Related Parties |
12 Months Ended | ||||||
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Dec. 31, 2025 | |||||||
| Related Party Transactions [Abstract] | |||||||
| Related Parties | RELATED PARTY TRANSACTIONS We may enter into a significant number of transactions with related parties in the normal course of business. Parties are considered to be related if one party has the ability to control or exercise significant influence over the other party in making financial or operating decisions, or if a party, directly or indirectly through one or more of its intermediaries, controls, is controlled by or is under common control with an entity. Our material transactions with related parties are described below. Related Party Transactions with AIG We have historically entered into various transactions with AIG, some of which are continuing and are described below. In addition, on September 14, 2022, we entered into a Separation Agreement with AIG, which governs the relationship between AIG and us following the IPO, including matters related to the allocation of assets and liabilities between the parties, indemnification obligations, our corporate governance, information rights for each party and consent rights of AIG with respect to certain business activities that we may undertake. On May 16, 2024, in connection with the stock purchase agreement (the “Purchase Agreement”), between AIG and Nippon in connection with Nippon’s purchase of approximately 122 million shares of Company common stock, beneficially owned by AIG (the “Nippon Transaction”), the Company entered into an Amendment to the Separation Agreement, by and between the Company and AIG, pursuant to which the Company and AIG agreed to certain changes with respect to AIG’s board designation rights and AIG’s right to consent over certain actions by the Company, as set forth in the original Separation Agreement. Additionally, on June 9, 2024, AIG waived its right under the Separation Agreement to include a majority of the director candidates on each slate of candidates recommended by the Corebridge Board of Directors. For further information on the Nippon Transaction, the Separation Agreement and the amendment and waiver thereto, see Note 1. Our related party transactions with AIG included: (1) advisory transactions; (2) capital markets agreements; (3) general service agreements; (4) tax sharing agreements; (5) certain guarantees; (6) employee compensation and benefits; and (7) previously reinsurance transactions. Advisory Transactions Certain of our investment management subsidiaries provide advisory, management, allocation, structuring, planning, oversight, administration and similar services (collectively, “Investment Services”) with respect to the investment portfolios of AIG. Investment Services are provided primarily pursuant to investment management, investment advisory and similar agreements (“IMAs”), under which our subsidiaries are appointed as investment manager and are authorized to manage client investment portfolios on a fully discretionary basis, subject to agreed investment guidelines. Certain of our subsidiaries are also authorized under the IMAs to retain, oversee and direct third-party investment advisers and managers for and on behalf of these AIG clients. In some cases, Investment Services are provided through the clients’ participation in private investment funds and other pooled investment vehicles and investment products (collectively, “Funds”) sponsored or managed by us. Separately, certain of our subsidiaries provide portfolio administration and investment planning, performance evaluation and oversight services to AIG Property Casualty International, LLC (“AIGPCI”), on a non-discretionary basis, with respect to the investment portfolios of various of AIGPCI’s non-U.S. subsidiaries. In some cases, these services are directly provided to AIGPCI’s non-US subsidiaries. We offer our Funds to AIGPCI’s non-U.S. subsidiaries. Our subsidiaries earn investment management and advisory fees under the IMAs and other service agreements, as well as management fees and carried interest distributions or similar performance-based compensation under the Funds’ operating agreements, the majority of which are based on, or calibrated to approximate, the costs of providing the services. With respect to a minority of the AIG client portfolios, which relate to assets backing risks that have been transferred to third parties, our subsidiaries earn market-based fees. Management and advisory fee income for these Investment Services and related services reflected in Other income on the Consolidated Statements of Income (Loss) were $6 million, $17 million and $34 million for the years ended December 31, 2025, 2024 and 2023, respectively. Capital Markets Agreements Historically, we received a suite of capital markets services, including securities lending, collateral management, repurchase transactions, derivatives execution and support, and operational support services, from AIG Markets, Inc. (“AIGM”), a subsidiary of AIG, for which we paid a fee. AIGM provided these services through various services agreements. The suite of capital markets services previously provided by AIGM are now provided by our consolidated subsidiary Corebridge Markets, LLC (“CRBGM”). In addition, in the ordinary course of business, we previously entered into over-the-counter derivative transactions with AIGM under standard ISDA Master Agreements. The majority of transactions previously outstanding with AIGM were legally transferred to CRBGM as of December 31, 2023. As of December 31, 2025, all outstanding derivative positions have matured. For further details regarding derivatives, see Note 9. General Services Agreements Pursuant to the provisions of a Service and Expense Agreement (the “AIG Service and Expense Agreement”) effective February 1, 1974, as amended, we and AIG have provided various services to each other at cost, including, but not limited to, advertising, accounting, actuarial, tax, legal, data processing, claims adjustment, employee cafeteria, office space, payroll, information technology services, capital markets services, services that support financial transactions and budgeting, risk management and compliance services, human resources services, insurance, operations and other support services. On September 14, 2022, we entered into a Transition Services Agreement (the “TSA”) with AIG regarding the continued provision of services between the Company and AIG on a transitional basis. The TSA has generally replaced the AIG Service and Expense Agreement for services provided between the parties. Amounts due to AIG under these agreements were $1 million and $6 million as of December 31, 2025 and December 31, 2024, respectively. Amounts due from AIG were $3 million and $2 million as of December 31, 2025 and December 31, 2024, respectively. The total service expenses incurred specific to these agreements reflected in General operating expenses on the Consolidated Statements of Income (Loss) were $7 million, $43 million and $161 million for the years ended December 31, 2025, 2024 and 2023, respectively. Reinsurance Transactions From time to time, AIG Life U.K. entered into various coinsurance agreements with American International Reinsurance Company, Ltd., a consolidated subsidiary of AIG (“AIRCO”). On April 8, 2024, Corebridge completed the sale of AIG Life U.K. to Aviva and AIG Life U.K. terminated its reinsurance agreements with AIRCO. Ceded premiums related to these agreements were $9 million and $37 million for the years ended December 31, 2024 and 2023, respectively. Guarantees Prior to the IPO, AIG provided certain guarantees to us. Pursuant to the Separation Agreement, we will indemnify, defend and hold harmless AIG against or from any liability arising from or related to such guarantees. For further details regarding guarantees previously provided by AIG, see Note 16. Tax Sharing Agreements On September 14, 2022, we entered into a tax matters agreement with AIG that governs the parties’ respective rights, responsibilities, and obligations with respect to taxes, including the allocation of current and historic tax liabilities (whether income or non-income consolidated or stand-alone) between us and AIG (the “Tax Matters Agreement”). The Tax Matters Agreement governs, among other things, procedural matters, such as filing of tax returns, tax elections, control and settlement of tax controversies and entitlement to tax refunds and tax attributes. Prior to the IPO, Corebridge and SAFG Capital LLC were included in the consolidated federal income tax return of AIG as well as certain state tax returns where AIG files on a combined or unitary basis. There were no payments to (refunds from) AIG in connection with the tax sharing agreements for the years ended December 31, 2025 and 2024. A refund of $494 million was received for the year ended December 31, 2023. Amounts payable to AIG pursuant to the tax sharing agreements were $380 million and $364 million as of December 31, 2025 and December 31, 2024, respectively. Employee Compensation and Benefits Our employees participate in certain of AIG’s employee benefit programs. We had a payable of $1 million and $1 million as of December 31, 2025 and December 31, 2024, respectively, with respect to these programs. On September 14, 2022, we entered into an employee matters agreement with AIG (the “EMA”). The EMA allocates liabilities and responsibilities relating to employment matters, employee compensation and benefits plans and programs, and other related matters between us and AIG. The EMA generally provides that, unless otherwise specified, each party is responsible for liabilities associated with their current and former employees for purposes of compensation and benefit matters following the IPO. Repurchase of Corebridge Common Stock On November 4, 2025, the Company, AIG, and J.P. Morgan Securities LLC (the “Underwriter”) entered into an underwriting agreement (the “Underwriting Agreement”) pursuant to which AIG agreed to sell to the Underwriter, and the Underwriter agreed to purchase from AIG, 32.6 million shares of the Company’s common stock, at a price of $31.03 per share. The Company also agreed and purchased approximately 16.1 million shares of Corebridge Common Stock sold to the Underwriter at the same per share price paid by the Underwriter for an aggregate purchase price of approximately $500 million. During 2024, we repurchased approximately 8.0 million shares of Corebridge Common Stock from AIG for an aggregate purchase price of approximately $200 million. During 2023, we repurchased approximately 17.2 million shares of Corebridge Common Stock from AIG for an aggregate purchase price of approximately $315 million. Related Party Transactions with Blackstone Inc. (“Blackstone”) Advisory Transactions On December 30, 2025, funds managed by affiliates of Blackstone acquired AIG’s interests in certain real estate funds and other investments which are managed by the Company. We will receive management and advisory fee income for Investment Services related to these ventures. Investment Expense We entered into a long-term asset management relationship with Blackstone to manage a portion of our investment portfolio. The investment expense incurred were $323 million, $243 million and $175 million for the years ended December 31, 2025, 2024 and 2023, respectively. Repurchase of Corebridge Common Stock During 2023, we repurchased approximately 1.9 million shares of Corebridge Common Stock from Blackstone for an aggregate purchase price of approximately $35 million. Related Party Transactions with Variable Interest Entities In the ordinary course of business, we enter into various arrangements with VIEs, and we consolidate the VIE if we are determined to be the primary beneficiary. In certain situations, we may have a variable interest in a VIE that is consolidated by related parties, and in other instances, related parties may have variable interests in a VIE that is consolidated by us. The total debt of consolidated VIEs held by related parties was $24 million and $23 million as of December 31, 2025 and December 31, 2024, respectively. The interest expense incurred on the debt reflected in Interest expense on the Consolidated Statements of Income (Loss) were $0 million, $1 million and $9 million for the years ended December 31, 2025, 2024 and 2023, respectively. The noncontrolling interest included in the Consolidated Balance Sheets related to the VIEs held by related parties was $334 million and $400 million as of December 31, 2025 and December 31, 2024, respectively. The gain/(loss) attributable to noncontrolling interest of consolidated VIEs held by related parties were $(17) million, $(6) million and $(3) million for the years ended December 31, 2025, 2024 and 2023, respectively. In addition to transactions with VIEs, Corebridge has entered into other structured financing arrangements supporting real estate properties and other types of assets with other related parties. These financing arrangements are reported in Other invested assets in the Consolidated Balance Sheets. Certain of these and the VIE structures above also include commitments for funding from related parties of $0.6 billion and $0.6 billion at December 31, 2025 and December 31, 2024, respectively. For additional information related to VIEs and other investments, see Notes 5 and 8.
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