -     18     37
Total   $ 102   $ 20   $ 22   $ 16   $ 9   $ 34   $ 203

 

14. Related party transactions

 

Pursuant to a management agreement, MassMutual, for a fee, furnishes the Company, as required, operating facilities, human resources, computer software development and managerial services. Investment and administrative services are also provided to the Company pursuant to a management services agreement with MassMutual. While management believes that these fees are calculated on a reasonable basis, these fees may not necessarily be indicative of the costs that would have been incurred on a stand-alone basis.

 

The following table summarizes the transactions between the Company and the related parties:

 

  Years Ended December 31,
  2023   2022   2021
  (In Millions)
Fee income:                
Recordkeeping and other services $ -   $ 1   $ 2
Fee expense:                
Management and service contracts and cost-sharing arrangements   62     77     82

 

The Company reported less than $1 million as amounts due from affiliates as of December 31, 2023 and 2022. The Company reported $17.5 million as amounts due to subsidiaries and affiliates as of December 31, 2023 and $24 million as of December 31, 2022. Terms generally require settlement of these amounts within 30 to 90 days.

As of December 31, 2023, MMIH and C.M. Life, together, provided financing of $5,500 million ($5,253 million and $247 million respectively), for MassMutual Asset Finance, LLC (MMAF) that can be used to finance ongoing asset purchases. The Company provided financing of $247 million as of December 31, 2023 and $247 million as of December 31, 2022. During 2023, MMAF borrowed $106 million and repaid $53 million under the MMAF credit facility. During 2022, MMAF borrowed $107 million and repaid $104 million under the MMAF credit facility. Outstanding borrowings under the facility with the Company were $227 million as of December 31, 2023 and $174 million as of December 31, 2022. Interest for these borrowings was $6 million for the year ended December 31, 2023 and $4 million for the year ended December 31, 2022. The floating rate borrowings bear interest at a spread over the 30 day SOFR. The fixed rate borrowings bear an interest at a spread over average life Treasuries.

Together, MassMutual and the Company, provide a credit facility to Jefferies Finance, LLC whereby Jefferies Finance, LLC (Jefferies) borrows cash through short-term approved financings to fund the purchase of loans for securitization. During 2023, Jefferies borrowed $9 million and repaid $9 million under the credit facility. During 2022, Jefferies borrowed $25 million and repaid $25 million under the credit facility. As of December 31, 2023 there were no outstanding borrowings under this facility. All outstanding interest due under the facility, as of December 31, 2023 had been paid. The interest of this facility is calculated based on a full pass through of interest accrued on the underlying loans purchased.

In 2023, C.M. Life sold approximately $563 million of private placement corporate assets to MassMutual Life. This resulted in a realized loss of $56 million.

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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

In 2022, the Company declared and paid $163 million in dividends to MassMutual.

The Company has coinsurance agreements with MassMutual where the Company cedes substantially all of the premium on certain universal life policies. In return, MassMutual pays to the Company a stipulated expense allowance and death and surrender benefits. MassMutual holds the assets and related reserves for payment of future benefits on the ceded policies.

Effective December 31, 2020, MassMutual provides the Company a stop-loss coverage to transfer a specific interest rate risk. All Odyssey fixed-deferred annuity contracts issued by the Company are covered under this agreement. The Company pays an annual premium to MassMutual. If the coverage is triggered, there will be a settlement at year end from MassMutual to the Company. MassMutual provides maximum coverage of $200 million over the seven-year duration of this agreement.

As of December 31, 2023, the net amounts due from MassMutual for the various reinsurance agreements were $18 million and as of December 31, 2022, the net amounts due from MassMutual were $30 million. These outstanding balances are due and payable with terms ranging from quarterly to annually, depending on the agreement in effect.

 

The following summarizes the related party reinsurance transactions between the Company and MassMutual:

 

  Years Ended December 31,
  2023   2022     2021
  (In Millions)
Premium ceded, related to:                
Stop-loss agreements $ (2)   $ (2)   $ (3)
Coinsurance agreements   (37)     (36)     (40)
Expense allowances on reinsurance ceded, included in fees and other income, related to:                
Coinsurance agreements   7     6     7
Policyholder benefits ceded, related to:                
Coinsurance agreements   83     64     127
Accrual for stop-loss agreement   -     18     -
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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

15. Subsidiaries and affiliated companies

A summary of ownership and relationship of the Company and its subsidiaries and affiliated companies as of December 31, 2023 is illustrated below. Subsidiaries are wholly owned, except as noted.

Subsidiaries of MassMutual

100 w. 3rd Street LLC

300 South Tryon Hotel LLC

300 South Tryon LLC

5301 Wisconsin Avenue GP, LLC

Barings Affordable Housing Mortgage Fund I LLC

Barings Affordable Housing Mortgage Fund II LLC

Barings Affordable Housing Mortgage Fund III LLC

Barings California Mortgage Fund IV

Barings CLO Investment Partners LP

Barings Hotel Opportunity Venture I GP, LLC

Berkshire Way LLC

C.M. Life Insurance Company

CML Global Capabilities LLC

Cornbrook PRS Holdings LLC

Cornerstone California Mortgage Fund I LLC

Cornerstone California Mortgage Fund II LLC

Cornerstone California Mortgage Fund III LLC

 

Cornerstone Permanent Mortgage Fund IV

Cornerstone Permanent Mortgage Fund LLC

Counterpointe Sustainable Advisors LLC

CREA Ridge Apartments, LLC

DPI Acres Capital SPV LLC

DPI-ACRES Capital LLC

DPI-ARES Mortgage Lending LLC

DPI-ARES Mortgage Lending SPV, LLC

E2E Affordable Housing Debt Fund LLC

EM Opportunities LLC

GIA EU Holdings - Emerson JV Sarl

GIA EU Holdings LLC

Glidepath Holdings Inc.

Insurance Road LLC

ITPSHolding LLC

JFIN Parent LLC

Landmark Manchester Holdings LLC

London Office JV Holdings LLC

MALIC Debt Participations LLC

Martello Re Limited – 27.45%

Massachusetts Mutual Life Insurance Company (MMLIC)

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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

MassMutual 20/80 Allocation Fund

MassMutual 40/60 Allocation Fund

MassMutual 60/40 Allocation Fund

MassMutual Balanced Fund

MassMutual Blue Chip Growth Fund

MassMutual Core Bond Fund

MassMutual Disciplined Growth Fund

MassMutual Disciplined Value Fund

MassMutual Diversified Value Fund

MassMutual Equity Opportunities Fund

MassMutual External Benefits Group LLC

MassMutual Growth Opportunities Fund

MassMutual Holding LLC

MassMutual Inflation-Protected and Income Fund

MassMutual International LLC

MassMutual MCAM Insurance Company, Inc.

MassMutual Mid Cap Growth Fund

MassMutual Mortgage Lending LLC

MassMutual Premier Diversified Bond Fund

MassMutual RetireSMART by JPMorgan 2065 Fund

MassMutual Select 80/20 Allocation Fund

MassMutual Select Fundamental Value Fund

MassMutual Select Overseas Fund

MassMutual Small Cap Growth Equity Fund

MassMutual Small Cap Opportunities Fund

MassMutual Small Cap Value Equity Fund

MassMutual Strategic Bond Fund

MassMutual Ventures Europe/APAC I GP, LLC

Miami Douglas Three MM, LLC

MM Ascend Mtg. Lending LLC

MM CM Holding LLC

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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

MM Global Capabilities I LLC

MM Global Capabilities II LLC

MM Global Capabilities III LLC

MM Investment Holding

MM Private Equity Intercontinental LLC

MM REED District Landco Member LLC

MM Subline Borrower LLC

MM/Barings Multifamily TEBS 2020 LLC

MML CM LLC

MML Investment Advisers, LLC

MML Private Equity Fund Investor LLC

MML Private Placement Investment Company I, LLC

MML Series International Equity Fund

MML Special Situations Investor LLC

MML Strategic Distributors, LLC

MMV CTF I GP LLC

MSP-SC, LLC

Paco France Logistics LLC

Pioneers Gate LLC

Riverwalk MM Member, LLC

Ten Fan Pier Boulevard LLC

The MassMutual Trust Company, FSB

Timberland Forest Holding LLC

Tower Square Capital Partners IIIA, L.P.

Unna, Dortmund Holding LLC

Washington Pine LLC

 

Subsidiaries of MassMutual Holding LLC

Barings LLC

Fern Street LLC

Haven Life Insurance Agency, LLC

HB Naples Golf Owner LLC

Intermodal Holding II LLC

LifeScore Labs, LLC

Marco Hotel LLC

MassMutual Assignment Company

MassMutual Capital Partners LLC

MassMutual Ventures Holding LLC

MM Asset Management Holding LLC

MM Catalyst Fund II LLC

MM Catalyst Fund LLC

MM Rothesay Holdco US LLC

MML Investors Services, LLC

RB Apartments LLC

Sleeper Street LLC

 

Subsidiaries of C.M. Life Insurance Company

CM Life Mortgage Lending LLC

CML Mezzanine Investor III, LLC

CML Special Situations Investor LLC

MML Bay State Life Insurance Company

 

Subsidiaries of MML Bay State Life Insurance Company

(No subsidiaries)

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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

Subsidiaries of MML Investment Advisers, LLC

(No Subsidiaries)

 

Subsidiaries of MassMutual International LLC

MassMutual Asia Limited (SPV)

MassMutual Solutions LLC

 

Subsidiaries of MassMutual Solutions LLC

Haven Technologies Asia Limited

 

Subsidiaries of Copper Hill Road LLC

(No Subsidiaries)

 

Subsidiaries of MM Investment Holding

MML Management Corporation

MMIH Bond Holdings LLC – 99.61%

 

Subsidiaries of DPI Acres Capital SPV LLC

(No Subsidiaries)

 

Subsidiaries of The MassMutual Trust Company, FSB

(No Subsidiaries)

 

Subsidiaries of ITPS Holding LLC

HITPS LLC

 

Subsidiaries of JFIN Parent LLC

Apex Credit Holdings LLC

Custom Ecology Holdco, LLC

Tomorrow Parent, LLC

Jefferies Finance LLC LLC – 50%

 

Subsidiaries of Glidepath Holdings Inc

MassMutual Ascend Life Insurance Company

 

Subsidiaries of Martello Re Limited

(No Subsidiaries)

 

Subsidiaries of MML Strategic Distributors, LLC

(No Subsidiaries)

 

Subsidiaries of MML CM LLC

Blueprint Income LLC

Flourish Holding Company LLC

 

Subsidiaries of Insurance Road LLC

MassMutual Intellectual Property LLC

MassMutual Trad Private Equity LLC

Trad Investments I LLC

 

Subsidiaries of MM Rothesay Holdco US LLC

Rothesay Limited

 

Subsidiaries of Rothesay Limited

Rothesay Asset Management UK Limited

Rothesay Foundation

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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

Rothesay Life Plc

Rothesay Mortgages Limited

Rothesay Pensions Management Limited

 

Subsidiaries of Baring Asset Management Limited (an indirect subsidiary of Barings LLC)

Baring Fund Managers Limited

Baring International Investment Limited

Baring Investment Services Limited

Barings BME GP S.à.r.l.

Barings Core Fund Feeder I GP S.à.r.l.

Barings European Core Property Fund GP Sàrl

Barings European Direct Lending 1 GP LLP

Barings GPC GP S.à.r.l.

Barings Investment Fund (LUX) GP S.à.r.l.

Barings Umbrella Fund (LUX) GP S.à.r.l.

GPLF4(S) GP S.à r. l

PREIF Holdings Limited Partnership

 

Subsidiaries of Baring International Investment Limited

(No subsidiaries)

 

16. Subsequent events

 

Management of the Company has evaluated subsequent events through February 27, 2024, the date the financial statements were available to be issued to state regulators and subsequently on the Company’s website. No events have occurred subsequent to the date of the Statements of Financial Position.

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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

17. Impairment listing for loan-backed and structured securities

 

The following are the total cumulative adjustments and impairments for loan-backed and structured securities since July 1, 2009:

 

Period Ended

Amortized Cost before

Cumulative Adjustment

Cumulative Adjustment

Amortized Cost before

OTTI

Projected Cash Flow

Recognized

OTTI

Amortized Cost

after OTTI

Fair Value
December 31, 2023 $ 4,801,982 $ - $ 4,801,982 $ 4,566,582 $ (235,400) $ 4,566,582 $ 4,088,857
September 30, 2023   2,162,075   -   2,162,075   2,089,437   (72,638)   2,089,437   1,988,071
June 30, 2023   1,800,802   -   1,800,802   1,752,217   (48,585)   1,752,217   1,684,846
March 31, 2023   3,007,713   -   3,007,713   2,826,625   (181,088)   2,826,625   2,584,527
December 31, 2022   3,726,463   -   3,726,463   3,283,242   (443,221)   3,283,242   3,150,825
September 30, 2022   1,337,132   -   1,337,132   1,270,962   (66,170)   1,270,962   1,195,634
June 30, 2022   1,069,792   -   1,069,792   949,598   (120,194)   949,598   917,792
March 31, 2022   1,366,642   -   1,366,642   1,092,539   (274,102)   1,092,539   1,084,285
December 31, 2021   153,706   -   153,706   146,419   (7,287)   146,419   133,301
September 30, 2021   429,103   -   429,103   422,210   (6,893)   422,210   371,650
June 30, 2021   1,130,186   -   1,130,186   1,019,790   (110,396)   1,019,790   1,128,667
March 31, 2021   580,686   -   580,686   541,584   (39,102)   541,584   539,293
December 31, 2020   2,202,709   -   2,202,709   1,981,547   (221,162)   1,981,547   2,127,616
September 30, 2020   3,225,941   -   3,225,941   2,914,652   (311,289)   2,914,652   2,881,746
June 30, 2020   1,978,627   -   1,978,627   1,765,784   (212,843)   1,765,784   1,794,192
March 31, 2020   2,725,567   -   2,725,567   2,242,474   (483,093)   2,242,474   2,684,492
December 31, 2019   395,604   -   395,603   374,233   (21,371)   374,233   323,929
September 30, 2019   2,403,817   -   2,403,817   2,163,454   (240,363)   2,163,454   1,796,355
June 30, 2019   1,138,783   -   1,138,783   965,642   (173,141)   965,642   1,187,758
March 31, 2019   1,165,908   -   1,165,908   1,155,765   (10,143)   1,155,765   1,186,451
December 31, 2018   904,746   -   904,746   770,347   (134,399)   770,347   817,965
September 30, 2018   496,473   -   496,473   447,735   (48,737)   447,735   449,782
June 30, 2018   39,548   -   39,548   1,365   (38,183)   1,365   4,435
March 31, 2018   84,116   -   84,116   56,604   (27,511)   56,604   56,886
December 31, 2017   21,358   -   21,358   17,379   (3,979)   17,379   25,404
September 30, 2017   31,370   -   31,370   30,181   (1,188)   30,181   97,082
June 30, 2017   4,452,491   -   4,452,491   4,378,331   (74,160)   4,378,331   6,609,233
March 31, 2017   4,815,924   -   4,815,924   4,784,422   (31,502)   4,784,422   6,463,013
December 31, 2016   4,846,676   -   4,846,676   4,829,684   (16,992)   4,829,684   6,221,820
September 30, 2016   4,994,934   -   4,994,934   4,730,196   (264,738)   4,730,196   6,883,514
June 30, 2016   5,054,395   -   5,054,395   4,955,880   (98,515)   4,955,880   6,764,218
March 31, 2016   6,298,495   -   6,298,495   6,092,642   (205,853)   6,092,642   7,817,461
December 31, 2015   474,546   -   474,546   468,066   (6,480)   468,066   467,904
September 30, 2015   5,603,766   -   5,603,766   5,064,430   (539,336)   5,064,430   6,491,786
June 30, 2015   8,300,146   -   8,300,146   8,096,024   (204,122)   8,096,024   8,991,309
March 31, 2015   4,134,216   -   4,134,216   4,097,041   (37,175)   4,097,041   4,062,060
December 31, 2014   9,225,670   -   9,225,670   9,099,603   (126,067)   9,099,603   10,324,197
June 30, 2014   6,799,823   -   6,799,823   6,410,214   (389,609)   6,410,214   8,821,203
March 31, 2014   10,842,786   -   10,842,786   9,332,953   (1,509,833)   9,332,953   11,545,156
December 31, 2013   13,068,728   -   13,068,728   12,446,803   (621,925)   12,446,803   13,075,122
September 30, 2013   8,777,769   -   8,777,769   8,640,444   (137,325)   8,640,444   8,226,635
June 30, 2013   11,479,347   -   11,479,347   11,079,158   (400,190)   11,079,158   10,139,599
March 31, 2013   15,334,535   -   15,334,535   14,970,376   (364,159)   14,970,376   14,135,122
December 31, 2012   31,785,329   -   31,785,329   30,443,342   (1,341,987)   30,443,342   27,669,977
September 30, 2012   67,270,430   -   67,270,430   65,265,347   (2,005,083)   65,265,347   57,019,262
June 30, 2012   70,455,900   -   70,455,900   69,041,733   (1,414,167)   69,041,733   55,143,333
March 31, 2012   87,853,178   -   87,853,178   85,053,001   (2,800,177)   85,053,001   67,243,938
December 31, 2011   90,342,742   -   90,342,742   87,759,853   (2,582,889)   87,759,853   61,663,659
September 30, 2011   62,166,554   -   62,166,554   60,544,909   (1,621,646)   60,544,909   45,284,654
June 30, 2011   80,582,827   -   80,582,827   76,857,393   (3,725,434)   76,857,393   60,286,999
March 31, 2011   87,925,923   -   87,925,923   85,768,903   (2,157,020)   85,768,903   65,285,429
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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

December 31, 2010   78,922,237   -   78,922,237   77,329,041   (1,593,196)   77,329,041   57,284,607
September 30, 2010   75,579,158   -   75,579,158   73,844,794   (1,734,364)   73,844,794   53,531,682
June 30, 2010   106,701,990   -   106,701,990   104,920,573   (1,781,417)   104,920,573   77,297,241
March 31, 2010   117,247,145   -   117,247,145   110,848,178   (6,398,967)   110,848,178   81,512,593
December 31, 2009   94,759,892   -   94,759,892   91,319,793   (3,440,099)   91,319,793   61,154,482
September 30, 2009   203,672,078   (2,299,537)   201,372,541   193,090,828   (8,281,714)   193,090,828   124,234,344
Totals     $ (2,299,537)         $ (49,438,619)        

 

The following is the impairment listing for loan-backed and structured securities for the three months ended December 31, 2023:

                             
CUSIP

Amortized Cost before

Cumulative Adjustment

Cumulative Adjustment

Amortized Cost before

OTTI

Projected Cash Flow

Recognized

OTTI

Amortized Cost

after OTTI

Fair Value
040104RV5 $ 247,565 $ - $ 247,565 $ 240,615 $ (6,950) $ 240,615 $ 137,112
17311YAC7   78,549   -   78,549   76,506   (2,043)   76,506   69,892
35729RAE6   117,174   -   117,174   114,052   (3,122)   114,052   98,653
40431KAE0   196,566   -   196,566   191,106   (5,460)   191,106   196,862
45071KDD3   75,801   -   75,801   70,772   (5,029)   70,772   49,240
61750FAE0   35,204   -   35,204   33,571   (1,633)   33,571   23,457
84752CAE7   28,725   -   28,725   28,194   (531)   28,194   15,897
45254TSM7   64,958   -   64,958   62,734   (2,224)   62,734   54,762
45660LAU3   8,692   -   8,692   8,045   (647)   8,045   8,736
45660LYW3   77,347   -   77,347   74,153   (3,194)   74,153   58,008
466247XE8   81,767   -   81,767   81,073   (694)   81,073   58,605
761118FM5   180,848   -   180,848   175,556   (5,292)   175,556   176,505
761118RJ9   14,248   -   14,248   14,181   (67)   14,181   6,969
41161PWB5   70,383   -   70,383   69,812   (571)   69,812   69,385
61915RBB1   115,075   -   115,075   115,037   (38)   115,037   75,773
36298XAA0   1,153,127   -   1,153,127   1,141,205   (11,922)   1,141,205   842,326
576433NH5   16,810   -   16,810   16,223   (587)   16,223   9,996
57645LAA2   1,082,627   -   1,082,627   978,080   (104,547)   978,080   1,172,991
86359DMC8   1,063,605   -   1,063,605   984,164   (79,441)   984,164   873,235
86359DME4   92,911   -   92,911   91,503   (1,408)   91,503   90,453
Totals $ 4,801,982 $ - $ 4,801,982 $ 4,566,582 $ (235,400) $ 4,566,582 $ 4,088,857

 

The following is the impairment listing for loan-backed and structured securities for the three months ended September 30, 2023:

 

CUSIP

Amortized Cost before

Cumulative Adjustment

Cumulative Adjustment

Amortized Cost before

OTTI

Projected Cash Flow

Recognized

OTTI

Amortized Cost

after OTTI

Fair Value
05535DCF9 $ 256,162 $ - $ 256,162 $ 254,500 $ (1,662) $ 254,500 $ 231,625
1248MGAJ3   4,680   -   4,680   4,528   (152)   4,528   3,790
17311YAC7   78,682   -   78,682   77,872   (810)   77,872   71,752
30247DAD3   8,934   -   8,934   8,691   (243)   8,691   7,958
40431KAE0   199,559   -   199,559   194,166   (5,393)   194,166   189,107
590212AB2   5,754   -   5,754   5,280   (474)   5,280   5,898
84752CAE7   17,817   -   17,817   17,171   (646)   17,171   15,583
  68 
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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

86363HAB8   3,128   -   3,128   3,042   (86)   3,042   2,721
93934XAB9   18,871   -   18,871   17,574   (1,297)   17,574   18,577
05535DAN4   106,747   -   106,747   82,578   (24,169)   82,578   85,879
45254TSM7   64,301   -   64,301   63,895   (406)   63,895   54,717
45660LYW3   62,481   -   62,481   57,968   (4,513)   57,968   60,781
466247XE8   69,583   -   69,583   68,964   (619)   68,964   60,519
65535VRK6   28,134   -   28,134   25,925   (2,209)   25,925   27,368
761118RJ9   9,915   -   9,915   9,074   (841)   9,074   7,541
86359A6A6   98,639   -   98,639   95,666   (2,973)   95,666   85,500
126694YM4   49,401   -   49,401   48,877   (524)   48,877   42,399
41161PWB5   83,346   -   83,346   82,313   (1,033)   82,313   69,287
61915RBB1   84,215   -   84,215   83,647   (568)   83,647   76,201
36298XAA0   893,350   -   893,350   870,359   (22,991)   870,359   848,208
576433NH5   18,376   -   18,376   17,347   (1,029)   17,347   22,660
Totals $ 2,162,075 $ - $ 2,162,075 $ 2,089,437 $ (72,638) $ 2,089,437 $ 1,988,071

 

The following is the impairment listing for loan-backed and structured securities for the three months ended June 30, 2023:

                             
CUSIP

Amortized Cost before

Cumulative Adjustment

Cumulative Adjustment

Amortized Cost before

OTTI

Projected Cash Flow

Recognized

OTTI

Amortized Cost

after OTTI

Fair Value
040104RV5 $ 144,675 $ - $ 144,675 $ 140,254 $ (4,421) $ 140,254 $ 138,624
1248MGAJ3   4,727   -   4,727   4,685   (42)   4,685   3,877
40431KAE0   202,855   -   202,855   198,399   (4,456)   198,399   197,720
45071KDD3   49,163   -   49,163   48,849   (314)   48,849   48,760
61750FAE0   25,611   -   25,611   25,437   (174)   25,437   23,134
12669FKR3   4,232   -   4,232   4,008   (224)   4,008   3,851
23321P6A1   256,476   -   256,476   249,939   (6,537)   249,939   242,675
45660LAU3   10,657   -   10,657   10,002   (655)   10,002   10,419
466247XE8   71,210   -   71,210   70,743   (467)   70,743   61,499
525221AJ6   53,824   -   53,824   53,788   (36)   53,788   56,079
05946XYP2   22,043   -   22,043   21,880   (163)   21,880   18,608
36298XAA0   947,305   -   947,305   916,700   (30,605)   916,700   872,156
92922FBW7   8,024   -   8,024   7,533   (491)   7,533   7,444
Totals $ 1,800,802 $ - $ 1,800,802 $ 1,752,217 $ (48,585) $ 1,752,217 $ 1,684,846

 

The following is the impairment listing for loan-backed and structured securities for the three months ended March 31, 2023:

 

CUSIP

Amortized Cost before

Cumulative Adjustment

Cumulative Adjustment

Amortized Cost before

OTTI

Projected Cash Flow

Recognized

OTTI

Amortized Cost

after OTTI

Fair Value
12624QAC7 $ 184,864 $ - $ 184,864 $ 164,248 $ (20,616) $ 164,248 $ 87,625
36192RAL6   150,000   -   150,000   75,000   (75,000)   75,000   26,813
040104RV5   149,208   -   149,208   142,753   (6,455)   142,753   142,901
040104TG6   17,552   -   17,552   15,757   (1,795)   15,757   13,697
  69 
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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

1248MGAJ3   4,879   -   4,879   4,734   (145)   4,734   3,918
30247DAD3   9,380   -   9,380   9,055   (325)   9,055   8,401
40431KAE0   203,838   -   203,838   201,989   (1,849)   201,989   204,087
45071KDD3   59,104   -   59,104   49,072   (10,032)   49,072   49,776
590212AB2   6,507   -   6,507   5,649   (858)   5,649   6,303
617463AA2   443   -   443   403   (40)   403   344
61750FAE0   26,625   -   26,625   25,427   (1,198)   25,427   23,637
61750MAB1   363   -   363   348   (15)   348   335
84752CAE7   18,351   -   18,351   17,917   (434)   17,917   15,887
86363HAB8   3,359   -   3,359   3,184   (175)   3,184   2,870
93934XAB9   20,947   -   20,947   18,663   (2,284)   18,663   19,808
362480AD7   29,271   -   29,271   28,586   (685)   28,586   29,372
45254TRX4   7,615   -   7,615   7,501   (114)   7,501   7,370
45254TSM7   73,046   -   73,046   70,533   (2,513)   70,533   62,754
45660LAU3   10,832   -   10,832   10,748   (84)   10,748   10,647
45660LYW3   65,471   -   65,471   62,974   (2,497)   62,974   63,398
466247XE8   76,618   -   76,618   75,295   (1,323)   75,295   66,059
525221AJ6   59,596   -   59,596   53,747   (5,849)   53,747   59,057
761118FM5   209,948   -   209,948   189,550   (20,398)   189,550   189,653
41161PWB5   89,888   -   89,888   88,611   (1,277)   88,611   72,954
45660N5H4   127,249   -   127,249   127,249   -   127,249   122,739
45660NT88   1,950   -   1,950   1,934   (16)   1,934   1,875
92922F5T1   125,180   -   125,180   122,785   (2,395)   122,785   108,208
939336X65   206,617   -   206,617   200,289   (6,328)   200,289   181,972
36298XAA0   936,144   -   936,144   927,502   (8,642)   927,502   880,045
589929N38   12,632   -   12,632   12,370   (262)   12,370   12,119
59020UNZ4   8,303   -   8,303   7,037   (1,266)   7,037   7,943
86359DME4   111,933   -   111,933   105,715   (6,218)   105,715   101,960
Totals $ 3,007,713 $ - $ 3,007,713 $ 2,826,625 $ (181,088) $ 2,826,625 $ 2,584,527

 

The following is the impairment listing for loan-backed and structured securities for the three months ended December 31, 2022:

                             
CUSIP

Amortized Cost before

Cumulative Adjustment

Cumulative Adjustment

Amortized Cost before

OTTI

Projected Cash Flow

Recognized

OTTI

Amortized Cost

after OTTI

Fair Value
12624QAC7 $ 200,006 $ - $ 200,006 $ 180,006 $ (20,000) $ 180,006 $ 83,625
36192RAL6   150,034   -   150,034   75,034   (75,000)   75,034   55,734
02660CAH3   945   -   945   854   (91)   854   19
040104RV5   156,399   -   156,399   147,100   (9,300)   147,100   143,313
040104TG6   18,089   -   18,089   17,322   (767)   17,322   13,798
04544TAB7   2,666   -   2,666   724   (1,942)   724   2,444
12479DAC2   200,809   -   200,809   90,080   (110,729)   90,080   162,465
1248MGAJ3   5,086   -   5,086   4,882   (204)   4,882   4,069
17311YAC7   78,755   -   78,755   77,431   (1,324)   77,431   77,538
30247DAD3   10,637   -   10,637   9,445   (1,192)   9,445   8,584
35729RAE6   125,865   -   125,865   114,938   (10,927)   114,938   100,526
40431KAE0   207,799   -   207,799   201,274   (6,525)   201,274   202,592
  70 
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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

61750FAE0   27,611   -   27,611   26,440   (1,171)   26,440   23,511
61750MAB1   441   -   441   361   (79)   361   340
86363HAB8   3,602   -   3,602   3,423   (179)   3,423   2,988
05535DAN4   130,051   -   130,051   124,494   (5,557)   124,494   106,591
45254TRX4   8,114   -   8,114   7,910   (204)   7,910   7,836
45660LYW3   68,799   -   68,799   65,584   (3,214)   65,584   64,808
466247XE8   79,759   -   79,759   78,321   (1,438)   78,321   67,957
589929X29   33,164   -   33,164   31,581   (1,582)   31,581   32,521
65535VRK6   33,605   -   33,605   27,970   (5,635)   27,970   29,456
41161PHU0   96,074   -   96,074   81,352   (14,722)   81,352   90,998
41161PWB5   93,018   -   93,018   92,331   (687)   92,331   79,847
45660N5H4   161,805   -   161,805   136,681   (25,124)   136,681   136,885
36298XAA0   977,080   -   977,080   942,363   (34,718)   942,363   887,951
36298XAB8   856,251   -   856,251   745,341   (110,910)   745,341   764,429
Totals $ 3,726,463 $ - $ 3,726,463 $ 3,283,242 $ (443,221) $ 3,283,242 $ 3,150,825

 

The following is the impairment listing for loan-backed and structured securities for the three months ended September 30, 2022:

                             
CUSIP

Amortized Cost before

Cumulative Adjustment

Cumulative Adjustment

Amortized Cost before

OTTI

Projected Cash Flow

Recognized

OTTI

Amortized Cost

after OTTI

Fair Value
01853GAB6 $ 2,493 $ - $ 2,493 $ 2,493 $ - $ 2,493 $ 7,197
02660CAH3   941   -   941   935   (5)   935   16
040104RV5   173,039   -   173,039   154,714   (18,324)   154,714   147,435
040104TG6   18,936   -   18,936   17,887   (1,049)   17,887   14,314
1248MGAJ3   5,295   -   5,295   5,118   (178)   5,118   4,203
14454AAB5   65,791   -   65,791   65,736   (55)   65,736   81,802
17311YAC7   88,194   -   88,194   77,892   (10,303)   77,892   78,729
35729RAE6   132,460   -   132,460   126,001   (6,459)   126,001   103,302
40431KAE0   214,071   -   214,071   205,722   (8,349)   205,722   202,667
617463AA2   526   -   526   441   (85)   441   348
61750FAE0   30,471   -   30,471   27,496   (2,975)   27,496   23,889
86363HAB8   3,939   -   3,939   3,660   (279)   3,660   3,100
93934XAB9   26,691   -   26,691   20,650   (6,040)   20,650   23,286
05535DAN4   135,069   -   135,069   134,646   (423)   134,646   114,615
12668ACY9   10,497   -   10,497   8,501   (1,996)   8,501   10,743
22540VG71   2,469   -   2,469   2,463   (5)   2,463   2,492
45254TSM7   78,878   -   78,878   76,949   (1,929)   76,949   66,138
45660LYW3   68,495   -   68,495   67,063   (1,433)   67,063   66,133
466247XE8   82,504   -   82,504   81,877   (627)   81,877   70,950
525221AJ6   58,759   -   58,759   58,677   (83)   58,677   59,121
65535VRK6   34,486   -   34,486   33,568   (917)   33,568   29,683
23332UCM4   4,180   -   4,180   3,866   (313)   3,866   4,042
41161PWB5   98,950   -   98,950   94,607   (4,343)   94,607   81,430
Totals $ 1,337,132 $ - $ 1,337,132 $ 1,270,962 $ (66,170) $ 1,270,962 $ 1,195,634

 

The following is the impairment listing for loan-backed and structured securities for the three months ended June 30, 2022:

 

CUSIP

Amortized Cost before

Cumulative Adjustment

Cumulative Adjustment

Amortized Cost before

OTTI

Projected Cash Flow

Recognized

OTTI

Amortized Cost

after OTTI

Fair Value
01853GAB6 $ 7,454 $ - $ 7,454 $ 2,288 $ (5,166) $ 2,288 $ 7,787
040104RV5   181,867   -   181,867   171,865   (10,002)   171,865   160,035
040104TG6   19,420   -   19,420   18,728   (692)   18,728   15,333
1248MGAJ3   5,727   -   5,727   5,328   (399)   5,328   4,501
14454AAB5   89,674   -   89,674   65,737   (23,937)   65,737   86,252
35729RAE6   140,965   -   140,965   132,843   (8,122)   132,843   111,262
86363HAB8   4,436   -   4,436   3,995   (441)   3,995   3,437
05535DAN4   184,726   -   184,726   139,420   (45,306)   139,420   124,278
45254TRX4   9,164   -   9,164   8,519   (644)   8,519   8,480
  71 
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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

45660LYW3   71,484   -   71,484   68,316   (3,168)   68,316   69,150
525221AJ6   77,112   -   77,112   61,754   (15,358)   61,754   64,933
589929X29   45,702   -   45,702   44,026   (1,676)   44,026   44,178
761118FM5   213,882   -   213,882   209,051   (4,832)   209,051   200,979
589929N38   18,178   -   18,178   17,727   (451)   17,727   17,185
Totals $ 1,069,792 $ - $ 1,069,792 $ 949,598 $ (120,194) $ 949,598 $ 917,792

 

The following is the impairment listing for loan-backed and structured securities for the three months ended March 31, 2022:

                             
CUSIP

Amortized Cost before

Cumulative Adjustment

Cumulative Adjustment

Amortized Cost before

OTTI

Projected Cash Flow

Recognized

OTTI

Amortized Cost

after OTTI

Fair Value
07388VAH1 $ 226,420 $ - $ 226,420 $ 23,420 $ (203,000) $ 23,420 $ 23,420
040104RV5   191,840   -   191,840   182,570   (9,270)   182,570   177,676
17311YAC7   101,646   -   101,646   88,695   (12,951)   88,695   93,082
35729RAE6   144,336   -   144,336   142,269   (2,067)   142,269   125,320
40431KAE0   245,992   -   245,992   219,259   (26,733)   219,259   244,844
45071KDD3   66,595   -   66,595   59,578   (7,017)   59,578   61,194
61750FAE0   32,855   -   32,855   30,573   (2,282)   30,573   28,080
45660LAU3   12,143   -   12,143   11,587   (556)   11,587   11,819
761118FM5   234,972   -   234,972   228,638   (6,334)   228,638   223,059
41161PWB5   109,841   -   109,841   105,949   (3,892)   105,949   95,793
Totals $ 1,366,642 $ - $ 1,366,642 $ 1,092,539 $ (274,102) $ 1,092,539 $ 1,084,285

 

The following is the impairment listing for loan-backed and structured securities for the three months ended December 31, 2022:

                             
CUSIP

Amortized Cost before

Cumulative Adjustment

Cumulative Adjustment

Amortized Cost before

OTTI

Projected Cash Flow

Recognized

OTTI

Amortized Cost

after OTTI

Fair Value
617463AA2 $ 593 $ - $ 593 $ 541 $ (52) $ 541 $ 466
61750FAE0   34,293   -   34,293   32,765   (1,528)   32,765   30,781
61750MAB1   494   -   494   456   (38)   456   455
41161PWB5   118,327   -   118,327   112,659   (5,668)   112,659   101,599
Totals $ 153,707 $ - $ 153,707 $ 146,421 $ (7,286) $ 146,421 $ 133,301

 

The following is the impairment listing for loan-backed and structured securities for the three months ended September 30, 2021:

                             
CUSIP

Amortized Cost before

Cumulative Adjustment

Cumulative Adjustment

Amortized Cost before

OTTI

Projected Cash Flow

Recognized

OTTI

Amortized Cost

after OTTI

Fair Value
05535DAN4 $ 200,922 $ - $ 200,922 $ 200,142 $ (780) $ 200,142 $ 162,578
073879QF8   18,487   -   18,487   17,021   (1,466)   17,021   19,301
45660LYW3   79,334   -   79,334   77,956   (1,378)   77,956   76,966
41161PWB5   130,360   -   130,360   127,091   (3,269)   127,091   112,805
Totals $ 429,103 $ - $ 429,103 $ 422,210 $ (6,893) $ 422,210 $ 371,650

 

The following is the impairment listing for loan-backed and structured securities for the three months ended June 30, 2021:

 

CUSIP

Amortized Cost before

Cumulative Adjustment

Cumulative Adjustment

Amortized Cost before

OTTI

Projected Cash Flow

Recognized

OTTI

Amortized Cost

after OTTI

Fair Value
040104TG6 $ 24,495 $ - $ 24,495 $ 18,486 $ (6,009) $ 18,486 $ 21,692
05535DCF9   345,984   -   345,984   310,936   (35,048)   310,936   374,083
40431KAE0   260,175   -   260,175   258,699   (1,476)   258,699   302,426
61750FAE0   35,830   -   35,830   34,510   (1,320)   34,510   31,864
05535DAN4   221,083   -   221,083   165,572   (55,511)   165,572   181,999
45660LYW3   83,910   -   83,910   82,457   (1,453)   82,457   81,083
79548KXQ6   20,469   -   20,469   15,048   (5,421)   15,048   15,063
41161PWB5   138,240   -   138,240   134,082   (4,158)   134,082   120,457
Totals $ 1,130,186 $ - $ 1,130,186 $ 1,019,790 $ (110,396) $ 1,019,790 $ 1,128,667
                             
  72 
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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

The following is the impairment listing for loan-backed and structured securities for the three months ended March 31, 2021:

                             
CUSIP

Amortized Cost before

Cumulative Adjustment

Cumulative Adjustment

Amortized Cost before

OTTI

Projected Cash Flow

Recognized

OTTI

Amortized Cost

after OTTI

Fair Value
05535DCF9 $ 366,060 $ - $ 366,060 $ 359,326 $ (6,734) $ 359,326 $ 379,719
61750FAE0   37,595   -   37,595   36,005   (1,590)   36,005   32,295
22540V3F7   33,589   -   33,589   2,981   (30,608)   2,981   940
41161PWB5   143,442   -   143,442   143,272   (170)   143,272   126,338
Totals $ 580,686 $ - $ 580,686 $ 541,584 $ (39,102) $ 541,584 $ 539,292

 

The following is the impairment listing for loan-backed and structured securities for the three months ended December 31, 2020:

                             
CUSIP

Amortized Cost before

Cumulative Adjustment

Cumulative Adjustment

Amortized Cost before

OTTI

Projected Cash Flow

Recognized

OTTI

Amortized Cost

after OTTI

Fair Value
01853GAB6 $ 14,568 $ - $ 14,568 $ 7,033 $ (7,536) $ 7,033 $ 12,059
05535DCF9   377,210   -   377,210   370,871   (6,338)   370,871   402,819
61750FAE0   38,370   -   38,370   37,735   (636)   37,735   34,241
61750MAB1   519   -   519   500   (19)   500   505
124860CB1   136,315   -   136,315   94,190   (42,125)   94,190   113,287
2254W0NK7   14,495   -   14,495   4,314   (10,181)   4,314   17,202
45660LYW3   91,445   -   91,445   90,564   (881)   90,564   89,217
65535VRK6   39,925   -   39,925   35,226   (4,699)   35,226   38,262
125435AA5   38,147   -   38,147   37,820   (327)   37,820   39,118
36298XAA0   1,280,168   -   1,280,168   1,134,532   (145,636)   1,134,532   1,203,139
86359DME4   171,546   -   171,546   168,762   (2,784)   168,762   177,768
Totals $ 2,202,709 $ - $ 2,202,709 $ 1,981,547 $ (221,162) $ 1,981,547 $ 2,127,616

 

The following is the impairment listing for loan-backed and structured securities for the three months ended September 30, 2020:

                             
CUSIP

Amortized Cost before

Cumulative Adjustment

Cumulative Adjustment

Amortized Cost before

OTTI

Projected Cash Flow

Recognized

OTTI

Amortized Cost

after OTTI

Fair Value
05535DCF9 $ 395,158 $ - $ 395,158 $ 379,924 $ (15,234) $ 379,924 $ 366,150
61750MAB1   537   -   537   519   (18)   519   380
9393365V1   7,420   -   7,420   7,328   (92)   7,328   6,783
12669GWN7   210,883   -   210,883   198,389   (12,494)   198,389   194,272
36298XAA0   1,347,196   -   1,347,196   1,307,547   (39,649)   1,307,547   1,239,480
36298XAB8   1,257,414   -   1,257,414   1,017,564   (239,850)   1,017,564   1,064,536
74951PBT4   7,333   -   7,333   3,381   (3,952)   3,381   10,145
Totals $ 3,225,941 $ - $ 3,225,941 $ 2,914,652 $ (311,289) $ 2,914,652 $ 2,881,746

 

The following is the impairment listing for loan-backed and structured securities for the three months ended June 30, 2020:

                             
CUSIP

Amortized Cost before

Cumulative Adjustment

Cumulative Adjustment

Amortized Cost before

OTTI

Projected Cash Flow

Recognized

OTTI

Amortized Cost

after OTTI

Fair Value
9393365V1 $ 7,834 $ - $ 7,834 $ 7,719 $ (116) $ 7,719 $ 6,622
57643QAE5   534,784   -   534,784   441,679   (93,105)   441,679   574,564
74951PBT4   14,931   -   14,931   9,486   (5,445)   9,486   10,438
86359DMC8   1,421,078   -   1,421,078   1,306,900   (114,178)   1,306,900   1,202,568
Totals $ 1,978,627 $ - $ 1,978,627 $ 1,765,784 $ (212,843) $ 1,765,784 $ 1,794,192

 

The following is the impairment listing for loan-backed and structured securities for the three months ended March 31, 2020:

                             
CUSIP

Amortized Cost before

Cumulative Adjustment

Cumulative Adjustment

Amortized Cost before

OTTI

Projected Cash Flow

Recognized

OTTI

Amortized Cost

after OTTI

Fair Value
05535DCF9 $ 432,085 $ - $ 432,085 $ 410,505 $ (21,580) $ 410,505 $ 362,606
45071KDD3   77,176   -   77,176   69,653   (7,524)   69,653   67,033
65535VRK6   41,952   -   41,952   40,956   (995)   40,956   37,844
79548KXQ6   29,027   -   29,027   28,392   (635)   28,392   21,372
  73 
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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

12669GWN7   220,746   -   220,746   216,237   (4,509)   216,237   214,278
57645LAA2   1,924,581   -   1,924,581   1,476,730   (447,851)   1,476,730   1,981,360
Totals $ 2,725,567 $ - $ 2,725,567 $ 2,242,474 $ (483,093) $ 2,242,474 $ 2,684,492

 

The following is the impairment listing for loan-backed and structured securities for the three months ended December 31, 2019:

                             
CUSIP

Amortized Cost before

Cumulative Adjustment

Cumulative Adjustment

Amortized Cost before

OTTI

Projected Cash Flow

Recognized

OTTI

Amortized Cost

after OTTI

Fair Value
05535DAN4 $ 307,738 $ - $ 307,738 $ 295,672 $ (12,066) $ 295,672 $ 254,718
65535VRK6   48,442   -   48,442   41,689   (6,753)   41,689   45,360
79548KXQ6   32,160   -   32,160   29,837   (2,323)   29,837   17,626
12669FXR9   7,263   -   7,263   7,035   (228)   7,035   6,226
Totals $ 395,603 $ - $ 395,603 $ 374,233 $ (21,370) $ 374,233 $ 323,929

 

The following is the impairment listing for loan-backed and structured securities for the three months ended September 30, 2019:

                             
CUSIP

Amortized Cost before

Cumulative Adjustment

Cumulative Adjustment

Amortized Cost before

OTTI

Projected Cash Flow

Recognized

OTTI

Amortized Cost

after OTTI

Fair Value
761118FM5 $ 340,329 $ - $ 340,329 $ 333,834 $ (6,494) $ 333,834 $ 12,112
79548KXQ6   44,492   -   44,492   43,020   (1,472)   43,020   9,462
12669GWN7   257,591   -   257,591   237,604   (19,987)   237,604   232,552
36298XAA0   1,757,853   -   1,757,853   1,547,103   (210,750)   1,547,103   1,539,100
US74951PBV94   3,553   -   3,553   1,893   (1,660)   1,893   3,130
Totals $ 2,403,817 $ - $ 2,403,817 $ 2,163,454 $ (240,364) $ 2,163,454 $ 1,796,355
                             

The following is the impairment listing for loan-backed and structured securities for the three months ended June 30, 2019:

                             
CUSIP

Amortized Cost before

Cumulative Adjustment

Cumulative Adjustment

Amortized Cost before

OTTI

Projected Cash Flow

Recognized

OTTI

Amortized Cost

after OTTI

Fair Value
61750MAB1 $ 549 $ - $ 549 $ 544 $ (5) $ 544 $ 483
761118FM5   399,645   -   399,645   392,163   (7,482)   392,163   415,195
57643QAE5   738,589   -   738,589   572,935   (165,654)   572,935   772,080
Totals $ 1,138,783 $ - $ 1,138,783 $ 965,642 $ (173,141) $ 965,642 $ 1,187,758
                             

The following is the impairment listing for loan-backed and structured securities for the three months ended March 31, 2019:

                             
CUSIP

Amortized Cost before

Cumulative Adjustment

Cumulative Adjustment

Amortized Cost before

OTTI

Projected Cash Flow

Recognized

OTTI

Amortized Cost

after OTTI

Fair Value
61750MAB1 $ 586 $ - $ 586 $ 548 $ (38) $ 548 $ 554
65106FAG7   12,643   -   12,643   11,714   (929)   11,714   343
22541QQR6   312   -   312   -   (312)   -   -
761118FM5   390,110   -   390,110   385,210   (4,900)   385,210   388,296
57643QAE5   755,970   -   755,970   754,768   (1,202)   754,768   790,386
US74951PBV94   6,287   -   6,287   3,525   (2,763)   3,525   6,872
Totals $ 1,165,908 $ - $ 1,165,908 $ 1,155,765 $ (10,144) $ 1,155,765 $ 1,186,451
                             

The following is the impairment listing for loan-backed and structured securities for the three months ended December 31, 2018:

                             
CUSIP

Amortized Cost before

Cumulative Adjustment

Cumulative Adjustment

Amortized Cost before

OTTI

Projected Cash Flow

Recognized

OTTI

Amortized Cost

after OTTI

Fair Value
65106FAG7 $ 11,179 $ - $ 11,179 $ 959 $ (10,220) $ 959 $ 1,142
22541QQR6   5,700   -   5,700   (1,944)   (7,644)   (1,944)   -
57643QAE5   887,867   -   887,867   771,332   (116,535)   771,332   816,823
Totals $ 904,746 $ - $ 904,746 $ 770,347 $ (134,399) $ 770,347 $ 817,965
  74 
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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

The following is the impairment listing for loan-backed and structured securities for the three months ended September 30, 2018:

                             
CUSIP

Amortized Cost before

Cumulative Adjustment

Cumulative Adjustment

Amortized Cost before

OTTI

Projected Cash Flow

Recognized

OTTI

Amortized Cost

after OTTI

Fair Value
05535DCF9 $ 495,404 $ - $ 495,404 $ 450,462 $ (44,942) $ 450,462 $ 449,510
07386HCP4   564   -   564   (1,633)   (2,197)   (1,633)   83
76110H4M8   504   -   504   (1,094)   (1,598)   (1,094)   189
Totals $ 496,473 $ - $ 496,473 $ 447,735 $ (48,737) $ 447,735 $ 449,782
                             

The following is the impairment listing for loan-backed and structured securities for the three months ended June 30, 2018:

                             
CUSIP

Amortized Cost before

Cumulative Adjustment

Cumulative Adjustment

Amortized Cost before

OTTI

Projected Cash Flow

Recognized

OTTI

Amortized Cost

after OTTI

Fair Value
76110H4M8 $ 2,014 $ - $ 2,014 $ 579 $ (1,435) $ 579 $ 504
863579DV7   37,534   -   37,534   786   (36,748)   786   3,932
Totals $ 39,548 $ - $ 39,548 $ 1,365 $ (38,183) $ 1,365 $ 4,435
                             
The following is the impairment listing for loan-backed and structured securities for the three months ended March 31, 2018:

                             
CUSIP

Amortized Cost before

Cumulative Adjustment

Cumulative Adjustment

Amortized Cost before

OTTI

Projected Cash Flow

Recognized

OTTI

Amortized Cost

after OTTI

Fair Value
07386HEN7 $ 2,548 $ - $ 2,548 $ 136 $ (2,412) $ 136 $ 94
79548KXQ6   81,567   -   81,567   56,468   (25,099)   56,468   56,792
Totals $ 84,116 $ - $ 84,116 $ 56,604 $ (27,511) $ 56,604 $ 56,886
                             
The following is the impairment listing for loan-backed and structured securities for the three months ended December 31, 2017:

                             
CUSIP

Amortized Cost before

Cumulative Adjustment

Cumulative Adjustment

Amortized Cost before

OTTI

Projected Cash Flow

Recognized

OTTI

Amortized Cost

after OTTI

Fair Value
07386HCP4 $ 2,087 $ - $ 2,087 $ 362 $ (1,726) $ 362 $ 697
22541QQR6   4,224   -   4,224   2,480   (1,744)   2,480   3,194
2254W0NK7   15,047   -   15,047   14,538   (509)   14,538   21,513
Totals $ 21,358 $ - $ 21,358 $ 17,379 $ (3,979) $ 17,379 $ 25,404
                             

The following is the impairment listing for loan-backed and structured securities for the three months ended September 30, 2017:

                             
CUSIP

Amortized Cost before

Cumulative Adjustment

Cumulative Adjustment

Amortized Cost before

OTTI

Projected Cash Flow

Recognized

OTTI

Amortized Cost

after OTTI

Fair Value
88157QAL2 $ 31,370 $ - $ 31,370 $ 30,181 $ (1,188) $ 30,181 $ 97,082
                             

The following is the impairment listing for loan-backed and structured securities for the three months ended June 30, 2017:

                             
CUSIP

Amortized Cost before

Cumulative Adjustment

Cumulative Adjustment

Amortized Cost before

OTTI

Projected Cash Flow

Recognized

OTTI

Amortized Cost

after OTTI

Fair Value
76110H4M8 $ 1,298 $ - $ 1,298 $ 684 $ (614) $ 684 $ 1,198
86358RLG0   245   -   245   191   (54)   191   2,120
88157QAL2   37,298   -   37,298   30,852   (6,447)   30,852   88,942
77277LAF4   2,501,621   -   2,501,621   2,463,055   (38,566)   2,463,055   3,813,186
77277LAH0   126,121   -   126,121   124,240   (1,881)   124,240   304,271
77277LAJ6   1,785,908   -   1,785,908   1,759,310   (26,599)   1,759,310   2,399,517
Totals $ 4,452,491 $ - $ 4,452,491 $ 4,378,331 $ (74,160) $ 4,378,331 $ 6,609,233
                             

The following is the impairment listing for loan-backed and structured securities for the three months ended March 31, 2017:

                             
CUSIP

Amortized Cost before

Cumulative Adjustment

Cumulative Adjustment

Amortized Cost before

OTTI

Projected Cash Flow

Recognized

OTTI

Amortized Cost

after OTTI

Fair Value
22541QJR4 $ 3,126 $ - $ 3,126 $ 15 $ (3,111) $ 15 $ 1,926
45660LYW3   130,210   -   130,210   121,920   (8,290)   121,920   118,232
86358RA23   224,856   -   224,856   212,421   (12,435)   212,421   218,430
  75 
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C.M. LIFE INSURANCE COMPANY

NOTES TO STATUTORY FINANCIAL STATEMENTS, continued

 

88157QAL2   39,747   -   39,747   36,416   (3,331)   36,416   89,960
77277LAF4   2,504,113   -   2,504,113   2,501,621   (2,492)   2,501,621   3,522,212
77277LAH0   126,242   -   126,242   126,121   (122)   126,121   295,836
77277LAJ6   1,787,629   -   1,787,629   1,785,908   (1,721)   1,785,908   2,216,416
Totals $ 4,815,924 $ - $ 4,815,924 $ 4,784,422 $ (31,502) $ 4,784,422 $ 6,463,013
  76 
 

 

KPMG LLP

Two Financial Center

60 South Street

Boston, MA 02111

 

Report of Independent Registered Public Accounting Firm

The Board of Directors of C.M. Life Insurance Company and Contract Owners of C.M. Multi-Account A:

 

Opinion on the Financial Statements

 

We have audited the accompanying statements of assets and liabilities of the sub-accounts listed in Appendix A that comprise C.M. Multi-Account A (Separate Account), as of December 31, 2023, the related statements of operations and changes in net assets for each of the years in the two-year period then ended (or for the period indicated in Appendix A), and the related notes, including the financial highlights in Note 8, for each of the years or periods in the five-year period then ended (collectively, the financial statements). In our opinion, the financial statements present fairly, in all material respects, the financial position of each sub-account as of December 31, 2023, the results of their operations and changes in their net assets for each of the years in the two-year period then ended (or for the period indicated in Appendix A), and the financial highlights for each of the years or periods in the five-year period then ended, in conformity with U.S. generally accepted accounting principles.

 

Basis for Opinion

 

These financial statements are the responsibility of the Separate Account’s management. Our responsibility is to express an opinion on these financial statements 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 Separate Account 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 audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the 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 financial statements. Such procedures also included confirmation of securities owned as of December 31, 2023, by correspondence with the underlying mutual funds or their transfer agent. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

 

/s/ KPMG LLP

 

We have served as the Separate Account’s auditor since 2004.

 

Boston, Massachusetts

March 7, 2024

 

F-1

 

KPMG LLP, a Delaware limited liability partnership and a member firm

of the KPMG global organization of independent member firms affiliated with

KPMG International Limited, a private English company limited by guarantee.

 
 

Appendix A

 

C.M. Multi-Account A was comprised of the following sub-accounts of as December 31, 2023. Statements of assets and liabilities as of December 31, 2023, and statements of operations and changes in net assets for each of the years in the two-year period ended December 31, 2023.

 

Sub-Accounts  
Fidelity® VIP Contrafund® Sub-Account MML Fundamental Equity Sub-Account
Invesco Oppenheimer V.I. International Growth Sub-Account MML Fundamental Value Sub-Account
Invesco V.I. Capital Appreciation Sub-Account MML Global Sub-Account
Invesco V.I. Conservative Balanced Sub-Account MML Growth Allocation Sub-Account
Invesco V.I. Core Plus Bond Sub-Account* MML High Yield Sub-Account
Invesco V.I. Discovery Mid Cap Growth Sub-Account MML Income & Growth Sub-Account
Invesco V.I. Diversified Dividend Sub-Account MML Inflation-Protected and Income Sub-Account
Invesco V.I. Global Sub-Account MML International Equity Sub-Account
Invesco V.I. Global Strategic Income Sub-Account MML Large Cap Growth Sub-Account
Invesco V.I. Health Care Sub-Account MML Managed Bond Sub-Account (Initial Class)
Invesco V.I. Main Street Sub-Account MML Managed Bond Sub-Account (Service Class)
Invesco V.I. Technology Sub-Account MML Managed Volatility Sub-Account
Invesco V.I. U.S. Government Money Sub-Account MML Mid Cap Growth Sub-Account
MML Aggressive Allocation Sub-Account MML Mid Cap Value Sub-Account
MML American Funds Core Allocation Sub-Account MML Moderate Allocation Sub-Account
MML American Funds Growth Sub-Account MML Short-Duration Bond Sub-Account
MML Balanced Allocation Sub-Account MML Small Cap Equity Sub-Account
MML Blend Sub-Account MML Small Cap Growth Equity Sub-Account
MML Blue Chip Growth Sub-Account MML Small Company Value Sub-Account
MML Conservative Allocation Sub-Account MML Small/Mid Cap Value Sub-Account
MML Equity Sub-Account MML Strategic Emerging Markets Sub-Account
MML Equity Income Sub-Account MML Sustainable Equity Sub-Account*
MML Equity Index Sub-Account MML Total Return Bond Sub-Account
MML Focused Equity Sub-Account MML U.S. Government Money Market Sub-Account
MML Foreign Sub-Account PIMCO CommodityRealReturn® Strategy Sub-Account
  VY® CBRE Global Real Estate Sub-Account*

 

* See Note 2 to the financial statements for the previous name of this sub-account.

 

Other periods presented:

 

For the MML American Funds International Sub-Account, the statements of operations and changes in net assets for the period from January 1, 2022 to November 22, 2022 (the date of liquidation) and the financial highlights for the period from January 1, 2022 to November 22, 2022 and each of the years in the three-year period ended December 31, 2021.

 

LA2053 

F-2
 

C.M. Multi-Account A

STATEMENTS OF ASSETS AND LIABILITIES

December 31, 2023 

      Fidelity®  VIP Contrafund® Sub-Account   Invesco Oppenheimer V.I. International Growth Sub-Account   Invesco V.I. Capital Appreciation Sub-Account   Invesco V.I. Conservative Balanced Sub-Account   Invesco V.I. Core Plus Bond Sub-Account   Invesco V.I. Discovery Mid Cap Growth Sub-Account   Invesco V.I. Diversified Dividend Sub-Account  

Invesco V.I. Global  
Sub-Account

ASSETS                                              
Investments                                              
  Number of shares   2,023,270     7,649,538     927,778     556,022     553,195     415,869     135,427     1,964,421
  Identified cost $ 74,169,568   $ 16,838,681   $ 44,173,784   $ 8,244,618   $ 3,671,526   $ 30,778,392   $ 3,435,528   $ 73,450,792
  Value $ 98,391,638   $ 15,452,066   $ 43,670,495   $ 8,540,495   $ 3,175,339   $ 26,120,749   $ 3,282,761   $ 71,819,219
Receivable from C.M. Life Insurance Company   219     -     -     -     -     -     -     -
    Total assets   98,391,857     15,452,066     43,670,495     8,540,495     3,175,339     26,120,749     3,282,761     71,819,219
LIABILITIES                                              
Payable to Annuitant mortality fluctuation fund reserve   6,860     1,394     11,397     2,944     4,150     5,354     -     14,610
Payable to C.M. Life Insurance Company   -     36     215     467     144     122     4     347
    Total liabilities   6,860     1,430     11,612     3,411     4,294     5,476     4     14,957
NET ASSETS $ 98,384,997   $ 15,450,636   $ 43,658,883   $ 8,537,084   $ 3,171,045   $ 26,115,273   $ 3,282,757   $ 71,804,262
Net Assets:                                              
Accumulation units - value $ 98,156,318   $ 15,387,148   $ 43,275,977   $ 8,438,962   $ 3,032,719   $ 25,936,864   $ 3,282,757   $ 71,317,258
Contracts in payout (annuitization) period   228,679     63,488     382,906     98,122     138,326     178,409     -     487,004
    Net assets $ 98,384,997   $ 15,450,636   $ 43,658,883   $ 8,537,084   $ 3,171,045   $ 26,115,273   $ 3,282,757   $ 71,804,262
Outstanding units                                              
  Contract owners   1,613,581     583,788     1,252,568     468,972     221,882     1,187,448     195,602     1,638,236
UNIT VALUE                                              
  Panorama Premier $ 76.31   $ 40.98   $ 39.30   $ 18.02   $ 14.29   $ 29.56   $ 17.31   $ 52.68
  Panorama Passage®                                              
    Tier 1   56.93     26.26     39.15     17.64     -     29.03     16.95     51.73
    Tier 2   55.08     25.41     37.88     17.07     -     28.08     16.40     50.05
    Tier 3   60.49     27.91     41.59     18.72     -     30.84     17.98     54.96
    Tier 4   57.32     26.45     39.42     17.74     -     29.23     17.04     52.09
  MassMutual Artistry   52.15     19.80     29.14     18.39     -     16.53     15.86     36.84

 

See Notes to Financial Statements.

F-3
 

C.M. Multi-Account A

STATEMENTS OF ASSETS AND LIABILITIES (Continued)

December 31, 2023 

      Invesco V.I. Global Strategic  Income Sub-Account   Invesco V.I. Health Care Sub-Account   Invesco V.I. Main Street Sub-Account   Invesco V.I. Technology Sub-Account   Invesco V.I. U.S. Government  Money Sub-Account   MML Aggressive Allocation Sub-Account   MML American Funds Core Allocation Sub-Account   MML American Funds Growth Sub-Account
ASSETS                                              
Investments                                              
  Number of shares   4,967,584     276,229     2,305,407     257,368     4,259,883     3,086,928     1,159,491     502,720
  Identified cost $ 24,164,959   $ 7,600,154   $ 49,432,818   $ 5,368,969   $ 4,259,883   $ 29,177,655   $ 13,032,292   $ 7,614,219
  Value $ 21,310,934   $ 7,157,085   $ 42,004,513   $ 4,761,307   $ 4,259,883   $ 25,714,110   $ 11,664,484   $ 7,017,972
Receivable from C.M. Life Insurance Company   -     -     -     -     181     -     -     -
    Total assets   21,310,934     7,157,085     42,004,513     4,761,307     4,260,064     25,714,110     11,664,484     7,017,972
LIABILITIES                                              
Payable to Annuitant mortality fluctuation fund reserve   3,817     44     6,977     540     167     -     -     -
Payable to C.M. Life Insurance Company   100     16     178     25     -     3     1     2
    Total liabilities   3,917     60     7,155     565     167     3     1     2
NET ASSETS $ 21,307,017   $ 7,157,025   $ 41,997,358   $ 4,760,742   $ 4,259,897   $ 25,714,107   $ 11,664,483   $ 7,017,970
Net Assets:                                              
Accumulation units - value $ 21,162,383   $ 7,155,568   $ 41,703,695   $ 4,742,727   $ 4,254,308   $ 25,714,107   $ 11,664,483   $ 7,017,970
Contracts in payout (annuitization) period   144,634     1,457     293,663     18,015     5,589     -     -     -
    Net assets $ 21,307,017   $ 7,157,025   $ 41,997,358   $ 4,760,742   $ 4,259,897   $ 25,714,107   $ 11,664,483   $ 7,017,970
Outstanding units                                              
  Contract owners   1,030,102     213,228     1,269,928     413,792     383,016     989,641     420,796     102,371
UNIT VALUE                                              
  Panorama Premier $ 20.53   $ 34.80   $ 33.10   $ 11.50   $ 12.04   $ 25.11   $ -   $ -
  Panorama Passage®                                              
    Tier 1   19.99     34.07     33.53     11.25     10.30     24.76     -     -
    Tier 2   19.34     32.96     32.44     10.89     9.97     24.13     -     -
    Tier 3   21.24     36.14     35.62     11.94     10.94     25.76     -     -
    Tier 4   20.13     34.25     33.76     11.32     10.37     24.72     -     -
  MassMutual Artistry   20.62     31.61     31.11     11.40     10.67     26.01     27.72     68.55

 

See Notes to Financial Statements.

F-4
 

C.M. Multi-Account A

STATEMENTS OF ASSETS AND LIABILITIES (Continued)

December 31, 2023

 

      MML Balanced Allocation Sub-Account   MML Blend Sub-Account   MML Blue Chip Growth Sub-Account   MML Conservative Allocation Sub-Account   MML Equity Sub-Account   MML Equity Income Sub-Account   MML Equity Index Sub-Account   MML Focused Equity Sub-Account
ASSETS                                              
Investments                                              
  Number of shares   2,333,209     2,929,451     1,816,494     1,874,335     1,080,128     1,819,613     697,335     152,151
  Identified cost $ 22,129,978   $ 61,199,584   $ 29,912,612   $ 17,573,689   $ 28,124,296   $ 19,008,438   $ 19,667,120   $ 991,440
  Value $ 19,178,980   $ 56,988,692   $ 29,063,904   $ 15,013,423   $ 28,377,796   $ 17,995,971   $ 20,975,835   $ 1,034,623
Receivable from C.M. Life Insurance Company   -     207     -     -     -     -     -     -
    Total assets   19,178,980     56,988,899     29,063,904     15,013,423     28,377,796     17,995,971     20,975,835     1,034,623
LIABILITIES                                              
Payable to Annuitant mortality fluctuation fund reserve   -     14,982     539     -     11,446     87     4,134     -
Payable to C.M. Life Insurance Company   1     -     35     -     234     17     108     16
    Total liabilities   1     14,982     574     -     11,680     104     4,242     16
NET ASSETS $ 19,178,979   $ 56,973,917   $ 29,063,330   $ 15,013,423   $ 28,366,116   $ 17,995,867   $ 20,971,593   $ 1,034,607
Net Assets:                                              
Accumulation units - value $ 19,011,251   $ 56,474,565   $ 29,045,357   $ 14,892,905   $ 27,984,577   $ 17,967,617   $ 20,833,806   $ 1,034,607
Contracts in payout (annuitization) period   167,728     499,352     17,973     120,518     381,539     28,250     137,787     -
    Net assets $ 19,178,979   $ 56,973,917   $ 29,063,330   $ 15,013,423   $ 28,366,116   $ 17,995,867   $ 20,971,593   $ 1,034,607
Outstanding units                                              
  Contract owners   1,001,811     1,944,024     438,358     830,960     1,034,915     435,266     580,260     30,695
UNIT VALUE                                              
  Panorama Premier $ 18.67   $ 27.35   $ 64.62   $ 17.61   $ 24.25   $ 40.15   $ 35.70   $ 33.17
  Panorama Passage®                                              
    Tier 1   18.40     28.82     63.43     17.35     26.81     39.41     36.92     32.82
    Tier 2   17.94     27.89     61.37     16.92     25.94     38.13     35.72     32.22
    Tier 3   19.15     30.62     66.79     18.06     28.49     41.50     39.23     33.79
    Tier 4   18.37     29.02     63.30     17.33     27.00     39.33     37.17     32.79
  MassMutual Artistry   19.33     30.41     67.63     18.23     29.19     42.02     34.20     34.03

 

See Notes to Financial Statements.

F-5
 

C.M. Multi-Account A

STATEMENTS OF ASSETS AND LIABILITIES (Continued)

December 31, 2023 

      MML Foreign Sub-Account   MML Fundamental Equity Sub-Account   MML Fundamental Value Sub-Account   MML Global Sub-Account   MML Growth Allocation Sub-Account   MML High Yield Sub-Account   MML Income & Growth Sub-Account   MML Inflation- Protected and Income Sub-Account
ASSETS                                              
Investments                                              
  Number of shares   741,257     110,996     105,317     2,325,276     7,278,819     341,342     2,176,590     867,284
  Identified cost $ 6,973,458   $ 1,065,721   $ 1,234,566   $ 14,044,098   $ 61,878,662   $ 3,174,459   $ 22,153,970   $ 8,821,137
  Value $ 7,064,179   $ 1,072,220   $ 1,228,001   $ 10,719,522   $ 52,480,287   $ 2,897,992   $ 21,896,491   $ 7,562,718
Receivable from C.M. Life Insurance Company   -     -     -     -     -     -     -     -
    Total assets   7,064,179     1,072,220     1,228,001     10,719,522     52,480,287     2,897,992     21,896,491     7,562,718
LIABILITIES                                              
Payable to Annuitant mortality fluctuation fund reserve   1,368     -     -     534     -     -     2,317     773
Payable to C.M. Life Insurance Company   164     4     19     33     20     4     45     121
    Total liabilities   1,532     4     19     567     20     4     2,362     894
NET ASSETS $ 7,062,647   $ 1,072,216   $ 1,227,982   $ 10,718,955   $ 52,480,267   $ 2,897,988   $ 21,894,129   $ 7,561,824
Net Assets:                                              
Accumulation units - value $ 7,017,048   $ 1,072,216   $ 1,227,982   $ 10,701,162   $ 52,480,267   $ 2,897,988   $ 21,816,886   $ 7,532,922
Contracts in payout (annuitization) period   45,599     -     -     17,793     -     -     77,243     28,902
    Net assets $ 7,062,647   $ 1,072,216   $ 1,227,982   $ 10,718,955   $ 52,480,267   $ 2,897,988   $ 21,894,129   $ 7,561,824
Outstanding units                                              
  Contract owners   438,701     31,087     48,091     538,895     2,243,792     155,586     708,149     499,499
UNIT VALUE                                              
  Panorama Premier $ 16.38   $ 33.74   $ 24.98   $ 21.06   $ 22.63   $ 18.27   $ 35.68   $ 14.73
  Panorama Passage®                                              
    Tier 1   16.43     33.39     24.72     20.32     22.31     18.04     27.38     14.46
    Tier 2   15.90     32.77     24.26     19.66     21.74     17.65     26.49     13.99
    Tier 3   17.46     34.38     25.45     21.59     23.21     18.67     29.09     15.22
    Tier 4   16.55     33.35     24.69     20.46     22.27     18.02     27.57     14.43
  MassMutual Artistry   15.60     34.62     25.63     15.23     23.44     18.82     26.26     15.41

 

See Notes to Financial Statements.

F-6
 

C.M. Multi-Account A

STATEMENT OF ASSETS AND LIABILITIES (Continued)

December 31, 2023 

      MML International Equity Sub-Account   MML Large Cap Growth Sub-Account   MML Managed Bond Sub-Account   MML Managed Bond Sub-Account   MML Managed Volatility Sub-Account   MML Mid Cap Growth Sub-Account   MML Mid Cap Value Sub-Account  

MML Moderate Allocation

Sub-Account

                (Initial Class)     (Service Class)                        
ASSETS                                              
Investments                                              
  Number of shares   27,623     1,358,674     1,532,511     165,664     612,641     6,255,540     5,013,186     5,849,659
  Identified cost $ 249,890   $ 15,300,263   $ 19,002,228   $ 2,057,563   $ 7,497,735   $ 84,383,706   $ 48,304,959   $ 57,951,517
  Value $ 280,374   $ 18,885,568   $ 16,635,084   $ 1,791,133   $ 7,490,553   $ 67,434,716   $ 39,604,170   $ 49,605,106
Receivable from C.M. Life Insurance Company   -     -     -     -     -     -     -     9
    Total assets   280,374     18,885,568     16,635,084     1,791,133     7,490,553     67,434,716     39,604,170     49,605,115
LIABILITIES                                              
Payable to Annuitant mortality fluctuation fund reserve   -     7,541     458     -     3,640     13,215     12,690     -
Payable to C.M. Life Insurance Company   10     148     21     1     84     294     781     -
    Total liabilities   10     7,689     479     1     3,724     13,509     13,471     -
NET ASSETS $ 280,364   $ 18,877,879   $ 16,634,605   $ 1,791,132   $ 7,486,829   $ 67,421,207   $ 39,590,699   $ 49,605,115
Net Assets:                                              
Accumulation units - value $ 280,364   $ 18,575,525   $ 16,604,879   $ 1,791,132   $ 7,319,884   $ 66,974,090   $ 39,167,713   $ 49,463,541
Contracts in payout (annuitization) period   -     302,354     29,726     -     166,945     447,117     422,986     141,574
    Net assets $ 280,364   $ 18,877,879   $ 16,634,605   $ 1,791,132   $ 7,486,829   $ 67,421,207   $ 39,590,699   $ 49,605,115
Outstanding units                                              
  Contract owners   23,068     566,864     851,054     144,210     416,761     840,165     652,338     2,385,572
UNIT VALUE                                              
  Panorama Premier $ -   $ 35.13   $ -   $ 12.42   $ 17.47   $ 103.09   $ 55.96   $ 20.18
  Panorama Passage®                                              
    Tier 1   -     35.32     18.86     -     17.11     76.14     59.09     19.89
    Tier 2   -     34.17     18.25     -     16.55     73.66     57.17     19.39
    Tier 3   -     37.53     20.04     -     18.15     80.89     62.78     20.70
    Tier 4   -     35.56     18.99     -     17.20     76.66     59.50     19.86
  MassMutual Artistry   12.15     29.14     19.30     -     18.25     62.16     63.84     20.90

 

See Notes to Financial Statements.

F-7
 

C.M. Multi-Account A

STATEMENT OF ASSETS AND LIABILITIES (Continued)

December 31, 2023 

      MML Short-Duration Bond Sub-Account   MML Small Cap Equity Sub-Account   MML Small Cap Growth Equity Sub-Account   MML Small Company Value Sub-Account   MML Small/Mid Cap Value Sub-Account   MML Strategic Emerging Markets Sub-Account   MML Sustainable Equity Sub-Account   MML Total Return Bond Sub-Account
ASSETS                                              
Investments                                              
  Number of shares   201,504     1,767,250     1,196,641     118,422     1,307,070     166,287     2,046,142     232,188
  Identified cost $ 1,870,573   $ 16,712,622   $ 14,723,657   $ 1,103,949   $ 13,277,017   $ 1,312,903   $ 29,976,639   $ 2,361,641
  Value $ 1,789,360   $ 19,304,617   $ 11,776,505   $ 920,142   $ 11,724,422   $ 882,983   $ 30,119,211   $ 2,068,796
Receivable from C.M. Life Insurance Company   -     247     -     -     -     -     -     -
    Total assets   1,789,360     19,304,864     11,776,505     920,142     11,724,422     882,983     30,119,211     2,068,796
LIABILITIES                                              
Payable to Annuitant mortality fluctuation fund reserve   34     669     3,491     -     346     -     1,824     -
Payable to C.M. Life Insurance Company   26     -     76     -     103     -     286     9
    Total liabilities   60     669     3,567     -     449     -     2,110     9
NET ASSETS $ 1,789,300   $ 19,304,195   $ 11,772,938   $ 920,142   $ 11,723,973   $ 882,983   $ 30,117,101   $ 2,068,787
Net Assets:                                              
Accumulation units - value $ 1,788,172   $ 19,250,353   $ 11,656,561   $ 920,142   $ 11,712,428   $ 882,983   $ 30,056,299   $ 2,063,668
Contracts in payout (annuitization) period   1,127     53,842     116,377     -     11,545     -     60,802     5,119
    Net assets $ 1,789,300   $ 19,304,195   $ 11,772,938   $ 920,142   $ 11,723,973   $ 882,983   $ 30,117,101   $ 2,068,787
Outstanding units                                              
  Contract owners   170,551     381,082     260,479     23,095     240,436     65,049     643,411     204,427
UNIT VALUE                                              
  Panorama Premier $ 10.36   $ 54.42   $ 56.55   $ -   $ 47.15   $ -   $ 45.55   $ 9.96
  Panorama Passage®                                              
    Tier 1   10.23     48.85     49.79     -     46.28     -     44.71     9.85
    Tier 2   10.01     47.26     48.17     -     44.78     -     43.25     9.67
    Tier 3   10.59     51.91     52.90     -     48.74     -     47.08     10.15
    Tier 4   10.22     49.19     50.13     -     46.19     -     44.62     9.84
  MassMutual Artistry   10.67     47.73     36.00     39.84     49.34     13.57     47.67     10.22

 

See Notes to Financial Statements.

F-8
 

C.M. Multi-Account A

STATEMENT OF ASSETS AND LIABILITIES (Continued)

December 31, 2023 

     

MML U.S.

Government

Money Market

Sub-Account

 

PIMCO

Commodity-

RealReturn®  Strategy

Sub-Account

 

VY® CBRE

Global

Real Estate Sub-Account

ASSETS                
Investments                
  Number of shares   18,858,264     208,696     152,019
  Identified cost $ 18,858,264   $ 1,503,114   $ 1,650,391
  Value $ 18,858,264   $ 1,139,477   $ 1,556,679
Receivable from C.M. Life Insurance Company   219     -     -
    Total assets   18,858,483     1,139,477     1,556,679
LIABILITIES                
Payable to Annuitant mortality fluctuation fund reserve   7,065     15     -
Payable to C.M. Life Insurance Company   1     26     29
    Total liabilities   7,066     41     29
NET ASSETS $ 18,851,417   $ 1,139,436   $ 1,556,650
Net Assets:                
Accumulation units - value $ 18,615,680   $ 1,137,312   $ 1,556,650
Contracts in payout (annuitization) period   235,737     2,124     -
    Net assets $ 18,851,417   $ 1,139,436   $ 1,556,650
Outstanding units                
  Contract owners   2,058,934     162,643     91,400
UNIT VALUE                
  Panorama Premier $ 8.97   $ 6.83   $ 16.70
  Panorama Passage®                
    Tier 1   8.84     6.72     16.43
    Tier 2   8.61     6.53     15.97
    Tier 3   9.20     7.02     17.17
    Tier 4   8.82     6.71     16.40
  MassMutual Artistry   9.28     7.10     17.36

 

See Notes to Financial Statements.

F-9
 

C.M. Multi-Account A

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS

For The Year Ended December 31, 2023 

      Fidelity®  VIP Contrafund®
Sub-Account
  Invesco Oppenheimer
V.I. International
Growth Sub-Account
  Invesco V.I.
Capital
Appreciation
Sub-Account
 
Invesco V.I.
Conservative Balanced
Sub-Account
  Invesco V.I. Core Plus
Bond Sub-Account
  Invesco V.I.
Discovery Mid Cap
Growth Sub-Account
  Invesco V.I.
Diversified Dividend
Sub-Account
  Invesco V.I. Global
Sub-Account
Investment income                                              
Dividends $ 439,250   $ 87,627   $ -   $ 159,030   $ 81,670   $ -   $ 64,044   $ 149,908
Expenses                                              
Mortality and expense risk fees and administrative charges   1,141,351     185,683     507,050     115,224     42,532     325,212     39,381     826,935
Net investment income (loss)   (702,101)     (98,056)     (507,050)     43,806     39,138     (325,212)     24,663     (677,027)
Net realized and unrealized gain (loss) on investments                                              
  Realized gain (loss) on sale of fund shares   2,185,516     (384,814)     (1,647,191)     224,384     (67,652)     (937,644)     (33,355)     165,319
  Realized gain distribution   3,199,017     -     -     -     -     -     263,752     7,580,833
  Realized gain (loss)   5,384,533     (384,814)     (1,647,191)     224,384     (67,652)     (937,644)     230,397     7,746,152
Change in net unrealized appreciation/depreciation of investments   20,268,649     3,102,059     13,809,666     642,501     175,555     4,099,376     (26,982)     11,719,825
Net gain (loss) on investments   25,653,182     2,717,245     12,162,475     866,885     107,903     3,161,732     203,415     19,465,977
Net increase (decrease) in net assets resulting from operations   24,951,081     2,619,189     11,655,425     910,691     147,041     2,836,520     228,078     18,788,950
Capital transactions:                                              
  Transfers of net premiums   1,002,797     212,538     311,042     29,988     -     142,748     56,311     627,734
  Transfers due to death benefits   (1,316,344)     (240,306)     (721,927)     (301,787)     (42,985)     (332,104)     (14,946)     (645,300)
  Transfers due to annuity benefit payments   (19,276)     (4,135)     (32,571)     (15,524)     (12,706)     (19,301)     -     (45,402)
  Transfers due to withdrawal of funds   (7,755,495)     (957,110)     (3,555,145)     (829,960)     (224,797)     (2,274,812)     (333,963)     (5,171,451)
  Transfers due to loans, net of repayments   25,327     6,409     16,438     (591)     -     39,461     2,775     33,121
  Transfers due to rider and contingent deferred sales charges (9,024)     (413)     (2,222)     (499)     (348)     (1,153)     (262)     (3,520)
  Transfers due to net charge (credit) to annuitant mortality fluctuation   (27,056)     (3,093)     766     (3,387)     2,438     1,303     -     (11,468)
  Transfers between Sub-Accounts and to/from General Account   (449,664)     (44,793)     (348,186)     (62,513)     (443)     3,456     183,897     (1,059,070)
  Net increase (decrease) in net assets resulting from capital transactions   (8,548,735)     (1,030,903)     (4,331,805)     (1,184,273)     (278,841)     (2,440,402)     (106,188)     (6,275,356)
Total increase (decrease)   16,402,346     1,588,286     7,323,620     (273,582)     (131,800)     396,118     121,890     12,513,594
NET ASSETS, at beginning of the year   81,982,651     13,862,350     36,335,263     8,810,666     3,302,845     25,719,155     3,160,867     59,290,668
NET ASSETS, at end of the year $ 98,384,997   $ 15,450,636   $ 43,658,883   $ 8,537,084   $ 3,171,045   $ 26,115,273   $ 3,282,757   $ 71,804,262

 

See Notes to Financial Statements.

F-10
 

C.M. Multi-Account A

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)

For The Year Ended December 31, 2023 

     

Invesco V.I.
Global
Strategic  

Income
Sub-Account

  Invesco V.I.
Health Care
Sub-Account
  Invesco V.I.
Main Street
Sub-Account
  Invesco V.I.
Technology
Sub-Account
 
Invesco V.I.
U.S. Government  
Money Sub-Account
 
MML Aggressive Allocation
Sub-Account
 
MML American
Funds Core Allocation
Sub-Account
  MML American
Funds Growth
Sub-Account
Investment income                                              
Dividends $ -   $ -   $ 336,472   $ -   $ 192,019   $ 710,278   $ 458,205   $ 92,084
Expenses                                              
Mortality and expense risk fees and administrative charges   269,789     90,631     521,994     55,520     54,819     290,677     139,461     74,264
Net investment income (loss)   (269,789)     (90,631)     (185,522)     (55,520)     137,200     419,601     318,744     17,820
Net realized and unrealized gain (loss) on investments                                              
  Realized gain (loss) on sale of fund shares   (951,564)     (145,356)     (2,858,881)     (584,961)     -     (386,209)     (470,694)     (54,731)
  Realized gain distribution   -     -     2,735,944     -     -     2,924,271     1,349,562     982,566
  Realized gain (loss)   (951,564)     (145,356)     (122,937)     (584,961)     -     2,538,062     878,868     927,835
Change in net unrealized appreciation/depreciation of investments   2,785,724     348,124     8,207,764     2,249,481     -     897,283     210,679     1,006,564
Net gain (loss) on investments   1,834,160     202,768     8,084,827     1,664,520     -     3,435,345     1,089,547     1,934,399
Net increase (decrease) in net assets resulting from operations   1,564,371     112,137     7,899,305     1,609,000     137,200     3,854,946     1,408,291     1,952,219
Capital transactions:                                              
  Transfers of net premiums   268,217     118,524     203,613     56,438     51,270     824,328     474,858     235,993
  Transfers due to death benefits   (246,917)     (102,683)     (488,067)     (164,451)     (29,266)     (442)     (16,089)     (170,255)
  Transfers due to annuity benefit payments   (28,930)     (2,285)     (59,043)     (16,475)     (11,129)     -     -     -
  Transfers due to withdrawal of funds   (2,474,451)     (584,608)     (3,611,069)     (439,199)     (486,410)     (1,579,524)     (1,883,752)     (587,895)
  Transfers due to loans, net of repayments   8,316     4,141     19,451     571     12,573     (1,673)     23,914     4,916
  Transfers due to rider and contingent deferred sales charges (1,667)     (433)     (1,774)     (240)     (293)     (87)     -     -
  Transfers due to net charge (credit) to annuitant mortality fluctuation   157     (368)     (10,786)     (322)     (295)     -     -     -
  Transfers between Sub-Accounts and to/from General Account   (57,072)     (50,703)     (418,691)     (55,948)     132,087     (743,594)     147,337     228,846
Net increase (decrease) in net assets resulting from capital transactions   (2,532,347)     (618,415)     (4,366,366)     (619,626)     (331,463)     (1,500,992)     (1,253,732)     (288,395)
Total increase (decrease)   (967,976)     (506,278)     3,532,939     989,374     (194,263)     2,353,954     154,559     1,663,824
NET ASSETS, at beginning of the year   22,274,993     7,663,303     38,464,419     3,771,368     4,454,160     23,360,153     11,509,924     5,354,146
NET ASSETS, at end of the year $ 21,307,017   $ 7,157,025   $ 41,997,358   $ 4,760,742   $ 4,259,897   $ 25,714,107   $ 11,664,483   $ 7,017,970

 

See Notes to Financial Statements.

F-11
 

C.M. Multi-Account A

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)

For The Year Ended December 31, 2023 

      MML Balanced
Allocation
Sub-Account
  MML Blend
Sub-Account
  MML Blue Chip
Growth Sub-Account
 
MML Conservative
Allocation Sub-Account
  MML Equity
Sub-Account
  MML Equity
Income Sub-Account
  MML Equity
Index Sub-Account
  MML Focused
Equity
Sub-Account
Investment income                                              
Dividends $ 613,023   $ 944,165   $ -   $ 485,075   $ 586,788   $ 396,924   $ 250,826   $ 7,769
Expenses                                              
Mortality and expense risk fees and administrative charges   242,128     692,792     321,901     179,367     346,679     217,792     250,210     12,193
Net investment income (loss)   370,895     251,373     (321,901)     305,708     240,109     179,132     616     (4,424)
Net realized and unrealized gain (loss) on investments                                              
  Realized gain (loss) on sale of fund shares   (672,113)     (1,690,856)     (243,144)     (655,539)     (107,403)     (283,320)     410,626     18,554
  Realized gain distribution   1,575,805     -     -     1,088,621     2,236,042     1,426,523     1,854,461     91,626
  Realized gain (loss)   903,692     (1,690,856)     (243,144)     433,082     2,128,639     1,143,203     2,265,087     110,180
Change in net unrealized appreciation/depreciation of investments   773,405     9,744,292     10,299,428     678,953     (262,059)     73,327     1,954,135     (26,168)
Net gain (loss) on investments   1,677,097     8,053,436     10,056,284     1,112,035     1,866,580     1,216,530     4,219,222     84,012
Net increase (decrease) in net assets resulting from operations   2,047,992     8,304,809     9,734,383     1,417,743     2,106,689     1,395,662     4,219,838     79,588
Capital transactions:                                              
  Transfers of net premiums   379,115     1,375,349     480,074     398,036     174,614     230,366     189,763     12,146
  Transfers due to death benefits   (276,104)     (571,492)     (160,280)     (65,765)     (324,739)     (191,118)     (387,556)     (7,426)
  Transfers due to annuity benefit payments   (19,159)     (54,969)     (2,221)     (13,881)     (32,329)     (1,290)     (14,578)     -
  Transfers due to withdrawal of funds   (2,760,736)     (5,394,748)     (1,790,808)     (2,581,652)     (2,409,458)     (1,652,974)     (1,585,213)     (85,525)
  Transfers due to loans, net of repayments   28,078     17,166     12,915     (46,444)     20,467     1,467     767     (3,780)
  Transfers due to rider and contingent deferred sales charges (467)     (1,493)     (1,594)     (23)     (870)     (1,026)     (593)     -
  Transfers due to net charge (credit) to annuitant mortality fluctuation   2,336     (11,001)     (5,021)     4,084     (401)     (6,683)     (4,514)     -
  Transfers between Sub-Accounts and to/from General Account (277,021)     (97,388)     (113,096)     925,230     (280,328)     51,077     485,909     126,737
Net increase (decrease) in net assets resulting from capital transactions   (2,923,958)     (4,738,576)     (1,580,031)     (1,380,415)     (2,853,044)     (1,570,181)     (1,316,015)     42,152
Total increase (decrease)   (875,966)     3,566,233     8,154,352     37,328     (746,355)     (174,519)     2,903,823     121,740
NET ASSETS, at beginning of the year   20,054,945     53,407,684     20,908,978     14,976,095     29,112,471     18,170,386     18,067,770     912,867
NET ASSETS, at end of the year $ 19,178,979   $ 56,973,917   $ 29,063,330   $ 15,013,423   $ 28,366,116   $ 17,995,867   $ 20,971,593   $ 1,034,607

 

See Notes to Financial Statements.

F-12
 

C.M. Multi-Account A

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)

For The Year Ended December 31, 2023 

      MML Foreign
Sub-Account
  MML Fundamental
Equity Sub-Account
 
MML Fundamental
Value
Sub-Account
 
MML Global
Sub-Account
  MML Growth
Allocation
Sub-Account
  MML High
Yield
Sub-Account
 
MML Income &
Growth
Sub-Account
 

MML

Inflation- Protected
and Income
Sub-Account

Investment income                                              
Dividends $ 96,599   $ 7,558   $ 13,819   $ 89,167   $ 1,498,487   $ 194,983   $ 445,225   $ 350,107
Expenses                                              
Mortality and expense risk fees and administrative charges   85,803     12,200     15,904     140,456     608,259     34,411     273,636     95,859
Net investment income (loss)   10,796     (4,642)     (2,085)     (51,289)     890,228     160,572     171,589     254,248
Net realized and unrealized gain (loss) on investments                                              
  Realized gain (loss) on sale of fund shares   (138,409)     (11,447)     (63,729)     (2,440,020)     (1,823,142)     (80,005)     (141,043)     (235,128)
  Realized gain distribution   -     -     77,120     615,538     6,527,848     -     2,686,873     -
  Realized gain (loss)   (138,409)     (11,447)     13,391     (1,824,482)     4,704,706     (80,005)     2,545,830     (235,128)
Change in net unrealized appreciation/depreciation of investments   1,086,809     215,367     121,426     3,177,148     1,397,860     221,055     (1,121,717)     295,405
Net gain (loss) on investments   948,400     203,920     134,817     1,352,666     6,102,566     141,050     1,424,113     60,277
Net increase (decrease) in net assets resulting from operations   959,196     199,278     132,732     1,301,377     6,992,794     301,622     1,595,702     314,525
Capital transactions:                                              
  Transfers of net premiums   78,715     66,666     39,426     43,512     1,592,950     95,185     170,372     136,362
  Transfers due to death benefits   (85,739)     -     -     (326,746)     (46,665)     (12,477)     (207,683)     (105,280)
  Transfers due to annuity benefit payments   (4,807)     -     -     (1,861)     -     -     (7,004)     (2,982)
  Transfers due to withdrawal of funds   (562,402)     (109,971)     (221,721)     (960,724)     (5,639,220)     (301,877)     (1,936,448)     (978,723)
  Transfers due to loans, net of repayments   9,291     (3,435)     (85)     4,034     31,510     3,075     11,044     5,596
  Transfers due to rider and contingent deferred sales charges (588)     (20)     (11)     (546)     (131)     (172)     (1,154)     (325)
  Transfers due to net charge (credit) to annuitant mortality fluctuation   580     -     -     215     -     -     (3,745)     367
  Transfers between Sub-Accounts and to/from General Account (162,672)     (21,288)     (116,353)     (52,338)     (277,162)     126,052     (42,480)     29,682
Net increase (decrease) in net assets resulting from capital transactions   (727,622)     (68,048)     (298,744)     (1,294,454)     (4,338,718)     (90,214)     (2,017,098)     (915,303)
Total increase (decrease)   231,574     131,230     (166,012)     6,923     2,654,076     211,408     (421,396)     (600,778)
NET ASSETS, at beginning of the year   6,831,073     940,986     1,393,994     10,712,032     49,826,191     2,686,580     22,315,525     8,162,602
NET ASSETS, at end of the year $ 7,062,647   $ 1,072,216   $ 1,227,982   $ 10,718,955   $ 52,480,267   $ 2,897,988   $ 21,894,129   $ 7,561,824

 

See Notes to Financial Statements.

F-13
 

C.M. Multi-Account A

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)

For The Year Ended December 31, 2023 

 
 
 
 
 
 
 
 
 
 
 
 
MML
International
Equity
Sub-Account
 
 
 
 
MML
Large Cap
Growth
Sub-Account
 
 
 
 
MML
Managed
Bond
Sub-Account
 
 
 
 
MML
Managed
Bond
Sub-Account
 
 
 
 
MML
Managed
Volatility
Sub-Account
 
 
 
 
 
MML
Mid Cap Growth
Sub-Account
 
 
 
 
 
MML
Mid Cap Value
Sub-Account
 
 
 
 
MML
Moderate
Allocation
Sub-Account
                  (Initial Class) (Service Class)          
Investment income                                              
Dividends $ 3,322   $ -   $ 673,767   $ 67,227   $ 43,336   $ -   $ 1,022,155   $ 1,627,216
Expenses                                              
Mortality and expense risk fees and administration charges   3,362     210,175     205,809     24,535     94,355     826,644     491,549     596,059
Net investment income (loss)   (40)     (210,175)     467,958     42,692     (51,019)     (826,644)     530,606     1,031,157
Net realized and unrealized gain (loss) on investments                                              
  Realized gain (loss) on sale of fund shares   4,127     241,259     (523,143)     (66,239)     (62,863)     (4,211,991)     (924,680)     (1,662,438)
  Realized gain distribution   -     1,140,158     -     -     1,375,155     -     6,138,627     4,901,596
  Realized gain (loss)   4,127     1,381,417     (523,143)     (66,239)     1,312,292     (4,211,991)     5,213,947     3,239,158
Change in net unrealized appreciation/depreciation of investments   37,764     5,220,431     933,528     112,655     (438,074)     17,512,317     (3,975,327)     1,569,486
Net gain (loss) on investments   41,891     6,601,848     410,385     46,416     874,218     13,300,326     1,238,620     4,808,644
Net increase (decrease) in net assets resulting from operations   41,851     6,391,673     878,343     89,108     823,199     12,473,682     1,769,226     5,839,801
Capital transactions:                                              
  Transfers of net premiums   15,601     143,031     281,515     8,306     72,754     485,869     345,932     1,597,449
  Transfers due to death benefits   -     (307,973)     (261,685)     (5,048)     (102,881)     (1,006,592)     (305,462)     (52,122)
  Transfers due to annuity benefit payments   -     (27,713)     (1,360)     -     (16,141)     (46,921)     (37,243)     (14,244)
  Transfers due to withdrawal of funds   (38,862)     (1,011,683)     (2,319,885)     (339,527)     (659,826)     (5,991,742)     (3,392,061)     (6,221,374)
  Transfers due to loans, net of repayments   182     4,057     14,055     -     8,159     12,799     14,186     (6,825)
  Transfers due to rider and contingent deferred sales charges -     (1,381)     (2,060)     (76)     (1,117)     (2,864)     (3,455)     (518)
  Transfers due to net charge (credit) to annuitant mortality fluctuation   -     4,564     (1,371)     -     4,226     (6)     696     4,109
  Transfers between Sub-Accounts and to/from General Account (1,422)     529,042     366,038     77,859     (131,489)     (814,188)     64,794     (994,637)
Net increase (decrease) in net assets resulting from capital transactions   (24,501)     (668,056)     (1,924,753)     (258,486)     (826,315)     (7,363,645)     (3,312,613)     (5,688,162)
Total increase (decrease)   17,350     5,723,617     (1,046,410)     (169,378)     (3,116)     5,110,037     (1,543,387)     151,639
NET ASSETS, at beginning of the year   263,014     13,154,262     17,681,015     1,960,510     7,489,945     62,311,170     41,134,086     49,453,476
NET ASSETS, at end of the year $ 280,364   $ 18,877,879   $ 16,634,605   $ 1,791,132   $ 7,486,829   $ 67,421,207   $ 39,590,699   $ 49,605,115

 

See Notes to Financial Statements.

F-14
 

C.M. Multi-Account A

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)

For The Year Ended December 31, 2023 

      MML Short-Duration
Bond Sub-Account
  MML Small Cap Equity
Sub-Account
  MML Small
Cap Growth Equity
Sub-Account
  MML Small
Company Value
Sub-Account
  MML Small/Mid
Cap Value
Sub-Account
  MML Strategic
Emerging Markets
Sub-Account
  MML Sustainable
Equity
Sub-Account
  MML Total
Return Bond
Sub-Account
Investment income                                              
Dividends $ 64,890   $ 231,754   $ -   $ 7,499   $ 117,798   $ -   $ 270,773   $ 43,149
Expenses                                              
Mortality and expense risk fees and administration charges   24,527     225,450     142,540     10,204     132,572     10,581     352,200     24,658
Net investment income (loss)   40,363     6,304     (142,540)     (2,705)     (14,774)     (10,581)     (81,427)     18,491
Net realized and unrealized gain (loss) on investments                                              
  Realized gain (loss) on sale of fund shares   (51,635)     312,022     (756,371)     (156,418)     (404,248)     (170,277)     1,889,152     (127,627)
  Realized gain distribution   -     -     -     2,222     1,355,522     -     8,684,118     -
  Realized gain (loss)   (51,635)     312,022     (756,371)     (154,196)     951,274     (170,277)     10,573,270     (127,627)
Change in net unrealized appreciation/depreciation of investments   109,616     2,465,836     2,529,283     273,393     689,565     260,194     (4,591,621)     187,861
Net gain (loss) on investments   57,981     2,777,858     1,772,912     119,197     1,640,839     89,917     5,981,649     60,234
Net increase (decrease) in net assets resulting from operations   98,344     2,784,162     1,630,372     116,492     1,626,065     79,336     5,900,222     78,725
Capital transactions:                                              
  Transfers of net premiums   16,497     183,710     95,444     35,464     189,595     30,734     211,702     45,107
  Transfers due to death benefits   (7,662)     (58,388)     (281,592)     -     (129,768)     -     (298,192)     -
  Transfers due to annuity benefit payments   (189)     (3,193)     (11,115)     -     (1,217)     -     (7,731)     (856)
  Transfers due to withdrawal of funds   (434,115)     (1,496,857)     (1,193,718)     (92,781)     (856,304)     (98,113)     (2,514,860)     (457,427)
  Transfers due to loans, net of repayments   591     8,848     2,596     811     4,693     1,219     15,716     488
  Transfers due to rider and contingent deferred sales charges (41)     (1,627)     (530)     -     (385)     -     (1,850)     (3)
  Transfers due to net charge (credit) to annuitant mortality fluctuation   29     (3,194)     1,886     -     (101)     -     (8,089)     141
  Transfers between Sub-Accounts and to/from General Account 114,858     282,720     155,005     1,330     244,029     (14,849)     (265,791)     382,453
Net increase (decrease) in net assets resulting from capital transactions   (310,032)     (1,087,981)     (1,232,024)     (55,176)     (549,458)     (81,009)     (2,869,095)     (30,097)
Total increase (decrease)   (211,688)     1,696,181     398,348     61,316     1,076,607     (1,673)     3,031,127     48,628
NET ASSETS, at beginning of the year   2,000,988     17,608,014     11,374,590     858,826     10,647,366     884,656     27,085,974     2,020,159
NET ASSETS, at end of the year $ 1,789,300   $ 19,304,195   $ 11,772,938   $ 920,142   $ 11,723,973   $ 882,983   $ 30,117,101   $ 2,068,787

 

See Notes to Financial Statements.

F-15
 

C.M. Multi-Account A

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)

For The Year Ended December 31, 2023 

     

MML U.S.
Government

Money

Market
Sub-Account

 

PIMCO

Commodity-

RealReturn®  
Strategy
Sub-Account

 

VY® CBRE

Global
Real Estate
Sub-Account

Investment income                
Dividends $ 866,569   $ 297,231   $ 28,442
Expenses                
Mortality and expense risk fees and administration charges   240,434     20,198     20,069
Net investment income (loss)   626,135     277,033     8,373
Net realized and unrealized gain (loss) on investments                
  Realized gain (loss) on sale of fund shares   (3)     (465,926)     (80,023)
  Realized gain distribution   -     -     17,031
  Realized gain (loss)   (3)     (465,926)     (62,992)
Change in net unrealized appreciation/depreciation of investments   3     3,239     205,575
Net gain (loss) on investments   -     (462,687)     142,583
Net increase (decrease) in net assets resulting from operations   626,135     (185,654)     150,956
Capital transactions:                
  Transfers of net premiums   245,378     30,065     20,075
  Transfers due to death benefits   (169,542)     (12,520)     (9,102)
  Transfers due to annuity benefit payments   (31,008)     (234)     -
  Transfers due to withdrawal of funds   (2,338,213)     (259,957)     (124,402)
  Transfers due to loans, net of repayments   15,952     2,159     315
  Transfers due to rider and contingent deferred sales charges (1,257)     (16)     (160)
  Transfers due to net charge (credit) to annuitant mortality fluctuation   (4,787)     60     4
  Transfers between Sub-Accounts and to/from General Account   341,960     (567,621)     (105,147)
Net increase (decrease) in net assets resulting from capital transactions   (1,941,517)     (808,064)     (218,417)
Total increase (decrease)   (1,315,382)     (993,718)     (67,461)
NET ASSETS, at beginning of the year   20,166,799     2,133,154     1,624,111
NET ASSETS, at end of the year $ 18,851,417   $ 1,139,436   $ 1,556,650

 

See Notes to Financial Statements.

F-16
 

C.M. Multi-Account A

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS

For The Year Ended December 31, 2022 

      Fidelity®  VIP
Contrafund®
Sub-Account
  Invesco Oppenheimer
V.I. International
Growth
Sub-Account
  Invesco V.I.
Capital Appreciation
Sub-Account
  Invesco V.I.
Conservative Balanced
Sub-Account
  Invesco V.I.
Core Plus Bond
Sub-Account
  Invesco V.I.
Discovery Mid Cap
Growth
Sub-Account
  Invesco V.I.
Diversified
Dividend
Sub-Account
  Invesco V.I.
Global
Sub-Account
Investment income                                              
Dividends $ 463,132   $ -   $ -   $ 133,832   $ 148,779   $ -   $ 61,135   $ -
Expenses                                              
Mortality and expense risk fees and administrative charges   1,187,510     195,685     549,471     132,990     49,804     372,483     40,669     857,587
Net investment income (loss)   (724,378)     (195,685)     (549,471)     842     98,975     (372,483)     20,466     (857,587)
Net realized and unrealized gain (loss) on investments                                              
  Realized gain (loss) on sale of fund shares   3,338,238     127,422     265,737     334,710     (46,485)     248,060     18,785     1,855,052
  Realized gain distribution   4,425,765     2,788,653     14,802,840     729,263     2,209     8,001,950     401,078     11,566,102
  Realized gain (loss)   7,764,003     2,916,075     15,068,577     1,063,973     (44,276)     8,250,010     419,863     13,421,154
Change in net unrealized appreciation/depreciation of investments   (39,960,390)     (8,587,164)     (32,429,192)     (3,185,523)     (701,432)     (20,644,364)     (545,617)     (43,249,191)
Net gain (loss) on investments   (32,196,387)     (5,671,089)     (17,360,615)     (2,121,550)     (745,708)     (12,394,354)     (125,754)     (29,828,037)
Net increase (decrease) in net assets resulting from operations   (32,920,765)     (5,866,774)     (17,910,086)     (2,120,708)     (646,733)     (12,766,837)     (105,288)     (30,685,624)
Capital transactions:                                              
  Transfers of net premiums   1,132,716     1,214,847     304,993     15,073     -     164,062     54,124     723,360
  Transfers due to death benefits   (840,353)     (258,218)     (603,193)     (330,872)     (119,551)     (173,167)     (36,215)     (356,517)
  Transfers due to annuity benefit payments   (17,731)     (5,431)     (32,058)     (16,038)     (14,187)     (18,807)     -     (44,777)
  Transfers due to withdrawal of funds   (8,336,023)     (1,362,830)     (3,743,404)     (836,311)     (300,294)     (1,866,032)     (248,275)     (6,520,562)
  Transfers due to loans, net of repayments   11,741     23,053     23,892     5,018     -     12,526     4,501     31,807
  Transfers due to rider and contingent deferred sales charges (8,748)     (466)     (2,328)     (571)     (389)     (1,366)     (327)     (3,527)
  Transfers due to net charge (credit) to annuitant mortality fluctuation   4,937     1,069     4,769     582     3,027     5,061     -     12,843
  Transfers between Sub-Accounts and to/from General Account   (1,208,758)     (726,301)     (572,610)     (74,058)     (42,582)     (34,845)     82,425     585,730
Net increase (decrease) in net assets resulting from capital transactions   (9,262,219)     (1,114,277)     (4,619,939)     (1,237,177)     (473,976)     (1,912,568)     (143,767)     (5,571,643)
Total increase (decrease)   (42,182,984)     (6,981,051)     (22,530,025)     (3,357,885)     (1,120,709)     (14,679,405)     (249,055)     (36,257,267)
NET ASSETS, at beginning of the year   124,165,635     20,843,401     58,865,288     12,168,551     4,423,554     40,398,560     3,409,922     95,547,935
NET ASSETS, at end of the year $ 81,982,651   $ 13,862,350   $ 36,335,263   $ 8,810,666   $ 3,302,845   $ 25,719,155   $ 3,160,867   $ 59,290,668

 

See Notes to Financial Statements.

F-17
 

C.M. Multi-Account A

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)

For The Year Ended December 31, 2022 

      Invesco V.I.
Global
Strategic  Income
Sub-Account
  Invesco V.I.
Health Care
Sub-Account
  Invesco V.I.
Main Street
Sub-Account
  Invesco V.I.
Technology
Sub-Account
  Invesco V.I. U.S.
Government
 Money Sub-Account
  MML Aggressive
Allocation
Sub-Account
  MML American
Funds Core
Allocation
Sub-Account
  MML American
Funds Growth
Sub-Account
Investment income                                              
Dividends $ -   $ -   $ 634,367   $ -   $ 56,993   $ 530,606   $ 257,759   $ 26,185
Expenses                                              
Mortality and expense risk fees and administrative charges   301,733     100,301     566,904     60,841     56,679     306,785     142,723     72,625
Net investment income (loss)   (301,733)     (100,301)     67,463     (60,841)     314     223,821     115,036     (46,440)
Net realized and unrealized gain (loss) on investments                                              
  Realized gain (loss) on sale of fund shares   (1,240,248)     (149,681)     (942,315)     57,958     -     (499,142)     (89,749)     160,858
  Realized gain distribution   -     1,089,177     16,350,951     1,766,899     -     3,592,574     798,825     1,344,652
  Realized gain (loss)   (1,240,248)     939,496     15,408,636     1,824,857     -     3,093,432     709,076     1,505,510
Change in net unrealized appreciation/depreciation of investments   (1,995,779)     (2,249,170)     (26,727,344)     (4,505,680)     -     (8,517,213)     (2,871,750)     (3,908,628)
Net gain (loss) on investments   (3,236,027)     (1,309,674)     (11,318,708)     (2,680,823)     -     (5,423,781)     (2,162,674)     (2,403,118)
Net increase (decrease) in net assets resulting from operations   (3,537,760)     (1,409,975)     (11,251,245)     (2,741,664)     314     (5,199,960)     (2,047,638)     (2,449,558)
Capital transactions:                                              
  Transfers of net premiums   326,095     120,096     142,182     70,175     46,227     783,724     542,996     226,347
  Transfers due to death benefits   (231,682)     (128,380)     (547,465)     (81,467)     (81,833)     (452,885)     -     -
  Transfers due to annuity benefit payments   (17,490)     (737)     (36,675)     (4,956)     (2,757)     -     -     -
  Transfers due to withdrawal of funds   (2,218,821)     (614,949)     (3,837,936)     (373,256)     (468,012)     (2,619,386)     (1,180,525)     (741,757)
  Transfers due to loans, net of repayments   3,875     472     15,873     2,113     8,292     40,827     (14,156)     (60)
  Transfers due to rider and contingent deferred sales charges (1,794)     (515)     (1,947)     (280)     (389)     (136)     -     -
  Transfers due to net charge annuitant mortality fluctuation (credit) to annuitant mortality fluctuation   2,934     18     6,483     360     50     -     -     -
  Transfers between Sub-Accounts and to/from General Account   (644,994)     (109,355)     (450,534)     52,288     291,231     (902,580)     (40,198)     226,264
Net increase (decrease) in net assets resulting from capital transactions   (2,781,877)     (733,350)     (4,710,019)     (335,023)     (207,191)     (3,150,436)     (691,883)     (289,206)
Total increase (decrease)   (6,319,637)     (2,143,325)     (15,961,264)     (3,076,687)     (206,877)     (8,350,396)     (2,739,521)     (2,738,764)
NET ASSETS, at beginning of the year   28,594,630     9,806,628     54,425,683     6,848,055     4,661,037     31,710,549     14,249,445     8,092,910
NET ASSETS, at end of the year $ 22,274,993   $ 7,663,303   $ 38,464,419   $ 3,771,368   $ 4,454,160   $ 23,360,153   $ 11,509,924   $ 5,354,146

 

See Notes to Financial Statements.

F-18
 

C.M. Multi-Account A

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)

For The Year Ended December 31, 2022 

     

MML

American Funds
International Sub-Account

  MML Balanced
Allocation
Sub-Account
  MML Blend
Sub-Account
 

MML Blue
Chip

Growth Sub-Account

  MML Conservative
Allocation
Sub-Account
  MML Equity
Sub-Account
  MML Equity
Income
Sub-Account
  MML Equity
Index Sub-Account
Investment income                                              
Dividends $ 257,812   $ 798,528   $ 809,466   $ -   $ 634,429   $ 494,439   $ 336,133   $ 203,580
Expenses                                              
Mortality and expense risk fees and administrative charges   15,123     271,056     749,131     326,680     198,302     380,174     238,730     256,370
Net investment income (loss)   242,689     527,472     60,335     (326,680)     436,127     114,265     97,403     (52,790)
Net realized and unrealized gain (loss) on investments                                              
  Realized gain (loss) on sale of fund shares   (687,596)     (320,911)     (1,759,302)     67,327     (198,508)     844,341     (3,363)     652,323
  Realized gain distribution   33,269     1,555,939     1,083,926     4,678,600     1,337,230     3,305,084     2,623,280     1,197,594
  Realized gain (loss)   (654,327)     1,235,028     (675,376)     4,745,927     1,138,722     4,149,425     2,619,917     1,849,917
Change in net unrealized appreciation/depreciation of investments   (68,288)     (5,765,077)     (11,649,927)     (18,964,223)     (4,508,371)     (6,281,791)     (3,679,318)     (6,393,690)
Net gain (loss) on investments   (722,615)     (4,530,049)     (12,325,303)     (14,218,296)     (3,369,649)     (2,132,366)     (1,059,401)     (4,543,773)
Net increase (decrease) in net assets resulting from operations   (479,926)     (4,002,577)     (12,264,968)     (14,544,976)     (2,933,522)     (2,018,101)     (961,998)     (4,596,563)
Capital transactions:                                              
  Transfers of net premiums   53,615     461,063     682,099     433,307     420,688     175,702     213,676     180,922
  Transfers due to death benefits   -     (371,705)     (829,326)     (147,398)     (7,542)     (220,552)     (101,832)     (289,638)
  Transfers due to annuity benefit payments   -     (18,805)     (50,804)     (3,119)     (13,693)     (22,862)     (5,142)     (8,393)
  Transfers due to withdrawal of funds   (204,731)     (1,630,007)     (5,042,400)     (1,957,859)     (1,331,196)     (2,181,712)     (1,611,389)     (1,398,255)
  Transfers due to loans, net of repayments   (5,579)     35,920     15,231     11,236     15,945     (10,979)     (1,151)     793
  Transfers due to rider and contingent deferred sales charges -     (491)     (1,616)     (1,659)     (32)     (919)     (1,067)     (313)
  Transfers due to net charge (credit) to annuitant mortality fluctuation   -     1,615     7,826     985     3,567     4,455     557              2,672
  Transfers between Sub-Accounts and to/from General Account   (1,307,975)     106,299     (444,316)     318,052     161,977     (635,056)     228,362     238,915
Net increase (decrease) in net assets resulting from capital transactions   (1,464,670)     (1,416,111)     (5,663,306)     (1,346,455)     (750,286)     (2,891,923)     (1,277,986)     (1,273,297)
Total increase (decrease)   (1,944,596)     (5,418,688)     (17,928,274)     (15,891,431)     (3,683,808)     (4,910,024)     (2,239,984)     (5,869,860)
NET ASSETS, at beginning of the year   1,944,596     25,473,633     71,335,958     36,800,409     18,659,903     34,022,495     20,410,370     23,937,630
NET ASSETS, at end of the year $ -   $ 20,054,945   $ 53,407,684   $ 20,908,978   $ 14,976,095   $ 29,112,471   $ 18,170,386   $ 18,067,770

 

See Notes to Financial Statements.

F-19
 

C.M. Multi-Account A

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)

For The Year Ended December 31, 2022 

      MML Focused Equity
Sub-Account
  MML
Foreign Sub-Account
  MML Fundamental
Equity Sub-Account
  MML Fundamental
Value Sub-Account
  MML Global
Sub-Account
  MML Growth
Allocation Sub-Account
  MML High
Yield Sub-Account
  MML Income &
Growth Sub-Account
Investment income                                              
Dividends $ 5,580   $ 278,532   $ 3,715   $ 11,969   $ 190,700   $ 1,427,127   $ 211,631   $ 333,021
Expenses                                              
Mortality and expense risk fees and administrative charges   10,691     91,258     12,512     18,011     152,580     638,443     35,335     299,840
Net investment income (loss)   (5,111)     187,274     (8,797)     (6,042)     38,120     788,684     176,296     33,181
Net realized and unrealized gain (loss) on investments                                              
  Realized gain (loss) on sale of fund shares   (1,608)     (61,872)     (36,514)     (4,993)     (215,902)     (1,568,932)     (46,290)     219,798
  Realized gain distribution   70,781     518,853     174,082     257,158     7,177,943     5,898,182     -     2,535,108
  Realized gain (loss)   69,173     456,981     137,568     252,165     6,962,041     4,329,250     (46,290)     2,754,906
Change in net unrealized appreciation/depreciation of investments   (117,750)     (2,013,444)     (389,708)     (330,845)     (9,660,766)     (15,322,267)     (544,182)     (3,234,976)
Net gain (loss) on investments   (48,577)     (1,556,463)     (252,140)     (78,680)     (2,698,725)     (10,993,017)     (590,472)     (480,070)
Net increase (decrease) in net assets resulting from operations   (53,688)     (1,369,189)     (260,937)     (84,722)     (2,660,605)     (10,204,333)     (414,176)     (446,889)
Capital transactions:                                              
  Transfers of net premiums   13,587     97,875     34,467     35,257     67,219     1,699,780     108,469     125,326
  Transfers due to death benefits   -     (31,368)     -     (23,974)     (141,456)     (289,236)     (18,354)     (502,526)
  Transfers due to annuity benefit payments   -     (4,879)     -     -     (2,249)     -     -     (5,666)
  Transfers due to withdrawal of funds   (21,870)     (810,364)     (34,754)     (122,201)     (946,665)     (4,900,522)     (208,521)     (2,167,273)
  Transfers due to loans, net of repayments   (295)     2,246     (344)     5     9,034     66,790     (1,519)     15,487
  Transfers due to rider and contingent deferred sales charges -     (639)     (20)     (6)     (589)     (132)     (182)     (1,282)
  Transfers due to net charge (credit) to annuitant mortality fluctuation               -     927     -                 -     (282)     -                 -     777
  Transfers between Sub-Accounts and to/from General Account   80,725     97,170     35,270     53,366     21,315     (116,541)     (28,846)     (632,242)
Net increase (decrease) in net assets resulting from capital transactions   72,147     (649,032)     34,619     (57,553)     (993,673)     (3,539,861)     (148,953)     (3,167,399)
Total increase (decrease)   18,459     (2,018,221)     (226,318)     (142,275)     (3,654,278)     (13,744,194)     (563,129)     (3,614,288)
NET ASSETS, at beginning of the year   894,408     8,849,294     1,167,304     1,536,269     14,366,310     63,570,385     3,249,709     25,929,813
NET ASSETS, at end of the year $ 912,867   $ 6,831,073   $ 940,986   $ 1,393,994   $ 10,712,032   $ 49,826,191   $ 2,686,580   $ 22,315,525

 

See Notes to Financial Statements.

F-20
 

C.M. Multi-Account A

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)

For The Year Ended December 31, 2022 

      MML Inflation- Protected and
Income Sub-Account
  MML International
Equity Sub-Account
  MML Large
Cap Growth Sub-Account
  MML Managed
Bond Sub-Account
  MML Managed
Bond Sub-Account
  MML Managed
Volatility Sub-Account
  MML Mid
Cap Growth Sub-Account
  MML Mid
Cap Value Sub-Account
                        (Initial Class)   (Service Class)                
Investment income                                              
Dividends $ 238,096   $ 1,206   $ -   $ 608,826   $ 60,545   $ 40,352   $ -   $ 910,168
Expenses                                              
Mortality and expense risk fees and administrative charges   114,709     1,867     193,526     242,901     29,347     104,491     892,880     546,893
Net investment income (loss)   123,387     (661)     (193,526)     365,925     31,198     (64,139)     (892,880)     363,275
Net realized and unrealized gain (loss) on investments                                              
  Realized gain (loss) on sale of fund shares   (95,664)     (1,177)     83,982     (382,060)     (30,603)     78,118     (2,548,385)     6,334
  Realized gain distribution   669,454     7,335     1,459,688     203,724     22,539     -     19,970,929     10,359,907
  Realized gain (loss)   573,790     6,158     1,543,670     (178,336)     (8,064)     78,118     17,422,544     10,366,241
  Change in net unrealized appreciation/depreciation of investments   (2,158,463)     (24,868)     (6,859,272)     (3,890,469)     (436,822)     (1,265,322)     (40,330,294)     (11,978,455)
Net gain (loss) on investments   (1,584,673)     (18,710)     (5,315,602)     (4,068,805)     (444,886)     (1,187,204)     (22,907,750)     (1,612,214)
  Net increase (decrease) in net assets resulting from operations   (1,461,286)     (19,371)     (5,509,128)     (3,702,880)     (413,688)     (1,251,343)     (23,800,630)     (1,248,939)
Capital transactions:                                              
  Transfers of net premiums   147,820     4,784     98,630     357,989     9,827     110,132     530,471     322,679
  Transfers due to death benefits   (98,426)     -     (166,183)     (232,011)     (18,124)     (93,010)     (898,144)     (483,534)
  Transfers due to annuity benefit payments   (2,957)     -     (25,793)     (3,152)     -     (16,688)     (41,730)     (37,809)
  Transfers due to withdrawal of funds   (942,669)     (10,276)     (1,046,481)     (2,032,425)     (153,987)     (850,834)     (6,050,043)     (4,208,190)
  Transfers due to loans, net of repayments   9,543     170     4,620     23,633     -     13,688     8,594     33,350
  Transfers due to rider and contingent deferred sales charges   (391)     -     (1,217)     (2,345)     (64)     (1,213)     (2,973)     (3,770)
  Transfers due to net charge (credit) to annuitant mortality fluctuation   (1,453)     -     7,729     340     -     4,555     9,510     (12,903)
  Transfers between Sub-Accounts and to/from General Account   (168,366)     143,157     (26,163)     (829,265)     (33,292)     (274,646)     (491,482)     (1,312,909)
Net increase (decrease) in net assets resulting from capital transactions   (1,056,899)     137,835     (1,154,858)     (2,717,236)     (195,640)     (1,108,016)     (6,935,797)     (5,703,086)
Total increase (decrease)   (2,518,185)     118,464     (6,663,986)     (6,420,116)     (609,328)     (2,359,359)     (30,736,427)     (6,952,025)
NET ASSETS, at beginning of the year   10,680,787     144,550     19,818,248     24,101,131     2,569,838     9,849,304     93,047,597     48,086,111
NET ASSETS, at end of the year $ 8,162,602   $ 263,014   $ 13,154,262   $ 17,681,015   $ 1,960,510   $ 7,489,945   $ 62,311,170   $ 41,134,086

 

See Notes to Financial Statements.

F-21
 

C.M. Multi-Account A

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)

For The Year Ended December 31, 2022 

      MML Moderate Allocation
Sub-Account
  MML Short-Duration
Bond Sub-Account
  MML Small
Cap Equity Sub-Account
  MML Small Cap Growth
Equity Sub-Account
  MML Small Company
Value Sub-Account
  MML Small/Mid
Cap Value Sub-Account
  MML Strategic Emerging
Markets Sub-Account
  MML Sustainable
Equity Sub-Account
Investment income                                              
Dividends $ 1,785,511   $ 65,563   $ 134,573   $ -   $ -   $ 145,709   $ 27,718   $ 281,080
Expenses                                              
Mortality and expense risk fees and administrative charges   668,768     27,521     241,925     160,894     10,869     142,892     11,298     371,088
Net investment income (loss)   1,116,743     38,042     (107,352)     (160,894)     (10,869)     2,817     16,420     (90,008)
Net realized and unrealized gain (loss) on investments                                              
  Realized gain (loss) on sale of fund shares   (1,453,849)     (40,771)     239,048     (193,080)     (37,149)     17,382     (49,403)     2,209,271
  Realized gain distribution   4,893,394     -     2,252,864     3,565,854     495,300     3,169,487     308,374     4,268,211
  Realized gain (loss)   3,439,545     (40,771)     2,491,912     3,372,774     458,151     3,186,869     258,971     6,477,482
Change in net unrealized appreciation/depreciation of investments   (15,058,536)     (214,686)     (6,271,627)     (7,013,440)     (615,119)     (5,441,768)     (611,705)     (12,789,859)
Net gain (loss) on investments   (11,618,991)     (255,457)     (3,779,715)     (3,640,666)     (156,968)     (2,254,899)     (352,734)     (6,312,377)
Net increase (decrease) in net assets resulting from operations   (10,502,248)     (217,415)     (3,887,067)     (3,801,560)     (167,837)     (2,252,082)     (336,314)     (6,402,385)
Capital transactions:                                              
  Transfers of net premiums   1,774,277     17,359     193,178     104,548     34,969     210,875     30,428     234,818
  Transfers due to death benefits   (50,784)     (3,618)     (114,379)     (48,236)     -     (25,504)     -     (173,045)
  Transfers due to annuity benefit payments   (13,698)     (198)     (6,812)     (12,109)     -     (1,371)     -     (8,682)
  Transfers due to withdrawal of funds   (8,301,119)     (277,606)     (1,450,654)     (782,421)     (76,314)     (1,181,565)     (65,062)     (2,400,650)
  Transfers due to loans, net of repayments   23,528     (417)     3,196     8,592     (214)     12,770     288     17,400
  Transfers due to rider and contingent deferred sales charges   (580)     (42)     (1,750)     (583)     -     (425)     -     (1,897)
  Transfers due to net charge (credit) to annuitant mortality fluctuation   3,442     27     762     2,915     -     41     -     1,525
  Transfers between Sub-Accounts and to/from General Account   (1,469,283)     167,613     (542,486)     13,851     17,100     (303,242)     70,670     (550,011)
Net increase (decrease) in net assets resulting from capital transactions   (8,034,217)     (96,882)     (1,918,945)     (713,443)     (24,459)     (1,288,421)     36,324     (2,880,542)
Total increase (decrease)   (18,536,465)     (314,297)     (5,806,012)     (4,515,003)     (192,296)     (3,540,503)     (299,990)     (9,282,927)
NET ASSETS, at beginning of the year   67,989,941     2,315,285     23,414,026     15,889,593     1,051,122     14,187,869     1,184,646     36,368,901
NET ASSETS, at end of the year $ 49,453,476   $ 2,000,988   $ 17,608,014   $ 11,374,590   $ 858,826   $ 10,647,366   $ 884,656   $ 27,085,974

 

See Notes to Financial Statements.

F-22
 

C.M. Multi-Account A

STATEMENTS OF OPERATIONS AND CHANGES IN NET ASSETS (Continued)

For The Year Ended December 31, 2022 

      MML Total
Return Bond
Sub-Account
 

MML U.S.

Government
Money Market
Sub-Account

 

PIMCO

Commodity-
RealReturn®  

Strategy
Sub-Account

  VY® CBRE Global
Real Estate
Sub-Account
Investment income                      
Dividends $ 29,790   $ 237,289   $ 590,428   $ 57,658
Expenses                      
Mortality and expense risk fees and administrative charges   28,480     244,714     32,639     25,323
Net investment income (loss)   1,310     (7,425)     557,789     32,335
Net realized and unrealized gain (loss) on investments                      
  Realized gain (loss) on sale of fund shares   (93,627)     (7)     41,446     (25,741)
  Realized gain distribution   -     -     -     98,781
  Realized gain (loss)   (93,627)     (7)     41,446     73,040
Change in net unrealized appreciation/depreciation of investments   (332,949)     7     (574,569)     (738,098)
Net gain (loss) on investments   (426,576)     -     (533,123)     (665,058)
Net increase (decrease) in net assets resulting from operations   (425,266)     (7,425)     24,666     (632,723)
Capital transactions:                      
  Transfers of net premiums   52,691     290,516     40,320     23,756
  Transfers due to death benefits   (12,075)     (139,060)     (21,272)     (21,014)
  Transfers due to annuity benefit payments   (946)     (22,374)     (280)     -
  Transfers due to withdrawal of funds   (223,102)     (3,760,947)     (526,429)     (159,052)
  Transfers due to loans, net of repayments   (1,108)     7,336     2,013     12,537
  Transfers due to rider and contingent deferred sales charges   (3)     (1,488)     (21)     (181)
  Transfers due to net charge (credit) to annuitant mortality fluctuation   147     496     61     -
  Transfers between Sub-Accounts and to/from General Account   (387,411)     3,730,339     962,267     (169,235)
Net increase (decrease) in net assets resulting from capital transactions   (571,807)     104,818     456,659     (313,189)
Total increase (decrease)   (997,073)     97,393     481,325     (945,912)
NET ASSETS, at beginning of the year   3,017,232     20,069,406     1,651,829     2,570,023
NET ASSETS, at end of the year $ 2,020,159   $ 20,166,799   $ 2,133,154   $ 1,624,111

 

See Notes to Financial Statements.

F-23
 

C. M. Multi-Account A

 

Notes To Financial Statements

 

1. ORGANIZATION

C.M. Multi-Account A (the “Separate Account”) is a separate investment account of C.M. Life Insurance Company (“C.M. Life”) established on August 3, 1994. The Separate Account is registered as a unit investment trust under the Investment Company Act of 1940 (“the 1940 Act”).

C.M. Life is a subsidiary of Massachusetts Mutual Life Insurance Company (“MassMutual”).

C.M. Life maintains three segments within the Separate Account: Panorama Premier, Panorama Passage®, and MassMutual Artistry. One of the three segments, Panorama Passage®, has multiple tiers. The unit values of these tiers differ based on the associated expense ratio.

 

The assets and liabilities of the Separate Account are clearly identified and distinguished from C.M. Life’s other assets and liabilities. The Separate Account assets are not chargeable with liabilities arising from any other C.M. Life business.

 

2. INVESTMENT OF THE SEPARATE ACCOUNT’S ASSETS

 

For the year or period ended December 31, 2023, the Separate Account consists of fifty-one sub-accounts which invest in the following mutual funds. All of the sub-accounts may not be available to all of the three segments of the Separate Account:

 

    The sub-account listed in the first column
Sub-Accounts   invests in the fund in this column
Fidelity® VIP Contrafund® Sub-Account   Fidelity® VIP Contrafund® Portfolio1
Invesco Oppenheimer V.I. International Growth Sub-Account   Invesco Oppenheimer V.I. International Growth Fund2
Invesco V.I. Capital Appreciation Sub-Account   Invesco V.I. Capital Appreciation Fund2
Invesco V.I. Conservative Balanced Sub-Account   Invesco V.I. Conservative Balanced Fund2
Invesco V.I. Core Plus Bond Sub-Account8   Invesco V.I. Core Plus Bond Fund2, 8
Invesco V.I. Discovery Mid Cap Growth Sub-Account   Invesco V.I. Discovery Mid Cap Growth Fund2
Invesco V.I. Diversified Dividend Sub-Account   Invesco V.I. Diversified Dividend Fund2
Invesco V.I. Global Sub-Account   Invesco V.I. Global Fund2
Invesco V.I. Global Strategic Income Sub-Account   Invesco V.I. Global Strategic Income Fund2
Invesco V.I. Health Care Sub-Account   Invesco V.I. Health Care Fund2
Invesco V.I. Main Street Sub-Account   Invesco V.I. Main Street Fund®2
Invesco V.I. Technology Sub-Account   Invesco V.I. Technology Fund2
Invesco V.I. U.S. Government Money Sub-Account   Invesco V.I. U.S. Government Money Portfolio2
MML Aggressive Allocation Sub-Account   MML Aggressive Allocation Fund3
MML American Funds Core Allocation Sub-Account   MML American Funds Core Allocation Fund3
MML American Funds Growth Sub-Account   MML American Funds Growth Fund3
MML Balanced Allocation Sub-Account   MML Balanced Allocation Fund3
MML Blend Sub-Account   MML Blend Fund3
MML Blue Chip Growth Sub-Account   MML Blue Chip Growth Fund3
MML Conservative Allocation Sub-Account   MML Conservative Allocation Fund3
MML Equity Sub-Account   MML Equity Fund3
MML Equity Income Sub-Account   MML Equity Income Fund3
MML Equity Index Sub-Account   MML Equity Index Fund3
MML Focused Equity Sub-Account   MML Focused Equity Fund3
MML Foreign Sub-Account                      MML Foreign Fund3
MML Fundamental Equity Sub-Account   MML Fundamental Equity Fund3
F-24
 

Notes To Financial Statements (Continued)

 

MML Fundamental Value Sub-Account   MML Fundamental Value Fund3
MML Global Sub-Account   MML Global Fund3
MML Growth Allocation Sub-Account   MML Growth Allocation Fund3
MML High Yield Sub-Account   MML High Yield Fund3
MML Income & Growth Sub-Account   MML Income & Growth Fund3
MML Inflation-Protected and Income Sub-Account   MML Inflation-Protected and Income Fund3
MML International Equity Sub-Account   MML International Equity Fund3
MML Large Cap Growth Sub-Account   MML Large Cap Growth Fund3
MML Managed Bond Sub-Account (Initial Class)   MML Managed Bond Fund (Initial Class)3
MML Managed Bond Sub-Account (Service Class)   MML Managed Bond Fund (Service Class)3
MML Managed Volatility Sub-Account   MML Managed Volatility Fund3
MML Mid Cap Growth Sub-Account   MML Mid Cap Growth Fund3
MML Mid Cap Value Sub-Account         MML Mid Cap Value Fund3
MML Moderate Allocation Sub-Account   MML Moderate Allocation Fund3
MML Short-Duration Bond Sub-Account   MML Short-Duration Bond Fund3
MML Small Cap Equity Sub-Account   MML Small Cap Equity Fund3
MML Small Cap Growth Equity Sub-Account   MML Small Cap Growth Equity Fund3
MML Small Company Value Sub-Account   MML Small Company Value Fund3
MML Small/Mid Cap Value Sub-Account   MML Small/Mid Cap Value Fund3
MML Strategic Emerging Markets Sub-Account   MML Strategic Emerging Markets Fund3
MML Sustainable Equity Sub-Account4   MML Sustainable Equity Fund3, 4
MML Total Return Bond Sub-Account   MML Total Return Bond Fund3
MML U.S. Government Money Market Sub-Account   MML U.S. Government Money Market Fund3
PIMCO CommodityRealReturn® Strategy Sub-Account   PIMCO CommodityRealReturn® Strategy Portfolio5
VY® CBRE Global Real Estate Sub-Account6   VY® CBRE Global Real Estate Portfolio6, 7

 

In addition to the fifty-one sub-accounts, some contract owners may also allocate funds to the Fixed Interest Account (“FIA”) which is part of C.M. Life’s general investment account (“General Account”). Because of exemptive and exclusionary provisions in the securities law, interests in the FIA are not registered under the Securities Act of 1933, and the General Account and the FIA are not registered as an investment company under the 1940 Act.

1 Fidelity Management & Research Company LLC is the investment adviser to this Portfolio.

2 Invesco Advisers, Inc. is the investment adviser to this Fund.

3 MML Investments Advisers, LLC is the investment adviser to this Fund.

4 Prior to May 1, 2022, known as MML Growth & Income Sub-Account/Fund.

5 Pacific Investment Management Company LLC is the investment adviser to this Portfolio.

6 Prior to November 4, 2022, known as VY® Clarion Global Real Estate Sub-Account/Fund.

7 Voya Investments, LLC is the investment adviser to this Portfolio.

8 After the close of business on April 29, 2022, Invesco V.I. Core Plus Bond Fund acquired all the net assets of Invesco V.I. Core Bond Fund pursuant to a plan of reorganization approved by the Board of Trustees of the Invesco V.I. Core Plus Bond Fund on December 1, 2021 and by the shareholders of the Invesco V.I. Core Bond Fund on March 31, 2022. The acquisition was accomplished by a tax-free exchange as of the close of business on April 29, 2022. Shares of Invesco V.I. Core Bond Fund were exchanged for the like class of shares of Invesco V.I. Core Plus Bond Fund, based on the relative net asset value of the two funds which resulted in Invesco V.I. Core Bond Fund receiving 1.15816327 shares of Invesco V.I. Core Plus Bond Fund in exchange of 1 share of Invesco V.I Core Bond Fund. As a result of the underlying fund merger, the subaccount name changed from Invesco V.I. Core Bond Fund to Invesco V.I. Core Plus Bond Fund.

F-25
 

Notes To Financial Statements (Continued)

 

3.  SIGNIFICANT ACCOUNTING POLICIES

 

The following is a summary of significant accounting policies followed by the Separate Account in preparation of the financial statements in conformity with generally accepted accounting principles. C.M. Multi-Account A follows the accounting and reporting guidance in FASB Accounting Standards Codification 946.

  A. Investment Valuation
    Investments in the underlying funds held by each sub-account are carried at fair value which is based on the closing net asset value of each of the respective underlying funds, which value their investment securities at fair value.
     
  B. Accounting for Investments
    Investment transactions are accounted for on a trade-date basis and identified cost is the basis followed in determining the cost of investments sold for financial statement purposes. Dividend income and gains from realized gain distributions are recorded on the ex-distribution date and they are generally reinvested in the underlying investment funds.
     
  C. Federal Income Taxes
    C.M. Life is taxed under federal law as a life insurance company under the provisions of the 1986 Internal Revenue Code, as amended. Under existing federal law, no taxes are payable on net investment income and net realized capital gains attributable to contracts, which depend on the Separate Account’s investment performance. Accordingly, no provision for federal income tax has been made. C.M. Life may, however, make such a charge in the future if an unanticipated change of current law results in a tax liability attributable to the Separate Account.
     
  D. Contract Charges
    See Note 8B for charges associated with the contracts.
     
  E. Estimates
    The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
     
  F. Loans
    If the certificate is a tax-sheltered annuity (“TSA”), the contract owners may be able to take a loan under their certificate. All such loans must conform to the requirements of the Internal Revenue Code. There are limitations on the amount of the loan the participants can take, and there is a required loan repayment schedule. When a loan is made, the Separate Account transfers the amount of the loan to C.M. Life, thereby decreasing both the investments and net assets of the Separate Account. The contract owner is charged interest on the outstanding loan amount based on the interest rate then in effect.
     
  G. Annuitant Mortality Fluctuation
    The Separate Account contributes to an Annuitant Mortality Fluctuation Fund (AMFF) reserve maintained by C.M. Life as required by regulatory authorities to provide for mortality losses incurred. The AMFF reserve is adjusted quarterly for mortality losses and gains and its proportionate share of changes in value. Transfers to or from C.M. Life are then made quarterly to adjust the AMFF reserve which is held in the Separate Account. Net transfers from the Separate Account to C.M. Life totaled $77,727 for the year ended December 31, 2023. Net transfers from C.M. Life to the Separate Account totaled $82,426 for the year ended December 31, 2022. The AMFF reserve is subject to a maximum of 3% of the Separate Account’s annuity reserves. Any mortality losses in excess of this reserve will be borne by C.M. Life. The AMFF reserve is not available to owners of the contracts except to the extent necessary to cover mortality losses under the contracts.
F-26
 

Notes To Financial Statements (Continued)

 

  H. Annuity Reserves
    Annuity reserves are developed by using accepted actuarial methods and are computed using the 1994 MGDB table.

 

4.  FAIR VALUE OF FINANCIAL INSTRUMENTS

 

The Separate Account defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. In determining fair value, the Separate Account generally uses the market approach as the valuation technique due to the nature of the mutual fund investments offered in the Separate Account. This technique maximizes the use of observable inputs and minimizes the use of unobservable inputs. Investments in mutual funds are valued at the mutual fund’s closing net asset value per share on the day of valuation.

 

Valuation Inputs: Various inputs are used to determine the value of the Separate Account’s investments. These inputs are summarized in the three broad levels listed below:

 

Level 1 – quoted prices in active markets for identical securities
Level 2 – observable inputs other than Level 1 quoted prices (including, but not limited to, quoted prices for similar securities, interest rates, prepayment speeds and credit risk)
Level 3 – unobservable inputs

 

The investments of the Separate Account are measured at fair value. All the investments are categorized as Level 1 as of December 31, 2023. There have been no transfers between levels for the year ended December 31, 2023.

 

5. RELATED PARTY TRANSACTIONS
A.Sales Agreements

The contracts currently being offered are sold by both registered representatives of MML Investors Services, LLC (“MMLIS”), a subsidiary of MassMutual, and by registered representatives of other broker-dealers who have entered into distribution agreements with MML Strategic Distributors, LLC (“MSD”), a subsidiary of MassMutual. Pursuant to separate underwriting agreements with C.M. Life, on its own behalf and on behalf of the Separate Account, MMLIS serves as principal underwriter of the contracts sold by its registered representatives, and MSD serves as principal underwriter of the contracts sold by registered representatives of other broker-dealers who have entered into distribution agreements with MSD.

Both MMLIS and MSD are registered with the Securities and Exchange Commission (the “SEC”) as broker-dealers under the Securities and Exchange Act of 1934 and are members of the Financial Industry Regulatory Authority (“FINRA”). Commissions for sales of contracts by MMLIS registered representatives are paid on behalf of MMLIS to its registered representatives. Commissions for sales of contracts by registered representatives of other broker-dealers are paid on behalf of MSD to those broker-dealers. MMLIS and MSD also receive compensation for their actions as principal underwriters of the contracts.

B.Receivable from/Payable to C.M. Life

Certain fees such as mortality and expense risk fees are charges paid between the General Account and the Separate Account. The General Account is not registered as an investment company under the 1940 Act.

F-27
 

Notes To Financial Statements (Continued)

 

6.PURCHASE AND SALES OF INVESTMENTS

The cost of purchases and proceeds from sales of investments for each of the years in the two-year period ended December 31, 2023 were as follows:

 
 
 
 
 
 
Fidelity®
 VIP
Contrafund®
Sub-Account
 
 
 
 
 
Invesco
Oppenheimer V.I.
International
Growth
Sub-Account
 
 
 
 
 
 
Invesco V.I.
Capital
Appreciation
Sub-Account
 
 
 
 
 
 
Invesco V.I.
Conservative
Balanced
Sub-Account
 
 
 
 
 
 
 
Invesco V.I.
Core Plus Bond
Sub-Account
 
 
 
 
 
 
Invesco V.I.
Discovery
Mid Cap Growth
Sub-Account
 
 
 
 
 
 
Invesco V.I.
Diversified
Dividend
Sub-Account
 
 
 
 
 
 
 
Invesco V.I.
Global
Sub-Account
2023                                              
Cost of purchases $ 4,709,466   $ 476,462   $ 314,099   $ 204,814   $ 96,777   $ 233,118   $ 582,216   $ 8,091,203
Proceeds from sales   (10,744,397)     (1,604,890)     (5,150,190)     (1,344,606)     (336,590)     (2,997,989)     (399,990)     (7,451,208)

 

 
 
 
 
 
 
Invesco V.I.
Global Strategic
Income
Sub-Account
 
 
 
 
 
 
 
Invesco V.I.
Health Care
Sub-Account
 
 
 
 
 
 
 
Invesco V.I.
Main Street
Sub-Account
 
 
 
 
 
 
 
Invesco V.I.
Technology
Sub-Account
 
 
 
 
 
 
Invesco V.I.
U.S. Government
Money
Sub-Account
 
 
 
 
 
 
MML
Aggressive
Allocation
Sub-Account
 
 
 
 
 
MML
American
Funds
Core Allocation
Sub-Account
 
 
 
 
 
MML
American
Funds
Growth
Sub-Account
2023 (Continued)                                              
Cost of purchases $ 235,747   $ 159,468   $ 3,331,724   $ 257,701   $ 646,599   $ 4,236,683   $ 2,388,775   $ 1,499,055
Proceeds from sales   (3,037,929)     (868,553)     (5,146,560)     (933,158)     (840,325)     (2,393,797)     (1,974,202)     (787,062)

 

 
 
 
 
MML
Balanced
Allocation
Sub-Account
 
 
 
 
 
MML
Blend
Sub-Account
 
 
 
 
MML
Blue Chip
Growth
Sub-Account
 
 
 
 
MML
Conservative
Allocation
Sub-Account
 
 
 
 
 
MML
Equity
Sub-Account
 
 
 
 
 
MML
Equity Income
Sub-Account
 
 
 
 
MML
Equity
Index
Sub-Account
 
 
 
 
MML
Focused
Equity
Sub-Account
2023 (Continued)                                              
Cost of purchases $ 2,677,240   $ 2,258,386   $ 925,552   $ 2,767,164   $ 3,107,670   $ 2,288,790   $ 2,854,683   $ 281,730
Proceeds from sales   (3,654,501)     (6,742,003)     (2,827,477)     (2,753,255)     (3,480,080)     (2,253,456)     (2,313,382)     (152,378)

 

 
 
 
 
 
 
 
MML
Foreign
Sub-Account
 
 
 
 
 
 
MML
Fundamental
Equity
Sub-Account
 
 
 
 
 
 
MML
Fundamental
Value
Sub-Account
 
 
 
 
 
 
 
MML
Global
Sub-Account
 
 
 
 
 
 
MML
Growth
Allocation
Sub-Account
 
 
 
 
 
 
 
MML
High Yield
Sub-Account
 
 
 
 
 
 
MML
Income
& Growth
Sub-Account
 
 
 
 
 
MML
Inflation-
Protected
and Income
Sub-Account
2023 (Continued)                                              
Cost of purchases $ 248,735   $ 91,205   $ 230,179   $ 743,706   $ 9,025,287   $ 419,571   $ 3,348,203   $ 593,392
Proceeds from sales   (965,482)     (163,899)     (453,877)     (1,474,013)     (5,945,923)     (349,203)     (2,506,285)     (1,254,454)
F-28
 

Notes To Financial Statements (Continued)

 

6.  PURCHASE AND SALES OF INVESTMENTS (Continued)

 

 
 
 
 
MML
International
Equity
Sub-Account
 
 
 
 
MML
Large Cap
Growth
Sub-Account
 
 
 
 
MML
Managed
Bond
Sub-Account
 
 
 
 
MML
Managed
Bond
Sub-Account
 
 
 
 
MML
Managed
Volatility
Sub-Account
 
 
 
 
MML
Mid Cap Growth
Sub-Account
 
 
 
 
MML
Mid Cap Value
Sub-Account
 
 
 
 
MML
Moderate
Allocation
Sub-Account
          (Initial Class)   (Service Class)                  
2023 (Continued)                                              
Cost of purchases $ 31,778   $ 2,124,701   $ 1,195,555   $ 203,101   $ 1,510,931   $ 598,193   $ 7,776,807   $ 7,240,731
Proceeds from sales   (56,308)     (1,860,620)     (2,652,214)     (418,895)     (1,012,965)     (8,777,604)     (4,419,858)     (6,996,155)

 

 
 
 
 
 
 
MML
Short-Duration
Bond
Sub-Account
 
 
 
 
 
 
MML
Small Cap
Equity
Sub-Account
 
 
 
 
 
 
MML
Small Cap
Growth Equity
Sub-Account
 
 
 
 
 
 
MML
Small
Company Value
Sub-Account
 
 
 
 
 
 
MML
Small/Mid Cap
Value
Sub-Account
 
 
 
 
 
MML
Strategic
Emerging
Markets
Sub-Account
 
 
 
 
 
 
MML
Sustainable
Equity
Sub-Account
 
 
 
 
 
MML
Total
Return
Bond
Sub-Account
2023 (Continued)                                              
Cost of purchases $ 219,660   $ 713,463   $ 331,600   $ 60,259   $ 2,088,033   $ 47,957   $ 9,034,845   $ 514,217
Proceeds from sales   (489,322)     (1,795,122)     (1,705,928)     (115,918)     (1,296,720)     (139,548)     (3,300,881)     (525,825)

 

 
 
 
 
 
 
MML U.S.
Government
Money Market
Sub-Account
 
 
 
 
 
PIMCO
Commodity-
RealReturn®
Strategy
Sub-Account
 
 
 
 
 
VY®
CBRE Global
Real Estate
Sub-Account
                             
2023 (Continued)                                              
Cost of purchases $ 2,582,903   $ 525,427   $ 84,044                              
Proceeds from sales   (3,898,675)     (1,056,457)     (277,056)                              

 

 
 
 
 
 
 
Fidelity®
 VIP
Contrafund®
Sub-Account
 
 
 
 
 
Invesco
Oppenheimer V.I.
International
Growth
Sub-Account
 
 
 
 
 
 
Invesco V.I.
Capital
Appreciation
Sub-Account
 
 
 
 
 
 
Invesco V.I.
Conservative
Balanced
Sub-Account
 
 
 
 
 
 
 
Invesco V.I.
Core Plus Bond
Sub-Account
 
 
 
 
 
 
Invesco V.I.
Discovery
Mid Cap Growth
Sub-Account
 
 
 
 
 
 
Invesco V.I.
Diversified
Dividend
Sub-Account
 
 
 
 
 
 
 
Invesco V.I.
Global
Sub-Account
2022                                              
Cost of purchases $ 5,482,525   $ 4,451,646   $ 15,291,991   $ 908,353   $ 153,260   $ 8,692,410   $ 749,123   $ 12,756,282
Proceeds from sales   (11,058,473)     (2,973,380)     (5,662,525)     (1,416,552)     (527,219)     (2,977,362)     (471,349)     (7,633,764)
F-29
 

Notes To Financial Statements (Continued)

 

6.  PURCHASE AND SALES OF INVESTMENTS (Continued)

 

 
 
 
 
 
 
Invesco V.I.
Global Strategic
Income
Sub-Account
 
 
 
 
 
 
 
Invesco V.I.
Health Care
Sub-Account
 
 
 
 
 
 
 
Invesco V.I.
Main Street
Sub-Account
 
 
 
 
 
 
 
Invesco V.I.
Technology
Sub-Account
 
 
 
 
 
 
Invesco V.I.
U.S. Government
Money
Sub-Account
 
 
 
 
 
 
MML
Aggressive
Allocation
Sub-Account
 
 
 
 
 
MML
American
Funds
Core Allocation
Sub-Account
 
 
 
 
 
MML
American
Funds
Growth
Sub-Account
2022 (Continued)                                              
Cost of purchases $ 263,424   $ 1,182,809   $ 17,318,738   $ 2,098,679   $ 483,824   $ 4,625,495   $ 1,629,459   $ 1,785,003
Proceeds from sales   (3,348,012)     (927,332)     (5,612,732)     (727,788)     (691,745)     (3,959,540)     (1,407,479)     (775,997)

 

 
 
 
 
 
MML
American
Funds
International
Sub-Account
 
 
 
 
 
 
MML
Balanced
Allocation
Sub-Account
 
 
 
 
 
 
 
MML
Blend
Sub-Account
 
 
 
 
 
 
MML
Blue Chip
Growth
Sub-Account
 
 
 
 
 
 
MML
Conservative
Allocation
Sub-Account
 
 
 
 
 
 
 
MML
Equity
Sub-Account
 
 
 
 
 
 
 
MML
Equity Income
Sub-Account
 
 
 
 
 
 
MML
Equity
Index
Sub-Account
2022 (Continued)                                              
Cost of purchases $ 441,911   $ 3,242,591   $ 2,599,051   $ 5,596,013   $ 2,738,820   $ 4,258,750   $ 3,866,533   $ 1,976,180
Proceeds from sales   (1,630,621)     (2,575,291)     (7,121,739)     (2,591,018)     (1,715,743)     (3,732,345)     (2,423,875)     (2,105,352)

 

 
 
 
 
MML
Focused
Equity
Sub-Account
 
 
 
 
 
MML
Foreign
Sub-Account
 
 
 
 
MML
Fundamental
Equity
Sub-Account
 
 
 
 
MML
Fundamental
Value
Sub-Account
 
 
 
 
 
MML
Global
Sub-Account
 
 
 
 
MML
Growth
Allocation
Sub-Account
 
 
 
 
 
MML
High Yield
Sub-Account
 
 
 
 
MML
Income
& Growth
Sub-Account
2022 (Continued)                                              
Cost of purchases $ 175,759   $ 1,066,183   $ 365,789   $ 619,861   $ 7,535,304   $ 8,821,742   $ 411,847   $ 2,985,931
Proceeds from sales   (37,930)     (1,009,456)     (165,892)     (426,301)     (1,312,968)     (5,674,735)     (384,515)     (3,585,253)

 

 
 
 
 
 
MML
Inflation-
Protected
and Income
Sub-Account
 
 
 
 
 
 
MML
International
Equity
Sub-Account
 
 
 
 
 
 
MML
Large Cap
Growth
Sub-Account
 
 
 
 
 
 
MML
Managed
Bond
Sub-Account
 
 
 
 
 
 
MML
Managed
Bond
Sub-Account
 
 
 
 
 
 
MML
Managed
Volatility
Sub-Account
 
 
 
 
 
 
 
MML
Mid Cap Growth
Sub-Account
 
 
 
 
 
 
 
MML
Mid Cap Value
Sub-Account
              (Initial Class)   (Service Class)                
2022 (Continued)                                              
Cost of purchases $ 1,184,319   $ 155,834   $ 1,652,136   $ 1,098,569   $ 124,917   $ 137,634   $ 20,473,351   $ 11,379,721
Proceeds from sales   (1,448,269)     (11,332)     (1,543,633)     (3,246,168)     (266,820)     (1,310,623)     (8,344,213)     (6,360,633)
F-30
 

Notes To Financial Statements (Continued)

 

6.  PURCHASE AND SALES OF INVESTMENTS (Continued)

 

 
 
 
 
MML
Moderate
Allocation
Sub-Account
 
 
 
 
MML
Short-Duration
Bond
Sub-Account
 
 
 
 
MML
Small Cap
Equity
Sub-Account
 
 
 
 
MML
Small Cap
Growth Equity
Sub-Account
 
 
 
 
MML
Small
Company Value
Sub-Account
 
 
 
 
MML
Small/Mid Cap
Value
Sub-Account
 
 
 
 
MML Strategic
Emerging
Markets
Sub-Account
 
 
 
 
MML
Sustainable
Equity
Sub-Account
2022 (Continued)                                              
Cost of purchases $ 7,476,793   $ 369,653   $ 2,601,221   $ 3,798,519   $ 556,552   $ 3,615,733   $ 464,000   $ 4,827,072
Proceeds from sales   (9,500,880)     (428,495)     (2,374,759)     (1,108,399)     (96,580)     (1,731,977)     (102,881)     (3,529,827)

 

 
 
 
 
 
MML
Total Return
Bond
Sub-Account
 
 
 
 
 
 
MML U.S.
Government
Money Market
Sub-Account
 
 
 
 
 
PIMCO
Commodity-
RealReturn®
Strategy
Sub-Account
 
 
 
 
 
VY®
CBRE Global
Real Estate
Sub-Account
                       
2022 (Continued)                                              
Cost of purchases $ 224,256   $ 5,641,340   $ 2,331,112   $ 251,432                        
Proceeds from sales   (794,744)     (5,544,229)     (1,316,658)     (433,503)                        
F-31
 

Notes To Financial Statements (Continued)

 

7. NET INCREASE (DECREASE) IN OUTSTANDING UNITS

 

The changes in outstanding units for each of the years in the two-year period ended December 31, 2023 were as follows:

 

 
 
 
 
 
 
Fidelity®
 VIP
Contrafund®
Sub-Account
 
 
 
 
 
Invesco
Oppenheimer V.I.
International
Growth
Sub-Account
 
 
 
 
 
 
Invesco V.I.
Capital
Appreciation
Sub-Account
 
 
 
 
 
 
Invesco V.I.
Conservative
Balanced
Sub-Account
 
 
 
 
 
 
 
Invesco V.I.
Core Plus Bond
Sub-Account
 
 
 
 
 
 
Invesco V.I.
Discovery
Mid Cap Growth
Sub-Account
 
 
 
 
 
 
Invesco V.I.
Diversified
Dividend
Sub-Account
 
 
 
 
 
 
 
Invesco V.I.
Global
Sub-Account
2023                              
Units purchased   25,253     12,693     13,137     2,207     193     12,638     3,876     22,365
Units withdrawn   (172,480)     (50,598)     (146,290)     (67,671)     (20,170)     (132,337)     (22,142)     (153,615)
Units transferred between Sub-Accounts and to/from General Account   (9,515)     (3,593)     (10,020)     (3,651)     (32)     (1,126)     10,727     (30,631)
Net increase (decrease)   (156,742)     (41,498)     (143,173)     (69,115)     (20,009)     (120,825)     (7,539)     (161,881)

 

 
 
 
 
 
 
Invesco V.I.
Global Strategic
Income
Sub-Account
 
 
 
 
 
 
 
Invesco V.I.
Health Care
Sub-Account
 
 
 
 
 
 
 
Invesco V.I.
Main Street
Sub-Account
 
 
 
 
 
 
 
Invesco V.I.
Technology
Sub-Account
 
 
 
 
 
 
Invesco V.I.
U.S. Government
Money
Sub-Account
 
 
 
 
 
 
MML
Aggressive
Allocation
Sub-Account
 
 
 
 
 
MML
American
Funds
Core Allocation
Sub-Account
 
 
 
 
 
MML
American
Funds
Growth
Sub-Account
2023 (Continued)                              
Units purchased   15,504     4,070     10,100     6,354     6,376     34,997     19,496     4,212
Units withdrawn   (140,214)     (21,208)     (141,010)     (64,171)     (48,254)     (66,042)     (74,181)     (12,588)
Units transferred between Sub-Accounts and to/from General Account   (2,939)     (1,709)     (14,157)     (3,414)     12,211     (30,895)     6,140     4,261
Net increase (decrease)   (127,649)     (18,847)     (145,067)     (61,231)     (29,667)     (61,940)     (48,545)     (4,115)

 

 
 
 
 
MML
Balanced
Allocation
Sub-Account
 
 
 
 
 
MML
Blend
Sub-Account
 
 
 
 
MML
Blue Chip
Growth
Sub-Account
 
 
 
 
MML
Conservative
Allocation
Sub-Account
 
 
 
 
 
MML
Equity
Sub-Account
 
 
 
 
 
MML
Equity Income
Sub-Account
 
 
 
 
MML
Equity
Index
Sub-Account
 
 
 
 
MML
Focused
Equity
Sub-Account
2023 (Continued)                              
Units purchased   22,894     54,132     9,031     23,653     10,200     6,154     8,370     393
Units withdrawn   (169,290)     (223,561)     (35,059)     (157,993)     (111,768)     (48,230)     (63,988)     (3,092)
Units transferred between Sub-Accounts and to/from General Account   (15,256)     (4,163)     (1,069)     51,877     (11,288)     1,732     15,219     4,045
Net increase (decrease)   (161,652)     (173,592)     (27,097)     (82,463)     (112,856)     (40,344)     (40,399)     1,346

 

 
 
 
 
 
 
 
MML
Foreign
Sub-Account
 
 
 
 
 
 
MML
Fundamental
Equity
Sub-Account
 
 
 
 
 
 
MML
Fundamental
Value
Sub-Account
 
 
 
 
 
 
 
MML
Global
Sub-Account
 
 
 
 
 
 
MML
Growth
Allocation
Sub-Account
 
 
 
 
 
 
 
MML
High Yield
Sub-Account
 
 
 
 
 
 
MML
Income
& Growth
Sub-Account
 
 
 
 
 
MML
Inflation-
Protected
and Income
Sub-Account
2023 (Continued)                              
Units purchased   6,169     2,234     1,711     3,138     78,748     5,578     8,193     9,531
Units withdrawn   (42,755)     (3,598)     (9,739)     (69,299)     (264,469)     (17,967)     (74,776)     (73,293)
Units transferred between Sub-Accounts and to/from General Account   (11,162)     (643)     (5,238)     (3,301)     (12,349)     7,242     (1,253)     1,970
Net increase (decrease)   (47,748)     (2,007)     (13,266)     (69,462)     (198,070)     (5,147)     (67,836)     (61,792)
F-32
 

Notes To Financial Statements (Continued)

 

7.  NET INCREASE (DECREASE) IN OUTSTANDING UNITS (Continued)

 

 
 
 
 
MML
International
Equity
Sub-Account
 
 
 
 
MML
Large Cap
Growth
Sub-Account
 
 
 
 
MML
Managed
Bond
Sub-Account
 
 
 
 
MML
Managed
Bond
Sub-Account
 
 
 
 
MML
Managed
Volatility
Sub-Account
 
 
 
 
 
MML
Mid Cap Growth
Sub-Account
 
 
 
 
 
MML
Mid Cap Value
Sub-Account
 
 
 
 
MML
Moderate
Allocation
Sub-Account
2023 (Continued)         (Initial Class)   (Service Class)                  
Units purchased   1,412     6,454     16,678     696     5,065     9,904     6,634     85,065
Units withdrawn   (3,449)     (45,830)     (139,144)     (28,618)     (44,806)     (92,493)     (64,819)     (327,707)
Units transferred between Sub-Accounts and to/from General Account   (190)     16,419     19,588     6,458     (8,234)     (11,269)     936     (49,054)
Net increase (decrease)   (2,227)     (22,957)     (102,878)     (21,464)     (47,975)     (93,858)     (57,249)     (291,696)

 

 
 
 
 
 
 
MML
Short-Duration
Bond
Sub-Account
 
 
 
 
 
 
MML
Small Cap
Equity
Sub-Account
 
 
 
 
 
 
MML
Small Cap
Growth Equity
Sub-Account
 
 
 
 
 
 
MML
Small
Company Value
Sub-Account
 
 
 
 
 
 
MML
Small/Mid Cap
Value
Sub-Account
 
 
 
 
 
MML
Strategic
Emerging
Markets
Sub-Account
 
 
 
 
 
 
MML
Sustainable
Equity
Sub-Account
 
 
 
 
 
MML
Total
Return
Bond
Sub-Account
2023 (Continued)                              
Units purchased   1,655     4,858     3,125     1,050     4,592     2,431     5,565     4,637
Units withdrawn   (43,070)     (34,041)     (34,908)     (2,729)     (22,628)     (7,435)     (67,261)     (46,862)
Units transferred between Sub-Accounts and to/from General Account   11,363     6,717     3,903     79     5,746     (1,052)     (6,273)     39,300
Net increase (decrease)   (30,052)     (22,466)     (27,880)     (1,600)     (12,290)     (6,056)     (67,969)     (2,925)

 

 
 
 
 
 
 
MML U.S.
Government
Money Market
Sub-Account
 
 
 
 
 
PIMCO
Commodity-
RealReturn®
Strategy
Sub-Account
 
 
 
 
 
VY®
CBRE
Global
Real Estate
Sub-Account
                             
2023 (Continued)                                        
Units purchased   32,325     4,522     1,311                              
Units withdrawn   (287,277)     (37,617)     (8,410)                              
Units transferred between Sub-Accounts and to/from General Account   36,927     (82,472)     (7,325)                              
Net increase (decrease)   (218,025)     (115,567)     (14,424)                              
F-33
 

Notes To Financial Statements (Continued)

 

7.  NET INCREASE (DECREASE) IN OUTSTANDING UNITS (Continued)

 

 
 
 
 
 
 
Fidelity®
 VIP
Contrafund®
Sub-Account
 
 
 
 
 
Invesco
Oppenheimer V.I.
International
Growth
Sub-Account
 
 
 
 
 
 
Invesco V.I.
Capital
Appreciation
Sub-Account
 
 
 
 
 
 
Invesco V.I.
Conservative
Balanced
Sub-Account
 
 
 
 
 
 
 
Invesco V.I.
Core Plus Bond
Sub-Account
 
 
 
 
 
 
Invesco V.I.
Discovery
Mid Cap Growth
Sub-Account
 
 
 
 
 
 
Invesco V.I.
Diversified
Dividend
Sub-Account
 
 
 
 
 
 
 
Invesco V.I.
Global
Sub-Account
2022                              
Units purchased   25,710     50,301     14,153     2,867     207     11,979     3,941     25,675
Units withdrawn   (183,290)     (64,409)     (142,860)     (70,142)     (29,888)     (95,656)     (18,799)     (192,747)
Units transferred between Sub-Accounts and to/from General Account   (23,502)     (24,477)     (14,621)     (4,288)     (3,082)     (382)     5,736     17,490
Net increase (decrease)   (181,082)     (38,585)     (143,328)     (71,563)     (32,763)     (84,059)     (9,122)     (149,582)

 

 
 
 
 
Invesco V.I.
Global Strategic
Income
Sub-Account
 
 
 
 
 
Invesco V.I.
Health Care
Sub-Account
 
 
 
 
 
Invesco V.I.
Main Street
Sub-Account
 
 
 
 
 
Invesco V.I.
Technology
Sub-Account
 
 
 
 
Invesco V.I.
U.S. Government
Money
Sub-Account
 
 
 
 
MML
Aggressive
Allocation
Sub-Account
 
 
 
 
MML American
Funds
Core Allocation
Sub-Account
 
 
 
 
MML American
Funds
Growth
Sub-Account
2022 (Continued)                              
Units purchased   17,530     4,036     5,847     9,333     5,270     36,881     22,747     4,061
Units withdrawn   (126,328)     (22,423)     (153,179)     (50,107)     (49,306)     (134,242)     (47,516)     (12,415)
Units transferred between Sub-Accounts and to/from General Account   (32,275)     (3,251)     (15,256)     4,948     27,563     (37,555)     (1,452)     3,956
Net increase (decrease)   (141,073)     (21,638)     (162,588)     (35,826)     (16,473)     (134,916)     (26,221)     (4,398)

 

 
 
 
 
 
MML
American
Funds
International
Sub-Account
 
 
 
 
 
 
MML
Balanced
Allocation
Sub-Account
 
 
 
 
 
 
 
MML
Blend
Sub-Account
 
 
 
 
 
 
MML
Blue Chip
Growth
Sub-Account
 
 
 
 
 
 
MML
Conservative
Allocation
Sub-Account
 
 
 
 
 
 
 
MML
Equity
Sub-Account
 
 
 
 
 
 
 
MML
Equity Income
Sub-Account
 
 
 
 
 
 
MML
Equity
Index
Sub-Account
2022 (Continued)                              
Units purchased   2,993     28,154     28,416     8,349     25,449     7,346     5,909     6,280
Units withdrawn   (11,226)     (108,781)     (222,438)     (38,060)     (79,771)     (102,218)     (44,896)     (54,028)
Units transferred between Sub-Accounts and to/from General Account   (78,116)     (1,016)     (17,185)     5,441     8,802     (22,110)     5,921     7,552
Net increase (decrease)   (86,349)     (81,643)     (211,207)     (24,270)     (45,520)     (116,982)     (33,066)     (40,196)

 

 
 
 
 
MML
Focused
Equity
Sub-Account
 
 
 
 
 
MML
Foreign
Sub-Account
 
 
 
 
MML
Fundamental
Equity
Sub-Account
 
 
 
 
MML
Fundamental
Value
Sub-Account
 
 
 
 
 
MML
Global
Sub-Account
 
 
 
 
MML
Growth
Allocation
Sub-Account
 
 
 
 
 
MML
High Yield
Sub-Account
 
 
 
 
MML
Income
& Growth
Sub-Account
2022 (Continued)                              
Units purchased   450     8,045     1,135     1,516     5,036     87,670     6,285     5,415
Units withdrawn   (724)     (60,923)     (1,325)     (10,444)     (60,485)     (247,267)     (13,164)     (95,975)
Units transferred between Sub-Accounts and to/from General Account   2,674     7,943     999     6,873     1,856     (6,305)     (1,325)     (22,440)
Net increase (decrease)   2,400     (44,935)     809     (2,055)     (53,593)     (165,902)     (8,204)     (113,000)
F-34
 

Notes To Financial Statements (Continued)

 

7.  NET INCREASE (DECREASE) IN OUTSTANDING UNITS (Continued)

 

                                               
  MML                            
  Inflation-   MML   MML   MML   MML   MML        
  Protected   International   Large Cap   Managed   Managed   Managed   MML   MML
  and Income   Equity   Growth   Bond   Bond   Volatility   Mid Cap Growth   Mid Cap Value
  Sub-Account   Sub-Account   Sub-Account   Sub-Account   Sub-Account   Sub-Account   Sub-Account   Sub-Account
2022 (Continued)             (Initial Class)   (Service Class)              
Units purchased   10,888     487     5,175     20,139     778     7,608     9,081     6,868
Units withdrawn   (66,936)     (783)     (49,547)     (116,971)     (13,624)     (57,445)     (98,673)     (83,096)
Units transferred between Sub-Accounts and to/from General Account   (11,060)     13,961     (829)     (40,809)     (3,034)     (16,314)     (6,316)     (22,138)
Net increase (decrease)   (67,108)     13,665     (45,201)     (137,641)     (15,880)     (66,151)     (95,908)     (98,366)
                          MML    
  MML   MML   MML   MML   MML   MML   Strategic   MML
  Moderate   Short-Duration   Small Cap   Small Cap   Small   Small/Mid Cap   Emerging   Sustainable
  Allocation   Bond   Equity   Growth Equity   Company Value   Value   Markets   Equity
  Sub-Account   Sub-Account   Sub-Account   Sub-Account   Sub-Account   Sub-Account   Sub-Account   Sub-Account
2022 (Continued)                              
Units purchased   96,071     1,745     4,825     3,614     986     5,159     2,344     6,889
Units withdrawn   (437,625)     (27,832)     (35,025)     (20,753)     (2,007)     (29,212)     (4,818)     (67,417)
Units transferred between Sub-Accounts and to/from General Account   (74,697)     16,084     (12,000)     340     343     (3,638)     4,729     (11,190)
Net increase (decrease)   (416,251)     (10,003)     (42,200)     (16,799)     (678)     (27,691)     2,255     (71,718)
  MML       PIMCO   VY®                        
  Total   MML U.S.   Commodity-   CBRE                        
  Return   Government   RealReturn®   Global                        
  Bond   Money Market   Strategy   Real Estate                        
  Sub-Account   Sub-Account   Sub-Account   Sub-Account                        
2022 (Continued)                                      
Units purchased   5,084     39,939     5,391     2,143                        
Units withdrawn   (23,046)     (452,074)     (16,476)     (10,837)                        
Units transferred between Sub-Accounts and to/from General Account   (34,792)     422,480     59,282     (9,335)                        
Net increase (decrease)   (52,754)     10,345     48,197     (18,029)                        
F-35
 

Notes To Financial Statements (Continued)

 

8. FINANCIAL HIGHLIGHTS
     
  A. A summary of units outstanding, unit values, net assets, investment income ratios, expense ratios (excluding expenses of the underlying funds) and total return ratios for each of the years in the five-year period ended December 31, 2023 follows:

 

        At December 31, For the Years Ended December 31,
                            Investment                        
            Unit Value3       Income   Expense Ratio2   Total Return3
        Units   (Lowest to Highest)   Net Assets Ratio1   (Lowest to Highest)   (Lowest to Highest)
Fidelity® VIP Contrafund® Sub-Account                            
    2023 1,613,581   $ 52.15 to $ 55.08   $ 98,384,997 0.48 %   1.18 % to 1.65 %   31.28 % to 31.89 %
    2022 1,770,324     39.54 to   41.96     81,982,651 0.49     1.18   to 1.65     (27.52)   to (27.18)  
    2021 1,951,405     54.29 to   57.89     124,165,635 0.06     1.18   to 1.65     25.74   to 26.34  
    2020 2,189,162     42.98 to   46.03     111,040,179 0.25     1.18   to 1.65     28.43   to 29.04  
    2019 2,458,365     33.31 to   35.84     97,058,586 0.45     1.18   to 1.65     29.43   to 30.04  
Invesco Oppenheimer V.I. International Growth Sub-Account                            
    2023 583,788     19.80 to   25.41     15,450,636 0.60     1.18   to 1.65     19.09   to 19.65  
    2022 625,287     16.55 to   21.34     13,862,350 -     1.18   to 1.65     (28.32)   to (27.98)  
    2021 663,871     22.98 to   29.77     20,843,401 -     1.18   to 1.65     8.42   to 8.93  
    2020 743,747     21.09 to   27.46     21,692,340 0.95     1.18   to 1.65     19.51   to 20.08  
    2019 821,541     17.57 to   22.97     20,045,116 1.05     1.18   to 1.65     26.50   to 27.09  
Invesco V.I. Capital Appreciation Sub-Account                            
    2023 1,252,568     29.14 to   37.88     43,658,883 -     1.18   to 1.65     33.17   to 33.79  
    2022 1,395,741     21.78 to   28.44     36,335,263 -     1.18   to 1.65     (31.91)   to (31.59)  
    2021 1,539,070     31.84 to   41.77     58,865,288 -     1.18   to 1.65     20.56   to 21.13  
    2020 1,725,042     26.28 to   34.65     54,747,632 -     1.18   to 1.65     34.35   to 34.99  
    2019 1,928,344     19.47 to   25.79     45,353,353 0.06     1.18   to 1.65     33.97   to 34.60  
Invesco V.I. Conservative Balanced Sub-Account                            
    2023 468,972     17.07 to   18.39     8,537,084 1.82     1.18   to 1.65     10.76   to 11.28  
    2022 538,086     15.41 to   16.52     8,810,666 1.33     1.18   to 1.65     (18.21)   to (17.83)  
    2021 609,649     18.84 to   20.11     12,168,551 1.50     1.18   to 1.65     8.82   to 9.34  
    2020 644,315     17.32 to   18.39     11,783,178 2.03     1.18   to 1.65     12.98   to 13.51  
    2019 735,358     15.33 to   16.20     11,866,075 2.26     1.18   to 1.65     15.59   to 16.14  
Invesco V.I. Core Plus Bond Sub-Account5                            
    2023 221,882     - -   14.29     3,171,045 2.55     -   - 1.40     -   - 4.67  
    2022 241,891     - -   13.65     3,302,845 1.94     -   - 1.40     -   - (15.22)  
    2021 274,654     - -   16.11     4,423,554 2.06     -   - 1.40     -   - (3.02)  
    2020 307,220     - -   16.61     5,101,912 3.04     -   - 1.40     -   - 8.18  
    2019 344,378     - -   15.35     5,286,348 3.36     -   - 1.40     -   - 8.00  
Invesco V.I. Discovery Mid Cap Growth Sub-Account                            
    2023 1,187,448     16.53 to   28.08     26,115,273 -     1.18   to 1.65     11.31   to 11.83  
    2022 1,308,273     14.78 to   25.23     25,719,155 -     1.18   to 1.65     (32.11)   to (31.79)  
    2021 1,392,332     21.67 to   37.16     40,398,560 -     1.18   to 1.65     17.15   to 17.70  
    2020 1,595,368     18.41 to   31.72     39,287,678 0.04     1.18   to 1.65     38.39   to 39.04  
    2019 1,770,670     13.24 to   22.92     31,302,242 -     1.18   to 1.65     37.08   to 37.73  
Invesco V.I. Diversified Dividend Sub-Account                            
    2023 195,602     15.86 to   16.40     3,282,757 2.02     1.18   to 1.65     7.27   to 7.77  
    2022 203,141     14.71 to   15.28     3,160,867 1.87     1.18   to 1.65     (3.29)   to (2.83)  
    2021 212,263     15.14 to   15.80     3,409,922 2.10     1.18   to 1.65     16.95   to 17.50  
    2020 240,286     12.89 to   13.51     3,284,410 3.04     1.18   to 1.65     (1.50)   to (1.03)  
    2019 269,088     13.02 to   13.72     3,741,363 2.91     1.18   to 1.65     23.04   to 23.62  
Invesco V.I. Global Sub-Account                            
    2023 1,638,236     36.84 to   50.05     71,804,262 0.23     1.18   to 1.65     32.54   to 33.16  
    2022 1,800,117     27.66 to   37.76     59,290,668 -     1.18   to 1.65     (32.88)   to (32.57)  
    2021 1,949,699     41.02 to   56.26     95,547,935 -     1.18   to 1.65     13.60   to 14.13  
    2020 2,173,793     35.94 to   49.52     93,637,809 0.69     1.18   to 1.65     25.55   to 26.14  
    2019 2,454,009     28.49 to   39.45     84,208,630 0.91     1.18   to 1.65     29.63   to 30.24  
F-36
 

Notes To Financial Statements (Continued)

 

8. FINANCIAL HIGHLIGHTS (Continued)

 

        At December 31,   For the Years Ended December 31,
            Unit Value3         Investment Income   Expense Ratio2   Total Return3
        Units   (Lowest to Highest)   Net Assets   Ratio1   (Lowest to Highest)   (Lowest to Highest)
Invesco V.I. Global Strategic Income Sub-Account                              
    2023 1,030,102   $ 19.34 to $ 20.62   $ 21,307,017   - %   1.18 % to 1.65 %   7.11 % to 7.61 %
    2022 1,157,751     18.05 to   19.16     22,274,993   -     1.18   to 1.65     (12.91)   to (12.50)  
    2021 1,298,824     20.73 to   21.90     28,594,630   4.61     1.18   to 1.65     (4.99)   to (4.55)  
    2020 1,388,293     21.82 to   22.94     32,056,685   5.65     1.18   to 1.65     1.71   to 2.19  
    2019 1,613,991     21.45 to   22.45     36,509,037   3.79     1.18   to 1.65     8.99   to 9.50  
Invesco V.I. Health Care Sub-Account                              
    2023 213,228     31.61 to   32.96     7,157,025   -     1.18   to 1.65     1.34   to 1.82  
    2022 232,075     31.05 to   32.52     7,663,303   -     1.18   to 1.65     (14.73)   to (14.33)  
    2021 253,713     36.24 to   38.14     9,806,628   0.21     1.18   to 1.65     10.46   to 10.98  
    2020 270,930     32.66 to   34.53     9,445,838   0.32     1.18   to 1.65     12.59   to 13.12  
    2019 301,899     28.87 to   30.67     9,295,690   0.04     1.18   to 1.65     30.34   to 30.95  
Invesco V.I. Main Street Sub-Account                              
    2023 1,269,928     31.11 to   32.44     41,997,358   0.83     1.18   to 1.65     21.21   to 21.78  
    2022 1,414,996     25.54 to   26.76     38,464,419   1.45     1.18   to 1.65     (21.44)   to (21.07)  
    2021 1,577,583     32.36 to   34.07     54,425,683   0.69     1.18   to 1.65     25.48   to 26.07  
    2020 1,758,935     25.67 to   27.15     48,247,129   1.48     1.18   to 1.65     12.08   to 12.61  
    2019 2,019,490     22.79 to   24.22     49,289,876   1.06     1.18   to 1.65     29.92   to 30.53  
Invesco V.I. Technology Sub-Account                              
    2023 413,792     10.89 to   11.40     4,760,742   -     1.18   to 1.65     44.55   to 45.23  
    2022 475,023     7.53 to   7.85     3,771,368   -     1.18   to 1.65     (40.93)   to (40.65)  
    2021 510,849     12.75 to   13.23     6,848,055   -     1.18   to 1.65     12.54   to 13.07  
    2020 586,980     11.33 to   11.70     6,967,630   -     1.18   to 1.65     43.73   to 44.40  
    2019 642,180     7.88 to   8.10     5,282,975   -     1.18   to 1.65     33.66   to 34.29  
Invesco V.I. U.S. Government Money Sub-Account                              
    2023 383,016     9.97 to   10.67     4,259,897   4.41     1.18   to 1.65     2.82   to 3.30  
    2022 412,683     9.69 to   10.33     4,454,160   1.26     1.18   to 1.65     (0.37)   to 0.10  
    2021 429,155     9.73 to   10.32     4,661,037   0.01     1.18   to 1.65     (1.63)   to (1.17)  
    2020 483,617     9.89 to   10.44     5,303,346   0.24     1.18   to 1.65     (1.42)   to (0.95)  
    2019 588,953     10.03 to   10.54     6,553,421   1.70     1.18   to 1.65     0.04   to 0.51  
MML Aggressive Allocation Sub-Account                              
    2023 989,641     24.13 to   26.01     25,714,107   2.89     1.18   to 1.65     16.39   to 16.93  
    2022 1,051,581     20.73 to   22.24     23,360,153   2.05     1.18   to 1.65     (17.27)   to (16.88)  
    2021 1,186,496     25.06 to   26.76     31,710,549   1.24     1.18   to 1.65     14.74   to 15.28  
    2020 1,252,260     21.84 to   23.21     29,017,593   1.62     1.18   to 1.65     11.49   to 12.02  
    2019 1,294,689     19.59 to   20.72     26,785,270   1.96     1.18   to 1.65     21.91   to 22.48  
MML American Funds Core Allocation Sub-Account                              
    2023 420,796     - -   27.72     11,664,483   3.87     -   - 1.18     -   - 13.03  
    2022 469,342     - -   24.52     11,509,924   2.13     -   - 1.18     -   - (14.71)  
    2021 495,563     - -   28.75     14,249,445   1.31     -   - 1.18     -   - 11.53  
    2020 493,822     - -   25.78     12,731,471   1.75     -   - 1.18     -   - 10.08  
    2019 521,484     - -   23.42     12,213,507   2.42     -   - 1.18     -   - 16.73  
MML American Funds Growth Sub-Account                              
    2023 102,371     - -   68.55     7,017,970   1.46     -   - 1.18     -   - 36.34  
    2022 106,486     - -   50.28     5,354,146   0.43     -   - 1.18     -   - (31.11)  
    2021 110,885     - -   72.99     8,092,910   -     -   - 1.18     -   - 20.12  
    2020 123,381     - -   60.76     7,496,621   0.72     -   - 1.18     -   - 49.64  
    2019 129,472     - -   40.60     5,257,131   0.32     -   - 1.18     -   - 28.70  
F-37
 

Notes To Financial Statements (Continued)

 

8.  FINANCIAL HIGHLIGHTS (Continued)

 

        At December 31,   For the Years Ended December 31,
                              Investment                        
            Unit Value3         Income   Expense Ratio2   Total Return3
        Units   (Lowest to Highest)   Net Assets   Ratio1   (Lowest to Highest)   (Lowest to Highest)
MML American Funds International Sub-Account6                              
    2023 -   $ - - $ -   $ -   - %   - % - - %   - % - - %
    2022 -     - -    -     -   -     -   - -     -   - -  
    2021 86,348     - -   22.52     1,944,596   0.12     -   - 1.18     -   - (3.11)  
    2020 93,693     - -   23.24     2,177,663   0.99     -   - 1.18     -   - 12.11  
    2019 116,551     - -   20.73     2,416,294   2.71     -   - 1.18     -   - 20.88  
MML Balanced Allocation Sub-Account                              
    2023 1,001,811     17.94 to   19.33     19,178,979   3.12     1.18   to 1.65     10.63   to 11.15  
    2022 1,163,462     16.22 to   17.39     20,054,945   3.63     1.18   to 1.65     (16.12)   to (15.73)  
    2021 1,245,106     19.33 to   20.64     25,473,633   1.26     1.18   to 1.65     8.18   to 8.69  
    2020 1,308,938     17.87 to   18.99     24,673,106   2.66     1.18   to 1.65     9.12   to 9.63  
    2019 1,425,889     16.38 to   17.32     24,533,294   2.55     1.18   to 1.65     14.84   to 15.38  
MML Blend Sub-Account                              
    2023 1,944,024     27.89 to   30.41     56,973,917   1.70     1.18   to 1.65     15.70   to 16.24  
    2022 2,117,617     24.10 to   26.16     53,407,684   1.35     1.18   to 1.65     (17.95)   to (17.57)  
    2021 2,328,823     29.38 to   31.74     71,335,958   2.12     1.18   to 1.65     13.14   to 13.68  
    2020 2,494,114     25.96 to   27.92     67,254,680   -     1.18   to 1.65     11.02   to 11.54  
    2019 2,740,641     23.39 to   25.03     66,187,864   2.42     1.18   to 1.65     19.40   to 19.96  
MML Blue Chip Growth Sub-Account                              
    2023 438,358     61.37 to   67.63     29,063,330   -     1.18   to 1.65     47.10   to 47.79  
    2022 465,455     41.72 to   45.76     20,908,978   -     1.18   to 1.65     (40.49)   to (40.21)  
    2021 489,724     70.10 to   76.53     36,800,409   -     1.18   to 1.65     14.44   to 14.97  
    2020 543,704     61.26 to   66.56     35,544,312   -     1.18   to 1.65     32.20   to 32.83  
    2019 600,266     46.34 to   50.11     29,576,500   -     1.18   to 1.65     27.72   to 28.32  
MML Conservative Allocation Sub-Account                              
    2023 830,960     16.92 to   18.23     15,013,423   3.32     1.18   to 1.65     9.83   to 10.35  
    2022 913,423     15.40 to   16.52     14,976,095   3.93     1.18   to 1.65     (16.13)   to (15.74)  
    2021 958,943     18.37 to   19.61     18,659,903   1.25     1.18   to 1.65     6.82   to 7.33  
    2020 1,025,637     17.19 to   18.27     18,599,923   2.72     1.18   to 1.65     8.13   to 8.64  
    2019 1,120,073     15.90 to   16.82     18,692,829   2.70     1.18   to 1.65     13.31   to 13.85  
MML Equity Sub-Account                              
    2023 1,034,915     25.94 to   29.19     28,366,116   2.10     1.18   to 1.65     7.54   to 8.05  
    2022 1,147,772     24.12 to   27.02     29,112,471   1.62     1.18   to 1.65     (6.20)   to (5.76)  
    2021 1,264,754     25.72 to   28.67     34,022,495   1.66     1.18   to 1.65     28.13   to 28.73  
    2020 1,419,304     20.07 to   22.27     29,572,459   2.30     1.18   to 1.65     1.34   to 1.82  
    2019 1,607,887     19.81 to   21.87     32,899,993   2.03     1.18   to 1.65     23.86   to 24.45  
MML Equity Income Sub-Account                              
    2023 435,266     38.13 to   42.02     17,995,867   2.26     1.18   to 1.65     7.76   to 8.26  
    2022 475,610     35.38 to   38.81     18,170,386   1.75     1.18   to 1.65     (5.14)   to (4.70)  
    2021 508,676     37.30 to   40.72     20,410,370   2.23     1.18   to 1.65     23.53   to 24.11  
    2020 576,701     30.20 to   32.81     18,656,155   2.39     1.18   to 1.65     (0.32)   to 0.15  
    2019 623,194     30.30 to   32.76     20,158,148   2.29     1.18   to 1.65     24.38   to 24.97  
MML Equity Index Sub-Account                              
    2023 580,260     34.20 to   35.72     20,971,593   1.28     1.18   to 1.65     23.70   to 24.28  
    2022 620,659     27.52 to   28.87     18,067,770   1.02     1.18   to 1.65     (19.83)   to (19.45)  
    2021 660,854     34.17 to   36.02     23,937,630   1.25     1.18   to 1.65     26.09   to 26.68  
    2020 736,394     26.97 to   28.56     21,075,642   1.70     1.18   to 1.65     16.13   to 16.67  
    2019 799,452     23.12 to   24.60     19,597,582   2.66     1.18   to 1.65     28.72   to 29.32  
F-38
 

Notes To Financial Statements (Continued)

 

8.  FINANCIAL HIGHLIGHTS (Continued)

 

        At December 31,   For the Years Ended December 31,
                              Investment                        
            Unit Value3         Income   Expense Ratio2   Total Return3
        Units   (Lowest to Highest)   Net Assets   Ratio1   (Lowest to Highest)   (Lowest to Highest)
MML Focused Equity Sub-Account                              
    2023 30,695   $ 32.22 to $ 34.03   $ 1,034,607   0.79 %   1.18 % to 1.65 %   7.90 % to 8.41 %
    2022 29,349     29.86 to   31.39     912,867   0.65     1.18   to 1.65     (6.57)   to (6.13)  
    2021 26,949     31.96 to   33.44     894,408   0.92     1.18   to 1.65     19.89   to 20.45  
    2020 26,387     26.66 to   27.76     725,110   0.64     1.18   to 1.65     10.69   to 11.22  
    2019 30,588     24.08 to   24.96     757,115   0.04     1.18   to 1.65     27.60   to 28.20  
MML Foreign Sub-Account                              
    2023 438,701     15.60 to   15.90     7,062,647   1.40     1.18   to 1.65     14.32   to 14.86  
    2022 486,450     13.58 to   13.91     6,831,073   3.79     1.18   to 1.65     (15.98)   to (15.58)  
    2021 531,385     16.09 to   16.55     8,849,294   2.55     1.18   to 1.65     11.20   to 11.72  
    2020 582,840     14.40 to   14.89     8,703,291   2.99     1.18   to 1.65     4.20   to 4.69  
    2019 642,373     13.76 to   14.29     9,170,397   1.77     1.18   to 1.65     11.31   to 11.84  
MML Fundamental Equity Sub-Account                              
    2023 31,087     32.77 to   34.62     1,072,216   0.74     1.18   to 1.65     20.75   to 21.32  
    2022 33,095     27.14 to   28.53     940,986   0.36     1.18   to 1.65     (21.74)   to (21.37)  
    2021 32,284     34.68 to   36.29     1,167,304   0.32     1.18   to 1.65     25.30   to 25.89  
    2020 32,101     27.67 to   28.83     922,432   -     1.18   to 1.65     17.63   to 18.19  
    2019 27,078     23.53 to   24.39     657,507   0.43     1.18   to 1.65     31.15   to 31.77  
MML Fundamental Value Sub-Account                              
    2023 48,091     24.26 to   25.63     1,227,982   1.06     1.18   to 1.65     11.56   to 12.08  
    2022 61,358     21.75 to   22.87     1,393,994   0.82     1.18   to 1.65     (6.58)   to (6.14)  
    2021 63,413     23.28 to   24.36     1,536,269   1.67     1.18   to 1.65     27.56   to 28.16  
    2020 57,680     18.25 to   19.01     1,091,877   1.09     1.18   to 1.65     0.69   to 1.17  
    2019 60,094     18.12 to   18.79     1,124,048   1.67     1.18   to 1.65     20.49   to 21.05  
MML Global Sub-Account                              
    2023 538,895     15.23 to   19.66     10,718,955   0.83     1.18   to 1.65     12.51   to 13.03  
    2022 608,358     13.47 to   17.48     10,712,032   1.64     1.18   to 1.65     (19.06)   to (18.68)  
    2021 661,950     16.57 to   21.59     14,366,310   0.91     1.18   to 1.65     15.50   to 16.05  
    2020 721,548     14.28 to   18.69     13,496,602   1.05     1.18   to 1.65     12.10   to 12.63  
    2019 795,611     12.68 to   16.68     13,198,078   0.58     1.18   to 1.65     28.45   to 29.05  
MML Growth Allocation Sub-Account                              
    2023 2,243,792     21.74 to   23.44     52,480,267   2.92     1.18   to 1.65     14.09   to 14.62  
    2022 2,441,861     19.06 to   20.45     49,826,191   2.66     1.18   to 1.65     (16.68)   to (16.29)  
    2021 2,607,763     22.88 to   24.43     63,570,385   1.57     1.18   to 1.65     12.46   to 12.99  
    2020 2,714,189     20.34 to   21.62     58,560,778   2.08     1.18   to 1.65     10.91   to 11.44  
    2019 2,819,559     18.34 to   19.40     54,605,097   2.29     1.18   to 1.65     19.23   to 19.79  
MML High Yield Sub-Account                              
    2023 155,586     17.65 to   18.82     2,897,988   6.97     1.18   to 1.65     10.98   to 11.50  
    2022 160,734     15.91 to   16.88     2,686,580   7.39     1.18   to 1.65     (13.41)   to (13.00)  
    2021 168,938     18.37 to   19.40     3,249,709   8.45     1.18   to 1.65     6.11   to 6.61  
    2020 159,409     17.31 to   18.20     2,878,160   0.02     1.18   to 1.65     3.65   to 4.14  
    2019 177,623     16.70 to   17.48     3,079,517   5.92     1.18   to 1.65     10.03   to 10.55  
MML Income & Growth Sub-Account                              
    2023 708,149     26.26 to   26.49     21,894,129   2.08     1.18   to 1.65     7.41   to 7.92  
    2022 775,986     24.33 to   24.66     22,315,525   1.42     1.18   to 1.65     (1.94)   to (1.48)  
    2021 888,985     24.70 to   25.15     25,929,813   1.77     1.18   to 1.65     24.21   to 24.79  
    2020 961,999     19.79 to   20.25     22,487,171   2.03     1.18   to 1.65     1.34   to 1.82  
    2019 1,074,242     19.44 to   19.98     24,678,743   1.96     1.18   to 1.65     22.40   to 22.97  
F-39
 

Notes To Financial Statements (Continued)

 

8.  FINANCIAL HIGHLIGHTS (Continued)

 

        At December 31,   For the Years Ended December 31,
            Unit Value3         Investment Income   Expense Ratio2   Total Return3
        Units   (Lowest to Highest)   Net Assets   Ratio1   (Lowest to Highest)   (Lowest to Highest)
MML Inflation-Protected and Income Sub-Account                              
    2023 499,499   $ 13.99 to $ 15.41   $ 7,561,824   4.53 %   1.18 % to 1.65 %   3.71 % to 4.20 %
    2022 561,291     13.49 to   14.79     8,162,602   2.58     1.18   to 1.65     (14.76)   to (14.36)  
    2021 628,399     15.82 to   17.27     10,680,787   1.07     1.18   to 1.65     4.66   to 5.15  
    2020 648,751     15.12 to   16.43     10,495,142   0.11     1.18   to 1.65     9.30   to 9.81  
    2019 728,154     13.83 to   14.96     10,737,757   2.38     1.18   to 1.65     6.54   to 7.04  
MML International Equity Sub-Account                              
    2023 23,068     - -   12.15     280,364   1.16     -   - 1.18     -   - 16.89  
    2022 25,296     - -   10.40     263,014   0.76     -   - 1.18     -   - (16.34)  
    2021 11,630     - -   12.43     144,550   0.46     -   - 1.18     -   - 10.19  
    2020 16,448     - -   11.28     185,530   2.84     -   - 1.18     -   - 3.84  
    2019 16,121     - -   10.86     175,122   1.88     -   - 1.18     -   - 22.89  
MML Large Cap Growth Sub-Account                              
    2023 566,864     29.14 to   34.17     18,877,879   -     1.18   to 1.65     49.24   to 49.94  
    2022 589,822     19.44 to   22.90     13,154,262   -     1.18   to 1.65     (28.73)   to (28.40)  
    2021 635,022     27.15 to   32.13     19,818,248   0.05     1.18   to 1.65     16.48   to 17.03  
    2020 706,850     23.20 to   27.58     18,956,578   0.33     1.18   to 1.65     29.62   to 30.23  
    2019 789,748     17.81 to   21.28     16,313,116   0.59     1.18   to 1.65     29.83   to 30.44  
MML Managed Bond Sub-Account (Initial Class)                              
    2023 851,054     18.25 to   19.30     16,634,605   3.96     1.18   to 1.65     4.96   to 5.45  
    2022 953,932     17.39 to   18.30     17,681,015   3.04     1.18   to 1.65     (16.40)   to (16.00)  
    2021 1,091,572     20.80 to   21.79     24,101,131   3.17     1.18   to 1.65     (0.84)   to (0.37)  
    2020 1,143,702     20.97 to   21.87     25,360,257   0.09     1.18   to 1.65     5.95   to 6.45  
    2019 1,241,432     19.79 to   20.55     25,864,236   3.67     1.18   to 1.65     8.01   to 8.52  
MML Managed Bond Sub-Account (Service Class)                              
    2023 144,210     - -   12.42     1,791,132   3.64     -   - 1.40     -   - 4.96  
    2022 165,674     - -   11.83     1,960,510   2.75     -   - 1.40     -   - (16.40)  
    2021 181,555     - -   14.15     2,569,838   2.90     -   - 1.40     -   - (0.84)  
    2020 186,906     - -   14.27     2,667,908   0.10     -   - 1.40     -   - 5.95  
    2019 184,230     - -   13.47     2,482,039   3.51     -   - 1.40     -   - 8.01  
MML Managed Volatility Sub-Account                              
    2023 416,761     16.55 to   18.25     7,486,829   0.57     1.18   to 1.65     11.03   to 11.55  
    2022 464,736     14.91 to   16.36     7,489,945   0.48     1.18   to 1.65     (13.48)   to (13.08)  
    2021 530,888     17.23 to   18.82     9,849,304   0.97     1.18   to 1.65     9.72   to 10.23  
    2020 576,247     15.70 to   17.07     9,706,307   1.37     1.18   to 1.65     4.93   to 5.43  
    2019 640,820     14.96 to   16.19     10,244,289   1.60     1.18   to 1.65     10.07   to 10.58  
MML Mid Cap Growth Sub-Account                              
    2023 840,165     62.16 to   73.66     67,421,207   -     1.18   to 1.65     20.64   to 21.21  
    2022 934,023     51.28 to   61.06     62,311,170   -     1.18   to 1.65     (26.34)   to (25.99)  
    2021 1,029,932     69.29 to   82.89     93,047,597   -     1.18   to 1.65     11.36   to 11.88  
    2020 1,167,041     61.93 to   74.43     94,982,698   0.08     1.18   to 1.65     23.51   to 24.10  
    2019 1,322,636     49.91 to   60.26     87,140,274   0.02     1.18   to 1.65     29.15   to 29.76  
MML Mid Cap Value Sub-Account                              
    2023 652,338     57.17 to   63.84     39,590,699   2.59     1.18   to 1.65     4.24   to 4.73  
    2022 709,587     54.84 to   60.96     41,134,086   2.07     1.18   to 1.65     (2.94)   to (2.49)  
    2021 807,953     56.50 to   62.51     48,086,111   1.43     1.18   to 1.65     21.30   to 21.87  
    2020 900,692     46.58 to   51.29     43,997,804   1.76     1.18   to 1.65     0.04   to 0.52  
    2019 996,092     46.56 to   51.03     48,415,559   1.62     1.18   to 1.65     27.02   to 27.62  
F-40
 

Notes To Financial Statements (Continued)

 

8.  FINANCIAL HIGHLIGHTS (Continued)

 

        At December 31,   For the Years Ended December 31,
            Unit Value3         Investment Income   Expense Ratio2   Total Return3
        Units   (Lowest to Highest)   Net Assets   Ratio1   (Lowest to Highest)   (Lowest to Highest)
MML Moderate Allocation Sub-Account                              
    2023 2,385,572   $ 19.39 to $ 20.90   $ 49,605,115   3.29 %   1.18 % to 1.65 %   12.04 % to 12.56 %
    2022 2,677,267     17.31 to   18.57     49,453,476   3.23     1.18   to 1.65     (16.36)   to (15.97)  
    2021 3,093,518     20.69 to   22.09     67,989,941   1.35     1.18   to 1.65     10.16   to 10.68  
    2020 3,330,821     18.78 to   19.96     66,164,918   2.48     1.18   to 1.65     8.73   to 9.25  
    2019 3,611,492     17.28 to   18.27     65,691,438   2.57     1.18   to 1.65     16.64   to 17.19  
MML Short-Duration Bond Sub-Account                              
    2023 170,551     10.01 to   10.67     1,789,300   3.38     1.18   to 1.65     4.96   to 5.45  
    2022 200,603     9.54 to   10.12     2,000,988   3.03     1.18   to 1.65     (9.50)   to (9.07)  
    2021 210,606     10.54 to   11.13     2,315,285   2.93     1.18   to 1.65     0.03   to 0.50  
    2020 237,704     10.54 to   11.08     2,598,079   -     1.18   to 1.65     (0.32)   to 0.15  
    2019 254,160     10.57 to   11.06     2,782,573   3.08     1.18   to 1.65     2.47   to 2.95  
MML Small Cap Equity Sub-Account                              
    2023 381,082     47.26 to   47.73     19,304,195   1.29     1.18   to 1.65     15.89   to 16.43  
    2022 403,547     40.78 to   41.00     17,608,014   0.70     1.18   to 1.65     (17.25)   to (16.87)  
    2021 445,746     49.29 to   49.31     23,414,026   0.43     1.18   to 1.65     20.74   to 21.31  
    2020 499,342     40.65 to   40.82     21,643,745   0.54     1.18   to 1.65     18.72   to 19.28  
    2019 552,308     34.08 to   34.38     20,109,287   0.47     1.18   to 1.65     24.40   to 24.98  
MML Small Cap Growth Equity Sub-Account                              
    2023 260,479     36.00 to   48.17     11,772,938   -     1.18   to 1.65     14.94   to 15.47  
    2022 288,359     31.17 to   41.91     11,374,590   -     1.18   to 1.65     (24.41)   to (24.06)  
    2021 305,158     41.05 to   55.45     15,889,593   -     1.18   to 1.65     5.55   to 6.05  
    2020 350,919     38.71 to   52.53     17,106,476   -     1.18   to 1.65     33.41   to 34.03  
    2019 398,655     28.88 to   39.38     14,499,449   -     1.18   to 1.65     32.13   to 32.75  
MML Small Company Value Sub-Account                              
    2023 23,095     - -   39.84     920,142   0.87     -   - 1.18     -   - 14.56  
    2022 24,694     - -   34.78     858,826   -     -   - 1.18     -   - (16.05)  
    2021 25,371     - -   41.43     1,051,122   0.19     -   - 1.18     -   - 23.65  
    2020 27,538     - -   33.50     922,646   0.06     -   - 1.18     -   - 7.65  
    2019 31,116     - -   31.12     968,452   0.08     -   - 1.18     -   - 23.79  
MML Small/Mid Cap Value Sub-Account                              
    2023 240,436     44.78 to   49.34     11,723,973   1.08     1.18   to 1.65     15.21   to 15.75  
    2022 252,726     38.86 to   42.63     10,647,366   1.25     1.18   to 1.65     (17.07)   to (16.68)  
    2021 280,417     46.86 to   51.16     14,187,869   1.01     1.18   to 1.65     33.72   to 34.35  
    2020 324,824     35.05 to   38.08     12,237,542   1.07     1.18   to 1.65     2.94   to 3.42  
    2019 334,180     34.05 to   36.82     12,177,836   0.61     1.18   to 1.65     18.31   to 18.86  
MML Strategic Emerging Markets Sub-Account                              
    2023 65,049     - -   13.57     882,983   -     -   - 1.18     -   - 9.10  
    2022 71,106     - -   12.44     884,656   2.90     -   - 1.18     -   - (27.69)  
    2021 68,851     - -   17.21     1,184,646   -     -   - 1.18     -   - (9.43)  
    2020 69,895     - -   19.00     1,327,782   0.20     -   - 1.18     -   - 15.88  
    2019 87,776     - -   16.39     1,438,893   0.01     -   - 1.18     -   - 23.71  
MML Sustainable Equity Sub-Account4                              
    2023 643,411     43.25 to   47.67     30,117,101   0.95     1.18   to 1.65     22.47   to 23.05  
    2022 711,380     35.32 to   38.74     27,085,974   0.94     1.18   to 1.65     (18.37)   to (17.99)  
    2021 783,098     43.26 to   47.23     36,368,901   0.83     1.18   to 1.65     25.07   to 25.65  
    2020 884,997     34.59 to   37.59     32,745,308   0.91     1.18   to 1.65     12.64   to 13.17  
    2019 994,687     30.71 to   33.22     32,528,962   0.95     1.18   to 1.65     29.93   to 30.55  
F-41
 

Notes To Financial Statements (Continued)

 

8.  FINANCIAL HIGHLIGHTS (Continued)

 

        At December 31, For the Years Ended December 31,
            Unit Value3       Investment Income   Expense Ratio2   Total Return3
        Units   (Lowest to Highest)   Net Assets Ratio1   (Lowest to Highest)   (Lowest to Highest)
MML Total Return Bond Sub-Account                            
    2023 204,427   $ 9.67 to $ 10.22   $ 2,068,787 2.18 %   1.18   to 1.65 %   3.48 % to 3.97 %
    2022 207,352     9.35 to   9.83     2,020,159 1.31     1.18   to 1.65     (16.29)   to (15.90)  
    2021 260,106     11.17 to   11.69     3,017,232 1.63     1.18   to 1.65     (3.12)   to (2.66)  
    2020 275,526     11.53 to   12.01     3,285,366 3.07     1.18   to 1.65     6.82   to 7.32  
    2019 183,407     10.79 to   11.19     2,041,095 2.92     1.18   to 1.65     6.87   to 7.38  
MML U.S. Government Money Market Sub-Account                            
    2023 2,058,934     8.61 to   9.28     18,851,417 4.52     1.18   to 1.65     2.93   to 3.41  
    2022 2,276,959     8.37 to   8.98     20,166,799 1.22     1.18   to 1.65     (0.44)   to 0.03  
    2021 2,266,614     8.41 to   8.98     20,069,406 -     1.18   to 1.65     (1.64)   to (1.17)  
    2020 2,493,870     8.55 to   9.08     22,351,977 0.23     1.18   to 1.65     (1.41)   to (0.95)  
    2019 2,312,249     8.67 to   9.17     20,947,651 1.70     1.18   to 1.65     0.04   to 0.52  
PIMCO CommodityRealReturn® Strategy Sub-Account                            
    2023 162,643     6.53 to   7.10     1,139,436 18.47     1.18   to 1.65     (9.44)   to (9.01)  
    2022 278,210     7.21 to   7.80     2,133,154 22.65     1.18   to 1.65     6.89   to 7.39  
    2021 230,012     6.75 to   7.26     1,651,829 4.17     1.18   to 1.65     30.93   to 31.55  
    2020 216,880     5.15 to   5.52     1,186,511 6.34     1.18   to 1.65     (0.43)   to 0.04  
    2019 238,693     5.18 to   5.52     1,305,900 4.35     1.18   to 1.65     9.53   to 10.04  
VY® CBRE Global Real Estate Sub-Account⁴                            
    2023 91,400     15.97 to   17.36     1,556,650 1.80     1.18   to 1.65     10.50   to 11.02  
    2022 105,824     14.46 to   15.64     1,624,111 2.91     1.18   to 1.65     (26.35)   to (26.00)  
    2021 123,852     19.63 to   21.13     2,570,023 2.59     1.18   to 1.65     31.95   to 32.57  
    2020 123,598     14.88 to   15.94     1,938,260 5.75     1.18   to 1.65     (6.60)   to (6.15)  
    2019 137,153     15.93 to   16.98     2,293,585 2.62     1.18   to 1.65     22.31   to 22.89  

 

1 The investment income ratios represent the dividends, excluding distributions of capital gains, received by the sub-account from the underlying mutual fund, divided by the average net assets. These ratios exclude those expenses, such as mortality and expense charges, that are assessed against contract owners accounts either through reductions in the unit values or the redemption of units. The recognition of investment income by the sub-account is affected by the timing of the declaration of dividends by the underlying fund in which the sub-account invests.

2 The expense ratios represent the annualized contract expense of the sub-accounts of the Separate Account, consisting primarily of mortality and expense charges, for each period indicated. The ratios include only those expenses that result in a direct reduction of unit values. Charges made directly to contract owners accounts through the redemption of units and expenses of the underlying fund have been excluded.

3 The total returns are for the periods indicated, including changes in the value of the underlying fund, and the expenses assessed through the reduction of unit values. These ratios do not include any expenses assessed through the redemption of units. As the total return is presented as a range of minimum to maximum values, based on the product grouping representing the minimum and maximum expense ratio amounts, some individual contract total returns and unit values are not within the ranges presented.

4 See Note 2 to the financial statements for the previous name of this Sub-Account.

5 After the close of business on April 29, 2022, Invesco V.I. Core Plus Bond Fund acquired all the net assets of Invesco V.I. Core Bond Fund pursuant to a plan of reorganization approved by the Board of Trustees of the Invesco V.I. Core Plus Bond Fund on December 1, 2021 and by the shareholders of the Invesco V.I. Core Bond Fund on March 31, 2022. The acquisition was accomplished by a tax-free exchange as of the close of business on April 29, 2022. Shares of Invesco V.I. Core Bond Fund were exchanged for the like class of shares of Invesco V.I. Core Plus Bond Fund, based on the relative net asset value of the two funds which resulted in Invesco V.I. Core Bond Fund receiving 1.15816327 shares of Invesco V.I. Core Plus Bond Fund in exchange of 1 share of Invesco V.I Core Bond Fund. As a result of the underlying fund merger, the sub-account name changed from Invesco V.I. Core Bond to Invesco V.I. Core Plus Bond. Financial highlights for the years 2018-2021 correspond to the Invesco V.I. Core Bond Sub-Account.

6 For the period January 1, 2022 to November 4, 2022. Effective November 4, 2022 this Sub-Account liquidated and any contract value in the Sub-Account after the close of the New York Stock Exchange on November 4, 2022 was automatically transferred to the MML U.S. Government Money Market Sub-Account.

F-42
 

Notes To Financial Statements (Continued)

 

8.  FINANCIAL HIGHLIGHTS (Continued)

 

B.The Separate Account assesses charges associated with the contract. These charges are either assessed as a direct reduction in unit values or through a redemption of units for all contracts contained within the Separate Account.
     
 

Mortality and Expense Risk Charge****

This charge is assessed through a reduction in unit values.

This charge is equal, on an annual basis, to 1.03% - 1.35% of the daily value of the assets invested in each fund.
 

Administrative Charge*****

This charge is assessed through a reduction in unit values.

This charge is equal, on an annual basis, to 0.15% of the daily value of the assets invested in each fund.
 

Annual Contract Maintenance Charge***

This charge is assessed through the redemption of units.

 

$0 - $40 per contract, annually.

 
 

Contingent Deferred Sales Charge

This charge is assessed through the redemption of units.

0.00% - 8.00%
 
 

Death Benefit Options

Charges for these options are annualized and are assessed through a redemption of units.

 
   
  A. Reset Death Benefit*,****** 0.00% - 0.20%
  B. Ratchet Death Benefit** 0.00% - 0.70%

 

For Panorama Passage the charge for the Reset Death Benefit is 0.10% on an annual basis of the daily value of the contract value allocated to the funds and the fixed accounts, unless the charge exceeds the maximum charge, in which case, the charge is the maximum charge. The maximum charge is 0.20% on an annual basis of the daily value of the contract value allocated to the funds.
**  The Ratchet Death Benefit is 0.25% for Panorama Passage and 0.15% for Panorama Premier on an annual basis of the daily value of the contract value allocated to the funds and the fixed accounts, unless that charge exceeds the maximum, in this case the charge is the maximum charge. Right reserved to increase charge to 0.35% if you were age 60 or less when the contract was issued, 0.50% if you were age 61 through age 70 when the contract was issued, and 0.70% if you were age 71 or older when the contract was issued, of the contract value allocated to the funds.
***  Right reserved to increase to $60.
****  For MM Artistry the charges are 1.03% but right reserved to increase to 1.25%.
*****  Right reserved to increase to 0.25%.
******  Right reserved to increase to 0.20%.

 

9.  SUBSEQUENT EVENTS

  

The Separate Account’s management has reviewed events occurring through March 7, 2024, the date the financial statements were issued, and no subsequent events occurred requiring accrual or disclosure.

F-43
 

PART C
OTHER INFORMATION

Item 27.       Exhibits

Exhibit (a)

C.M. Life Insurance Company Board of Directors Resolution establishing the CM Multi Account A Separate Account – Incorporated by reference to Post-Effective Amendment No. 24 to Registration Statement File No. 333-95845 filed April 28, 2022

Exhibit (b)

Not Applicable.

Exhibit (c)

i.

Underwriting and Servicing Agreement dated December 16, 2014 by and between MML Investors Services, LLC and C.M. Life Insurance Company – Incorporated by reference to Initial Registration Statement to Registration Statement File No. 333-259818 filed September 27, 2021

ii.

Underwriting and Servicing Agreement (Distribution Servicing Agreement) dated April 1, 2014 between MML Strategic Distributors, LLC and C.M. Life Insurance Company – Incorporated by reference to Initial Registration Statement to Registration Statement File No. 333-259818 filed September 27, 2021

 

iii.

Template for Insurance Product Distribution Agreement (version 4/2021) (MML Strategic Distributors, LLC, Massachusetts Mutual Life Insurance Company and C.M. Life Insurance Company) – Incorporated by reference to Post-Effective Amendment No. 2 to Registration Statement File No. 333-255824 filed April 25, 2023

Exhibit (d)

i.

Individual Variable Deferred Annuity Contract with Flexible Purchase Payment – Incorporated by reference to Post-Effective Amendment No. 36 to Registration Statement File No. 033-61679 filed April 25, 2023

 

ii.

ERISA Tax Sheltered Annuity Rider - Incorporated by reference to Post-Effective Amendment No. 24 to Registration Statement File No. 333-95845 filed April 28, 2022

iii.

Governmental 457(b) Deferred Compensation Plan Rider - Incorporated by reference to Post-Effective Amendment No. 24 to Registration Statement File No. 333-95845 filed April 28, 2022

 

iv.

Individual Retirement Annuity Rider - Incorporated by reference to Post-Effective Amendment No. 24 to Registration Statement File No. 333-95845 filed April 28, 2022

v.

Non-ERISA Tax Sheltered Annuity Rider - Incorporated by reference to Post-Effective Amendment No. 24 to Registration Statement File No. 333-95845 filed April 28, 2022

 

vi.

Roth Individual Retirement Annuity Rider – Incorporated by reference to Post-Effective Amendment No. 35 to Registration Statement File No. 333-61679 filed April 28, 2022

vii.

Basic Death Benefit Endorsement - Incorporated by reference to Post-Effective Amendment No. 24 to Registration Statement File No. 333-95845 filed April 28, 2022

 

viii.

Terminal Illness Endorsement - Incorporated by reference to Post-Effective Amendment No. 24 to Registration Statement File No. 333-95845 filed April 28, 2022

ix.

Unisex Rate Endorsement - Incorporated by reference to Post-Effective Amendment No. 24 to Registration Statement File No. 333-95845 filed April 28, 2022

Exhibit (e)

Form of Application Form – Incorporated by reference to Post-Effective Amendment No. 36 to Registration Statement File No. 033-61679 filed April 25, 2023

Exhibit (f)

i.

Charter documentation of C.M. Life Insurance Company as approved April 25, 1980 – Incorporated by reference to Initial Registration Statement to Registration Statement No. 333-259818 filed September 27, 2021

Exhibit (g)

Not Applicable.

Exhibit (h)

i.

Fund Participation Agreements

 

 

a.

AIM Funds (Invesco Funds)


 


 

1.

Participation Agreement dated April 30, 2004 (AIM Variable Insurance Funds, Inc., A I M Distributors, Inc. and C.M. Life Insurance Company) – Incorporated by reference to Initial Registration Statement to Registration Statement File No. 333-259818 filed September 27, 2021

 

 

 

 

i.

Amendment No. 1 dated April 30, 2010 – Incorporated by reference to Initial Registration Statement to Registration Statement File No. 333-259818 filed September 27, 2021

ii.

Amendment No. 2 effective May 24, 2019 (MML Bay State Life Insurance Company becomes a party) – Incorporated by reference to Post-Effective Amendment No. 35 to Registration Statement File No. 333-49457 filed April 28, 2021

 

 

 

 

iii.

Amendment dated May 3, 2021 regarding Rules 30e-3 and 498A – Incorporated by reference to Post-Effective Amendment No. 1 to Registration Statement File No. 333-259818 filed April 28, 2022

2.

Financial Support Agreement dated October 1, 2016 (Invesco Distributors, Inc. and C.M. Life Insurance Company and MML Bay State Life Insurance Company becomes a party) – Incorporated by reference to Post-Effective Amendment No. 21 to Registration Statement File No. 333-49457 filed April 26, 2017

 

 

 

 

i.

Amendment No. 1 effective May 24, 2019 – Incorporated by reference to Post-Effective Amendment No. 35 to Registration Statement File No. 333-49457 filed April 28, 2021

ii.

Amendment effective April 1, 2022 – Incorporated by reference to Post-Effective Amendment No. 2 to Registration Statement File No. 333-259818 filed April 25, 2023

 

 

 

3.

Administrative Services Agreement dated October 1, 2016 (Invesco Advisers, Inc. and C.M. Life Insurance Company and MML Bay State Life Insurance Company becomes a party) – Incorporated by reference to Pre-Effective Amendment No. 1 to Registration Statement File No. 333-259818 filed December 17, 2021

i.

Amendment No. 1 effective May 24, 2019 – Incorporated by reference to Post-Effective Amendment No. 35 to Registration Statement File No. 333-49457 filed April 28, 2021

 

 

b.

Fidelity® Funds

1.

Amended and Restated Participation Agreement dated September 28, 2021 (Fidelity Distributors Company, LLC, Variable Insurance Products Fund, Variable Insurance Products Fund II, Variable Insurance Products Fund III, Variable Insurance Products Fund IV and Variable Insurance Products Fund V and C.M. Life Insurance Company) – Incorporated by reference to Pre-Effective Amendment No. 1 to Registration Statement File No. 333-259818 filed December 17, 2021

 

 

 

 

i.

First Amendment dated September 28, 2021 – Incorporated by reference to Pre-Effective Amendment No. 1 to Registration Statement File No. 333-259818 filed December 17, 2021

 

 

 

 

ii.

Second Amendment effective August 7, 2023 – Incorporated by reference to Initial Registration Statement File No. 333-274306 filed September 1, 2023

2.

Summary Prospectus Agreement effective May 1, 2011 (Fidelity Distributors Corporation and Massachusetts Mutual Life Insurance Company, C.M. Life Insurance Company, and MML Bay State Life Insurance Company) – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

 

 

 

3.

Service Contract dated January 1, 2004 (MML Investors Services, LLC, MML Strategic Distributors, LLC, and MML Distributors, LLC and Massachusetts Mutual Life Insurance Company) – Incorporated by reference to Pre-Effective Amendment No. 2 to Registration Statement File No. 333-215823 filed June 14, 2017

i.

First Amendment dated October 1, 2008 – Incorporated by reference to Pre-Effective Amendment No. 2 to Registration Statement File No. 333-215823 filed June 14, 2017

 

 

 

 

ii.

Second Amendment dated May 22, 2017 – Incorporated by reference to Post-Effective Amendment No. 11 to Registration Statement File No. 333-206438 filed November 15, 2021

iii.

Third Amendment dated November 1, 2018 – Incorporated by reference to Initial Registration Statement to Registration Statement File No. 333-259818 filed September 27, 2021

 

 

 

 

iv.

Fourth Amendment dated September 28, 2021 (C.M. Life Insurance Company becomes a party to the Agreement) – Incorporated by reference to Post-Effective Amendment No. 11 to Registration Statement File No. 333-206438 filed November 15, 2021

4.

Service Agreement effective September 28, 2021 – Incorporated by reference to Pre-Effective Amendment No. 1 to Registration Statement File No. 333-259818 filed December 17, 2021

 

 

c.

MML Funds


 


 

1.

Participation Agreement dated November 17, 2005 (MML Series Investment Fund, Massachusetts Mutual Life Insurance Company and MML Bay State Life Insurance Company and C.M. Life Insurance Company) – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

 

 

 

 

i.

First Amendment effective November 17, 2005 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

ii.

Second Amendment dated as of August 26, 2008 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

 

 

 

 

iii.

Third Amendment dated April 9, 2010 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

iv.

Fourth Amendment dated and effective July 23, 2010 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

 

 

 

 

v.

Fifth Amendment dated August 28, 2012 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

vi.

Sixth Amendment dated April 1, 2014 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

 

 

 

 

vii.

Seventh Amendment dated August 11, 2015 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

viii.

Eighth Amendment dated February 20, 2020 – Incorporated by reference to Post-Effective Amendment No. 7 to Registration Statement File No. 333-202684 filed April 28, 2020

 

 

 

 

ix.

Ninth Amendment dated June 2, 2021 regarding Rules 30e-3 and 498A – Incorporated by reference to Pre-Effective Amendment No. 1 to Registration Statement File No. 333-255824 filed August 24, 2021

d.

MML II Funds

 

 

 

1.

Participation Agreement dated November 17, 2005 (MML Series Investment Fund II, Massachusetts Mutual Life Insurance Company and MML Bay State Life Insurance Company and C.M. Life Insurance Company) – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

i.

First Amendment effective November 17, 2005 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

 

 

 

 

ii.

Second Amendment dated as of August 26, 2008 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

iii.

Third Amendment dated as of April 9, 2010 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

 

 

 

 

iv.

Fourth Amendment dated and effective July 23, 2010 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

v.

Fifth Amendment dated August 1, 2011 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

 

 

 

 

vi.

Sixth Amendment dated and effective August 28, 2012 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

vii.

Seventh Amendment dated and effective November 12, 2012 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

 

 

 

 

viii.

Eighth Amendment dated April 1, 2014 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

ix.

Ninth Amendment dated August 11, 2015 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

 

 

 

 

x.

Tenth Amendment dated February 20, 2020 – Incorporated by reference to Post-Effective Amendment No. 7 to Registration Statement File No. 333-202684 filed April 28, 2020


 


 

xi.

Eleventh Amendment dated June 2, 2021 regarding Rules 30e-3 and 498A – Incorporated by reference to Pre-Effective Amendment No. 1 to Registration Statement File No. 333-255824 filed August 24, 2021

 

 

e.

PIMCO Funds

1.

Participation Agreement dated as of April 21, 2006 (Massachusetts Mutual Life Insurance Company, C.M. Life Insurance Company and PIMCO Variable Insurance Trust and Allianz Global Investors Distributors LLC) – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

 

 

 

 

i.

Amendment No. 1 effective as of June 30, 2008 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

ii.

New Agreements and Amendments dated November 10, 2010 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

 

 

 

 

iii.

Amendment effective as of May 1, 2011 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

iv.

Amendment signed March 1, 2017 – Incorporated by reference to Post-Effective Amendment No. 18 to Registration Statement File No. 333-95845 filed April 26, 2017

 

 

 

2.

Termination Agreement dated November 10, 2010 – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

3.

Selling Agreement executed on April 26, 2006 (Allianz Global Investors Distributors LLC, Massachusetts Mutual Life Insurance Company and C.M. Life Insurance Company) for Advisor Class Shares of PIMCO Variable Insurance Trust – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

 

 

 

4.

Services Agreement (Trust) for PIMCO Variable Insurance Trust (Pacific Investment Management Company LLC, Massachusetts Mutual Life Insurance Company and C.M. Life Insurance Company) effective as of March 1, 2017 – Incorporated by reference to Pre-Effective Amendment No. 2 to Registration Statement File No. 333-215823 filed June 14, 2017

i.

Amendment No. 1 dated November 1, 2020 – Incorporated by reference to Post-Effective Amendment No. 18 to Registration Statement File No. 333-150916 filed April 28, 2021

 

 

f.

Voya Funds

1.

Participation Agreement dated April 26, 2006 (C.M. Life Insurance Company, ING Funds Distributor, LLC and ING Variable Products Trust) – Incorporated by reference to Post-Effective Amendment No. 24 to Registration Statement File No. 333-95845 filed April 28, 2022

 

 

 

 

i.

Amendment dated January 16, 2014 – Incorporated by reference to Post-Effective Amendment No. 24 to Registration Statement File No. 333-95845 filed April 28, 2022

ii.

Amendment dated December 23, 2014 and effective as of May 1, 2014 – Incorporated by reference to Post-Effective Amendment No. 24 to Registration Statement File No. 333-95845 filed April 28, 2022

 

ii.

Rule 22c-2 Agreements (Shareholder Information Agreements)

a.

AIM Investment Services, Inc. effective October 16, 2007 (Massachusetts Mutual Life Insurance Company, and C.M. Life Insurance Company) – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

 

 

 

1.

Amendment No. 1 dated June 30, 2020 – Incorporated by reference to Pre-Effective Amendment 3 to Registration Statement File No. 333-229670 filed October 2, 2020

b.

Fidelity Distributors Corporation effective October 16, 2007 (Massachusetts Mutual Life Insurance Company, MML Bay State Life Insurance Company, and C.M. Life Insurance Company) – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

 

 

c.

MML Series Investment Fund effective October 16, 2007 (Massachusetts Mutual Life Insurance Company, MML Bay State Life Insurance Company, and C.M. Life Insurance Company) – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021


 


 

d.

MML Series Investment Fund II effective October 16, 2007 (Massachusetts Mutual Life Insurance Company, MML Bay State Life Insurance Company, and C.M. Life Insurance Company) – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

 

 

e.

PIMCO Variable Insurance Trust effective October 16, 2007 (Massachusetts Mutual Life Insurance Company and C.M. Life Insurance Company) – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

f.

Voya Variable Products Trust effective October 16, 2007 (Massachusetts Mutual Life Insurance Company, and C.M. Life Insurance Company) – Incorporated by reference to Post-Effective Amendment No. 28 to Registration Statement File No. 333-45039 filed June 25, 2021

Exhibit (i)

Not Applicable.

Exhibit (j)

Not Applicable.

Exhibit (k)

Opinion and Consent of Counsel as to the legality of the securities being registered – Incorporated by reference to Post-Effective Amendment No. 35 to Registration Statement File No. 333-61679 filed April 28, 2022


 


 

Exhibit (l)

i.

Auditor Consents:

 

 

 

Company Financial Statements (*)

Separate Account Financial Statements (*)

 

ii.

a.

Powers of Attorney for:

Roger W. Crandall

 

 

 

Michael J. O’Connor

Paul LaPiana

 

 

 

Elizabeth A. Ward

– Incorporated by reference to Initial Registration Statement 333-274306 filed September 1, 2023

 

 

b.

Power of Attorney for Keith McDonagh

– Incorporated by reference to Post-Effective Amendment No. 3 to Registration Statement File No. 333-259818 filed on or about April 25, 2024

Exhibit (m)

Not Applicable.

Exhibit (n)

Not Applicable.

(*) Filed herewith
 

 

Item 28.       Directors and Officers of the Depositor

Directors of C.M. Life Insurance Company

Roger W. Crandall, Director (Chairman), President,
and Chief Executive Officer
1295 State Street
Springfield, MA 01111

Michael J. O’Connor, Director,
and
General Counsel
1295 State Street
Springfield, MA 01111

Paul LaPiana, Director and Executive Vice President
1295 State Street
Springfield, MA 01111

Elizabeth A. Ward, Director, Executive Vice President,
and Chief
Financial Officer
1295 State Street
Springfield, MA 01111

Principal Officers of C.M. Life Insurance Company (other than those who are also Directors, as referenced above):

Keith McDonagh, Corporate Controller
10 Fan Pier Boulevard
Boston, MA 02210

Akintokunbo Akinbajo, Corporate Secretary
1295 State Street
Springfield, MA 01111

Julieta Sinisgalli, Treasurer
1295 State Street
Springfield, MA 01111

Eric Partlan, Executive Vice President
1295 State Street
Springfield, MA 01111

Dominic Blue, Executive Vice President
1295 State Street
Springfield, MA 01111


 


 

Item 29.       Persons Controlled by or Under Common Control with the Depositor or the Registrant

– Incorporated by reference to Item 32 on Form N-6 in Post-Effective Amendment No. 3 to Registration Statement File No. 333-259818 filed on or about April 25, 2024

Item 30.       Indemnification

C.M. Life directors and officers are indemnified under Article V of the by-laws of C.M. Life’s parent company, Massachusetts Mutual Life Insurance Company (“MassMutual”), as set forth below.

ARTICLE V. of the By-laws of MassMutual provides for indemnification of directors and officers as follows:

“ARTICLE V.

INDEMNIFICATION

Subject to limitations of law, the Company shall indemnify:

 

(a) each director, officer or employee;

 

(b) any individual who serves at the request of the Company as a director, board member, committee member, partner, trustee, officer or employee of any foreign or domestic organization or any separate investment account; or

 

(c) any individual who serves in any capacity with respect to any employee benefit plan,
 

from and against all loss, liability and expense imposed upon or incurred by such person in connection with any threatened, pending or completed action, claim, suit, investigation or proceeding of any nature whatsoever, in which such person may be involved or with which he or she may be threatened to be involved, by reason of any alleged act, omission or otherwise while serving in any such capacity, whether such action, claim, suit, investigation or proceeding is civil, criminal, administrative, arbitrative, or investigative and/or formal or informal in nature. Indemnification shall be provided although the person no longer serves in such capacity and shall include protection for the person’s heirs and legal representatives.

Indemnities hereunder shall include, but not be limited to, all costs and reasonable counsel fees, fines, penalties, judgments or awards of any kind, and the amount of reasonable settlements, whether or not payable to the Company or to any of the other entities described in the preceding paragraph, or to the policyholders or security holders thereof.

Notwithstanding the foregoing, no indemnification shall be provided with respect to:

 

(1) any matter as to which the person shall have been adjudicated in any proceeding not to have acted in good faith in the reasonable belief that his or her action was in the best interests of the Company or, to the extent that such matter relates to service with respect to any employee benefit plan, in the best interests of the participants or beneficiaries of such employee benefit plan;

 

(2) any liability to any entity which is registered as an investment company under the Federal Investment Company Act of 1940 or to the security holders thereof, where the basis for such liability is willful misfeasance, bad faith, gross negligence or reckless disregard of the duties involved in the conduct of office; and

 

(3) any action, claim or proceeding voluntarily initiated by any person seeking indemnification, unless such action, claim or proceeding had been authorized by the Board of Directors or unless such person’s indemnification is awarded by vote of the Board of Directors.
 

In any matter disposed of by settlement or in the event of an adjudication which in the opinion of the General Counsel or his or her delegate does not make a sufficient determination of conduct which could preclude or permit indemnification in accordance with the preceding paragraphs (1), (2) and (3), the person shall be entitled to indemnification unless, as determined by the majority of the disinterested directors or in the opinion of counsel (who may be an officer of the Company or outside counsel employed by the Company), such person’s conduct was such as precludes indemnification under any of such paragraphs. The termination of any action, claim, suit, investigation or proceeding by judgment, order, settlement, conviction, or upon a plea of nolo contendere or its equivalent shall not, of itself, create a presumption that the person did not act in good faith and in a manner which he or she reasonably believed to be in the best interests of the Company.

The Company may at its option indemnify for expenses incurred in connection with any action or proceeding in advance of its final disposition, upon receipt of a satisfactory undertaking for repayment if it be subsequently determined that the person thus indemnified is not entitled to indemnification under this Article V.”


 


 

To provide certainty and more clarification regarding the indemnification provisions of the Bylaws set forth above, MassMutual has entered into indemnification agreements with certain officers who serve as a director of a subsidiary of MassMutual (a “Subsidiary Director”). Pursuant to the Agreements, MassMutual agrees to indemnify a Subsidiary Director, to the extent legally permissible, against (a) all expenses, judgments, fines and settlements (“Costs”), liabilities, and penalties paid in connection with a proceeding involving the Subsidiary Director because he or she is a director of a subsidiary of MassMutual if the Subsidiary Director (i) acted in good faith, (ii) reasonably believed the conduct was in the subsidiary’s best interest; (iii) had no reasonable cause to believe the conduct was unlawful (in a criminal proceeding); and, (iv) engaged in conduct for which the Subsidiary Director shall not be liable under MassMutual’s Charter or By-Law. MassMutual further agrees to indemnify a Subsidiary Director, to the extent permitted by law, against all Costs paid in connection with any proceeding (i) unless the Subsidiary Director breached a duty of loyalty, (ii) except for liability for acts or omissions not in good faith, involving intentional misconduct or a knowing violation of law, (iii) except for liability under Section 6.40 of Chapter 156D of Massachusetts Business Corporation Act (“MBCA”), or (iv) except for liability related to any transaction from which the Subsidiary Director derived an improper benefit. MassMutual will also indemnify a Subsidiary Director, to the fullest extent authorized by the MBCA, against all expenses to the extent the Subsidiary Director has been successful on the merits or in defense of any proceeding. If any court determines that despite an adjudication of liability to the relevant subsidiary that the Subsidiary Director is entitled to indemnification, MassMutual will indemnify the Subsidiary Director to the extent permitted by law. Subject to the Subsidiary Director’s obligation to pay MassMutual in the event that the Subsidiary Director is not entitled to indemnification, MassMutual will pay the expenses of the Subsidiary Director prior to a final determination as to whether the Subsidiary Director is entitled to indemnification.

Item 31.         Principal Underwriters

 

(a)

MML Investors Services, LLC (“MMLIS”) acts as principal underwriter of the contracts/policies/certificates sold by its registered representatives and MML Strategic Distributors, LLC (“MSD”) serves as principal underwriter of the contracts/policies/certificates sold by registered representatives of other broker-dealers who have entered into distribution agreements with MSD.

MMLIS and MSD either jointly or individually act as principal underwriters for:

Massachusetts Mutual Variable Life Separate Account I, Massachusetts Mutual Variable Annuity Separate Account 1, Massachusetts Mutual Variable Annuity Separate Account 2, Massachusetts Mutual Variable Annuity Separate Account 3, Massachusetts Mutual Variable Annuity Separate Account 4, Panorama Separate Account, Connecticut Mutual Variable Life Separate Account I, MML Bay State Variable Life Separate Account I, MML Bay State Variable Annuity Separate Account 1, Panorama Plus Separate Account, C.M. Multi-Account A, C.M. Life Variable Life Separate Account I, Massachusetts Mutual Variable Life Separate Account II.


 


 

 

(b)

MMLIS and MSD are the principal underwriters for this Contract. The following people are officers and directors of MMLIS and officers and directors of MSD:

DIRECTORS AND OFFICERS OF MML INVESTORS SERVICES, LLC

Name

Positions and Offices

Principal Business Address

John Vaccaro

Director, Chief Executive Officer, Chairman of the Board, and Agency Field Force Supervisor

(*)

Vaughn Bowman

Director and President

(*)

Geoffrey Craddock

Director

10 Fan Pier Boulevard
Boston, MA 02210

Paul LaPiana

Director

(*)

Jennifer Reilly

Director

10 Fan Pier Boulevard
Boston, MA 02210

David Mink

Vice President and Chief Operations Officer

11215 North Community House Rd.
Charlotte, NC 28277

Frank Rispoli

Chief Financial Officer and Treasurer

(*)

Edward K. Duch, III

Chief Legal Officer, Vice President, and Secretary

(*)

Courtney Reid

Chief Compliance Officer

(*)

James P. Puhala

Deputy Chief Compliance Officer

(*)

Michael Gilliland

Deputy Chief Compliance Officer

(*)

Thomas Bauer

Chief Technology Officer

(*)

Anthony Frogameni

Chief Privacy Officer

(*)

Linda Bestepe

Vice President

(*)

Daken Vanderburg

Vice President

(*)

Brian Foley

Vice President

(*)

James Langham

Vice President

(*)

Mary B. Wilkinson

Vice President

11215 North Community House Rd.
Charlotte, NC 28277

David Holtzer

Field Risk Officer

11215 North Community House Rd.
Charlotte, NC 28277

Amy Francella

Assistant Secretary

(*)

Alyssa O’Connor

Assistant Secretary

(*)

Pablo Cabrera

Assistant Treasurer

(*)

Jeffrey Sajdak

Assistant Treasurer

(*)

Julieta Sinisgalli

Assistant Treasurer

(*)

Kevin Lacomb

Assistant Treasurer

(*)

Tricia Cohen

Continuing Education Officer

(*)

Mario Morton

Registration Manager

(*)

Kelly Pirrotta

AML Compliance Officer

(*)

John Rogan

Regional Vice President

(*)

Michelle Pedigo

Regional Vice President

(*)

(*) 1295 State Street, Springfield, MA 01111-0001

 


 

OFFICERS AND DIRECTORS OF MML STRATEGIC DISTRIBUTORS, LLC

Name

Positions and Offices

Principal Business Address

Dominic Blue

Director and Chairman of the Board

(*)

Matthew DiGangi

Director and Chief Executive Officer and President

(*)

Geoffrey Craddock

Director

10 Fan Pier Boulevard
Boston, MA 02210

Jennifer Reilly

Director

10 Fan Pier Boulevard
Boston, MA 02210

Frank Rispoli

Chief Financial Officer and Treasurer

(*)

Edward K. Duch, III

Chief Legal Officer, Vice President, and Secretary

(*)

James P. Puhala

Vice President and Chief Compliance Officer

(*)

Vincent Baggetta

Chief Risk Officer

(*)

Paul LaPiana

Vice President

(*)

Lisa Todd

Vice President

(*)

Delphine Soucie

Vice President

(*)

Alyssa O’Connor

Assistant Secretary

(*)

Pablo Cabrera

Assistant Treasurer

(*)

Jeffrey Sajdak

Assistant Treasurer

(*)

Julieta Sinisgalli

Assistant Treasurer

(*)

Mario Morton

Registration Manager

(*)

Kelly Pirrotta

AML Compliance Officer

(*)

(*) 1295 State Street, Springfield, MA 01111-0001

 

(c)

Compensation From the Registrant
For information about all commissions and other compensation received by each principal underwriter, directly or indirectly, from the Registrant during the Registrant’s last fiscal year, refer to the “Distribution and Administration” section of the Statement of Additional Information.

Item 32.        Location of Accounts and Records

 

All accounts, books, or other documents required to be maintained by Section 31(a) of the Investment Company Act of 1940 and the rules promulgated thereunder are maintained by the Registrant through C.M. Life Insurance Company, 1295 State Street, Springfield, Massachusetts 01111-0001.

Item  33.        Management Services

 

Not Applicable

Item 34.        Fee Representation

REPRESENTATION UNDER SECTION 26(f)(2)(A) OF
THE INVESTMENT COMPANY ACT OF 1940

C.M. Life Insurance Company hereby represents that the fees and charges deducted under the Panorama Premier contract described in this Registration Statement, in the aggregate, are reasonable in relation to the services rendered, the expenses expected to be incurred, and the risks assumed by C.M. Life Insurance Company.


 


 

SIGNATURES

Pursuant to the requirements of Securities Act of 1933 and the Investment Company Act of 1940, the Registrant certifies that it meets all of the requirements for effectiveness of this registration statement under Rule 485(b) under the Securities Act and has duly caused this registration statement to be signed on its behalf by the undersigned, duly authorized, in the City of Wilmington, and the State of North Carolina on this 24th  day of April, 2024.

C.M. MULTI-ACCOUNT A
(Registrant)

C.M. LIFE INSURANCE COMPANY
(Depositor)

By:

ROGER W. CRANDALL *
Roger W. Crandall
President and Chief Executive Officer
(principal executive officer)
C.M. Life Insurance Company

Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed by the following persons in the capacities and on the dates indicated.

Signature *

Title

Date

ROGER W. CRANDALL *
Roger W. Crandall

 

Director, President and Chief Executive Officer
(principal executive officer)

 

April 24, 2024

ELIZABETH A. WARD *
Elizabeth A. Ward

Chief Financial Officer
(principal financial officer)

April 24, 2024

KEITH MCDONAGH *
Keith McDonagh

 

Corporate Controller
(principal accounting officer)

 

April 24, 2024

MICHAEL J. O’CONNOR *
Michael J. O’Connor

Director

April 24, 2024

PAUL LAPIANA *
Paul LaPiana

 

Director

 

April 24, 2024

/s/ GARY F. MURTAGH
* Gary F. Murtagh
Attorney-in-Fact pursuant to Powers of Attorney


 


 

INDEX TO EXHIBITS

Item No.

Exhibit

Item 27.

Exhibit (l)

i.

Auditor Consents

Company Financial Statements

Separate Account Financial Statements


ATTACHMENTS / EXHIBITS

ATTACHMENTS / EXHIBITS

AUDITOR CONSENTS