As filed with the Securities and Exchange Commission on October 15, 2026

Registration No. 333-276707

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-4

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

Post-Effective Amendment No. 4

FORETHOUGHT LIFE INSURANCE COMPANY

(Name of Insurance Company)

10 Market Street, Suite 2300

Indianapolis, IN 46204

(Address of Insurance Company’s Principal Executive Offices)

Telephone: 1-866-645-2449

(Insurance Company’s Telephone Number, including Area Code)

Sarah M. Patterson

Managing Director, General Counsel for Individual Markets and Assistant Secretary

Forethought Life Insurance Company

One Financial Plaza

755 Main Street, 24th Floor

Hartford, CT 06103

(Name and Address of Agent for Service of Process)

Approximate Date of Proposed Public Offering: Continuously on and after the effective date of this Registration Statement.

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

☐    Immediately upon filing pursuant to paragraph (b)

☐    On May 1, 2026 pursuant to paragraph (b)

☒    60 days after filing pursuant to paragraph (a)(1)

☐    On pursuant to paragraph (a)(1) of rule 485 under the Securities Act of 1933 (“Securities Act”)

If appropriate, check the following box:

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

Check each box that appropriately characterizes the Registrant:

☐    New Registrant (as applicable, a Registered Separate Account or Insurance Company that has not filed a Securities Act registration statement or amendment thereto within 3 years preceding this filing)

☐    Emerging Growth Company (as defined by Rule 12b-2 under the Securities Exchange Act of 1934 (“Exchange Act”)

☐    If an Emerging Growth Company, indicate by check mark if the Registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of Securities Act

☒   Insurance Company relying on Rule 12h-7 under the Exchange Act

☐    Smaller reporting company (as defined by Rule 12b-2 under the Exchange Act)

INCORPORATED BY REFERENCE NOTE:

The prospectus for the ForeStructured Growth II and ForeStructured Growth II Advisory Contract (Class ID: C000256599), as included in Post-Effective Amendment No. 3 to the Registration Statement on Form N-4, File No. 333-276707 (Accession No. 0001104659-26-046043) filed on April 21, 2026, is incorporated by reference herein.

FORM OF RATE SHEET SUPPLEMENT

RATE SHEET SUPPLEMENT

ForeStructured Growth II and ForeStructured Growth II Advisory Contract
Issued by Forethought Life Insurance Company
(For Applications Signed On or After [ ], 2027)

Rate Sheet Supplement Dated [ ], 2027 to the Prospectus Dated [ ], 2027

This Rate Sheet Supplement may apply to a ForeStructured Growth II or ForeStructured Growth II Advisory Contract with an application signed on or after [ ], 2027 (the "Contract"). Certain terms used in this Rate Sheet Supplement have special meanings. If a special term is not defined in this Rate Sheet Supplement, it has the meaning given to it in the prospectus. If you would like another copy of a Rate Sheet Supplement or the prospectus, please call Us at 833-275-4248 or visit Our website at www.FSG2Prospectus.com. These materials are also available on the Securities and Exchange Commission's EDGAR system at www.sec.gov (File No. 333-276707).

The effective date of this Rate Sheet Supplement is [ ], 2027. As of its effective date, this Rate Sheet Supplement supersedes any prior Rate Sheet Supplement. This Rate Sheet Supplement will remain in effect until it is superseded upon the effective date of a new Rate Sheet Supplement. A new Rate Sheet Supplement will be made available at least 7 calendar days prior to its effective date.

We are issuing this Rate Sheet Supplement to provide the following terms that We are currently offering:

• For Indexed Strategies with an upside crediting method designated as Growth Accelerator, the current Strategy Fee percentage(s) applicable to new Contracts.

• For the optional Return of Premium Death Benefit, the Rider Charge percentage applicable to new elections of the benefit.

In order to receive the terms offered in this Rate Sheet Supplement, this Rate Sheet Supplement must be in effect on the date that your Contract application is signed (the "application date"). If the application date falls outside the period during which this Rate Sheet Supplement is in effect, the terms offered under the Rate Sheet Supplement then in effect will apply.

IMPORTANT INFORMATION YOU SHOULD CONSIDER ABOUT THE CONTRACT

Provided below is completed information for the section of the prospectus titled "Important Information You Should Consider About the Contract." The following completes the annual fee table and estimated annual cost table in the "Are There Ongoing Fees and Expenses?" row under "Fees, Expenses, and Adjustments."

Annual Fee	Minimum			Maximum
Base Contract		0.00	%	[ ]%⁽¹⁾
Optional benefit available for an additional charge (for a single optional benefit, if elected)		0.00	%	[ ]%⁽²⁾

(1) Reflects the highest annualized Strategy Fee percentage if you invest in an Indexed Strategy with an upside crediting method designated as "Growth Accelerator." For each applicable Indexed Strategy, the annual charge is calculated as a percentage of the Strategy Fee Base and deducted dollar-for-dollar from the Indexed Strategy Base. The charge is assessed on each Contract Anniversary during the Strategy Term (excluding the Strategy Term start date).

(2) Reflects the annualized Rider Charge percentage for a new election of the optional Return of Premium Death Benefit. A Rider Charge percentage of 0.00% means there is no Rider Charge if you elect the benefit; a Rider Charge percentage greater than 0.00% means a Rider Charge will apply if you elect the benefit. For Contracts subject to a Rider Charge, the charge is calculated as a percentage of the Optional Death Benefit Value and deducted on the Valuation Day prior to each Contract Anniversary (a Strategy Interim Value adjustment and proportional reduction to the Indexed Strategy Base will also apply when the charge is deducted from an Indexed Strategy). We may declare lower Indexed Strategy upside rates for Contracts with the optional Return of Premium Death Benefit compared to Contracts with the standard Death Benefit, which would represent an implicit cost for the benefit in addition to any Rider Charges.

Lowest Annual Cost: $0
Assumes:
• Investment of $100,000
• 5% annual appreciation
• Least expensive Contract class
• No Growth Accelerator
• No optional benefit
• No sales charges
• No advisory fees
• No transfers or withdrawals

Highest Annual Cost: $[ ]
Assumes:
• Investment of $100,000
• 5% annual appreciation
• Most expensive Contract class and the optional benefit
• Growth Accelerator
• 0% Strategy Interim Value adjustments for any Rider Charge deductions
• No sales charges
• No advisory fees
• No transfers or withdrawals

GROWTH ACCELERATOR — STRATEGY FEE

Strategy Fees will apply only if you invest in an Indexed Strategy with an upside crediting method designated as Growth Accelerator. The following table includes the current Strategy Fee percentage(s) for new Contracts. The Strategy Fee percentage for an Indexed Strategy is subject to change after the Contract is issued. Upon written notice, We reserve the right to increase the Strategy Fee percentage for new Strategy Terms up to the maximum of 2.50%.

				Current Strategy Fee Percentage(s) (as an annualized percentage of the Strategy Fee Base)
With Election of Optional Return of Premium Death Benefit				[ ]%
Without Election of Optional Return of Premium Death Benefit				[ ]%

RETURN OF PREMIUM DEATH BENEFIT — RIDER CHARGE

The optional Return of Premium Death Benefit is available for election on the Issue Date or following spousal continuation. The following table includes the Rider Charge percentage for new elections. The applicable Rider Charge percentage will not change for the life of the benefit.

				Rider Charge Percentage (as an annualized percentage of the Optional Death Benefit Value)
Issue Ages up to 70				[ ]%
Issue Ages 71+				[ ]%

This supplement must be accompanied or preceded by the current prospectus. Please read this supplement carefully and retain it for future reference.

The information in this prospectus is not complete and may be changed. We may not sell these securities until the amended registration statement filed with the Securities and Exchange Commission is effective. This prospectus is not an offer to sell these securities and is not soliciting an offer to buy these securities in any state where the offer or sale is not permitted.

ForeStructured Growth II and ForeStructured Growth II Advisory Contract
(For Applications Signed On or After [ ], 2027)

Individual Single Premium Deferred Index-Linked Annuity Contract

Issued By:

FORETHOUGHT LIFE INSURANCE COMPANY

Prospectus Dated: [ ] __, 2027

This prospectus is for a ForeStructured Growth II or ForeStructured Growth II Advisory Contract, with an application signed on or after [ ], 2027, offered through participating selling firms (the "Contract"). This version of the Contract may not be available through selling firms that continue to offer a prior version with different features. The prior version is described in a separate prospectus.

This prospectus describes the Contract between each Owner and joint Owner ("you") and Forethought Life Insurance Company (the "Company", "We", "Us" or "Our"). Certain words and phrases used and capitalized throughout the prospectus are defined in the section titled "Glossary of Terms."

The Contract is a single premium deferred index-linked annuity contract issued by Us, with a minimum Premium Payment of $25,000. The Company does not allow additional Premium Payments after the initial Premium Payment.

The Contract is designed to help you invest on a tax-deferred basis and meet long-term financial goals. We offer the Contract as either a B-share or an I-share class Contract. The B-share class is offered through registered broker-dealers to which We pay sales commissions. The I-share class is available through registered investment advisers (RIAs) (affiliated with a registered broker-dealer) that sell the Contract and that charge an advisory fee for their services. Such advisory fees are in addition to Contract charges and adjustments.

Please read this prospectus carefully before investing and keep it for your records and for future reference. This prospectus does not constitute an offering in any jurisdiction in which the Contract may not lawfully be sold.

This prospectus describes all of your material rights and obligations under the Contract, including material state variations. The Contract allows you to allocate your Premium Payment to an investment option under the Contract that provides for guaranteed interest, subject to a guaranteed minimum interest rate (the "One-Year Fixed Strategy"), or one or more investment options that are linked to the value of an Index ("Indexed Strategies"). See "Appendix A: Investment Options Available Under the Contract" for additional information about each investment option.

The availability of investment options, Contract benefits, or other Contract features described in this prospectus may vary depending on the selling firm through which your Contract was purchased. See "Appendix I — Financial Intermediary Variations" for more information.

For each Indexed Strategy, We will credit interest at the end of a Strategy Term based, in part, on the performance of a designated Index (either a market index or mutual fund). Please note that:

• Although each Indexed Strategy is linked to the performance of an Index, the performance of an Indexed Strategy or the Contract will not necessarily match the performance of the Index.

• The Indexed Strategies are not index funds or investments in any underlying mutual funds.

• The Contract is not a variable annuity under the federal securities laws. If you select an Indexed Strategy with a mutual fund as the Index, you will not be invested in the fund. You will not be a shareholder or beneficial owner of the fund and you will have no rights with respect to the fund.

The Contract is a complex investment and involves risks, including potential loss of principal. You should speak with a financial professional about the Contract's features, benefits, risks and fees, and whether the Contract is appropriate for you based upon your financial situation and objectives.

iii

Each available Indexed Strategy has a downside protection feature — either Buffer or Floor — that may limit Index losses (i.e., negative interest) at the end of a Strategy Term.

• For amounts allocated to an Indexed Strategy with a Buffer, if there is negative Index performance, you risk any Index losses that exceed the Buffer Percentage. We are currently offering several Indexed Strategies with a Buffer. At the end of a Strategy Term, the maximum amount of loss that you could experience from negative Index performance after taking into account the current Buffer Percentages provided under the Contract ranges from 0% to 99%.

• For amounts allocated to an Indexed Strategy with a Floor, if there is negative Index performance, you risk any Index losses up to the Floor Percentage. We are currently offering a small number of Indexed Strategies with a Floor, each with a -10% Floor Percentage. For those Indexed Strategies, the maximum amount of loss that you could experience from negative Index performance at the end of a Strategy Term is 10%.

An Indexed Strategy's downside protection feature applies only at the end of a Strategy Term. Failing to hold your investment in an Indexed Strategy will result in Strategy Interim Value adjustments, which may be negative and may result in loss beyond an Index Strategy's limit on Index losses. You should understand that an Indexed Strategy's Buffer or Floor limits Index losses for only a single Strategy Term. Your losses over multiple Strategy Terms, or over the life of your Contract, may exceed an Indexed Strategy's limit on Index losses for any single Strategy Term.

An Indexed Strategy's limit on Index losses will not change, either during a Strategy Term or for future Strategy Terms. However, We reserve the right to add and remove Indexed Strategies. As such, the limits on Index losses offered under the Contract for future Strategy Terms may change.

We will always offer an Indexed Strategy with a 100% Buffer Percentage. We do not guarantee a minimum Buffer Percentage or Floor Percentage for any new Indexed Strategies that We may offer in the future.

Each available Indexed Strategy also has an upside crediting method that We use to calculate Index gains (i.e., positive interest), if any, that may apply based on Index performance. The upside crediting methods that We currently offer include: Participation Rate and Cap, Cap, Index Trigger, Dual Directional Cap, Dual Directional Trigger, Dual Directional Trigger and Cap, and Performance Yield. Each upside crediting method differs from the others, as described further in this prospectus. In general, the non-Dual Directional upside crediting methods provide for positive interest only for positive Index performance, whereas the Dual Directional and Performance Yield upside crediting methods provide for positive interest for Index performance that is positive or, to a limited extent, negative. However, no upside crediting method guarantees investment gain.

For each Indexed Strategy, the rate(s) associated with its upside crediting method may establish a limit on Index gains for the Strategy Term. For an additional charge, you may invest in an Indexed Strategy with an upside crediting method designated as "Growth Accelerator." Indexed Strategies with Growth Accelerator provide enhanced upside potential in exchange for annual charges.

The rates for the Indexed Strategies' upside crediting methods will change from one Strategy Term to the next, but will not change during a Strategy Term. We declare the rates for the Indexed Strategies' upside crediting methods in advance of each Strategy Term, subject to guaranteed limits.

• We may limit the amount you can earn on an Indexed Strategy through the applicable upside crediting method.

o Indexed Strategies with a Participation Rate and Cap, Cap, Dual Directional Cap, or Dual Directional Trigger and Cap will have an Index Cap rate, which represents a maximum amount of positive interest that may be credited at the end of a Strategy Term. The guaranteed minimum Index Cap rate is 1.00% and 0.50% during and after the Withdrawal Charge Period, respectively.

o For Indexed Strategies with Participation Rate and Cap, the Participation Rate represents the rate at which you will participate in any positive Index Performance at the end of a Strategy Term, subject to the Index Cap. The guaranteed minimum Participation Rate is 10%.

o Indexed Strategies with Index Trigger, Dual Directional Trigger, or Dual Directional Trigger and Cap will have an Index Trigger Rate, which represents a fixed amount of positive interest that may be credited at the end of a Strategy Term. The guaranteed minimum Index Trigger Rate is 1.00% and 0.50% during and after the Withdrawal Charge Period, respectively.

o For Indexed Strategies with Performance Yield (i.e., Dual Directional Yield Indexed Strategies), the Performance Yield rate represents the maximum amount of positive interest that may be credited during any single year for the Indexed Strategy's six-year Strategy Term. The guaranteed minimum Performance Yield is 1.00% and 0.50% during and after the Withdrawal Charge Period, respectively.

o In general, if We were to declare an upside crediting method rate equal to the applicable guaranteed minimum, the potential for investment gain would be minimal.

If We offer new Indexed Strategies with the same upside crediting methods in the future, the same guarantees specified above will apply.

We guarantee that the One-Year Fixed Strategy and an Indexed Strategy with Participation and Cap and a 100% Buffer (without Growth Accelerator) will be available. We do not guarantee the availability of any other strategies. From one Strategy Term to the next, We may not offer any Indexed Strategies with a Buffer less than 100%, Floor, Cap, Index Trigger, Dual Directional Cap, Dual Directional Trigger, Dual Directional Trigger and Cap, or Performance Yield. We may not offer any Indexed Strategies with Growth Accelerator. Any Indexed Strategy that We make available is subject to Our right of Index replacement.

The Contract is not a short-term investment and is not appropriate for an investor who needs ready access to cash. Withdrawals under the Contract are subject to significant risks and may result in significant loss. Withdrawals (including, e.g., Free Withdrawal Amounts, systematic withdrawals, Required Minimum Distributions, and withdrawals to pay advisory fees) could result in Withdrawal Charges, negative Market Value Adjustments ("MVAs"), taxes and tax penalties. In addition, withdrawals from an Indexed Strategy prior to the end of a Strategy Term may result in negative Strategy Interim Value adjustments. Withdrawals could also result in proportional reductions to your investment in an Indexed Strategy (i.e., your "Indexed Strategy Base") and, if elected, the optional Return of Premium Death Benefit. You should consult with your financial professional before taking any withdrawals under the Contract.

• In extreme circumstances, it is possible to lose 100% of the amount withdrawn or annuitized from an Indexed Strategy due to a negative MVA.

• In extreme circumstances, it is possible to lose 100% of your investment in an Indexed Strategy due to the application of a negative Strategy Interim Value adjustment (i.e., a complete loss of the entire amount invested if amounts are withdrawn or otherwise removed from an Indexed Strategy prior to the end of a Strategy Term).

The Contract includes a standard Death Benefit equal to Contract Value for no additional charge. If you elect the optional Return of Premium Death Benefit, the Death Benefit will equal the greater of Contract Value or the Return of Premium Base (subject to proportional reductions for withdrawals). An additional Rider Charge may apply to the optional Return of Premium Death Benefit. We may declare lower Indexed Strategy upside rates for Contracts with the optional Return of Premium Death Benefit compared to Contracts with the standard Death Benefit, which would represent an implicit cost for the benefit in addition to any Rider Charge. If you elect the optional Return of Premium Death Benefit for an additional Rider Charge, the annual charge will always be deducted from your Indexed Strategies prior to their Strategy Term end dates, resulting in a Strategy Interim Value adjustment each time that the charge is deducted from an Indexed Strategy. You should consult with a financial professional about whether the Return of Premium Death Benefit is appropriate for you.

When delivered in connection with the offer or sale of a new Contract, this prospectus must be accompanied by the current Rate Sheet Supplement. The Rate Sheet Supplement specifies fee percentages We are offering for Indexed Strategies with Growth Accelerator and the optional Return of Premium Death Benefit.

The Contract is not appropriate for investors who plan to take withdrawals to pay advisory fees other than through the systematic withdrawal program, which is available only for I-share class Contracts. Advisory fee withdrawals outside of the systematic withdrawal program may be subject to Withdrawal Charges and negative MVAs, and will result in proportional reductions to the optional Return of Premium Death Benefit if elected. In addition, whether or not advisory fee withdrawals are taken through the systematic withdrawal program, the Contract is not appropriate for investors who plan to take such withdrawals from an Indexed Strategy before the end of a Strategy Term, as the application of Strategy Interim Value and proportional reductions to your Indexed Strategy Base could result in significant loss.

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, although We may apply a Strategy Interim Value adjustment. In some states or situations, 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 this prospectus, or consult with your financial professional, for additional information about the specific cancellation terms that apply.

The Company's obligations under the Contract are subject to Our creditworthiness and claims-paying ability.

The Contract is not a deposit or obligation of, or guaranteed or endorsed by, any bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.

The Securities and Exchange Commission (the "SEC") doesn't approve or disapprove these securities or determine if the information in this prospectus is truthful or complete. Anyone who represents that the SEC does these things is guilty of a criminal offense.

Additional information about certain investment products, including index-linked annuities, has been prepared by the SEC's staff and is available at Investor.gov.

TABLE OF CONTENTS	Page
GLOSSARY OF TERMS		1
OVERVIEW OF THE CONTRACT		9
Purpose of the Contract		9
Phases of the Contract		9
Contract Features		12
Contract Adjustments		14
IMPORTANT INFORMATION YOU SHOULD CONSIDER ABOUT THE CONTRACT		15
FEE TABLE		21
PRINCIPAL RISKS OF INVESTING IN THE CONTRACT		23
Risk of Loss		23
Risk of Loss During Right to Examine Period		23
General Liquidity Risk		23
Reallocation Risk		24
Withdrawals to Pay Advisory Fee Risk		25
Index Risk		25
Index Cap Risk		27
Index Trigger Risk		28
Participation Rate Risk		28
Dual Directional Cap, Dual Directional Trigger, Dual Directional Trigger and Cap Risk		28
Dual Directional Yield Risk		28
Buffer Percentage and Floor Percentage Risk		29
Performance Lock Risk		30
Risk That We May Add, Remove or Replace an Index or Indexed Strategy		31
Risks That Certain Strategies May be Unavailable to You		31
Risks That We May Change Rates for the Indexed Strategies' Upside Crediting Methods		31
Single Premium Payment Risk		32
Our Financial Strength and Claims-Paying Ability		32
Cybersecurity and Business Continuity Risk		32
THE COMPANY AND HOW TO CONTACT US		32
THE ANNUITY CONTRACT		33
State Variations		33
Owner		33
Assignments and Changes of Ownership		33
Annuitant		33
Beneficiary		34
Purchasing the Contract		34
Rate Applicability Procedures		34
Allocating Your Premium Payment		34
Right to Examine		34
ONE-YEAR FIXED STRATEGY		35
PERFORMANCE CREDIT ACCOUNT		35
INDEXED STRATEGIES		36
General		36
Restrictions on Indexed Strategy Selection		38
Strategy Term		38
The Indices		38
Strategy Contract Value		43
Index Credit		44
Index Return (Point-to-Point)		45
Limits on Index Losses and Gains		45
Examples of Index Credit Calculation for Indexed Strategies (Except Dual Directional Yield)		49

Dual Directional Yield					52
Performance Lock					54
REALLOCATION PERIOD					56
ACCESS TO YOUR MONEY DURING THE ACCUMULATION PERIOD					57
Types of Withdrawals					57
Important Considerations Related to Withdrawals					57
Partial Withdrawals					59
Surrenders					59
Systematic Withdrawals to Pay Advisory Fees					59
CONTRACT CHARGES AND ADJUSTMENTS					60
Withdrawal Charge					60
Market Value Adjustment					62
Strategy Interim Value Adjustment					63
Bailout Waiver					64
Nursing Home Waiver					64
Terminal Illness Waiver					65
Rider Charges for Optional Return of Premium Death Benefit					65
ANNUITY PAYMENTS					67
Annuity Period					67
Annuity Payments					68
BENEFITS AVAILABLE UNDER THE CONTRACT					70
DEATH BENEFIT					73
Standard Death Benefit					73
Optional Return of Premium Death Benefit					73
To Whom the Death Benefit is Paid					74
Payment Options					74
Spousal Continuation					75
FEDERAL TAX CONSIDERATIONS					75
A. Introduction					75
B. Taxation of Annuities — General Provisions Affecting Contracts Not Held in Tax-Qualified Retirement Plans or as IRAs					75
C. Federal Income Tax Withholding					80
D. Estate, Gift and Generation-Skipping Tax and Related Tax Considerations					80
E. Tax Disclosure Obligations					81
F. Medicare Tax					81
INFORMATION REGARDING IRAS					81
1. Individual Retirement Annuities ("IRAs")					81
2. Taxation of Amounts Received from IRAs					82
3. Additional and Excise Taxes for IRAs					82
4. Required Minimum Distributions					83
5. Tax Withholding for IRAs					84
6. Rollover & Transfer Distributions					84
OTHER INFORMATION					85
General Account					85
The Separate Account					85
Suspension of Payments, Performance Lock Requests, or Reallocations					85
How Contracts Are Sold					85
Amendments to the Contract					87
Legal Proceedings					87
Financials Statements					87

vii

APPENDIX A: INVESTMENT OPTIONS AVAILABLE UNDER THE CONTRACT					A-1
APPENDIX B: STATE VARIATIONS					B-1
APPENDIX C: PERFORMANCE CREDIT ACCOUNT EXAMPLES					C-1
APPENDIX D: HISTORICAL RATES FROM RATE SHEET SUPPLEMENTS					D-1
APPENDIX E: EXAMPLES ILLUSTRATING CALCULATION OF PERFORMANCE CREDIT FOR DUAL DIRECTIONAL YIELD STRATEGY					E-1
APPENDIX F: EXAMPLES ILLUSTRATING CALCULATION OF THE WITHDRAWAL CHARGE AND FREE WITHDRAWAL AMOUNT (FWA)					F-1
APPENDIX G: EXAMPLES ILLUSTRATING CACULATION OF THE OPTIONAL RETURN OF PREMIUM DEATH BENEFIT					G-1
APPENDIX H: EXAMPLES ILLUSTRATING CALCULATION OF PERFORMANCE LOCK					H-1
APPENDIX I: FINANCIAL INTERMEDIARY VARIATIONS					I-1
APPENDIX J: INDEX DISCLOSURES					J-1

viii

GLOSSARY OF TERMS

Except as provided elsewhere in this prospectus, the following capitalized terms shall have the meanings ascribed below:

Accumulation Period				The period beginning on the Issue Date and ending on the Annuity Commencement Date.
Annuitant				The natural person(s) on whose life (or lives) Annuity Payments under the Contract are based.
Annuity Calculation Date				The date We calculate the first Annuity Payment.
Annuity Commencement Date				The date when Annuity Payments begin under the selected annuity option.
Annuity Payment				The money We pay out after the Annuity Commencement Date for the duration and frequency you select.
Annuity Period				The period beginning on the Annuity Commencement Date during which Annuity Payments are payable.
Annuity Service Center				Correspondence, service or transaction requests, and inquiries to 123 Town Square PL, PMB 711, Jersey City, NJ 07310, via email to GAOperations@mail.gafg.com or via fax 855-299-0104. Please note: Premium Payments must be sent to 123 Town Square PL, PMB 711, Jersey City, NJ 07310. The overnight mailing address is 123 Town Square PL, PMB 711, Jersey City, NJ 07310 and should only be used for mail delivered via a courier.
Beneficiary				The person you name to receive a Death Benefit payable under this Contract.
Buffer				A downside protection feature that provides protection against a negative Index Return until the protection level has been exceeded. A 1% Buffer Percentage provides minimal protection from a negative Index Return.
Buffer Percentage				The percentage of negative Index Return, if any, that will not be included in the Index Credit for an Indexed Strategy with a Buffer. If the negative Index Return does not exceed the Buffer Percentage, the negative Index Return will not result in loss.
Code				Internal Revenue Code of 1986, as amended.
Company (or We, Us or Our)				Forethought Life Insurance Company.
Commuted Value				The present value of any annuity payout due and payable during guaranteed Annuity Payments. This amount is calculated using the applicable discount rate determined by Us for applicable fixed dollar amount Annuity Payments.
Contract				The ForeStructured Growth II and ForeStructured Growth II Advisory Contract, with an application signed on or after [ ], 2027, offered through participating selling firm. The Contract is a single premium deferred index-linked annuity contract, including any riders or endorsements between the Company and you, as the Owner.
Contract Anniversary				An anniversary of the Issue Date.
Contract Maturity / Contract Maturity Date				The later of (i) the tenth Contract Anniversary or (ii) the Contract Anniversary immediately following the oldest Owner's 95^th birthday; or, in the case of a non-natural Owner, the Contract Anniversary immediately following the oldest Annuitant's 95^th birthday.
Contract Value				The total amount attributable to your Contract during the Accumulation Period at any given time. The Contract Value is the sum of the Strategy Contract Values and the One-Year Fixed Strategy Value and the Performance Credit Account Value.
Contract Year				The 12-month period starting on the Issue Date and each Contract Anniversary thereafter.
Crediting Rate				The rate(s) We set for each Indexed Strategy in advance of each Strategy Term which is used in the calculation of the Index Credit for that Indexed Strategy.
Death Benefit				The amount that We will pay upon the death of the Owner or the Annuitant, as applicable. If there are joint Owners, the Death Benefit will pay upon the first death of an Owner.

Dual Directional Cap				One of the upside crediting methods available under the Contract. An Indexed Strategy with this upside crediting method also has a Buffer downside protection feature. On the Strategy Term end date:
				• If the Index Return is positive or zero, the Index Credit will be equal to the Index Return subject to the Index Cap. • If the Index Return is negative, but does not exceed the negative threshold set by the Trigger Level (the Trigger Level minus 1), the Index Credit will be positive and it will equal the inverse of the Index Return. For example, if the Index Return is -2%, the Index Credit would equal 2%. • If the Index Return is negative and does exceed the negative threshold set by the Trigger Level, the Index Credit will be negative. The negative Index Credit will equal the negative Index Return in excess of the Buffer Percentage.
				In the event of a negative Index Return, the Index Credit will be either positive (second bullet above) or negative (third bullet above), but will never be zero, as there is no gap between the negative threshold set by the Trigger Level and the downside protection limit set by the Buffer Percentage.
				For Indexed Strategies with Dual Directional Cap, the Index Cap is declared in advance of each Strategy Term and is guaranteed not to change for the length of the Strategy Term. The Trigger Level will not change from one Strategy Term to the next.
Dual Directional Trigger				One of the upside crediting methods available under the Contract. An Indexed Strategy with this upside crediting method also has a Buffer downside protection feature. On the Strategy Term end date:
				• If the Index Return is positive or zero, the Index Trigger will apply. The Index Credit will be equal to the Index Trigger Rate. • If the Index Return is negative, but does not exceed the negative threshold set by the Trigger Level (the Trigger Level minus 1), the Index Trigger will apply. The Index Credit will be positive and it will equal the Index Trigger Rate. • If the Index Return is negative and does exceed the negative threshold set by the Trigger Level, the Index Credit will be negative. The negative Index Credit will equal the negative Index Return in excess of the Buffer Percentage.
				In the event of a negative Index Return, the Index Credit will be either positive (second bullet above) or negative (third bullet above), but will never be zero, as there is no gap between the negative threshold set by the Trigger Level and the downside protection limit set by the Buffer Percentage.
				For Indexed Strategies with Dual Directional Trigger, the Index Trigger Rate is declared in advance of each Strategy Term and is guaranteed not to change for the length of the Strategy Term. The Trigger Level will not change from one Strategy Term to the next.
Dual Directional Trigger and Cap				One of the upside crediting methods available under the Contract. An Indexed Strategy with this upside crediting method also has a Buffer downside protection feature. On the Strategy Term end date:
				• If the Index Return is positive, and the Index Return is equal to or greater than the positive threshold set by the Trigger Level (1 minus the Trigger Level), the Index Credit will be equal to the Index Return subject to the Index Cap. • If the Index Return is positive but less than the positive threshold set by the Trigger Level, or if the Index Return is zero, the Index Trigger will apply. The Index Credit will be positive and will be equal to the Index Trigger Rate. • If the Index Return is negative, but does not exceed the negative threshold set by the Trigger Level (the Trigger Level minus 1), the Index Trigger will apply. The Index Credit will be positive and will be equal to the Index Trigger Rate. • If the Index Return is negative and does exceed the negative threshold set by the Trigger Level, the Index Credit will be negative. The negative Index Credit will equal the negative Index Return in excess of the Buffer Percentage.

				In the event of a negative Index Return, the Index Credit will be either positive (third bullet above) or negative (fourth bullet above), but will never be zero, as there is no gap between the negative threshold set by the Trigger Level and the downside protection limit set by the Buffer Percentage.
				For Dual Directional Trigger and Cap, the Index Cap and Index Trigger Rate are declared in advance of each Strategy Term and are guaranteed not to change for the length of the Strategy Term. The Trigger Level will not change from one Strategy Term to the next.
Dual Directional Yield				A type of Indexed Strategy available under the Contract, which includes the Performance Yield upside crediting method and a Buffer downside protection feature. Positive credits (if any) come in the form of Performance Credits, not Index Credits. A Performance Credit (which may be positive or equal to zero) is applied each Quarterly Anniversary during the six-year Strategy Term, including the Strategy Term end date. On each Quarterly Anniversary:
				• If the Index Percentage Base is greater than or equal to the Performance Trigger, the Performance Credit Rate will be positive and will be equal to 1/4^th of the Performance Yield. • If the Index Percentage Base is lower than the Performance Trigger, the Performance Credit Rate will be equal to zero. • The Performance Credit is calculated as the Performance Credit Rate multiplied by the Indexed Strategy Base.
				The amount credited to your Contract from a positive Performance Credit, if any, is immediately and automatically allocated to the Performance Credit Account.
				On the Strategy Term end date, an Index Credit will be applied. The Index Credit may be negative or zero.
				• If the Index Return is positive or zero, the Index Credit will be equal to zero. • If the Index Return is negative, the Index Credit will be negative or zero depending on the applicable Buffer Percentage. If the negative Index Return exceeds the Buffer Percentage, the negative Index Credit will equal the negative Index Return in excess of the Buffer Percentage. Otherwise, the Index Credit will be zero.
Due Proof of Death				A certified copy of a death certificate, an order of a court of competent jurisdiction, or any other proof, acceptable to Us.
Ending Index Date				The Valuation Day used to determine the Index Value at the end of the Strategy Term. It is the Valuation Day immediately preceding the Contract Anniversary.
Floor				A downside protection feature that provides protection against further negative Index Return after the protection level has been met.
Floor Percentage				The percentage that represents the maximum negative Index Return that We will apply for an Indexed Strategy with a Floor, even if negative performance of the Index exceeds that percentage. If the Index Return is negative and is greater than the Floor Percentage, then the Index Credit will be equal to the Index Return. If the Index Return is equal to or less than the Floor Percentage, We will reduce the Strategy Contract Value by the Floor Percentage.
Free Withdrawal Amount (FWA)				The amount that can be withdrawn in any Contract Year without incurring a Withdrawal Charge and MVA, which includes the Required Minimum Distribution for this Contract. All withdrawals from Indexed Strategies are based on the Strategy Interim Value if taken prior to the end of the Strategy Term, even if within the Free Withdrawal Amount. Withdrawals of the Free Withdrawal Amount may be subject to taxes and tax penalties.
General Account				The account that holds all of the Company's assets other than assets allocated to the Separate Account and other separate accounts established by the Company.
Good Order				A request, including an application, is in Good Order if it includes all information We require to process the request. Good Order also includes submitting the information on the correct form(s) or any other method acceptable to Us with any required certification, guarantees or signatures to Our Annuity Service Center.

Gross Withdrawal				The Gross Withdrawal is the total amount We deduct from your Contract Value as a result of your withdrawal request. This amount includes your withdrawal proceeds (which is the Net Withdrawal amount, as defined below), any applicable Withdrawal Charge, MVA and any other applicable charges or taxes.
Growth Accelerator				Certain Indexed Strategies have an upside crediting method designated as "Growth Accelerator." Each of these Indexed Strategies provides enhanced upside potential in exchange for an additional annual charge (Strategy Fee). The upside rate(s) We declare for an Indexed Strategy with Growth Accelerator will be higher than the upside rate(s) We declare for an identical Indexed Strategy without Growth Accelerator.
Index				The market index or mutual fund used by the Indexed Strategy to determine the Index Credit (and the Performance Credit Rate for Dual Directional Yield).
Index Cap				Part of the Participation Rate and Cap, as well as Cap, upside crediting methods available under the Contract. It represents the maximum possible positive Index Return that will be included in the Index Credit for an Indexed Strategy. It is declared in advance of each Strategy Term and is guaranteed not to change for the length of the Strategy Term. Index Cap is also used as part of the Dual Directional Cap and Dual Directional Trigger and Cap upside crediting methods. See definitions for "Dual Directional Cap" and "Dual Directional Trigger and Cap" above.
Index Credit				The rate of return applied to the Indexed Strategy Base at the end of each Strategy Term.
Index Observation Date				The Valuation Day used to determine the Index Value for use in the calculation of the Index Percentage Base for the Dual Directional Yield strategies. This is the Valuation Day immediately preceding the applicable Quarterly Anniversary.
Index Percentage Base				Value representing the Index performance used in the calculation of the Performance Credit Rate for the Dual Directional Yield strategies. It is a percentage equal to the Index Value as of the applicable Index Observation Date divided by the Index Value as of the Starting Index Date.
Index Return				The net percentage change in the value of the Index from the Starting Index Date to the Ending Index Date.
Index Trigger				One of the upside crediting methods available under the Contract. For an Indexed Strategy with an Index Trigger, the Index Credit will equal the Index Trigger Rate if the Index Return is positive or zero. Index Trigger is also used as part of the Dual Directional Trigger and Dual Directional Trigger and Cap upside crediting methods. See definitions for "Dual Directional Trigger" and "Dual Directional Trigger and Cap" above.
Index Trigger Rate				The declared rate associated with the Index Trigger upside crediting method, as well as the Index Trigger component of the Dual Directional Trigger and Dual Directional Trigger and Cap upside crediting methods. The Index Trigger Rate represents a fixed potential return. The Index Trigger Rate is declared in advance of each Strategy Term and is guaranteed not to change for the Strategy Term.
Index Value				Defined for each Indexed Strategy, and is the published value of an Index. If the Index Value is not published on any day for which an Index Value is required, the nearest preceding published Index Value will be used. For a market index, Index Values are based on the index's closing values. For a mutual fund, Index Values are based on the fund's net asset value per share and reinvestment of dividends and other distributions (total return).
Indexed Strategy				Any of the Indexed Strategies available under the Contract. You elect the Indexed Strategy(ies) to which the Premium Payment is allocated or a reallocation is made, subject to the terms of this Contract and any applicable Riders. We may cease to offer a specific Indexed Strategy or cease to accept reallocations to a specific Indexed Strategy at any time. Any new reallocations accepted are subject to the terms and conditions in existence for any Indexed Strategy(ies) available at that time. The Indexed Strategies you have elected at issue are shown in your Contract.

Indexed Strategy Base				Each Indexed Strategy has its own Indexed Strategy Base. On the first Valuation Day of the Strategy Term, it is equal to the amount allocated to an Indexed Strategy. It is subsequently adjusted for any Gross Withdrawals, including the deduction of Rider Charges and advisory fees and systematic withdrawals and Required Minimum Distributions. If you elect an Indexed Strategy with Growth Accelerator, Strategy Fees will be deducted from the Indexed Strategy Base for that Indexed Strategy. At the end of the Strategy Term, the Indexed Strategy Base is the basis to which the Index Credit is applied. For Dual Directional Yield strategies, it is also the basis to which the Performance Credit Rate is applied on a Quarterly Anniversary.
Indexed Strategy Parameters				The upside crediting method and downside protection feature for a given Indexed Strategy.
Issue Age				The age as of the last birthday of the oldest Owner on the Issue Date, or oldest Annuitant, as applicable.
Issue Date				The date on which the Contract is established by Us. The Issue Date is shown in your Contract. (The Contract will not be issued on February 29^th).
Market Value Adjustment (MVA)				Cumulative withdrawals (partial or full) in any Contract Year that exceed the Free Withdrawal Amount during the Withdrawal Charge Period will be subject to an MVA. An MVA will also apply to Contract Value that exceeds your Free Withdrawal Amount if you annuitize your Contract during the Withdrawal Charge Period. An MVA may apply on any day during the Withdrawal Charge Period, including the last day of a Strategy Term.
				An MVA may be positive, negative or equal to zero and will be based on interest rates, spreads and time to maturity. An MVA will be applied to Contract Value deducted in excess of the Free Withdrawal Amount from (i) the One-Year Fixed Strategy and (ii) any Indexed Strategy to the extent that the amount deducted from the Indexed Strategy is attributable to the Fixed Income Asset Proxy. See "Calculation of Strategy Interim Value" in the Statement of Additional Information for explanation of the Fixed Income Asset Proxy.
				An MVA may apply upon any surrender or partial withdrawal (including Required Minimum Distributions for this Contract) or annuitization in excess of the Free Withdrawal Amount during the Withdrawal Charge Period. Withdrawals to pay advisory fees if taken as part of Our systematic withdrawal program; withdrawals under the bailout waiver, nursing home waiver and terminal illness waiver; Death Benefit payments; and withdrawals attributed to the Performance Credit Account are not subject to an MVA.
				The application of a negative MVA could result in significant loss. In extreme circumstances, it is possible to lose 100% of the amount withdrawn or annuitized from an Indexed Strategy due to a negative MVA.
				More information about MVA calculations is provided under "Contract Charges and Adjustments — Market Value Adjustment" in this prospectus and "Calculation of Market Value Adjustment" in the Statement of Additional Information.
Net Withdrawal				The Net Withdrawal is the amount that you will receive as a result of any withdrawal request. The Net Withdrawal is the Gross Withdrawal amount (the withdrawal amount you requested) less any applicable Withdrawal Charge, MVA and any other applicable charges or taxes.
One-Year Fixed Strategy				The investment option under the Contract that provides for guaranteed interest, and is subject to a guaranteed minimum interest rate (0.50% during the Withdrawal Charge Period and 0.10% after the Withdrawal Charge Period).
				Interests in the One-Year Fixed Strategy are not registered under the Securities Act of 1933, and the One-Year Fixed Strategy is not registered as an investment company under the Investment Company Act of 1940. Disclosures regarding the One-Year Fixed Strategy in this prospectus are subject to certain generally applicable provisions of the federal securities laws regarding the accuracy and completeness of disclosures.
One-Year Fixed Strategy Value				The amount of Contract Value allocated to the One-Year Fixed Strategy at any given time.
Optional Death Benefit Value				The Death Benefit value used to determine the Death Benefit payable if the Return of Premium Death Benefit is elected.

Owner				The person(s) or legal entity entitled to exercise all rights and privileges under the Contract. Any reference to Owner in this prospectus includes any joint Owner. References to "you" in this prospectus refer to the Owner or a prospective Owner.
Participation Rate				A component of the Participation Rate and Cap upside crediting methods available under the Contract. The Participation Rate is a percentage that is multiplied by any positive Index Return to calculate the Index Credit, subject to the Index Cap limitation (if any). The Participation Rate is declared in advance of each Strategy Term and is guaranteed not to change for the length of the Strategy Term.
Performance Credit				The quarterly credit calculated for a Dual Directional Yield strategy using the Performance Yield upside crediting method. The amount credited to your Contract from a positive Performance Credit, if any, is immediately and automatically allocated to the Performance Credit Account.
Performance Credit Account				The Performance Credit Account is used exclusively in connection with Dual Directional Yield strategies. You cannot instruct Us to allocate Contract Value directly to the Performance Credit Account. The amount credited to your Contract from a positive Performance Credit, if any, is immediately and automatically allocated to the Performance Credit Account. Amounts in the Performance Credit Account will receive a fixed daily interest rate, subject to a guaranteed minimum interest rate (0.50% during the Withdrawal Charge Period and 0.10% after the Withdrawal Charge Period). Withdrawals attributed to the Performance Credit Account are not subject to a Withdrawal Charge or MVA. Such withdrawals are withdrawals of the Free Withdrawal Amount, but they do not reduce the Free Withdrawal Amount remaining for withdrawals attributed to the Indexed Strategies or the One-Year Fixed Strategy. However, withdrawals from the Performance Credit Account may be subject to taxes and tax penalties.
				Interests in the Performance Credit Account are not registered under the Securities Act of 1933, and the Performance Credit Account is not registered as an investment company under the Investment Company Act of 1940. Disclosures regarding the Performance Credit Account in this prospectus are subject to certain generally applicable provisions of the federal securities laws regarding the accuracy and completeness of disclosures.
Performance Credit Account Value				The amount of Contract Value allocated to the Performance Credit Account at any given time.
Performance Credit Rate				Used in the determination of Performance Credit for a Dual Directional Yield strategy. It is the rate of return applied to the Indexed Strategy Base on each Quarterly Anniversary, and will be equal to either 1/4^th of the Performance Yield or zero depending on the Index performance since the Starting Index Date.
Performance Lock				A feature under the Contract for each Indexed Strategy. If the Performance Lock feature is exercised during a Strategy Term, your Strategy Interim Value (which otherwise fluctuates each Valuation Day) is "locked in" on the Performance Lock Date and will accumulate at a fixed rate equivalent to the One-Year Fixed Strategy for the remainder of the Strategy Term. You do not receive an Index Credit at the end of a Strategy Term, nor do you receive additional Performance Credits on Quarterly Anniversaries under a Dual Directional Yield strategy, once the Performance Lock feature has been exercised. Exercise of Performance Lock is irrevocable. If you lock-in a negative Strategy Interim Value adjustment, you will be locking-in a loss, which could be significant.
Performance Lock Date				The Valuation Day on which We process an exercise of the Performance Lock.
Performance Trigger				For Dual Directional Yield strategies, on each Quarterly Anniversary, We compare the Index Percentage Base to the Performance Trigger in order to determine the Performance Credit Rate.
Performance Yield				The upside crediting method for Dual Directional Yield strategies. Under a Dual Directional Yield strategy, the Performance Yield is the maximum positive rate of return for any single year during the six-year Strategy Term. The Performance Yield is declared in advance of each Strategy Term and is guaranteed not to change for the Strategy Term.
Premium Payment				The single premium paid to the Company under the Contract, less any applicable premium taxes due at the time the payment is made.

Quarterly Anniversary				Under a Dual Directional Yield strategy, each successive three-month anniversary of the Issue Date of the Contract. This date will typically be the same calendar day as the Issue Date each quarter, unless that calendar day does not exist in a given month, in which case it will be the nearest preceding calendar day in the given month.
Rate Sheet Supplement				A prospectus supplement that We issue to provide certain fee percentages that We are offering, including (i) for Indexed Strategies with an upside crediting method designated as Growth Accelerator, the current Strategy Fee percentage(s) applicable to new Contracts, and (ii) for the optional Return of Premium Death Benefit, the Rider Charge percentage applicable to new elections of the benefit.
Reallocation Period				For amounts in an Indexed Strategy or One-Year Fixed Strategy, you may request a reallocation for a period of 30 days prior to the end of the Strategy Term and the request must be received at least two Valuation Days prior to the end of the Strategy Term. For amounts in the Performance Credit Account, you may request a reallocation for a period of 30 days prior to a Contract Anniversary and the request must be received at least two Valuation Days prior to the Contract Anniversary. The reallocation will be effective on the Strategy Term end date / Contract Anniversary.
Required Minimum Distribution ("RMD")				A federal requirement that individuals who attain the "applicable age" as defined under the Code generally must take a distribution from their tax-qualified retirement account by December 31, each year, or that requires Beneficiaries to take certain distributions after the IRA Owner's death.
Return of Premium Base				The amount equal to the Premium Payment on the Issue Date, or equal to the Contract Value if elected after the Issue Date following spousal continuation, if the optional Return of Premium Death Benefit is elected. In general, the Return of Premium Base is reduced proportionally for Gross Withdrawals, which could reduce the Death Benefit by more than the amount of the withdrawal. Systematic withdrawals to pay advisory fees will not reduce the Return of Premium Base.
Return of Premium Death Benefit				The optional Return of Premium Death Benefit provides a Death Benefit, equal to the greater of the Contract Value and the Return of Premium Base. The Return of Premium Death Benefit may be subject to an additional charge. We may declare lower Indexed Strategy upside rates for Contracts with the optional Return of Premium Death Benefit compared to Contracts with the standard Death Benefit, which would represent an implicit cost for the benefit in addition to any Rider Charges.
Rider Charge				The charge, if any, applicable with the election of the optional Return of Premium Death Benefit.
Right to Examine Period				The period of time that you have to examine your Contract after you receive it. The Right to Examine Period may vary according to state law.
Separate Account				A segregated account that We established to hold assets in support of Our guarantees under the Contract's Indexed Strategies and One-Year Fixed Strategy and Performance Credit Account. As Owner of the Contract, you do not participate in the performance of assets held in the Separate Account and do not have any claim on them. The Separate Account is not registered under the Investment Company Act of 1940.
Starting Index Date				The Valuation Day used to determine the Index Value at the beginning of the Strategy Term. This is the Valuation Day immediately preceding the Issue Date or the Contract Anniversary.
Strategy Contract Value				Each Indexed Strategy to which you allocate Contract Value will have a separate Strategy Contract Value. On the first day of a Strategy Term, the Strategy Contract Value equals the Indexed Strategy Base. On each day between the first day and the end of the Strategy Term, the Strategy Contract Value equals the Strategy Interim Value. At the end of the Strategy Term, the Strategy Contract Value equals the Indexed Strategy Base multiplied by 1 plus the Index Credit.

Strategy Interim Value				The daily account value for an Indexed Strategy on any Valuation Day during a Strategy Term other than the first and last day. Strategy Interim Value is calculated at the end of a Valuation Day. We will apply the Strategy Interim Value if amounts are withdrawn or otherwise removed from an Indexed Strategy before the end of a Strategy Term, which may result in significant loss. The types of transactions to which We may apply Strategy Interim Value include partial withdrawals (including withdrawals to pay advisory fees, systematic withdrawals and Required Minimum Distributions under the Contract), full surrender of your Contract, cancellation, annuitization, Death Benefit payments, Performance Lock, and deductions for Rider Charges.
				Strategy Interim Value could reflect loss, even when the Index is performing positively. This is because gain or loss associated with Strategy Interim Value (i.e., the Strategy Interim Value adjustment) is not calculated the same way as Index Credits or Performance Credits. It is calculated based on Our valuation of the derivative and fixed income instruments, respectively, that We hold to support the Indexed Strategy. Strategy Interim Value does not directly reflect the actual performance of the applicable Index and is not subject to the Buffer Percentage or Floor Percentage. Strategy Interim Value may reflect lower gains, if the Index is performing positively, and higher losses, if the Index is performing negatively, than would apply at the end of the Strategy Term (or, for Dual Directional Yield strategies, lower gains than would apply on a Quarterly Anniversary, or higher losses than would apply at the end of the Strategy Term). A Strategy Interim Value adjustment is generally expected to be less than the term-to-date Index performance on any Valuation Day.
				The application of Strategy Interim Value could result in significant loss. In extreme circumstances, it is possible to lose 100% of your investment in an Indexed Strategy due to a negative Strategy Interim Value adjustment (i.e., a complete loss of your principal and any prior earnings if amounts are withdrawn or otherwise removed from an Indexed Strategy prior to the end of a Strategy Term).
				More information about Strategy Interim Value calculation is provided under "Contract Charges and Adjustments — Strategy Interim Value Adjustment" in this prospectus and "Calculation of Strategy Interim Value" in the Statement of Additional Information.
Strategy Fee				The additional annual charge applicable to an Indexed Strategy with an upside crediting method designated as "Growth Accelerator."
Strategy Fee Base				The basis upon which Strategy Fees are calculated for an Indexed Strategy with Growth Accelerator. On the first Valuation Day of the Strategy Term, the Strategy Fee Base will equal the amount allocated to the applicable Indexed Strategy. The Strategy Fee Base will not change for the duration of the Strategy Term, except the Strategy Fee Base will be proportionately reduced for any partial withdrawals, including advisory fee withdrawals, from that Indexed Strategy prior to the Strategy Term end date.
Strategy Term				The period over which performance of an Index is measured to determine Index Return, or, for the One-Year Fixed Strategy, the period over which interest is credited at a specified declared rate.
Surrender Value				The Contract Value prior to the Annuity Commencement Date, less any applicable Withdrawal Charge, MVA, premium taxes and any applicable Rider Charges.
Trigger Level				A value that sets a positive and/or negative Index Return threshold that We use in the determination of the Index Credit for Indexed Strategies with Dual Directional Cap, Dual Directional Trigger or Dual Directional Trigger and Cap.
Withdrawal Charge				A charge assessed on the Gross Withdrawals within a Contract Year that exceed the Free Withdrawal Amount, which includes the Required Minimum Distribution for this Contract, or annuitization during the Withdrawal Charge Period. Withdrawals to pay advisory fees (if taken as part of Our systematic withdrawal program); withdrawals under the bailout waiver, nursing home waiver and terminal illness waiver; Death Benefit payments; and withdrawals attributed to the Performance Credit Account are not subject to a Withdrawal Charge.
Withdrawal Charge Period (WCP)				The six year period when We may assess a Withdrawal Charge and an MVA on surrender, a partial withdrawal or annuitization.

Valuation Day

Every day the New York Stock Exchange is open for regular trading. The value of an Indexed Strategy is determined at the close of the New York Stock Exchange (generally 4:00 pm Eastern Time) on such days.

OVERVIEW OF THE CONTRACT

Purpose of the Contract

The ForeStructured Growth II and ForeStructured Growth II Advisory Contract are designed to help you invest on a tax-deferred basis and meet long-term financial goals, such as funding your retirement. The Contract allows you to access your money during the Accumulation Period by taking withdrawals of your Contract Value. During the Annuity Period, We pay guaranteed income in the form of Annuity Payments. The Contract also has a Death Benefit that may become payable during the Accumulation Period. All benefits and payments under the Contract are subject to the terms and conditions described in this prospectus.

The Contract may be appropriate for you if: (i) you are looking for exposure to equity markets through index-linked investment options that include a level of downside protection; (ii) you have a long-term investment horizon; and (iii) you are interested in potential for tax-deferred growth.

While the Contract provides some protection against loss, you can lose money under the Contract. It is possible to lose your entire principal investment and any earnings over the life of your Contract. You should not buy the Contract if you are not willing to assume the risks associated with the Contract, including the risk of loss. Furthermore, the Contract is not appropriate for you if you are looking for a short-term investment (i.e., if you intend to make early or frequent withdrawals based on your liquidity needs). Withdrawals (partial and full) may result in Withdrawal Charges, negative Market Value Adjustments, taxes and tax penalties. In addition, withdrawals from an Indexed Strategy before the end of a Strategy Term may result in negative Strategy Interim Value adjustments and will result in proportional reductions to your Indexed Strategy Base.

You should not buy the Contract if you plan to take withdrawals to pay advisory fees other than through the systematic withdrawal program, as advisory fees withdrawn outside of the systematic withdrawal program may be subject to Withdrawal Charges and negative MVAs, and will result in proportional reductions to the optional Return of Premium Death Benefit if elected. In addition, whether or not advisory fee withdrawals are taken through the systematic withdrawal program, the Contract is not appropriate for investors who plan to take such withdrawals from an Indexed Strategy before the end of a Strategy Term, as negative Strategy Interim Value adjustments and proportional reductions to the Indexed Strategy Base could result in significant loss.

The Contract may not be available in all states (i.e., New York), may vary in your state, or may not be available through all selling firms or all financial professionals. The availability of investment options and features may vary by selling firm or financial professional. See Appendix B and Appendix I for financial intermediary variations.

Phases of the Contract

The Contract has two phases: (i) an Accumulation Period (for savings) and (ii) an Annuity Period (for income).

(i) Accumulation Period

You invest in the Contract's investment options during the Accumulation Period to help you accumulate assets on a tax-deferred basis. Your accumulated assets are used to value your Contract and the Death Benefit. During the Accumulation Period, you may allocate Contract Value to one or more Indexed Strategies and/or the One-Year Fixed Strategy, subject to certain restrictions. Additional information about each investment option is provided in "Appendix A: Investment Options Available Under the Contract."

We reserve the right to add, remove and change the strategies that We make available for investment. We guarantee that the One-Year Fixed Strategy and an Indexed Strategy with Participation and Cap and a 100% Buffer (without Growth Accelerator) will be available. We do not guarantee the availability of any other strategies. From one Strategy Term to the next, We may not offer any Indexed Strategies with a Buffer less than 100%, Floor, Cap, Index Trigger, Dual Directional Cap, Dual Directional Trigger, Dual Directional Trigger and Cap, or Performance Yield, each as summarized further below. We may not offer any Indexed Strategies with Growth Accelerator. Any Indexed Strategy that We make available is subject to Our right of Index replacement.

The strategies that We guarantee to make available generally have limited potential for investment gain. Assuming the guaranteed minimum interest rate or upside rates, your potential return for a Strategy Term would be minimal.

Indexed Strategies

For each Indexed Strategy, We will apply an Index Credit (i.e., positive, negative or zero interest) at the end of the Strategy Term to amounts allocated to the Indexed Strategy based, in part, on the performance of the Index. For example, if the Index Credit is 5%, you will experience a 5% gain on the Strategy Term end date. Conversely, if the Index Credit is -5%, you will experience a 5% loss. You could lose a significant amount of money if the Index declines in value.

Limits on Index Losses

We limit the negative Index Return used in calculating Index Credit through a Buffer or Floor downside protection feature. The level of protection against negative Index Returns is based on the applicable Buffer Percentage or Floor Percentage.

• A Buffer Percentage establishes the maximum amount of negative Index Return that will not be reflected in a negative Index Credit for a given Strategy Term. For example, if the Buffer Percentage is 10% and the Index Return is -25%, We will apply a -15% Index Credit (the amount of negative Index Return that exceeds the Buffer Percentage). If the Index Return is instead -5% (which does not exceed the Buffer Percentage), We will apply a 0% Index Credit (i.e., no loss).

We are currently offering several Indexed Strategies with a Buffer, including non-Dual Directional and Dual Directional Indexed Strategies. Please note that for an Indexed Strategy with Dual Directional Cap, Dual Directional Trigger, or Dual Directional Trigger and Cap, if a negative Index Return does not exceed the Buffer Percentage, the Index Credit will be positive, not 0%. But like any other Indexed Strategy with Buffer, if the negative Index Return exceeds the Buffer Percentage, the Index Credit will be negative, as described above. See "Limits on Index Gains" below for more information on Dual Directional strategies.

If you select an Indexed Strategy with a 1% Buffer Percentage, there will be minimal protection from a negative Index Return. For example, if the Buffer Percentage is 1% and the Index Return is -25%, We will apply a -24% Index Credit (the amount of the negative Index Return).

If you select an Indexed Strategy with a 100% Buffer Percentage, there is no risk of loss due to a negative Index Return at the end of the Strategy Term. The Index Credit will never be lower than 0%. Nonetheless, like any other Indexed Strategy, there may be losses due to Withdrawal Charges, negative MVAs, negative Strategy Interim Value adjustments, Rider Charges, Strategy Fees, and/or taxes and tax penalties.

• A Floor Percentage establishes the lowest negative Index Credit that may be applied for a given Strategy Term. For example, if the Floor Percentage is -10% and the Index Return is -25%, We will apply a -10% Index Credit (the amount of negative Index Return up to the Floor Percentage). If the Index Return is instead -5% (which is higher than the Floor Percentage), We will apply a -5% Index Credit. Each of the Indexed Strategies with Floor that We currently offer has a -10% Floor Percentage.

An Indexed Strategy's Buffer Percentage or Floor Percentage will not be changed for the life of the Indexed Strategy. However, because We reserve the right to add and remove Indexed Strategies, the limits on Index losses offered under the Contract for future Strategy Terms may change.

We will always offer an Indexed Strategy with a 100% Buffer Percentage.

Limits on Index Gains

Each Indexed Strategy has an upside crediting method. We may limit the amount you can earn on an Indexed Strategy through the applicable upside crediting method.

The upside crediting methods for the non-Dual Directional Indexed Strategies provide for positive Index Credit only if the Index Return at the end of the Strategy Term is positive. The upside crediting methods for the Dual Directional Indexed Strategies (other than Dual Directional Yield) provide for positive Index Credit if the Index Return at the end of the Strategy Term is positive, zero, or to a limited extent, negative.

Dual Directional Yield strategies, unlike other Indexed Strategies, provide for potential Index gains through a quarterly Performance Credit, which may be positive or zero (never negative). A Performance Credit Rate will apply on each Quarterly Anniversary during the six-year Strategy Term, including the Strategy Term end date, based on the Index performance and the Performance Yield upside crediting method. The amount credited to your Contract from a positive Performance Credit, if any, is immediately and automatically allocated to the Performance Credit Account. See "Contract Features — Performance Credit Account" below. An Index Credit will still be applied on the Strategy Term End Date, but will be either zero or negative (never positive).

The following further summarizes the upside crediting methods for the available Indexed Strategies.

Upside Crediting Methods for non-Dual Directional Indexed Strategies —

• Participation Rate and Cap. If the Index Return is positive or zero, the Index Credit will equal the Participation Rate multiplied by the Index Return, subject to the Index Cap.

o If the Participation Rate is less than 100%, it will decrease your participation in the positive Index Return. For example: if the Index Return is 5%, the Participation Rate is 80%, and the Index Cap is 10%, We would apply a 4% Index Credit using the Participation Rate (i.e., 5% x 80% = 4%). If the Index Return were instead 15%,

We would apply a 10% Index Credit using the Index Cap, because an Index Credit using the Participation Rate (12%) would exceed the Index Cap limitation (10%).

o If the Participation Rate is greater than 100%, it will increase your participation in the positive Index Return. For example: if the Index Return is 5%, the Participation Rate is 120%, and the Index Cap is 10%, We would apply a 6% Index Credit using the Participation Rate (i.e., 5% x 120% = 6%). If the Index Return were instead 15%, We would apply a 10% Index Credit using the Index Cap, because an Index Credit using the Participation Rate (18%) would exceed the Index Cap limitation (10%).

o If the Participation Rate is 100%, it will neither decrease nor increase your participation in the positive Index Return. For example: if the Index Return is 5%, the Participation Rate is 100%, and the Index Cap is 10%, We would apply a 5% Index Credit using the Participation Rate (i.e., 5% x 100% = 5%). If the Index Return were instead 15%, We would apply a 10% Index Credit using the Index Cap, because an Index Credit using the Participation Rate (15%) would exceed the Index Cap limitation (10%).

For Indexed Strategies with Participation Rate and Cap, if We do not declare an Index Cap for a Strategy Term, the Index Credit for that Strategy Term will not be subject to an Index Cap limitation, but will be subject to the applicable Participation Rate.

• Cap. If the Index Return is positive or zero, the Index Credit will equal the Index Return, subject to the Index Cap. For example, if the Index Return is 10% and the Index Cap is 5%, We will apply a 5% Index Credit.

• Index Trigger. If the Index Return is positive or zero, the Index Credit will equal the Index Trigger Rate. For example, if the Index Return is 10% and the Index Trigger Rate is 3%, We will apply a 3% Index Credit.

Upside Crediting Methods for Dual Directional Indexed Strategies (other than Dual Directional Yield) —

• Dual Directional Cap. If the Index Return is positive or zero, the Index Credit will equal the Index Return, subject to the Index Cap. For example, if the Index Return is 10% and the Index Cap is 6%, We will apply a 6% Index Credit. If the Index Return is negative, but does not exceed the Trigger Level threshold for negative Index Returns, the Index Credit will be positive and equal to the inverse of the Index Return. For example, assuming a Trigger Level threshold of -10%, if the Index Return is -5%, We will apply a 5% Index Credit. If the Index Return is negative, and does exceed the Trigger Level threshold for negative Index Returns, We apply the Buffer Percentage, and the Index Credit will be negative. See "Limits on Index Losses" above.

• Dual Directional Trigger. If the Index Return is positive or zero, the Index Trigger will apply. The Index Credit will equal the Index Trigger Rate. For example, if the Index Return is 10% and the Index Trigger Rate is 3%, We will apply a 3% Index Credit. If the Index Return is negative, but does not exceed the Trigger Level threshold for negative Index Returns, the Index Credit will be positive and equal to the Index Trigger Rate. For example, assuming a Trigger Level threshold of -10%, if the Index Return is -5% and the Index Trigger Rate is 3%, We will apply a 3% Index Credit. If the Index Return is negative, and does exceed the Trigger Level threshold for negative Index Returns, We apply the Buffer Percentage, and the Index Credit will be negative. See "Limits on Index Losses" above.

• Dual Directional Trigger and Cap. If the Index Return is positive or zero, and the Index Return is less than the positive threshold set by the Trigger Level, the Index Trigger will apply. The Index Credit will equal the Index Trigger Rate. If the Index Return is equal to or greater than the positive threshold set by the Trigger Level, the Index Credit will equal the Index Return, subject to the Index Cap. For example, assuming a Trigger Level threshold of 10%, if the Index Return is 8%, the Index Trigger Rate is 3%, and the Index Cap is 15%, We will apply a 3% Index Credit. If the Index Return is instead 20%, We will apply a 15% Index Credit. If the Index Return is negative, but does not exceed the Trigger Level threshold for negative Index Returns, the Index Credit will be positive and equal to the Index Trigger Rate. For example, assuming a Trigger Level threshold of -10%, if the Index Return is -5% and the Index Trigger Rate is 3%, We will apply a 3% Index Credit. If the Index Return is negative, and does exceed the Trigger Level threshold for negative Index Returns, We apply the Buffer Percentage, and the Index Credit will be negative. See "Limits on Index Losses" above.

Upside Crediting Method for Dual Directional Yield Indexed Strategies —

• Performance Yield. A Performance Credit is applied on each Quarterly Anniversary during the six-year Strategy Term, including the Strategy Term end date. On a Quarterly Anniversary, if the Index performance since the beginning of the Strategy Term through the preceding Valuation Day is positive, zero, or to a limited extent, negative (i.e., not in excess of the negative threshold established by the Performance Trigger), the Performance Credit Rate will be positive and equal to 1/4^th of the Performance Yield. However, if the Index performance since the beginning of the Strategy Term is negative and exceeds the Performance Trigger threshold, the Performance Credit Rate will be 0%.

For example, assume the Performance Yield is 8% and the Performance Trigger is 90% and that the Index performance since the beginning of the Strategy Term is either positive, zero, or no lower than -10%. In either case, We will apply a 2% Performance Credit Rate on that Quarterly Anniversary (8% / 4 = 2%). If the Index performance is lower than -10%, We will apply a 0% Performance Credit Rate.

On the Strategy Term end date, in addition to a Performance Credit as described above, We also apply an Index Credit. If the Index Return is positive or zero, We will apply a 0% Index Credit. If the Index Return is negative, We apply the Buffer Percentage. See "Limits on Index Losses" above.

For the Indexed Strategies that We are currently offering, the rates for their upside crediting methods (except the Trigger Level or Performance Trigger, if applicable) will change from one Strategy Term to the next. We declare the rates for the available Indexed Strategies' upside crediting methods in advance of each Strategy Term. The rates for a given Strategy Term may be higher or lower than the rates for previous or future Strategy Terms, subject to applicable guaranteed limits. For the currently available Indexed Strategies:

• The guaranteed minimum Index Cap for an Indexed Strategy with Participation Rate and Cap, Cap, Dual Directional Cap, or Dual Directional Trigger and Cap is 1.00% and 0.50% during and after the Withdrawal Charge Period, respectively.

• The guaranteed minimum Participation Rate for an Indexed Strategy with Participation Rate and Cap is 10%.

• The guaranteed minimum Index Trigger Rate for an Indexed Strategy with Index Trigger, Dual Directional Trigger, and Dual Directional Trigger and Cap is 1.00% and 0.50% during and after the Withdrawal Charge Period, respectively.

• The guaranteed minimum Performance Yield for a Dual Directional Yield Indexed Strategy is 1.00% and 0.50% during and after the Withdrawal Charge Period, respectively.

If We offer new Indexed Strategies with the same upside crediting methods in the future, the same guarantees specified above will apply.

(ii) Annuity Period

When your Contract enters the Annuity Period, your accumulated assets are converted into a stream of Annuity Payments from Us. This is also referred to as "annuitizing" your Contract. You generally decide when to annuitize your Contract, although you cannot annuitize prior to the first Contract Anniversary and your Contract must be annuitized by the Contract Maturity Date.

There are a variety of annuity options from which you may choose, including payments for life or for a guaranteed period of years, and such payments may be for a single life or joint lives. Annuity Payments are made on a fixed basis (i.e., they will not fluctuate in amount). During the Annuity Period, you will no longer be able to take withdrawals from your Contract. The Death Benefit is not payable during the Annuity Period and will terminate without value as of the Annuity Commencement Date. No amounts will be payable upon death during the Annuity Period unless the Annuity Payment option that you selected provides otherwise.

Contract Features

Contract Classes. We offer two different classes of the Contract: B-share and I-share. The B-share class is offered through registered broker-dealers to which We pay sales commissions. The I-share class is available through registered investment advisers (RIAs) that charge an advisory fee for their services. The classes have different Withdrawal Charge schedules. Limits on Index gains and losses may differ for B-share and I-share contracts, subject to applicable guarantees.

Access to Your Money. You may take withdrawals from your Contract at any time during the Accumulation Period. All withdrawals under the Contract are either a partial withdrawal (a withdrawal of a portion of your Contract Value) or a surrender (a full withdrawal of your Contract Value). Partial withdrawals include not only one-time withdrawals, but also withdrawals to pay advisory fees, systematic withdrawals and Required Minimum Distributions. A surrender will terminate the Contract and its benefits, including the Death Benefit.

Withdrawals under the Contract are subject to significant risks and may result in significant loss. You should consult with your financial professional before taking any withdrawals under the Contract. See "Principal Risks of Investing in the Contract — General Liquidity Risk" for more information.

Withdrawals, other than systematic withdrawals to pay advisory fees, will be taken from your Performance Credit Account Value first. After the Performance Credit Account Value is depleted, remaining withdrawals will then be taken proportionately from the One-Year Fixed Strategy and Indexed Strategies in which you are invested at the time of the withdrawal. Systematic withdrawals to pay advisory fees will be taken proportionally from the One-Year Fixed Strategy and Indexed Strategies first. After the One-Year Fixed Strategy Value and Indexed Strategy Values are depleted, any remaining systematic withdrawals to pay advisory fees will be taken from the Performance Credit Account.

Tax Treatment. Earnings (if any) under your Contract are generally tax-deferred. Income taxes generally apply only upon making a withdrawal, receiving a payment from Us. or payment of the Death Benefit. Amounts withdrawn from the Contract may also be subject to a 10% additional tax, in addition to ordinary income taxes, if taken before age 59 1/2.

Growth Accelerator. We currently offer certain Indexed Strategies with upside crediting methods designated as "Growth Accelerator." These Indexed Strategies provide enhanced upside potential in exchange for an additional annual fee (Strategy Fee). The upside rate(s) We declare for an Indexed Strategy with Growth Accelerator will be higher than the upside rate(s) We declare for an identical Indexed Strategy without Growth Accelerator. However, there is no guarantee that an Indexed Strategy with Growth Accelerator will outperform an Indexed Strategy without Growth Accelerator, or that the gains (if any) will be greater than the Strategy Fees incurred. Strategy Fees will reduce gains or increase losses.

Death Benefit. A Death Benefit will become payable upon the death of the Owner during the Accumulation Period. Under the standard Death Benefit, which is included in the Contract for no additional charge, the Death Benefit will equal the Contract Value.

If you elect the optional Return of Premium Death Benefit, the Death Benefit will equal the greater of the Contract Value or the Return of Premium Base. An additional annual charge (Rider Charge) may apply to the optional Return of Premium Death Benefit. For Contracts subject to Rider Charges, the annual charge will always be deducted from your Indexed Strategies prior to their Strategy Term end dates, resulting in a Strategy Interim Value adjustment each time that the charge is deducted from an Indexed Strategy. We may declare lower Indexed Strategy upside rates for Contracts with the optional Return of Premium Death Benefit compared to Contracts with the standard Death Benefit, which would represent an implicit cost for the benefit in addition to any Rider Charges.

All partial withdrawals reduce the standard Death Benefit, which is equal to Contract Value. In addition to reducing the Contract Value, if the optional Return of Premium Death Benefit has been elected, partial withdrawals will also proportionally reduce the Return of Premium Base and, in turn, could reduce the Death Benefit by significantly more than the amount of the withdrawal. Systematic withdrawals to pay advisory fees will reduce Contract Value, but will not reduce the Return of Premium Base for the optional Return of Premium Death Benefit. All other partial withdrawals, including Required Minimum Distributions and other systematic withdrawals under the Contract, will proportionally reduce the Return of Premium Base and reduce the Contract Value.

Performance Credit Account. The Performance Credit Account is used exclusively with Dual Directional Yield Indexed Strategies. Performance Credits under a Dual Directional Yield Indexed Strategy are immediately and automatically allocated to the Performance Credit Account. The Performance Credit Account credits daily fixed interest based on rates that are set and guaranteed by the Company until the next Contract Anniversary. The effective annual interest rate will never be lower than the guaranteed minimum interest rate (0.50% during the Withdrawal Charge Period and 0.10% after the Withdrawal Charge Period). Withdrawals attributed to the Performance Credit Account may be taken at any time without being subject to a Withdrawal Charge or MVA, and without reducing the Free Withdrawal Amount remaining for the Indexed Strategies and the One-Year Fixed Strategy. See "Free Withdrawal Amount" below. However, taxes and tax penalties may apply to such withdrawals.

Performance Lock. A feature under the Contract for each Indexed Strategy. If the Performance Lock feature is exercised during a Strategy Term, your Strategy Interim Value (which otherwise fluctuates each Valuation Day) is "locked in" on the Performance Lock Date and will accumulate at a fixed rate equivalent to the One-Year Fixed Strategy for the remainder of the Contract Year. Please note, your "locked-in" Strategy Contract Value will be reduced by the dollar amount of any withdrawal and/or Rider Charges and advisory fees assessed from your Strategy Contract Value, including any applicable Withdrawal Charges, MVA, and any taxes payable by Us and not previously deducted.

You do not receive an Index Credit at the end of a Strategy Term, nor do you receive additional Performance Credits on Quarterly Anniversaries under a Dual Directional Yield strategy, once the Performance Lock feature has been exercised. Exercise of Performance Lock is irrevocable. You will not know the locked-in Strategy Interim Value upon exercising Performance Lock. If you lock-in a negative Strategy Interim Value adjustment, you will be locking-in a loss, which could be significant.

You may manually exercise the Performance Lock feature at any time by notifying Us in a manner acceptable to Us, prior to 4:00 p.m. Eastern Time on the fourth to last Valuation Day of the Strategy Term. You may also request an automatic Performance Lock based on pre-established targets you may set for any Indexed Strategy for a Strategy Term. By setting a target for an automatic Performance Lock, you are authorizing Us to automatically execute a Performance Lock if and when that target is reached.

Free Withdrawal Amount. There is a Free Withdrawal Amount during the Withdrawal Charge Period, which has two components: (i) a Free Withdrawal Amount from the One-Year Fixed Strategy and the Indexed Strategies, and (ii) a Free Withdrawal Amount from the Performance Credit Account.

• The Free Withdrawal Amount from the One-Year Fixed Strategy and the Indexed Strategies for the first Contract Year is equal to the greater of (i) 10% of your Premium Payment or (ii) the Required Minimum Distribution for your Contract for the calendar year in which the Contract Year begins. The Free Withdrawal Amount from the One-Year Fixed Strategy and the Indexed Strategies for all subsequent Contract Years is equal to the greater of (i) 10% of the difference between the Contract Value on the prior Contract Anniversary and the Performance Credit Account Value on the prior Contract

Anniversary or (ii) the Required Minimum Distribution for your Contract for the calendar year in which the Contract Year begins less the Performance Credit Account Value on the prior Contract Anniversary.

• The Free Withdrawal Amount from the Performance Credit Account is always equal to the Performance Credit Account Value.

Withdrawals of the Free Withdrawal Amount during a Contract Year will not be subject to Withdrawal Charges or MVAs. However, negative Strategy Interim Value adjustments, taxes and tax penalties may apply.

Systematic Withdrawal Program for Advisory Fees. Available for I-share Contracts only. Withdrawals to pay advisory fees as part of the systematic withdrawal program are not subject to Withdrawal Charges or MVAs. In addition, program withdrawals will not result in proportionate reductions to the optional Return of Premium Death Benefit, if elected. Negative Strategy Interim Value adjustments and negative tax consequences may apply. Program withdrawals are limited to a maximum of 1.5% of Contract Value per Contract Year.

Withdrawal Charge and MVA Waivers. We will waive any Withdrawal Charges and MVAs on certain types of withdrawals, as summarized below. These waivers are subject to terms and conditions. Even if Withdrawal Charges and MVAs are waived, negative Strategy Interim Value adjustments, taxes and tax penalties may apply.

• Bailout Waiver. Each Indexed Strategy, except the six-year Indexed Strategies, includes a bailout provision. If the upside crediting method rate is set below the bailout rate, Withdrawal Charges and MVAs on withdrawals will be waived.

• Nursing Care Waiver. If confined to a nursing facility, Withdrawal Charges and MVAs on withdrawals may be waived.

• Terminal Illness Waiver. If diagnosed with a terminal illness, Withdrawal Charges and MVAs on withdrawals may be waived.

Contract Adjustments

You could lose a significant amount of money due to a negative MVA or a negative Strategy Interim Value adjustment.

Market Value Adjustments. Cumulative withdrawals (partial or full) that exceed the Free Withdrawal Amount for any Contract Year during the Withdrawal Charge Period may be subject to an MVA. An MVA will apply to the Contract Value that exceeds your Free Withdrawal Amount if you annuitize your Contract during the Withdrawal Charge Period. An MVA may apply on any day during the Withdrawal Charge Period, including the last day of a Strategy Term.

The One-Year Fixed Strategy (not the Indexed Strategies) is subject to the Standard Nonforfeiture Law for Individual Deferred Annuities. A negative MVA will never cause the amount payable upon withdrawal, or the amount annuitized, from the One-Year Fixed Strategy to be less than the minimum non-forfeiture amount required by state law.

Strategy Interim Value Adjustments. We will apply a Strategy Interim Value adjustment if amounts are withdrawn or otherwise removed from an Indexed Strategy before the end of a Strategy Term. The types of transactions that may result in a Strategy Interim Value adjustment include partial withdrawals (including, e.g., withdrawals to pay advisory fees, systematic withdrawals and Required Minimum Distributions), full surrender, cancellation, annuitization, Death Benefit payments, Performance Lock and deductions for Rider Charges.

IMPORTANT INFORMATION YOU SHOULD CONSIDER ABOUT THE CONTRACT

	FEES, EXPENSES, AND ADJUSTMENTS	Location in Prospectus
Are There Charges or Adjustments for Early Withdrawals?	Yes. Withdrawal Charges. If you take a withdrawal or annuitize during the first six Contract Years, you may be assessed a Withdrawal Charge of up to 8% for a B-share Contract or up to 2% for an I-share Contract, as a percentage of the amount withdrawn or annuitized. For example, if you invest $100,000 in the Contract and make an early withdrawal, you could pay a Withdrawal Charge of up to $8,000 for a B-share Contract or up to $2,000 for an I-share Contract. This loss will be greater if there are also negative MVAs, negative Strategy Interim Value adjustments, taxes or tax penalties. Market Value Adjustment. If you take a withdrawal or annuitize during the first six Contract Years, We may apply an MVA, which may be negative. In extreme circumstances, you could lose up to 100% of the amount withdrawn or annuitized from an Indexed Strategy due to a negative MVA. For example, if you withdraw $100,000 from an Indexed Strategy, you could lose up to $100,000 of the withdrawal proceeds. An MVA may apply to a withdrawal or annuitization during the Withdrawal Charge Period, including the last day of a Strategy Term. Losses due to a negative MVA will be greater if there are also Withdrawal Charges, negative Strategy Interim Value adjustments, taxes or tax penalties. Strategy Interim Value Adjustment. If all or a portion of Contract Value is removed from an Indexed Strategy before the expiration of a Strategy Term, We will apply a Strategy Interim Value adjustment, which may be negative. In extreme circumstances, you could lose up to 100% of your investment in an Indexed Strategy due to a negative Strategy Interim Value adjustment. For example, if you allocate $100,000 to an Indexed Strategy with a 6-year Strategy Term and take a withdrawal before the 6 years have ended, you could lose your entire $100,000 investment. The types of transactions that may result in a Strategy Interim Value adjustment include partial withdrawals (including, e.g., withdrawals to pay advisory fees, systematic withdrawals and Required Minimum Distributions), full surrender, cancellation, annuitization, Death Benefit payments, Performance Lock and deductions for Rider Charges. Losses due to a negative Strategy Interim Value adjustment will be greater if there are also Withdrawal Charges, negative MVAs, taxes or tax penalties.	Fee Table Contract Charges and Adjustments
Are There Transaction Charges?	No. Other than Withdrawal Charges, MVAs and Strategy Interim Value adjustments, there are no transaction charges under the Contract.	Fee Table Contract Charges and Adjustments

FEES, EXPENSES, AND ADJUSTMENTS

Location in
Prospectus

Are There Ongoing Fees and Expenses?

Yes.
Under the Indexed Strategies, there is an implicit ongoing fee to the extent that your participation in Index gains is limited by Our use of a Participation Rate and Cap, Cap, Index Trigger, Dual Directional Cap, Dual Directional Trigger, Dual Directional Trigger and Cap, or Performance Yield. This means that your returns may be lower than the Index's returns. In return for accepting a limit on Index gains, you will receive some protection from Index losses. This implicit ongoing fee is not reflected in the tables below.
The table below describes the fees and expenses that you may pay each year, depending on the investment option you choose and whether you choose the optional benefit. 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. These ongoing fees and expenses do not reflect any advisory fees paid to financial professionals from Contract Value or other assets of the Owner; if such charges were reflected, ongoing fees and expenses would be higher.

Fee Table
Contract Charges and Adjustments
Rate Sheet Supplements

Annual Fee

Minimum

Maximum

Base Contract

0.00%

See Rate Sheet Supplement⁽¹⁾

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

0.00%

See Rate Sheet Supplement⁽²⁾

⁽¹⁾ Will reflect the highest annualized Strategy Fee percentage if you invest in an Indexed Strategy with an upside crediting method designated as "Growth Accelerator." For each applicable Indexed Strategy, the annual charge is calculated as a percentage of the Strategy Fee Base and deducted dollar-for-dollar from the Indexed Strategy Base. The charge is assessed on each Contract Anniversary during the Strategy Term (excluding the Strategy Term start date).
⁽²⁾ Will reflect the annualized Rider Charge percentage for a new election of the optional Return of Premium Death Benefit. A Rider Charge percentage of 0.00% means there is no Rider Charge if you elect the benefit; a Rider Charge percentage greater than 0.00% means a Rider Charge will apply if you elect the benefit. For Contracts subject to a Rider Charge, the charge is calculated as a percentage of the Optional Death Benefit Value and deducted on the Valuation Day prior to each Contract Anniversary (a Strategy Interim Value adjustment and proportional reduction to the Indexed Strategy Base will also apply when the charge is deducted from an Indexed Strategy). In addition to Rider Charges, if any, there is an implicit cost for the benefit to the extent We declare lower Indexed Strategy upside rates for Contracts with the optional Return of Premium Death Benefit compared to Contracts with the standard Death Benefit.

Highest Annual Cost: See Rate Sheet
Supplement
Assumes:
• Investment of $100,000
• 5% annual appreciation
• Most expensive Contract class and the optional benefit
• Growth Accelerator
• 0% Strategy Interim Value adjustments for any Rider Charge deductions
• No sales charges
• No advisory fees
• No transfers or withdrawals

	RISKS	Location in Prospectus
Is There a Risk of Loss from Poor Performance?	Yes. • You can lose money by investing in the Contract. • For amounts allocated to an Indexed Strategy with a Buffer, if there is negative Index performance, you risk any Index losses that exceed the Buffer Percentage. The maximum amount of loss at the end of a Strategy Term that you could experience from negative Index performance after taking into account the current Buffer Percentages provided under the Contract ranges from 0% to 99%. • For amounts allocated to an Indexed Strategy with a Floor, if there is negative Index performance, you risk any Index losses up to the Floor Percentage. The maximum amount of loss at the end of a Strategy Term that you could experience from negative Index performance after taking into account the current Floor Percentages provided under the Contract is 10%. • The limits on Index loss offered under the Contract may change from one Strategy Term to the next; however, We will always offer an Indexed Strategy with a 100% Buffer Percentage. • In the future, We may not offer any Indexed Strategies with Floor, and We do not guarantee a minimum Buffer Percentage or Floor Percentage for any new Indexed Strategies that We may offer in the future.	Principal Risks of Investing in the Contract
Is This a Short-Term Investment?	No. • The Contract is not a short-term investment and is not appropriate for an investor who needs ready access to cash. • The benefits of tax deferral and long-term income are generally more beneficial to investors with a long investment time horizon. • Withdrawals may result in Withdrawal Charges, negative MVAs, taxes and tax penalties. Also, withdrawing or otherwise removing amounts from an Indexed Strategy before the end of a Strategy Term may result in negative Strategy Interim Value adjustments and loss of positive Index performance. Withdrawals may significantly reduce the Death Benefit. • In addition to a Strategy Interim Value adjustment, which may be negative, withdrawals from an Indexed Strategy before the end of a Strategy Term will result in proportional reductions to your Indexed Strategy Base. The proportional reduction could be greater than the amount withdrawn. Reductions to your Indexed Strategy Base will result in lower Strategy Interim Values for the remainder of the Strategy Term and less positive Index Credit (if any) at the end of the Strategy Term. • At the end of a Strategy Term, Contract Value in the matured strategy will be reallocated, withdrawn or annuitized according to your instructions. In the absence of instructions, Contract Value in the matured strategy will be reinvested in the same strategy for a new Strategy Term. If the same strategy is not available, Contract Value in the matured strategy will be automatically reallocated to the applicable default option, as follows: o If the matured strategy was not designated as Growth Accelerator, the default option will be the One-Year Fixed Strategy. o If the matured strategy was designated as Growth Accelerator, the default option will be, if available, a strategy without Growth Accelerator that is otherwise identical to the matured strategy. If no such strategy is available, the default option will be the One-Year Fixed Strategy. You will receive at least 30 days' advance notice prior to the maturity of a Strategy Term.	Principal Risks of Investing in the Contract

				RISKS				Location in Prospectus
What are the Risks Associated with the Investment Options?				• An investment in the Contract is subject to the risk of poor investment performance and can vary depending on the performance of the investment options available under the Contract (e.g., Indexed Strategies). • Each investment option (including the One-Year Fixed Strategy) has its own unique risks. You should review the available investment options before making an investment decision. For the Indexed Strategies: • The upside crediting methods — either Participation Rate and Cap, Cap, Index Trigger, Dual Directional Cap, Dual Directional Trigger, Dual Directional Trigger and Cap, or Performance Yield — may limit the amount you can earn on an Indexed Strategy (i.e., limited upside). This may result in you earning less than the Index Return. For example: o Participation Rate and Cap: If the Index Return is 10%, the Participation Rate is 80%, and the Index Cap is 6%, We will apply a 6% Index Credit at the end of the Strategy Term using the Index Cap (because using the Participation Rate (8%) would exceed the Index Cap limitation (6%)). If instead the Index Cap is 12%, We will apply an 8% Index Credit at the end of the Strategy Term using the Participation Rate (10% x 80% = 8%) at the end of the Strategy Term. o Cap or Dual Directional Cap: If the Index Return is 10% and the Index Cap is 6%, We will apply a 6% Index Credit at the end of the Strategy Term. o Index Trigger or Dual Directional Trigger: If the Index Return is 10% and the Index Trigger Rate is 3%, We will apply a 3% Index Credit at the end of the Strategy Term. o Dual Directional Trigger and Cap: Assuming a Trigger Level threshold of 10%, an Index Trigger Rate of 3% and an Index Cap of 15%. ◼ If the Index Return is 6% (which does not exceed the Trigger Level threshold), We will apply a 3% Index Credit at the end of the Strategy Term. ◼ If the Index Return is 20% (which does exceed the Trigger Level threshold), We will apply a 15% Index Credit at the end of the Strategy Term. o Performance Yield: Assuming the Index Return is 10% and the Performance Yield is 8%, on the Strategy Term end date: ◼ The Performance Credit Rate for that Quarterly Anniversary will equal 2% (8% / 4 = 2%), which will be in addition to any other Performance Credits from prior Quarterly Anniversaries during the Strategy Term. ◼ The Index Credit will be 0%. • The Buffer Percentage or Floor Percentage, as applicable, may limit negative Index Credits (i.e., limited protection in the case of market decline). o Buffer Percentage: You bear the risk of loss for any negative Index Return in excess of the Buffer Percentage. For example, if the Buffer Percentage is 10% and the Index Return is -25%, We will apply a -15% Index Credit (the amount of negative Index Return that exceeds the Buffer Percentage) at the end of the Strategy Term. If the Index Return is instead -5% (which does not exceed the Buffer Percentage), We will apply a 0% Index Credit.				Principal Risks of Investing in the Contract

	RISKS	Location in Prospectus
	o Floor Percentage: You bear the risk of loss for any negative Index Return up to the Floor Percentage. For example, if the Floor Percentage is -10% and the Index Return is -25%, We will apply a -10% Index Credit (the amount of negative Index Return up to the Floor Percentage) at the end of the Strategy Term. If the Index Return is instead -5% (which is higher than the Floor Percentage), We will apply a -5% Index Credit. • A 1% Buffer Percentage will provide minimal protection from a negative Index Return. • While a 100% Buffer Percentage provides complete protection from a negative Index Return, at the end of the Strategy Term, like any other Indexed Strategy, there may be losses due to Withdrawal Charges, negative MVAs, negative Strategy Interim Value adjustments, Rider Charges, Strategy Fees, taxes and tax penalties. • While Dual Directional strategies provide for potential gain in the event of negative Index performance, they do not provide protection from any negative Index Return in excess of the applicable Buffer Percentage. • Each market index serving as an Index is a "price return index," not a "total return index," and therefore does not reflect dividends paid on the securities composing the Index. Each mutual fund serving as an Index reflects dividends and other distributions of the fund as part of its total return, but is subject fees and expenses, as well as transaction costs. These factors will reduce the Index performance and may cause the Index to underperform a direct investment in the securities composing the Index.
What are the Risks Related to the Insurance Company?	An investment in the Contract is subject to the risks related to Us, Forethought Life Insurance Company. Any obligations (including under the One-Year Fixed Strategy and the Indexed Strategies), guarantees or benefits of the Contract are subject to Our claims-paying ability. More information about Forethought Life Insurance Company, including Our financial strength ratings, is available upon request by calling 833-275-4248 or visiting www.globalatlantic.com.	Principal Risks of Investing in the Contract
	RESTRICTIONS	Location in Prospectus
Are There Restrictions on the Investment Options?	Yes. • There are restrictions that limit the Indexed Strategies you may choose. o An allocation to a six-year Indexed Strategy is not permitted if the Strategy Term would begin during the Withdrawal Charge Period and extend beyond the end of the Withdrawal Charge Period. o An allocation to a six-year Indexed Strategy is not permitted if the Strategy Term would extend beyond the Contract Maturity Date. o If Contract Value is already allocated to a six-year Indexed Strategy, you may not allocate additional Contract Value to that same Indexed Strategy until the ongoing Strategy Term ends. o For the Dual Directional Yield strategies, Contract Value may be allocated to either the 10% or the 20% Buffer strategy, but not both.	One-Year Fixed Strategy Performance Credit Account Indexed Strategies Reallocation Period Appendix A: Investment Options Available under the Contract Appendix I: Financial Intermediary Variations

	RESTRICTIONS	Location in Prospectus
	• There are significant restrictions on transfers of Contract Value. o You may transfer Contract Value from the One-Year Fixed Strategy or an Indexed Strategy only on the Strategy Term end date. o You may transfer Contract Value from the Performance Credit Account to the One-Year Fixed Strategy or the Indexed Strategies only on a Contract Anniversary. Partial reallocations from the Performance Credit Account are not permitted. • We reserve the right to add and remove Indexed Strategies, and change the features of the Indexed Strategies, from one Strategy Term to the next, including the Index and the current limits on Index gains, subject to applicable guarantees. • We guarantee that the One-Year Fixed Strategy and an Indexed Strategy with Participation Rate and Cap and a 100% Buffer (without Growth Accelerator) will be available. We do not guarantee the availability of any other strategies. • An Indexed Strategy's limit on Index losses for a single Strategy Term will not change, either during a Strategy Term or for future Strategy Terms. • We reserve the right to replace the Index for any Indexed Strategy during a Strategy Term. • The Performance Credit Account is used exclusively in connection with Dual Directional Yield strategies. You cannot instruct Us to allocate Contract Value directly to the Performance Credit Account. • The Contract is a single Premium Payment product. Additional Premium Payments will not be accepted.
Are There any Restrictions on Contract Benefits?	Yes. • There are restrictions and limitations relating to benefits offered under the Contract (e.g., Death Benefit, Performance Lock). • Except as otherwise provided, Contract benefits may not be modified or terminated by the Company. • Partial withdrawals may significantly reduce the Death Benefit, including the standard Death Benefit or the optional Return of Premium Death Benefit, if elected. A full withdrawal will terminate the Contract and all of its benefits, including the Death Benefit. • If you select an Indexed Strategy with Growth Accelerator, there is no guarantee that the increased upside potential will result in gains at least equal to the additional fees or any gains at all. • If the optional Return of Premium Death Benefit has been elected, withdrawals (other than advisory fee withdrawals through the systematic withdrawal program) will proportionately reduce the benefit. The reduction may be significantly greater than the value withdrawn. • Advisory fee withdrawals outside of the systematic withdrawal program, unlike program withdrawals, may be subject to Withdrawal Charges and negative MVAs, and will result in proportional reductions to the optional Return of Premium Death Benefit if elected. In addition, same as program withdrawals, negative Strategy Interim Value adjustments and tax consequences may apply.	Indexed Strategies — Performance Lock Access to Your Money During the Accumulation Period — Systematic Withdrawals to Pay Advisory Fees Benefits Available Under the Contract Death Benefit
	TAXES	Location in Prospectus
What are the Contract's 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 tax-qualified plan or individual retirement account (IRA), there is no additional tax benefit from the Contract. • Withdrawals will be subject to ordinary income tax. You also may have to pay a 10% penalty tax if you take a withdrawal before age 59 1/2.	Federal Tax Considerations

	CONFLICTS OF INTEREST	Location in Prospectus
How are Investment Professionals Compensated?	Your investment professional may receive compensation for selling this Contract to you in the form of commissions, additional payments and non-cash compensation. We may share the revenue We earn on this Contract with your investment professional's firm. This conflict of interest may influence your investment professional to recommend this Contract over another investment for which the investment professional is not compensated or compensated less.	Other Information — How Contracts are Sold
Should I Exchange My Contract?	Some investment professionals may have a financial incentive to offer you a new contract in place of the one you already own. You should exchange a contract you already own only if you determine, after comparing the features, fees and risks of both contracts, and any fees or penalties to terminate the existing contract, that it is better for you to purchase the new contract rather than continue to own your existing contract.	Other Information — How Contracts are Sold

FEE TABLE

The following tables describe the fees, expenses and adjustments that you will pay when buying, owning and surrendering or making withdrawals from an investment option or from the Contract. They do not reflect any advisory fees paid to financial professionals from Contract Value or other assets of the Owner; if such fees were reflected, fees and expenses would be higher. 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 an investment option or from the Contract, or transfer Contract Value between investment options. State premium taxes may also be deducted.

Transaction Expenses

	B-Share			I-Share
Sales Load Imposed on Purchases		None			None
Withdrawal Charge^{(1), (2)}(as a percentage of the amount withdrawn or annuitized)		8	%		2	%
Transfer Fee		None			None

(1) Withdrawal Charges are assessed according to the following schedule:

	Withdrawal Charge Percentage
Contract Year	B-Share			I-Share
1		8	%		2	%
2		8	%		2	%
3		7	%		2	%
4		6	%		2	%
5		5	%		2	%
6		4	%		2	%
7+		0	%		0	%

(2) Withdrawal Charges (and MVAs) do not apply to withdrawals of the Free Withdrawal Amount; advisory fee withdrawals through the systematic withdrawal program; or withdrawals under the Bailout Waiver, Nursing Care Waiver or Terminal Illness Waiver. Negative Strategy Interim Value adjustments, taxes and tax penalties may apply.

The next table describes the adjustments, in addition to any transaction expenses, that apply if all or a portion of the Contract Value is removed from an investment option or from the Contract before the expiration of a specified period.

Adjustments

Market Value Adjustment Maximum Potential Loss⁽¹⁾ (as a percentage of the amount withdrawn or annuitized from an Indexed Strategy⁽²⁾)				100%
Strategy Interim Value Adjustment Maximum Potential Loss⁽³⁾ (as a percentage of the amount invested in an Indexed Strategy)				100%

(1) Cumulative withdrawals (partial or full) that exceed the Free Withdrawal Amount for any Contract Year during the Withdrawal Charge Period may be subject to an MVA. An MVA will apply to the Contract Value that exceeds your Free Withdrawal Amount if you annuitize your Contract during the Withdrawal Charge Period. An MVA may apply on any day during the Withdrawal Charge Period, including the last day of a Strategy Term. MVAs (and Withdrawal Charges) do not apply to withdrawals of the Free Withdrawal Amount; advisory fee withdrawals through the systematic withdrawal program; or withdrawals under the Bailout Waiver, Nursing Care Waiver or Terminal Illness Waiver.

(2) The One-Year Fixed Strategy (not the Indexed Strategies) is subject to the Standard Nonforfeiture Law for Individual Deferred Annuities. A negative MVA will not cause the amount payable upon withdrawal, or the amount annuitized, from the One-Year Fixed Strategy to be less than the minimum non-forfeiture amount required by state law.

(3) We will apply a Strategy Interim Value adjustment if amounts are withdrawn or otherwise removed from an Indexed Strategy before the end of a Strategy Term. The types of transactions that may result in a Strategy Interim Value adjustment include partial withdrawals (including, e.g., withdrawals to pay advisory fees, systematic withdrawals and Required Minimum Distributions), full surrender, cancellation, annuitization, Death Benefit payments, Performance Lock and deductions for Rider Charges.

The next table describes the fees and expenses that you will pay each year during the time that you own the Contract. If you choose to purchase the optional benefit, you will pay additional charges, as shown below.

Annual Contract Expenses

Base Contract Charges
Maximum Strategy Fee for Indexed Strategy with Growth Accelerator⁽¹⁾(as an annualized percentage of the Strategy Fee Base for each applicable Indexed Strategy)				2.50%
Optional Benefit Expenses
Maximum Rider Charge for Return of Premium Death Benefit⁽²⁾(as a percentage of the Optional Death Benefit Value)				[1.00]% for Issue Ages up to 70 [1.50]% for Issue Ages 71+

(1) Strategy Fees apply only if you invest in an Indexed Strategy with an upside crediting method designated as Growth Accelerator. See "Appendix A — Investment Options Available Under the Contract." If you invest in multiple Indexed Strategies with Growth Accelerator, each will be subject to separate Strategy Fees. For each applicable Indexed Strategy, Strategy Fees are calculated as a percentage of the Strategy Fee Base, and then deducted dollar-for-dollar from the Indexed Strategy Base, on each Contract Anniversary during the Strategy Term (excluding the Strategy Term start date). For example, if you select a 6-year Strategy Term, assuming the maximum Strategy Fee and no changes to your Strategy Fee Base during the Strategy Term, Strategy Fees for the Strategy Term would total 15% (i.e., 2.50% x 6), as a percentage of your Strategy Fee Base on the Strategy Term start date. Pro-rated Strategy Fees will be deducted upon annuitization, exercising Performance Lock or taking a withdrawal from the Indexed Strategy prior to the next Contract Anniversary.

For new Contracts, the current Strategy Fee percentage(s) that We are offering is provided in a Rate Sheet Supplement. The Strategy Fee for an Indexed Strategy is subject to change after the Contract is issued. Upon written notice, We reserve the right to increase the Strategy Fee percentage for new Strategy Terms, as applicable, up to the maximum of 2.50%.

We may offer the optional Return of Premium Death Benefit with or without a Rider Charge. For new elections of the Return of Premium Death Benefit, the Rider Charge percentage that We are offering is provided in a Rate Sheet Supplement. The applicable Rider Charge percentage will not change for the life of the benefit. In addition to Rider Charges, if any, there may be an implicit cost for the benefit to the extent We declare lower Indexed Strategy upside rates for Contracts with the optional Return of Premium Death Benefit compared to Contracts with the standard Death Benefit.

(2) For Contracts subject to a Rider Charge, the Rider Charge will be assessed on the Valuation Day prior to each Contract Anniversary during the Accumulation Period. Each time the Rider Charge is deducted from an Indexed Strategy, a Strategy Interim Value adjustment and a proportional reduction to the Indexed Strategy Base will apply. These negative adjustments and proportional reductions could be greater than the dollar amount of the Rider Charge, perhaps significantly greater.

In addition to the fees described above, We may limit the amount you can earn on the Indexed Strategies. This means your returns may be lower than the Index's returns. In return for accepting a limit on Index gains, you will receive some protection from Index losses in accordance with the Indexed Strategy chosen.

PRINCIPAL RISKS OF INVESTING IN THE CONTRACT

If you purchase a Contract, you will be subject to certain risks. You should carefully consider the following risk factors, in addition to the matters set forth elsewhere in this prospectus, prior to purchasing the Contract.

RISK OF LOSS

You can lose money by investing in this Contract, including your principal investment and earnings over the life of the Contract. The value of your Contract is not guaranteed by the U.S. government or any federal government agency, insured by the FDIC, or guaranteed by any bank.

RISK OF LOSS DURING RIGHT TO EXAMINE PERIOD

If you return the Contract during the Right to Examine Period, We will process your refund within two Valuation Days from the Valuation Day We receive your properly completed request to cancel in Good Order and pay you your Contract Value. Unless otherwise required by state law, you bear the risk of any decline in your Contract Value during the Right to Examine Period. To the extent that Contract Value is allocated to an Indexed Strategy, the amount refunded will reflect a Strategy Interim Value adjustment, which may be negative and result in significant loss. See "General Liquidity Risk" below.

GENERAL LIQUIDITY RISK

The Contract is unsuitable as a short-term savings vehicle. It is not designed to be a short-term investment and may not be appropriate for an investor who needs ready access to cash. Withdrawals under the Contract are subject to significant risks and may result in significant loss. You should consult with your financial professional before taking any withdrawals under the Contract. If you take withdrawals (including withdrawals to pay advisory fees) from your Contract during the Withdrawal Charge Period, Withdrawal Charges and MVAs (which can be positive or negative) may apply. In addition, amounts withdrawn from this Contract may also be subject to ordinary federal and state income taxes, as well as a 10% additional federal tax if taken before age 59 1/2. Further, pro-rated Strategy Fees and/or Rider Charges, as applicable, may become due upon annuitization or taking a withdrawal or surrender. In addition, We will apply an MVA upon annuitization in excess of the Free Withdrawal Amount during the period. If you plan on annuitizing or taking withdrawals that will be subject to Withdrawal Charges, MVAs and/or additional federal taxes, this Contract may not be appropriate for you.

The application of a negative MVA may result in significant loss. In extreme circumstances, it is possible to lose 100% of the amount withdrawn or annuitized from an Indexed Strategy due to a negative MVA.

For amounts allocated to an Indexed Strategy, on any day other than the first and last day of the Strategy Term, your Strategy Contract Value for that Indexed Strategy equals the Strategy Interim Value. We will apply the Strategy Interim Value if amounts are withdrawn or otherwise removed from an Indexed Strategy before the end of a Strategy Term, which may result in significant loss. The types of transactions to which We may apply Strategy Interim Value include partial withdrawals (including withdrawals to pay advisory fees, systematic withdrawals and Required Minimum Distributions under the Contract), full surrender of your Contract, cancellation, annuitization, Death Benefit payments, Performance Lock, and deductions for Rider Charges. Strategy Interim Value could reflect loss, even when the Index is performing positively. This is because gain or loss associated with Strategy Interim Value (i.e., the Strategy Interim Value adjustment) is not calculated the same way as Index Credits or Performance Credits. It is calculated based on Our valuation of the derivative and fixed income instruments, respectively, that We hold to support the Indexed Strategy. Strategy Interim Value does not directly reflect the actual performance of the applicable Index and is not subject to the Buffer Percentage or Floor Percentage. The Strategy Interim Value may reflect lower gains, if the Index is performing positively, or higher losses, if the Index is performing negatively, than would apply at the end of the Strategy Term (or, for Dual Directional Yield, lower gains than would apply on a Quarterly Anniversary or higher losses than would apply at the end of the Strategy Term). A Strategy Interim Value adjustment is generally expected to be less than the term-to-date Index performance on any Valuation Day.

The application of Strategy Interim Value could result in significant loss. In extreme circumstances, it is possible to lose 100% of your investment in an Indexed Strategy due to a negative Strategy Interim Value adjustment (i.e., a complete loss of your principal and any prior earnings).

Partial withdrawals and Rider Charge deductions based on Strategy Interim Value also negatively impact your future Strategy Contract Values due to immediate proportional reductions to your Indexed Strategy Base. As a result of these transactions, your Strategy Interim Values for the remainder of the Strategy Term will be lower. In addition, any positive Index Credit or Performance Credit that you later receive during the Strategy Term will be lower. Relatedly, such transactions also have a negative impact on the Performance Lock feature. After performing a partial withdrawal (or other transaction) based on Strategy Interim Value, the Strategy Interim Values that you are able

to lock-in with the Performance Lock feature will be lower than the Strategy Interim Values that would have otherwise been possible. These negative impacts occur because a withdrawal or Rider Charge deduction based on Strategy Interim Value proportionally reduces the Indexed Strategy Base upon which Strategy Interim Values, Index Credits, and Performance Credits are calculated. The reduction could be significantly greater than the amount withdrawn or Rider Charge deducted from the Indexed Strategy. The resulting negative impacts to the value of your Contract may be significant, and such negative impacts are in addition to any losses from Withdrawal Charges, MVAs, Strategy Interim Value adjustments, Rider Charges, and taxes and tax penalties. Once your Indexed Strategy Base is reduced, there is no way under the Contract to increase your Indexed Strategy Base during the remainder of the Strategy Term. This is because you cannot reallocate Contract Value into a Strategy Term after the Starting Index Date or make any additional Premium Payments.

You will not know the applicable Strategy Interim Value when you submit an interim withdrawal request, or seek to perform any other transaction based on Strategy Interim Value, as Strategy Interim Value is calculated daily, and any such request will be priced and processed based on a Strategy Interim Value calculated subsequent to Our receipt of the request, as described in this prospectus.

More information about Strategy Interim Value calculation is provided under "Contract Charges and Adjustments — Strategy Interim Value Adjustment" in this prospectus and "Calculation of Strategy Interim Value" in the Statement of Additional Information.

If you elect the optional Return of Premium Death Benefit, Strategy Interim Value will always be applied when deducting Rider Charges, if applicable, from an Indexed Strategy, as Rider Charges are assessed on the Valuation Day prior to each Contract Anniversary. The application of Strategy Interim Value for Rider Charges, and the related proportional reductions to your Indexed Strategy Base, as described above, could significantly reduce the value of your Contract and could result in significant loss.

All partial withdrawals reduce the standard Death Benefit, which is equal to Contract Value. If the optional Return of Premium Death Benefit has been elected, the Death Benefit will equal the greater of the Return of Premium Base or Contract Value. In general, partial withdrawals proportionally reduce the Return of Premium Base and, in turn, could reduce the optional Return of Premium Death Benefit by significantly more than the amount of the withdrawal. Systematic withdrawals to pay advisory fees will not reduce the Return of Premium Base, but will reduce the Contract Value. All other partial withdrawals, including Required Minimum Distributions and other systematic withdrawals under the Contract, will proportionally reduce the Return of Premium Base and also reduce the Contract Value.

We may defer payments made under this Contract for up to six months if the insurance regulatory authority of the state in which We issued the Contract approves such deferral.

REALLOCATION RISK

Your ability to reallocate Contract Value among the strategies is subject to significant restrictions, limiting your ability to react to changes in market conditions or your financial goals or needs. You should consider whether the inability to reallocate Contract Value at will is appropriate for you based on your personal circumstances. If you do not reallocate Contract Value from a strategy upon a reallocation opportunity, and you do not wish to remain invested in that particular strategy until the next reallocation opportunity, your only option will be to surrender or annuitize the Contract, which may cause you to incur Withdrawal Charges, MVAs, Strategy Interim Value adjustments, and/or negative tax consequences, as applicable.

Reallocating Contract Value from an Indexed Strategy or the One-Year Fixed Strategy

At the end of the Strategy Term, you may reallocate Contract Value from an Indexed Strategy or the One-Year Fixed Strategy to one or more of the strategies that are available for investment. You can reallocate only at the end of the Strategy Term. We must receive your reallocation request at least two Valuation Days prior to the end of the Strategy Term. If We do not receive a timely reallocation request in Good Order, no reallocation will occur and your current allocation will remain in place for the next Strategy Term. This will occur even if the Index and/or the rate(s) associated with the Indexed Strategy's upside crediting method have changed since you last selected the Indexed Strategy, or if the Strategy Fee Percentage (if any) for the Indexed Strategy has increased, in which case the Indexed Strategy may no longer be appropriate for your investment goals.

If We do not receive a timely reallocation request in Good Order and reallocation in your current strategy(ies) is not permitted, Contract Value in the non-permitted strategy(ies) will be automatically reallocated to the applicable default option, as follows:

• If the matured strategy was not designated as Growth Accelerator, the default option will be the One-Year Fixed Strategy.

The interest rate or upside rate(s) that We declare for a new Strategy Term will apply to the new Strategy Term. You bear the risk that the interest rate or upside rate(s) would be minimal. You bear the risk that the Strategy Fee, if applicable, could be charged at the maximum percentage as described in this prospectus.

Reallocating Contract Value from the Performance Credit Account

On a Contract Anniversary, you may reallocate Contract Value from the Performance Credit Account to one or more of the strategies that are available for investment. You can reallocate only on a Contract Anniversary. We must receive your reallocation request at least two Valuation Days prior to the Contract Anniversary. When requesting a reallocation from the Performance Credit Account, you must reallocate the entire Performance Credit Account Value. Partial reallocations are not permitted. If We do not receive a timely reallocation request in Good Order, your Performance Credit Account Value will remain in the Performance Credit Account, and your next reallocation opportunity will be the next Contract Anniversary. You risk the possibility that We will declare an interest rate for the next Contract Year at the guaranteed minimum interest rate (0.50% during the Withdrawal Charge Period and 0.10% after the Withdrawal Charge Period).

WITHDRAWALS TO PAY ADVISORY FEE RISK (applicable to the I-share Contract only)

If you purchase an I-share Contract and elect to pay advisory fees from your Contract Value, your advisory fee withdrawals may be subject to significant risk. You should consider the following:

• The Contract is not appropriate for investors who intend to take advisory fee withdrawals outside of the systematic withdrawal program. Advisory fee withdrawals taken outside of the systematic withdrawal program may be subject to Withdrawal Charges and MVAs, which could result in significant loss. Any losses due to Withdrawal Charges and MVAs will be in addition to losses resulting from Strategy Interim Value, proportional reductions, and taxes and tax penalties. In addition, if you elected the optional Return of Premium Death Benefit, advisory fee withdrawals taken outside of the systematic withdrawal program will proportionally reduce the Return of Premium Base, which could reduce the Death Benefit by significantly more than the amount withdrawn.

• The Contract is not appropriate for investors who intend to take advisory fee withdrawals from an Indexed Strategy prior to the end of a Strategy Term. Strategy Interim Value will apply to interim advisory fee withdrawals, and will result in proportional reductions to your Indexed Strategy Base, which could result in significant loss. Strategy Interim Value and proportional reductions will apply to interim advisory fee withdrawals whether or not such withdrawals are taken through the systematic withdrawal program.

We will not report any such partial withdrawal as a taxable distribution for federal income tax purposes if such partial withdrawal is taken under a systematic withdrawal program that is established specifically for the deduction of advisory fees under the Contract; however, federal and/or state tax authorities could determine that such advisory fees should be treated as taxable withdrawals. Advisory fee withdrawals that reduce the Contract Value below the minimum Contract Value may result in a termination of the Contract and We will pay you the Surrender Value. See sections on "Systematic Withdrawals to Pay Advisory Fees" and "Strategy Interim Value Adjustment" below.

INDEX RISK

The value of your investment in an Indexed Strategy will depend in part on the performance of the applicable Index. The performance of the Index is based on changes in the values of the securities or other instruments that comprise or define the Index, which are subject to a variety of investment risks, many of which are complicated and interrelated. Negative Index performance may cause you to realize investment losses, and those losses could be significant. The historical performance of the Index or an Indexed Strategy does not guarantee future results. It is impossible to predict whether the Index will perform positively or negatively over the course of a Strategy Term. In addition, We measure the performance on a point-to-point basis, which means that We compare the value of the Index at the start and end of the term. There is a risk that the Index performance may be negative or flat even if the Index performed positively for certain time periods between those two specific points in time.

If you invest in an Indexed Strategy, you will be indirectly exposed to the investment risks associated with the Index. Provided below is a discussion of investment risks relating to the Indices currently available under the Contract. For additional information about each Index, see "Indexed Strategies — The Indices" and Appendix J. Requests for more information about an Index should be directed to Us at Our Annuity Service Center or to your financial professional.

The Indices have various risks in common, as each Index provides exposure to equity markets. In that regard, each Index is exposed to market risk, equity risk, issuer risk, sector risk, and non-U.S. investment risk.

• Market risk is the risk that market fluctuations may cause the value of a security to fluctuate, sometimes rapidly and unpredictably, due to various factors, including events or conditions affecting the general economy or particular industries or companies; overall market changes; local, regional or global political, social or economic instability; governmental, governmental agency or central bank responses to economic conditions; levels of public debt and deficits; changes in inflation rates; and currency exchange rate, interest rate and commodity price fluctuations.

Economies and financial markets throughout the world are highly interconnected. Economic, financial or political events, trading and tariff arrangements, wars, terrorism, cybersecurity events, natural disasters, public health emergencies (such as the spread of infectious disease), bank failures and other circumstances in one country or region, including actions taken by governmental or quasi-governmental authorities in response to any of the foregoing, could have impacts on global economies or markets. As a result, whether or not an Index is comprised of securities of issuers located in or with significant exposure to the countries affected, the value and liquidity of the securities may be negatively affected by developments in other countries and regions.

• Equity risk is the risk that equity securities may fluctuate in value, sometimes rapidly and unpredictably. The values of equity securities can be influenced by a number of factors, such as changes in (or perceived changes in) general capital markets, specific market segments, or specific issuers.

• Issuer risk is the risk that the value of an issuer's securities may decline in response to various factors directly related to the issuers of such securities, including reduced demand for an issuer's goods or services, poor management performance, major litigation, investigations or other controversies related to the issuer, changes in the issuer's financial condition or credit rating, changes in government regulations affecting the issuer or its competitive environment and strategic initiatives such as mergers, acquisitions or dispositions and the market response to any such initiatives. An individual security may also be affected by factors relating to the industry or sector of the issuer or the securities markets as a whole, and conversely an industry or sector or the securities markets may be affected by a change in financial condition or other event affecting a single issuer.

• Sector risk is the risk that securities issued by companies in a particular sector may not perform as well as the securities of companies in other sectors or the market as a whole.

• Non-U.S. investment risk. Securities of issuers domiciled outside the United States or with significant operations or revenues outside the United States, and securities tied economically to countries outside the United States, may lose value because of adverse political, social, economic or market developments (including social instability, regional conflicts, terrorism and war) in the countries or regions in which the issuers are domiciled, operate or generate revenue or to which the securities are tied economically. These securities may also lose value due to changes in foreign currency exchange rates against the U.S. dollar and/or currencies of other countries. Issuers of these securities may be more susceptible to actions of foreign governments, such as nationalization, currency blockage or the imposition of price controls, sanctions, or punitive taxes, each of which could adversely impact the value of these securities. Securities markets in certain countries may be more volatile and/or less liquid than those in the United States. Investments outside the United States may also be subject to different regulatory, legal, accounting, auditing, financial reporting and recordkeeping requirements, and may be more difficult to value, than those in the United States. In addition, the value of investments outside the United States may be reduced by foreign taxes, including foreign withholding taxes on interest and dividends. The risks of investing outside the United States may be heightened in connection with investments in emerging markets.

Additional Risks Associated with the Market Indexes

Each market index serving as an Index is a "price return index," not a "total return index," and therefore does not reflect dividends paid on the securities composing the Index. This will reduce the Index performance and may cause the Index to underperform a direct investment in the securities composing the Index.

S&P 500^® (may also be referred to as the "S&P 500^® Price Return Index")

This Index is composed of equity securities issued by large-capitalization U.S. companies. This Index is subject to market risk, equity risk, issuer risk, sector risk, and non-U.S. investment risk, as well as the following:

• Large-Cap Risk. In general, large-capitalization companies may be unable to respond quickly to new competitive challenges, and may not be able to attain the high growth rate of successful smaller companies.

Nasdaq-100^® Index (may also be referred to as the "Nasdaq-100^® Price Return Index")

This Index is composed of equity securities issued by large-capitalization U.S. and non-U.S. companies, excluding financial companies. This Index is subject to market risk, equity risk, issuer risk, sector risk, and non-U.S. investment risk, as well as the following:

MSCI EAFE Index (may also be referred to as the "MSCI EAFE Price Return Index")

This Index is composed of equity securities of large- and mid-capitalization companies across 21 developed markets around the world, excluding the U.S. and Canada. This Index is subject to market risk, equity risk, issuer risk, sector risk, and non-U.S. investment risk, as well as the other risks listed below. As a non-U.S. market index, this Index may be subject to a higher degree of non-U.S. investment risk compared to the other Indexes.

• Mid-Cap Risk. Compared to large-capitalization companies, mid-capitalization companies may be less stable and more susceptible to adverse developments. In addition, the securities of mid-capitalization companies may be more volatile and less liquid than those of large-capitalization companies.

• Currency Conversion Risk. The Index includes a methodology for converting foreign currencies into U.S. dollars based on exchange rates. The conversion of foreign currencies into U.S. dollars may negatively impact the performance of the Index. Currency exchange rates can be volatile and can change quickly and unpredictably.

Russell 2000^® Index (may also be referred to as the "Russell 2000^® Price Return Index")

This Index is composed of equity securities of small-cap U.S. companies. This Index is subject to market risk, equity risk, issuer risk, sector risk, and non-U.S. investment risk, as well as the following:

• Small-Cap Risk. Compared to large-capitalization companies and mid-capitalization companies, small-capitalization companies may be the least stable and most susceptible to adverse developments. In addition, the securities of small-capitalization companies may be more volatile and less liquid than those of large- and mid-capitalization companies.

Additional Risks Associated with the Mutual Funds

The American Funds^® The Growth Fund of America^® — Class F-3 and the American Funds^® New Perspective Fund^® — Class F-3 each invests primarily in common stocks that the fund's investment adviser believes have the potential for growth. Each fund is subject to market risk, equity risk, issuer risk, sector risk, and non-U.S. investment risk, as well as the following:

• Growth-Oriented Stock Risk. Growth-oriented common stocks and other equity-type securities (such as preferred stocks, convertible preferred stocks and convertible bonds) may involve larger price swings and greater potential for loss than other types of investments.

• Management Risk. The investment adviser to the fund actively manages the fund's investments. Consequently, the fund is subject to the risk that the methods and analyses, including models, tools and data, employed by the investment adviser in this process may be flawed or incorrect and may not produce the desired results. This could cause the fund to lose value or its investment results to lag relevant benchmarks or other funds with similar objectives.

• Fees and Expenses. Management fees and other operating expenses negatively impact the fund's performance. The fund also pays transaction costs, such as commissions, when it buys and sells securities (or "turns over" its portfolio). The fund's fees, expenses, and costs are not deducted from your Contract. However, they will negatively impact Index Values, which may adversely affect an Indexed Strategy's returns.

INDEX CAP RISK

If you allocate some or all of your Contract Value to a Participation Rate and Cap, Cap, Dual Directional Cap or Dual Directional Trigger and Cap Indexed Strategy, your earnings may be limited by the Index Cap. The positive Index Credit resulting from a positive Index Return, if any, that may be credited to your Contract for a given Strategy Term will be subject to the Index Cap. The Index Cap does not guarantee a certain amount of Index Credit. The Index Credit for an Indexed Strategy may be less than the positive return of the Index. This is because any positive return of the Index is subject to a maximum in the form of the Index Cap. The Index Caps We declare may vary by Contract based on factors such as class and benefit elections; the only guarantee is that they will satisfy guaranteed minimums. It is important to note that an Index Cap applies for the entire Strategy Term, even when the term is longer than one year. For example, if you invest in a six-year Strategy Term with an Index Cap, regardless of how the Index performs over the course of that six-year period, the Index Cap will not be adjusted.

We benefit from the Index Cap because it limits the amount of positive Index Credit that We may have to credit for any Strategy Term. We set the Index Caps at Our discretion, and We may lower the Index Cap for the same Indexed Strategy in the future. You risk the possibility, subject to the minimum guaranteed Index Cap, that the Index Caps declared for a new Strategy Term may limit your Indexed Strategy returns.

See "Risk that We May Change Rates for the Indexed Strategies' Upside Crediting Methods" for information about guaranteed minimum Index Caps. See also "Risk that We May Add, Remove or Replace an Index or Indexed Strategy" for risks related to the future availability of Index Cap strategies under the Contract.

INDEX TRIGGER RISK

If you allocate some or all of your Contract Value to an Index Trigger, Dual Directional Trigger or Dual Directional Trigger and Cap Indexed Strategy, your earnings may be limited by the Index Trigger. Any positive Index Credit calculated using the Index Trigger Rate will equal the Index Trigger Rate, even if the Index Return was higher than the Index Trigger Rate. The Index Trigger does not guarantee that you will receive a positive Index Credit. The Index Triggers We declare may vary by Contract based on factors such as class and benefit elections; the only guarantee is that they will satisfy guaranteed minimums. It is important to note that an Index Trigger Rate applies for the entire Strategy Term, even when the term is longer than one year. For example, if you invest in a six-year Strategy Term with an Index Trigger, regardless of how the Index performs over the course of that six-year period, the Index Trigger Rate will not be adjusted.

We benefit from the Index Trigger because it limits the amount of positive Index Credit that We may have to credit for any Strategy Term. We set the Index Trigger Rates at Our discretion, and We may lower the Index Trigger Rate for the same Indexed Strategy in the future. You risk the possibility, subject to the minimum guaranteed Index Trigger Rate, that the Index Trigger Rates declared for a new Strategy Term may limit your Indexed Strategy returns.

See "Risk that We May Change Rates for the Indexed Strategies' Upside Crediting Methods" for information about guaranteed minimum Index Trigger Rates. See also "Risk that We May Add, Remove or Replace an Index or Indexed Strategy" for risks related to the future availability of Index Trigger strategies under the Contract.

PARTICIPATION RATE RISK

If you allocate all or some of your Contract Value to an Indexed Strategy with a Participation Rate and Cap Indexed Strategy, the Participation Rate may limit your participation in positive Index Return. We declare a new Participation Rate for each new Strategy Term at Our discretion. Even if the Participation Rate is greater than 100%, your participation in a positive Index Return could be limited by an Index Cap limitation. The Participation Rate for a new Strategy Term may be higher, lower or the same as the previous Strategy Term. You risk the possibility, subject to the minimum guaranteed Participation Rate, that the Participation Rate declared for a new Strategy Term may limit your Indexed Strategy returns. The Participation Rates We declare may vary by Contract based on factors such as class and benefit elections; the only guarantee is that they will satisfy guaranteed minimums. It is important to note that the Participation Rate applies for the entire Strategy Term, even when the term is longer than one year. For example, if you invest in a six-year Strategy Term with a Participation Rate, regardless of how the Index performs over the course of that six-year period, the Participation Rate will not be adjusted.

See "Risk that We May Change Rates for the Indexed Strategies' Upside Crediting Methods" for information about guaranteed minimum Participation Rates. See also "Risk that We May Add, Remove or Replace an Index or Indexed Strategy" for risks related to the future availability of Participation Rate and Tier Participation Rate strategies under the Contract.

DUAL DIRECTIONAL CAP, DUAL DIRECTIONAL TRIGGER, DUAL DIRECTIONAL TRIGGER AND CAP RISK

Although Dual Directional Cap, Dual Directional Trigger, and Dual Directional Trigger and Cap strategies may provide for positive Index Credit upon a limited amount of negative Index performance, the strategies are subject to risk of loss. The Buffer feature under these strategies provides only limited protection from negative Index Return. Your losses could be significant. See "Buffer Percentage and Floor Percentage Risk" below. Likewise, there is no guarantee that you will realize any investment gain under a Dual Directional strategy. Any positive Index Credit due to a positive or zero Index Return may be limited by the Index Cap or Index Trigger component of these upside crediting methods, as applicable. See "Index Cap Risk" and "Index Trigger Risk" above. In addition, for Dual Directional Cap strategies, a positive Index Credit from a negative Index Return will never be greater than the negative threshold established by the Trigger Level (Trigger Level minus 1). For Dual Directional Trigger and Dual Directional Trigger and Cap strategies, a positive Index Credit from a negative Index Return will equal the Index Trigger Rate.

See "Risk that We May Change Rates for the Indexed Strategies' Upside Crediting Methods" for information about guaranteed minimum Index Caps and Index Trigger Rates for Dual Directional Cap, Dual Directional Trigger, and Dual Directional Trigger and Cap strategies, as applicable. See also "Risk that We May Add, Remove or Replace an Index or Indexed Strategy" for risks related to the future availability of Dual Directional Cap, Dual Directional Trigger, and Dual Directional Trigger and Cap strategies under the Contract.

DUAL DIRECTIONAL YIELD RISK

For Dual Directional Yield strategies, on each Quarterly Anniversary during the six-year Strategy Term, including the Strategy Term end date, a Performance Credit will be applied. The Performance Credit may be positive or zero. Although Dual Directional Yield strategies may provide for positive Performance Credit upon a limited amount of negative Index performance, the strategies are subject to risk of loss. The Buffer feature under these strategies provides only limited protection from negative Index Return. Your losses could be significant. See "Buffer Percentage and Floor Percentage Risk" below. Likewise, there is no guarantee that you will receive any positive Performance Credits. The application of a positive or zero Performance Credit is based on Index performance since the beginning of the Strategy Term, not since the last Quarterly Anniversary. As such, negative Index performance during any single quarter or over multiple quarters could significantly decrease the likelihood of receiving a positive Performance Credit on any subsequent Quarterly Anniversary.

Dual Directional Yield offers upside potential only through quarterly Performance Credits. An Index Credit will be applied on the Strategy Term end date, but the Index Credit will be either zero or negative. The Index Credit will never be positive.

If you allocate some or all of your Contract Value to a Dual Directional Yield strategy, your earnings may be limited by the Performance Yield. A positive Performance Credit Rate, if any, will equal 1/4^th of the Performance Yield. Therefore, a positive Performance Credit Rate may be less than the Index return. It is important to note that the Performance Yield is an annualized amount that applies each year during the entire Strategy Term. Regardless of how the Index performs over the course of the Strategy Term, the Performance Yield will not be adjusted.

We benefit from the Performance Yield because it limits the amount of positive Performance Credits that We may have to credit for any Strategy Term. We set the Performance Yield at Our discretion, and We may lower the Performance Yield for the same Dual Directional Yield strategy in the future. You risk the possibility, subject to the minimum guaranteed Performance Yield, that the Performance Yield declared for a new Strategy Term may limit your Indexed Strategy returns. The Performance Yields may vary by Contract based on factors such as class and benefit elections; the only guarantee is that they will satisfy guaranteed minimums.

The amount credited to your Contract from a positive Performance Credit, if any, is immediately and automatically allocated to the Performance Credit Account. The amount credited will not increase your Strategy Contract Value or your Indexed Strategy Base for the Dual Directional Yield strategy from which the Performance Credit originated. Amounts in the Performance Credit Account do not participate in Index performance (positive or negative). The Performance Credit Account credits daily fixed interest based on rates that are set and guaranteed by the Company until the next Contract Anniversary. The effective annual interest rate will never be lower than the guaranteed minimum interest rate (0.50% during the Withdrawal Charge Period and 0.10% after the Withdrawal Charge Period). You risk the possibility that We will declare an interest rate for the Performance Credit Account at the guaranteed minimum interest rate.

See "Risk that We May Change Rates for the Indexed Strategies' Upside Crediting Methods" for information about the guaranteed minimum Performance Yield for Dual Directional Yield strategies. See also "Risk that We May Add, Remove or Replace an Index or Indexed Strategy" for risks related to the future availability of Dual Directional Yield strategies.

GROWTH ACCELERATOR RISK

We currently offer certain Indexed Strategies with upside crediting methods designated as "Growth Accelerator." You will pay an additional fee for each of these Indexed Strategies that you select for investment. If you select multiple Indexed Strategies with Growth Accelerator, you will incur separate Strategy Fees for each of those Indexed Strategies. Indexed Strategies with Growth Accelerator provide enhanced upside potential based on the rate(s) We declare for their upside crediting methods. The upside rate(s) We declare for an Indexed Strategy with Growth Accelerator will be higher than the upside rate(s) We declare for an identical Indexed Strategy without Growth Accelerator. If an Indexed Strategy's upside crediting method has multiple declared upside rates, at least one of the upside rates We declare for the Indexed Strategy with Growth Accelerator will be relatively higher, but not necessarily all of them. For example, for the Participation Rate and Cap upside crediting method, We may declare a relatively higher Index Cap but not a relatively higher Participation Rate (or vice versa). There is no guaranteed minimum increase in the relative upside rate(s), and there is no guarantee that an Indexed Strategy with Growth Accelerator will outperform an Indexed Strategy without Growth Accelerator. Furthermore, there is no guarantee that the increased upside potential will result in gains at least equal to the Strategy Fees incurred or any gains at all. Strategy Fees will increase any losses and decrease any gains. Strategy Fees could result in losses for any Indexed Strategy with Growth Accelerator, including an Indexed Strategy with a 100% Buffer Percentage, even if the Index Return is positive. We reserve the right to stop offering Indexed Strategies with Growth Accelerator at any time, and We reserve the right to limit the availability of any Indexed Strategy with Growth Accelerator among Contracts based on date of issuance, benefit elections, or other distinguishing factors on a non-discriminatory basis.

BUFFER PERCENTAGE AND FLOOR PERCENTAGE RISK

If you allocate all or some of your Contract Value to an Indexed Strategy, negative Index performance may cause the Index Credit to be negative even after the application of the Buffer Percentage or Floor Percentage, as applicable. This would reduce your Strategy Contract Value. Any portion of your Contract Value allocated to an Indexed Strategy will benefit from the protection afforded under either the Buffer Percentage or Floor Percentage, if any, only for that Strategy Term. You assume the risk that you may incur a loss and that the amount of the loss may be significant.

More specifically, at the end of a Strategy Term, a negative Index Return could cause you to lose up to 99% of your Contract Value in an Indexed Strategy with a 1% Buffer Percentage, up to 90% in an Indexed Strategy with a 10% Buffer Percentage, up to 85% in an Indexed Strategy with a 15% Buffer Percentage, up to 80% in an Indexed Strategy with a 20% Buffer Percentage, up to 75% in an Indexed Strategy with a 25% Buffer Percentage, or up to 10% in an Indexed Strategy with Floor.

Under an Indexed Strategy with a 100% Buffer Percentage, you cannot lose Contract Value due to a negative Index Return at the end of a Strategy Term. However, like any other Indexed Strategy, there may be losses due to Withdrawal Charges, negative MVAs, negative Strategy Interim Value adjustments, Rider Charges, Strategy Fees, taxes and tax penalties.

An Indexed Strategy with a 1% Buffer Percentage provides minimal protection from a negative Index Return. You could lose nearly your entire investment in the Indexed Strategy if the Index declines in value.

An Indexed Strategy with a 100% Buffer Percentage will always be available under the Contract. We do not guarantee the availability of any other downside protection levels. From one Strategy Term to the next, We may not offer any Indexed Strategies with a Buffer less than 100% or a Floor, and We do not guarantee a minimum Buffer Percentage or Floor Percentage for any new Indexed Strategies that We may offer in the future.

You also risk the possibility that sustained negative Index Returns may result in zero or negative Index Credit being credited to your Strategy Contract Value over multiple Strategy Terms. If an Indexed Strategy is credited with negative Index Credit for multiple Strategy Terms, your total loss may exceed the stated limit of the Buffer Percentage or Floor Percentage for a single Strategy Term. It is important to note that a Buffer applies for the entire Strategy Term, even when the term is longer than one year. For example, if you invest in a six-year Strategy Term with a Buffer, regardless of how the Index performs over the course of that six-year period, the Buffer will not be adjusted.

The Buffer Percentage or Floor Percentage associated with an available Indexed Strategy's Buffer or Floor, respectively, will not change from one Strategy Term to the next.

PERFORMANCE LOCK RISK

You should consider the following risks related to the Performance Lock feature:

• If you lock-in a negative Strategy Interim Value adjustment, you will be locking-in a loss, which could be significant. It is possible that you would have realized less of a loss or no loss if you exercised the Performance Lock feature at a later time or not at all.

• You will no longer participate in the Index's performance, whether positive or negative, for the remainder of the Strategy Term.

• You will not be credited with any Index Credit for that Indexed Strategy at the end of the Strategy Term, or any Performance Credit under a Dual Directional Yield strategy for the remainder of the Strategy Term.

• Exercising the Performance Lock for an Indexed Strategy is irrevocable for the Strategy Term.

• You will not know the locked-in Strategy Interim Value in advance, regardless of how Performance Lock is exercised.

o If you submit a request to exercise Performance Lock manually, We use the Strategy Interim Value calculated at the end of the second Valuation Day after We receive your request. As a result, the locked-in Strategy Interim Value may be higher or lower than it was at the point you requested the Performance Lock.

o If an automatic Performance Lock target is reached, We use the Strategy Interim Value calculated at the end of the second Valuation Day following the target being reached, so the locked-in Strategy Interim Value could be lower or higher than the automatic Performance Lock target you set.

• You will not receive an Index Credit at the end of the Strategy Term, regardless of whether the Index Credit would have been positive, negative, or equal to zero. Additionally, for the Dual Directional Yield strategies, you will not receive any additional Performance Credits.

• For Dual Directional strategies, although negative Index performance can result in positive Index Credit or Performance Credit based on the applicable Indexed Strategy Parameters, if Performance Lock is exercised at a time when your Strategy Interim Value has declined, you are locking in any loss. You will not receive any positive credits for locking-in a loss.

• We will not provide advice or notify you regarding whether you should exercise the Performance Lock feature or the optimal time for doing so, aside from notifying you if your pre-established target has been reached under the performance notification feature. We will not warn you if you exercise the Performance Lock feature at a sub-optimal time. We are not responsible for any losses or foregone gains related to your decision whether or not to exercise the Performance Lock feature.

• There may not be an optimal time to exercise the Performance Lock feature during a Strategy Term. It may be better for you if you do not exercise the Performance Lock feature during a Strategy Term. It is impossible to know with certainty whether or not the Performance Lock feature should be exercised.

See the section titled "Performance Lock" for additional information regarding the Performance Lock feature.

RISK THAT WE MAY ADD, REMOVE OR REPLACE AN INDEX OR INDEXED STRATEGY

We may add, remove or replace an Index or Indexed Strategy, and any particular Indexed Strategy or Index may not be available during the entire time that you own your Contract. We will not replace any Index or Indexed Strategy until We obtain any regulatory approvals needed. We may replace the Index if it is discontinued, or if there is a substantial change in the calculation of the Index, or if hedging instruments become difficult to acquire or the cost of hedging becomes excessive. For an Index that is a mutual fund, We may also replace an Index if it is liquidated or otherwise no longer exists or if its investment objectives, strategies, or risks substantially change. If We replace an Index, the performance of the new Index may differ from the original Index. This may negatively affect the Index Credit or Performance Credit that you earn during that Strategy Term or the Strategy Interim Value that you can lock-in under the Performance Lock feature.

We may replace an Index at any time during a Strategy Term without your approval, and you will not be permitted to reallocate your Strategy Contract Value until the end of a Strategy Term. The new Index and the replaced Index may not be similar with respect to their component securities or other instruments, although We will attempt to select a new Index that is similar to the old Index. If We replace an Index during a Strategy Term, We will calculate the Index Return using the old Index up until the replacement date. After the replacement date, We will calculate the Index Return using the new Index, using the value for new Index on the replacement date and the value of the new Index at the end of the Strategy Term. See the Index Replacement Example under "The Indices — Index Replacement" section of this prospectus. If you do not want to remain in an Indexed Strategy or exercise the Performance Lock at the time or after We replace the Index, your only option will be to surrender or annuitize your Contract, which if performed during a Strategy Term, will be based on Strategy Interim Value and may be subject to Withdrawal Charges and/or MVAs if made within the Withdrawal Charge Period and may have negative tax consequences. At the end of the Strategy Term, you may reallocate your Strategy Contract Value to another available Indexed Strategy or to the One-Year Fixed Strategy without charge.

We reserve the right to discontinue offering any Indexed Strategy for newly issued or outstanding Contracts at the end of a Strategy Term, except as provided below, and We reserve the right to limit the availability of any Indexed Strategy among Contracts based on the date of issuance, benefit elections, or other distinguishing factors on a non-discriminatory basis.

For future Strategy Terms, We guarantee that the One-Year Fixed Strategy and an Indexed Strategy with Participation and Cap and a 100% Buffer (without Growth Accelerator) will be available. Any Indexed Strategy that We make available is subject to Our right of Index replacement. If you are not comfortable with the possibility that those could be the only strategies available to you in the future, you should not buy this Contract, as We do not guarantee the availability of any other strategies. As such, from one Strategy Term to the next, We may not offer any Indexed Strategies with a Buffer less than 100%, Floor, Cap, Index Trigger, Dual Directional Cap, Dual Directional Trigger, Dual Directional Trigger and Cap, or Performance Yield. We may not offer any Indexed Strategies with Growth Accelerator. The strategies that We guarantee to make available generally have limited potential for investment gain. Assuming the guaranteed minimum interest rate or upside rates, your potential return for a Strategy Term could be minimal.

If We add or remove an Indexed Strategy, the changes will not be effective for your Contract until the start of the next Strategy Term. Before purchasing a Contract, you should evaluate whether Our ability to make the changes described above, and the scope of your ability to react to such changes, are appropriate based on your investment goals.

RISK THAT CERTAIN STRATEGIES MAY BE UNAVAILABLE TO YOU

There are restrictions on the strategies that you may choose for investment. An allocation to a six-year Indexed Strategy is not permitted if the Strategy Term would begin during the Withdrawal Charge Period and extend beyond the end of the Withdrawal Charge Period. An allocation to a six-year Indexed Strategy is not permitted if the Strategy Term would extend beyond the Contract Maturity Date. If Contract Value is already allocated to a six-year Indexed Strategy, you may not allocate additional Contract Value to that same Indexed Strategy until the ongoing Strategy Term ends. For the Dual Directional Yield strategies, Contract Value may be allocated to either the 10% or the 20% Buffer strategy, but not both. You cannot instruct Us to allocate Contract Value directly to the Performance Credit Account. Some Indexed Strategies may not be available through your firm.

RISK THAT WE MAY CHANGE RATES FOR THE INDEXED STRATEGIES' UPSIDE CREDITING METHODS

The rates for the Indexed Strategies' upside crediting methods will change from one Strategy Term to the next. We declare the rates for the Indexed Strategies' upside crediting methods in advance of each Strategy Term, subject to the guaranteed minimums specified below. For the currently available Indexed Strategies, as applicable:

• The guaranteed minimum Index Cap for strategies with Participation Rate and Cap, Cap, Dual Directional Cap and Dual Directional Trigger and Cap is 1.00% and 0.50% during and after the Withdrawal Charge Period, respectively;

• The guaranteed minimum Participation Rate for an Indexed Strategy with Participation Rate and Cap is 10%;

• The guaranteed minimum Index Trigger Rate for strategies with Index Trigger, Dual Directional Trigger and Dual Directional Trigger and Cap is 1.00% and 0.50% during and after the Withdrawal Charge Period, respectively; and

• The guaranteed minimum Performance Yield for Dual Directional Yield strategies is 1.00% and 0.50% during and after the Withdrawal Charge Period, respectively.

In general, if We were to declare an upside crediting method rate equal to the applicable guaranteed minimum, the potential for investment gain would be minimal.

If We offer new Indexed Strategies with the same upside crediting methods in the future, the same guarantees specified above will apply.

The rates for the initial Strategy Term will be shown in your Contract for strategies to which you have allocated premium. For future Strategy Terms, We set the rate(s) for the available Indexed Strategies' upside crediting methods and provide notice to you at least ten days prior to the beginning of a new Strategy Term. You do not have the right to reject the rates declared for the next Strategy Term. If you do not like the rate declared for the Indexed Strategy in which you are currently invested, you may instruct Us to reallocate your Strategy Contract Value to another available Indexed Strategy or to the One-Year Fixed Strategy without charge during the Reallocation Period. If you do not want to invest in any investment option under the Contract, your only option will be to surrender or annuitize your Contract, which may cause you to incur a Withdrawal Charge, a negative MVA, a negative Strategy Interim Value adjustment and/or negative tax consequences, all of which may result in significant loss.

SINGLE PREMIUM PAYMENT RISK

This Contract is a single Premium Payment product. After the Premium Payment is made, no additional Premium Payments will be accepted. You will be unable to increase the value of your Contract, including the Death Benefit, with additional premiums.

OUR FINANCIAL STRENGTH AND CLAIMS-PAYING ABILITY

Our obligations under the Contract are supported by Our General Account, which includes the assets in the Separate Account, which is subject to the claims of Our creditors. As such, your Contract Value and the guarantees under the Contract, including any Index Credits, Performance Credits, interest, Death Benefit, and Annuity Payments, are subject to Our financial strength and claims-paying ability. There is a risk that We may default on those guarantees. You may obtain information on Our financial condition by reviewing Our financial statements.

CYBERSECURITY AND BUSINESS CONTINUITY RISK

Our business is highly dependent upon the secure and effective operation of our computer systems and those of our business partners and third-party service providers. Systems failures and cybersecurity incidents may adversely affect us or our third-party service providers, as well as you and your Contract. Cybersecurity incidents could severely interfere with our ability to administer the Contract, including our ability to process transactions, calculate Contract Values and safeguard your personal information. The techniques used to attack systems and networks change frequently and are becoming more sophisticated, including through the use of artificial intelligence (AI) and AI-powered tools. In addition to cybersecurity risks, we are exposed to the risk that natural and man-made disasters may significantly disrupt our business operations and our ability to administer the Contract. There can be no assurance that we or our service providers will be able to successfully detect or avoid negative impacts associated with systems failures, cybersecurity incidents, or natural and man-made disasters.

THE COMPANY AND HOW TO CONTACT US

We are a life insurance company engaged in the business of writing individual variable, index-linked, fixed and fixed indexed annuities. The Company is authorized to do business in 49 states of the United States and the District of Columbia. The Company was incorporated under the laws of Indiana on July 10, 1986. We have offices located in Indiana, Connecticut and Pennsylvania. We are part of the Global Atlantic Financial Group (Global Atlantic), which is the marketing name for The Global Atlantic Financial Group, LLC ("TGAFCL") and its subsidiaries, including, Forethought Life Insurance Company. KKR & Co. Inc. is the ultimate controlling parent entity of the Company.

We are obligated to pay all amounts promised to investors under the Contracts, subject to Our financial strength and claims-paying ability. No company other than Forethought Life Insurance Company has any legal responsibility to pay amounts owed under the Contract.

The Company's principal place of business is located at 10 West Market Street, Suite 2300, Indianapolis, Indiana 46204.

For all written communications, general correspondence, and other transactional inquiries, contact Us at the Annuity Service Center, as follows:

• By Phone: 833-ASK GA 4U (833-275-4248) Mon to Fri 8:30 AM – 6:00 PM EST.

• By Mail: 123 Town Square PL, PMB 711, Jersey City, NJ 07310

EXEMPTION FROM FILING REPORTS UNDER THE SECURITIES EXCHANGE ACT

At this time, We are relying on the exemption provided by Rule 12h-7 under the Securities Exchange Act of 1934. As such, We currently do not file reports with the SEC. We reserve the right to stop relying on this exemption at any time.

THE ANNUITY CONTRACT

The Contract is an agreement between the Company and you, the Owner, designed for long-term financial goals, such as funding your retirement. During the Accumulation Period, you can accumulate assets by investing in the Indexed Strategies or the One-Year Fixed Strategy. See "Access to Your Money During the Accumulation Period" for information about your ability to take withdrawals of your Contract Value. You can later convert your accumulated Contract Value into a stream of guaranteed income payments from Us, beginning on a date that you select, thereby entering the Annuity Period. The Contract also has a Death Benefit, either the standard Death Benefit or the optional Return of Premium Death Benefit, that may become payable during the Accumulation Period. Withdrawals are not permitted, and Death Benefits are not payable, during the Annuity Period. All payments under the Contract are subject to the terms and conditions described in this prospectus.

The Contract is available as a non-qualified contract, which will provide you with certain tax deferral features under the Code. The Contract is also available as a qualified contract as an IRA or Roth IRA. If you purchase the Contract as a qualified contract, the Contract will not provide you tax benefits in addition to those already provided by your IRA or Roth IRA.

STATE VARIATIONS

This prospectus describes the material rights and obligations under the Contract. Certain provisions of the Contract may be different from the general description in this prospectus due to variations required by state law. Please see Appendix B for a listing of state variations that apply to the Contract. Any applicable state variations will be included in your Contract.

OWNER

The Owner may exercise all ownership rights under the Contract. A single Owner may be a non-natural person, such as a trust. The Contract Owner must not be older than age 85 (the "maximum Issue Age") on the date the Contract application is received in Good Order at Our Annuity Service Center. A non-qualified Contract may be owned by joint Owners. Each joint Owner has equal ownership rights and must exercise those rights jointly. Only two Owners are allowed per Contract. An Owner who is a non-natural person (e.g., a corporation or trust) may not name a joint Owner. In the case of joint Owners, each Owner alone may exercise all rights, options and privileges except with respect to a surrender, a withdrawal, a selection of an annuity option, a change of Beneficiary, a change of ownership and assignment.

ASSIGNMENTS AND CHANGES TO OWNERSHIP

You may request to assign or transfer your rights under the Contract by sending Us a signed and dated request. We will not be bound by an assignment until We acknowledge it. To the extent allowed by state law, We reserve the right to refuse Our consent to any assignment at any time on a nondiscriminatory basis if the assignment would violate or result in noncompliance with any applicable state or federal law or regulation, including a transfer of ownership, which is an absolute assignment. If you assign your benefits, the Death Benefit amount may be adjusted. See the section titled "Death Benefit."

Unless you specify otherwise, an assignment or transfer is effective as of the date you signed the notice of change. However, We are not responsible for any legitimate actions (including payments) that We take under the Contract prior to receiving the notice. We are not responsible for the validity of any assignment or transfer. To the extent allowed by law, payments under the Contract are not subject to legal process for the claims of creditors.

An IRA, Roth IRA, or any other Contract may not be assigned except as permitted by the Code.

Use care when naming joint Owners, assigning your Contract or making any changes to the ownership of your Contract. Assigning your Contract and changing ownership may have tax implications. Consult your financial professional or tax advisor if you have questions.

ANNUITANT

You name the initial Annuitant and any joint Annuitant on your Contract application. Any Annuitant must be a natural person, and joint Annuitants are not permitted on a qualified Contract or a Contract owned by a non-natural person. For IRAs, the Owner and Annuitant must be the same individual unless a custodian has been named. At any time prior to the Annuity Commencement Date, you may change the Annuitant by sending Us a request that is in Good Order. If the Contract is owned by a non-natural person (e.g., a trust), the Annuitant may not be changed and the Annuitant must not be older than age 85 (the Owner's maximum Issue Age for this Contract). Unless you specify otherwise, a change in Annuitant is effective as of the date you signed the notice of change. However, We are not responsible for any legitimate actions that We take under the Contract (including payments) prior to receiving the notice.

BENEFICIARY

The Beneficiary is the person(s) or entity (or entities) entitled to receive any Death Benefit paid under the Contract, as described in the section titled "Death Benefit." You name the initial Beneficiary (or Beneficiaries) on your Contract application and you may change a Beneficiary at any time by sending Us a request in Good Order. If your Beneficiary designation was established as being irrevocable, the Beneficiary must consent in writing to any change. A new Beneficiary designation revokes any prior designation and is effective when signed by you and in Good Order. We are not responsible for the validity of any Beneficiary designation or for any actions We may take under the Contract (including payments) prior to receiving a request to change a Beneficiary.

PURCHASING THE CONTRACT

You may purchase the Contract by completing an application and submitting a minimum Premium Payment of $25,000. The Contract Owner, or Annuitant if the Owner is a non-natural person, must not be older than age 85 (the "maximum Issue Age") on the date the Contract application is received in Good Order at Our Annuity Service Center. Only one Premium Payment is allowed under the Contract. For IRAs and Roth IRAs, because the minimum Premium Payment We accept exceeds the annual contribution limits for IRAs and Roth IRAs, your initial Premium Payment must include a rollover contribution.

We reserve the right to refuse any Premium Payment that exceeds $1 million ($500,000 for ages 81 and older) and any Premium Payment that, when aggregated with previous premium payments made to other contracts issued by the Company, exceeds $1 million ($500,000 for ages 81 and older) Further, We reserve the right to refuse any Premium Payment that does not meet Our minimum Premium Payment requirements, is not in Good Order, or is otherwise contrary to law. We also reserve the right to refuse any application. If We refuse your application, We will return your Premium Payment to you.

Two share classes are available under this prospectus. The B-share class is available through registered broker-dealers that charge sales commissions. The I-share class is available through registered investment advisers (RIAs) that charge an advisory fee. You may elect to have an annual advisory fee up to 1.50% of the Contract Value deducted from the Contract.

RATE APPLICABILITY PROCEDURES

As further discussed under "One-Year Fixed Strategy" and "Indexed Strategies" later in this prospectus, We may declare new interest rates for the One-Year Fixed Strategy and upside crediting method rates for the Indexed Strategies at any time in our discretion, subject to applicable guarantees. New interest rates and upside crediting method rates declared by Us are only for new Strategy Terms. They are not applicable to ongoing Strategy Terms.

When you purchase the Contract, in the event of a rate change that goes into effect after the application signed date but before the Issue Date, We will follow the procedures listed below to determine the interest rate and upside crediting method rates applicable to the Strategy Term(s) beginning on your Issue Date.

• We will apply the rates in effect as of either the application signed date or the Issue Date, whichever are higher, provided that the following conditions are satisfied: (i) We receive the application in Good Order within 14 calendar days of the application signed date and (ii) if the Premium Payment is to be funded by an exchange or transfer, We receive all funds within 60 calendar days from the application signed date. Otherwise, We will apply the rates in effect as of the Issue Date.

• For paper applications, the "application signed date" is the calendar day that the application is signed. For electronic applications, the "application signed date" is the calendar day that the application is electronically signed.

For Strategy Terms beginning after the Issue Date, as further discussed under "Reallocation Period," the interest rate for the One-Year Fixed Strategy and the upside crediting method rates for the Indexed Strategies declared for a new Strategy Term (also referred to as renewal rates) will be made available to you at least ten days prior to the start of the new Strategy Term. You will receive a reallocation notice at least 30 days prior to the end of a Strategy Term with information about where to obtain information about available strategies and declared rates.

ALLOCATING YOUR PREMIUM PAYMENT

You must specify in your Contract application how We should allocate your Premium Payment (by percentage) among the One-Year Fixed Strategy and the Indexed Strategies available at the time you purchase the Contract. Allocations to Indexed Strategies and the One-Year Fixed Strategy are subject to a minimum of $2,500 or 10% of the Premium Payment, whichever is greater.

RIGHT TO EXAMINE

If for any reason you are not satisfied with your Contract, simply return it within 10 days after you receive it if the Contract is not a replacement, or within 30 days after you receive it if the Contract is a replacement, with a written request for cancellation that indicates your tax-withholding instructions. In some states, you may be allowed more time to cancel your Contract. We may require additional information, including a signature guarantee, before We can cancel your Contract. If you cancel your Contract during this period, We will issue a refund as required by applicable state law.

Unless otherwise required by state law, We will process your refund within two Valuation Days from the Valuation Day that We receive your properly completed request to cancel in Good Order and will refund the Contract Value (which may be inclusive of any adjustments for Strategy Interim Value) plus any rider fees deducted from the Premiums or imposed under the Contract during the period you owned the Contract. Any Withdrawal Charge and MVA assessed previously during the Right to Examine Period, due to any withdrawals, will be retained by the Company. We will not assess any Withdrawal Charges and MVA at the time you exercise your right to examine.

To the extent that Contract Value is allocated to an Indexed Strategy, the amount refunded will reflect the Strategy Interim Value, which may result in significant loss. The Contract Value may be more or less than your Premium Payment depending upon the investment performance of your Contract. If We receive your request in Good Order on a day that is not a Valuation Day or after close of the Valuation Day, We will treat it as if it was received on the following Valuation Day. This means that you bear the risk of any decline in your Contract Value until We receive your notice of cancellation at Our Annuity Service Center. In certain states, however, We are required to return your Premium Payment without deduction for any rider fees, Withdrawal Charges, MVAs or market fluctuations due to the Strategy Interim Value less withdrawals you have taken. Please refer to Appendix B for state variations.

ONE-YEAR FIXED STRATEGY

Information regarding the features of the One-Year Fixed Strategy, including (i) its name, (ii) its Strategy Term, and (iii) its minimum guaranteed interest rate, is available in "Appendix A: Investment Options Available Under the Contract."

The One-Year Fixed Strategy credits compound interest based on rates that are set and guaranteed by the Company. Any portion of your Contract Value allocated to the One-Year Fixed Strategy for a Strategy Term will be credited with the interest rate established for that Strategy Term. This rate will apply for the entire Strategy Term, which is one year in length. The interest rate for the One-Year Fixed Strategy for your initial Strategy Term will be set forth in your Contract. At the conclusion of the Strategy Term, We will declare the interest rate at least ten days prior to the end of the Strategy Term for the next Strategy Term.

The effective annual interest rate for any Strategy Term will never be lower than the guaranteed minimum interest rate set forth in your Contract. This rate will not be less than 0.50% during the Withdrawal Charge Period and no less than 0.10% after the Withdrawal Charge Period and is guaranteed to be a rate not less than the minimum interest rate allowed by state law. The effective annual interest rate represents the rate of daily compounded interest over a 12-month period. You risk the possibility that We will declare an interest rate for the One-Year Fixed Strategy at the guaranteed minimum interest rate.

An MVA may apply to amounts withdrawn or annuitized from the One-Year Fixed Strategy. However, the One-Year Fixed Strategy is subject to the Standard Nonforfeiture Law for Individual Deferred Annuities. As such, a negative MVA will never cause the amount payable upon withdrawal, or the amount annuitized, from the One-Year Fixed Strategy to be less than the minimum non-forfeiture amount required by state law. Strategy Interim Value adjustments do not apply to the One-Year Fixed Strategy. See "Contract Charges and Adjustments" for additional information.

We guarantee that the One-Year Fixed Strategy will be available during the Accumulation Period for the life of the Contract. We may make other fixed interest investment options available under the Contract in the future. Any other fixed interest investment options that We make available may not be available for subsequent Strategy Terms.

At the end of a Strategy Term for the One-Year Fixed Strategy, Contract Value in the One-Year Fixed Strategy will be reallocated, withdrawn or annuitized according to your instructions. In the absence of instructions, Contract Value in the One-Year Fixed Strategy will be reinvested in the One-Year Fixed Strategy for a new Strategy Term. The annual interest rate for a new Strategy Term will be declared prior to the new Strategy Term. You will receive advance notice and instructions on how to obtain the declared rate. See "Reallocation Period" for additional information.

PERFORMANCE CREDIT ACCOUNT

The amount credited to your Contract from a positive Performance Credit, if any, is immediately and automatically allocated to the Performance Credit Account. The Performance Credit Account is funded only through Performance Credits originating from a Dual Directional Yield strategy; you cannot allocate directly to the Performance Credit Account. Withdrawals from the Performance Credit Account are not subject to a Withdrawal Charge or MVA. Such withdrawals do not reduce the Free Withdrawal Amount remaining for the Indexed Strategies and the One-Year Fixed Strategy. However, such withdrawals may be subject to taxes and tax penalties.

The Performance Credit Account credits daily fixed interest based on rates that are set and guaranteed by the Company. This rate will apply until the next Contract Anniversary. The interest rate for the Performance Credit Account will be set forth in your Contract. At least ten days prior to the next Contract Anniversary, We will declare the interest rate for the next Contract Year. You will receive advance notice and instructions on how to obtain the declared rate. See "Reallocation Period" for additional information.

The effective annual interest rate will never be lower than the guaranteed minimum interest rate set forth in your Contract. This rate will not be less than 0.50% during the Withdrawal Charge Period and no less than 0.10% after the Withdrawal Charge Period and is guaranteed to be a rate not less than the minimum interest rate allowed by state law. You risk the possibility that We will declare an interest rate for the Performance Credit Account at the guaranteed minimum interest rate.

We will offer the Performance Credit Account for so long as We are offering a Dual Directional Yield strategy. If We make a Dual Directional Yield strategy unavailable, Performance Credits applied during an ongoing Strategy Term will continue to be allocated to the Performance Credit Account, and any Performance Credit Account Value may remain in the Performance Credit Account until withdrawn, reallocated, or annuitized.

INDEXED STRATEGIES

GENERAL

For each Indexed Strategy, We will apply an Index Credit (i.e., positive, negative or zero interest) at the end of a Strategy Term to amounts allocated to the Indexed Strategy based, in part, on the performance of the Index. An investment in an Indexed Strategy is not an investment in the Index or in any Index fund. You could lose a significant amount of money if the Index declines in value. You could also lose a significant amount of money due to a Strategy Interim Value adjustment if amounts are removed from an Indexed Strategy prior to the end of a Strategy Term.

Information regarding the features of each currently offered Indexed Strategy, including (i) the Index name, (ii) the Index type (i.e., market index or mutual fund), (iii) the Strategy Term, (iv) the Index crediting methodology, (v) the current limit on Index loss, and (vi) the minimum limit on Index gain, is available in "Appendix A: Investment Options Available under the Contract."

Each Indexed Strategy includes the following elements:

• A Strategy Term;

• An Index;

• An upside crediting method (with or without Growth Accelerator), either Participation Rate and Cap, Cap, Index Trigger, Dual Directional Cap, Dual Directional Trigger, Dual Directional Trigger and Cap, or Performance Yield, with associated rate(s) that are declared by Us for a Strategy Term, subject to guaranteed limits; and

• A downside protection feature, either Buffer or Floor.

The availability of the Indexed Strategies described in this prospectus may vary depending on the selling firm through which your Contract was purchased. See "Appendix I — Financial Intermediary Variations" for more information.

It is important to note that Indexed Strategy Parameters for an Indexed Strategy apply for the entire Strategy Term, even when the term is longer than one year. For example, if you invest in a six-year Strategy Term with a Participation Rate and Cap and a Buffer, regardless of how the Index performs over the course of that six-year period, the Participation Rate, the Index Cap, and the Buffer will not be adjusted.

For the Indexed Strategies that We are currently offering, the rates for their upside crediting methods will change from one Strategy Term to the next. The rate(s) for a given Strategy Term may be higher or lower than the rate(s) for previous or future Strategy Terms, subject to the applicable guarantees below. The rates for the initial Strategy Term will be shown in your Contract for strategies to which you have allocated premium. We declare the rates for the available Indexed Strategies' upside crediting methods and provide notice to you at least ten days prior to the beginning of a new Strategy Term.

For the currently available Indexed Strategies:

• The guaranteed minimum Participation Rate for Indexed Strategy with Participation Rate and Cap is 10%;

• The guaranteed minimum Performance Yield for Dual Directional Yield strategies is 1.00% and 0.50% during and after the Withdrawal Charge Period, respectively.

In general, if We were to declare an upside crediting method rate equal to the applicable guaranteed minimum, the potential for investment gain would be minimal.

Website for Current Upside Crediting Method Rates: For the Indexed Strategies that are available for investment, the Participation Rates, Index Caps, Index Trigger Rates, and Performance Yields, as applicable, that We are currently offering for new Strategy Terms are available at the following website address: www.FSG2Prospectus.com. The Participation Rates, Index Caps, Index Trigger Rates, and Performance Yields posted on that website are incorporated by reference into this prospectus.

The upside crediting method rate(s) for the same Indexed Strategy may vary for B-share and I-share class Contracts. The upside crediting method rate(s) for the same Indexed Strategy may also vary based on state, financial intermediary, Premium Payment amount, benefit elections, and potentially other distinguishing factors on a non-discriminatory basis. The only guarantee is that the declared rates will always satisfy applicable guarantees.

We may declare lower Indexed Strategy upside rates for Contracts with the optional Return of Premium Death Benefit compared to Contracts with the standard Death Benefit, which would represent an implicit cost for the benefit in addition to any Rider Charges. We will declare lower Indexed Strategy upside rates for Contracts with the optional Return of Premium Death Benefit when the benefit is elected for no additional charge.

If We offer new Indexed Strategies with the same upside crediting methods in the future, the same guarantees specified above will apply. After purchasing the Contract, upon considering the upside rates that We offer for a future Strategy Term, if you decide to surrender the Contract rather than invest in an available strategy, there may be negative consequences such as Withdrawal Charges, negative Strategy Interim Value adjustments, negative MVAs, and taxes and tax penalties.

The rate associated with an available Indexed Strategy's Buffer or Floor (as well as the Trigger Level or Performance Trigger for a Dual Directional Indexed Strategy) cannot be changed for the life of the Indexed Strategy.

We reserve the right to add, remove or replace any Indexed Strategy in the future, subject to necessary regulatory approvals and amendment of this prospectus. As such, the Indexed Strategies (and the associated Indices, upside crediting methods and downside protection features) that We offer under the Contract can change from one Strategy Term to the next. We can add new Indexed Strategies (with the same or different Indices, upside crediting methods and downside protection features) or cease to offer existing Indexed Strategies. We reserve the right to limit the availability of any Indexed Strategy among Contracts based on date of issuance, benefit elections, or other distinguishing factors on a non-discriminatory basis.

For future Strategy Terms, We guarantee that the One-Year Fixed Strategy and an Indexed Strategy with Participation and Cap and a 100% Buffer (without Growth Accelerator) will be available. If you are not comfortable with the possibility that those could be the only strategies available to you in the future, you should not buy this Contract, as We do not guarantee the availability of any other strategies. As such, from one Strategy Term to the next, We may not offer any Indexed Strategies with a Buffer less than 100%, Floor, Cap, Index Trigger, Dual Directional Cap, Dual Directional Trigger, Dual Directional Trigger and Cap, or Performance Yield. We may not offer any Indexed Strategies with Growth Accelerator. Any Indexed Strategy that We make available is subject to Our right of Index replacement.

We do not guarantee a minimum Buffer Percentage or Floor Percentage for any new Indexed Strategies that We may offer in the future.

If We discontinue offering an Indexed Strategy, you must reallocate your Strategy Contract Value to a currently available strategy at the start of the next Strategy Term. If you do not provide instructions in Good Order for reallocating the Strategy Contract Value, We will reallocate the Strategy Contract Value to the applicable default option. See "Reallocation Period" for additional information.

GROWTH ACCELERATOR

We currently offer certain Indexed Strategies with upside crediting methods designated as "Growth Accelerator." See "Appendix A — Investment Options Available under the Contract." These Indexed Strategies provide enhanced upside potential in exchange for an additional annual fee (Strategy Fee). In general, the upside rate(s) We declare for an Indexed Strategy with Growth Accelerator will be higher than the upside rate(s) We declare for a similar Indexed Strategy without Growth Accelerator. For instance, if We declare a Participation Rate of 80% for an Indexed Strategy without Growth Accelerator, We may declare a Participation Rate of 90% for an otherwise identical Indexed Strategy with Growth Accelerator. If an Indexed Strategy's upside crediting method has multiple declared upside rates, at least one of the upside rates We declare for the Indexed Strategy with Growth Accelerator will be relatively higher, but not necessarily all of them. For example, for the Participation Rate and Cap upside crediting method, We may declare a relatively higher Index Cap but not a relatively higher Participation Rate (or vice versa). However. there is no guaranteed minimum increase in the relative upside rate(s), and there is no guarantee that an Indexed Strategy with Growth Accelerator will outperform an Indexed Strategy without Growth

Accelerator. Furthermore, there is no guarantee that the increased upside potential will result in gains at least equal to the Strategy Fees incurred or any gains at all.

Strategy Fees apply only if you invest in an Indexed Strategy with Growth Accelerator. Before selecting an Indexed Strategy with Growth Accelerator, you should weigh the additional annual fee against the increased upside potential based on the upside rate(s) We have declared for a Strategy Term. Strategy Fees will decrease any gains and increase any losses. Strategy Fees could result in losses for any Indexed Strategy with Growth Accelerator, including an Indexed Strategy with a 100% Buffer Percentage, even if the Index Return is positive. If you invest in multiple Indexed Strategies with Growth Accelerator, each of those Indexed Strategies will be subject to separate Strategy Fees. For additional Information about Strategy Fees, see "Contract Charges and Adjustments — Strategy Fees for Indexed Strategies with Growth Accelerator."

We reserve the right to stop offering Indexed Strategies with Growth Accelerator for new Strategy Terms at any time.

RESTRICTIONS ON INDEXED STRATEGY SELECTION

There are restrictions on the Indexed Strategies you may select for investment:

• An allocation to a six-year Indexed Strategy is not permitted if the Strategy Term would begin during the Withdrawal Charge Period and extend beyond the end of the Withdrawal Charge Period.

• An allocation to a six-year Indexed Strategy is not permitted if the Strategy Term would extend beyond the Contract Maturity Date.

• If Contract Value is already allocated to a six-year Indexed Strategy, you may not allocate additional Contract Value to that same Indexed Strategy until the ongoing Strategy Term ends.

• For the Dual Directional Yield strategies, Contract Value may be allocated to either the 10% or the 20% Buffer strategy, but not both.

STRATEGY TERM

Each available Indexed Strategy has a Strategy Term of 1 year or 6 years. The initial Strategy Term begins on your Issue Date. Each subsequent Strategy Term begins at the end of the prior Strategy Term.

Before selecting an Indexed Strategy for investment, you should consider in consultation with your financial professional which Strategy Term lengths may be appropriate for you based on your liquidity needs, investment time horizon and financial goals. Investing in Indexed Strategies with shorter Strategy Terms will provide more opportunities for Index Credits, transferring Contract Value and withdrawing amounts without a Strategy Interim Value adjustment. However, assuming the same Index and protection from Index losses, Indexed Strategies with shorter Strategy Terms generally tend to have less potential for Index gains. Conversely, investing in Indexed Strategies with longer Strategy Terms will provide fewer opportunities for Index Credits, transferring Contract Value and withdrawing amounts without a Strategy Interim Value adjustment; however, assuming the same Index and protection from Index losses, Index Strategies with longer Strategy Terms generally tend to have more potential for Index gains.

Amounts must remain in an Indexed Strategy until the end of its Strategy Term to be credited with Index Credit and to avoid a possible negative Strategy Interim Value adjustment, in addition to potential Withdrawal Charges, negative MVAs and tax consequences. The types of transactions that may result in a Strategy Interim Value adjustment include partial withdrawals (including, e.g., withdrawals to pay advisory fees, systematic withdrawals and Required Minimum Distributions), full surrender, cancellation, annuitization, Death Benefit payments, Performance Lock and deductions for Rider Charges. See "Contract Charges and Adjustments — Strategy Interim Value Adjustment" for additional information.

THE INDICES

The Contract currently offers Indexed Strategies that are linked to the below Indices. Each Index is either a market index or a mutual fund.

• A market index tracks the performance of a specific basket of stocks or other assets considered to represent a particular market or sector. When the Index is a market index, the Index Value at the end of a Valuation Day is the value of the Index as of the close of that Valuation Day.

• Mutual funds are SEC-registered investment companies. A mutual fund is managed by an investment adviser pursuant to the fund's investment objective and strategies. When the Index is a mutual fund, the Index Value at the end of a Valuation Day reflects the fund's net asset value per share and reinvestment of dividends and other distribution as of the close of that Valuation Day (total return value).

When you invest in an Indexed Strategy, you have no rights in the designated Index. If the Index is a market index, you are not investing in the Index (which is impossible), and you have no rights with respect to the Index, the Index provider, or any aspect of the Index or any companies whose securities comprise the Index. When the Index is a mutual fund, you are not purchasing shares of the fund and you are

not a shareholder or beneficial owner of the fund. You have no voting, dividend, liquidation, governance, legal, or other rights belonging to shareholders or beneficial owners of the fund. Investment results for an owner of the Contract will likely differ from the investment results of a shareholder or beneficial owner of the fund.

Market Indices

Each Index is a "price return index," not a "total return index," and therefore does not reflect dividends paid on the securities composing the Index. This will reduce the Index performance and may cause the Index to underperform a direct investment in the securities composing the Index.

S&P 500^®

The S&P 500^® Price Return Index was established by Standard & Poor's. The S&P 500^® Price Return Index includes 500 leading companies in leading industries of the U.S. economy, capturing 80% coverage of U.S. equities.

Nasdaq-100 Index^®

The Nasdaq-100 Price Return Index^® includes 100 of the largest domestic and international non-financial companies listed on the Nasdaq Stock Market. The Index includes equities of companies across major industry groups including computer hardware and software, telecommunications, and retail/wholesale trade and biotechnology. It does not contain securities of financial companies including investment companies.

MSCI EAFE Index

The MSCI EAFE Price Return Index is an equity index which captures large and mid cap representation across 21 developed markets countries around the world, excluding the US and Canada. The countries in the MSCI EAFE Index include: Australia, Austria, Belgium, Denmark, Finland, France, Germany, Hong Kong, Ireland, Israel, Italy, Japan, the Netherlands, New Zealand, Norway, Portugal, Singapore, Spain, Sweden, Switzerland and the UK.

Russell 2000^® Index

The Russell 2000^® Price Return Index measures the performance of the small cap segment of the investable U.S. equity market. The Index includes approximately 2,000 of the smallest companies based on a combination of their market cap and current index membership.

Mutual Funds

American Funds^® The Growth Fund of America^® — Class F-3

Investment Objective. The fund's investment objective is growth of capital.

Principal Investment Strategies. The fund invests primarily in common stocks and seeks to invest in companies that appear to offer superior opportunities for growth of capital. The fund invests primarily in common stocks of large and mid-capitalization issuers. The fund may invest up to 25% of its assets outside the United States. The investment adviser uses a system of multiple portfolio managers in managing the fund's assets. Under this approach, the portfolio of the fund is divided into segments managed by individual managers. The fund relies on the professional judgment of its investment adviser to make decisions about the fund's portfolio investments. The basic investment philosophy of the investment adviser is to seek to invest in attractively valued companies that, in its opinion, represent good, long-term investment opportunities. Securities may be sold when the investment adviser believes that they no longer represent relatively attractive investment opportunities.

Investment Adviser. Capital Research and Management Company (CRMC). CRMC is not affiliated with Us.

Fees and Expenses. The fund is subject to management fees and other operating expenses. Class F-3 shares are not subject to distribution and/or service (12b-1) fees. The total annual fund operating expenses for Class F-3 shares were 0.29% based on fees and expenses incurred during the fund's most recent fiscal year. The fund also pays transaction costs, such as commissions, when it buys and sells securities (or "turns over" its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses, affect the fund's investment results. During the fund's fiscal year ended August 31, 2025, the fund's portfolio turnover rate was 32% of the average value of its portfolio.

The fees, expenses, and costs of the fund are not deducted from your Contract. However, if you select an Indexed Strategy linked to the fund, the fund's fees, expenses, and costs will negatively impact Index Values, particularly over the course of time, and may adversely affect Indexed Strategy returns.

Additional Information. Additional information about the fund is available on the SEC's website at www.sec.gov and copies of that information may be obtained, upon payment of a duplicating fee, by electronic request at the following email address: publicinfo@sec.gov. The SEC file number for the fund is 002-14728, Class Id. C000180003. Please note that such information is not prepared by Us and is generally intended for shareholders of the fund, not owners of the Contract,. You will not be a shareholder or beneficial owner of the fund by investing in an Indexed Strategy linked to the fund. You may also request additional information about the fund from Us at Our Annuity Service Center or your financial professional.

American Funds^® New Perspective Fund^® — Class F3

Investment Objective. The fund's investment objective is long-term growth of capital.

Principal Investment Strategies. The fund seeks to take advantage of investment opportunities generated by changes in global trade patterns and economic and political relationships by investing in common stocks of companies located around the world. In pursuing its investment objective, the fund invests primarily in common stocks that the investment adviser believes have the potential for growth. The investment adviser uses a system of multiple portfolio managers in managing the fund's assets. Under this approach, the portfolio of the fund is divided into segments managed by individual managers. The fund relies on the professional judgment of its investment adviser to make decisions about the fund's portfolio investments. The basic investment philosophy of the investment adviser is to seek to invest in attractively valued companies that, in its opinion, represent good, long-term investment opportunities. Securities may be sold when the investment adviser believes that they no longer represent relatively attractive investment opportunities.

Investment Adviser. Capital Research and Management Company (CRMC). CRMC is not affiliated with Us.

Fees and Expenses. The fund is subject to management fees and other operating expenses. Class F-3 shares are not subject to distribution and/or service (12b-1) fees. The total annual fund operating expenses for Class F-3 shares were 0.40% based on fees and expenses incurred during the fund's most recent fiscal year. The fund also pays transaction costs, such as commissions, when it buys and sells securities (or "turns over" its portfolio). A higher portfolio turnover rate may indicate higher transaction costs. These costs, which are not reflected in annual fund operating expenses, affect the fund's investment results. During the fund's fiscal year ended August 31, 2025, the fund's portfolio turnover rate was 23% of the average value of its portfolio.

Additional Information. Additional information about the fund is available on the SEC's website at www.sec.gov and copies of that information may be obtained, upon payment of a duplicating fee, by electronic request at the following email address: publicinfo@sec.gov. The SEC file number for the fund is 002-47749, Class Id. C000180004. Please note that such information is not prepared by Us and is generally intended for shareholders of the fund, not owners of the Contract. You will not be a shareholder or beneficial owner of the fund by investing in an Indexed Strategy linked to the fund. You may also request additional information about the fund from Us at Our Annuity Service Center or your financial professional.

Historical Index Performance

The bar charts shown below provide each Index's annual returns for the last 10 calendar years (or for the life of the Index if less than 10 years), as well as the Index returns after applying a hypothetical 5% cap and a hypothetical -10% buffer. The charts illustrate the variability of the returns from year to year and show how hypothetical limits on Index gains and losses may affect these returns. Past performance is not necessarily an indication of future performance.

The performance below is NOT the performance of any Indexed Strategy. Your performance under the Contract will differ, perhaps significantly. The performance below may reflect a different return calculation, time period, and limit on Index gains and losses than the Indexed Strategies, and does not reflect Contract fees and charges, including Withdrawal Charges, negative MVAs, or negative Strategy Interim Value adjustments, which reduce performance.

[To be updated by amendment]

(1) This Index is a "price return index," not a "total return index," and therefore does not reflect the dividends paid on the securities composing the Index, which will reduce Index performance and may cause the Index to underperform a direct investment in the securities composing the Index.

[Table for MSCI EAFE Index]

[Table for Russell 2000^® Index]

[Table for American Funds^® The Growth Fund of America^® — Class F-3]

(1) This Index is a mutual fund subject to management fees and other expenses, as well as transaction costs. These factors will reduce the fund's performance and may cause the fund to underperform a direct investment in the securities in which the fund invests. The fund's fees, expenses, and costs are not deducted from your Contract. However, they will negatively impact Index Values, which may adversely affect an Indexed Strategy's returns.

[Table for American Funds^® New Perspective Fund^® — Class F-3^®]

Index Replacement

We may replace the Index if it is discontinued, or if there is a substantial change in the calculation of the Index, or if hedging instruments become difficult to acquire or the cost of hedging becomes excessive. For an Index that is a mutual fund, We may also replace the Index if it is liquidated or otherwise no longer exists or if its investment objectives, strategies, or risks substantially change. We may replace an Index at the end of a Strategy Term or during a Strategy Term. We will notify you at least 30 days before We replace an Index, or if not possible, as soon as reasonably practical.

If We replace an Index, We will attempt to select a new Index that is similar to the old Index. In making this evaluation, We will look at factors such as asset class, Index composition, strategy or methodology inherent to the Index and Index liquidity. If such an Index cannot be found, We would choose a domestic or international broad-based equity securities index as the substitute Index.

If We replace an Index during a Strategy Term, We will calculate the Index Return using the old Index up until the replacement date. After the replacement date, We will calculate the Index Return using the new Index, using the value for the new Index on the replacement date and the value of the Index at the end of the Strategy Term. We would apply a similar methodology when calculating the Performance Credit Rate on Quarterly Anniversaries under Dual Directional Yield strategies.

Index Replacement Example. This example is intended to show how We would calculate the Index Return during a Strategy Term in which an Index was replaced.

Index Return from the Starting Index Date until the replacement date for old Index
Old Index Value on the Starting Index Date				100
Old Index Value on the replacement date				103
Index Return for old Index on replacement date				(103 / 100) – 1 = 3%

This 3% Index Return on the replacement date is then used to calculate the Index Return

Index Return from the replacement date until the Ending Index Date for the new Index
New Index Value on the replacement date				100
New Index Value on the Ending Index Date				105
Index Return for new Index on replacement date				(105 / 100) – 1 = 5%

The Index Return calculation for that Strategy Term is then based on the change of both the old and new Index. The Index Return in this Strategy Term would be 8.15% [(1 + 3%) * (1 + 5%)].

Additional information about the Index, including disclaimers, may be found in Appendix J. The investment risks associated with the Indices are discussed under the section titled "Principal Risks of Investing in the Contract — Index Risk." Requests for more information about an Index should be directed to Us at Our Annuity Service Center or to your financial professional.

STRATEGY CONTRACT VALUE

The Strategy Contract Value is the amount of your investment in an Indexed Strategy to which you allocate Contract Value and will reflect the portion of your Contract Value in that Indexed Strategy at any given time. If you allocate Contract Value to more than one Indexed Strategy for a Strategy Term, you will have a separate Strategy Contract Value for each Indexed Strategy in which you invested.

If you do not exercise the Performance Lock feature during a Strategy Term, your Strategy Contract Value for an Indexed Strategy will be calculated at the close of each Valuation Day of the Strategy Term as follows:

• On the first day of the Strategy Term, the Strategy Contract Value will equal the Indexed Strategy Base for that Indexed Strategy, i.e., the amount allocated to the Indexed Strategy for the new Strategy Term.

• On each Valuation Day thereafter prior to the last day, the Strategy Contract Value on a given Valuation Day will equal the Strategy Interim Value, which We calculate at the close of each such Valuation Day. More information about Strategy Interim Value calculation is provided under "Contract Charges and Adjustments — Strategy Interim Value Adjustment" in this prospectus and "Calculation of Strategy Interim Value" in the Statement of Additional Information.

• At the end of the Strategy Term, the Strategy Contract Value will equal your Indexed Strategy Base adjusted by any Index Credit, which may be positive, negative, or equal to zero. The Strategy Contract Value at the end of the Strategy Term may also be expressed through the following formula: Indexed Strategy Base x (1 + Index Credit).

Strategy Contract Value Example

Assume you allocate $25,000 to a Participation Rate and Cap Indexed Strategy with a 100% Participation Rate and 5% Index Cap. On the first Valuation Day of the Strategy Term, your Indexed Strategy Base is $25,000. Over the course of the Strategy Term, assuming you do not exercise the Performance Lock feature, your Strategy Contract Value will increase and decrease according to changes in your Strategy Interim Value. For instance, if your Strategy Interim Value at the close of the tenth Valuation Day equals $25,200, your Strategy Contract Value at that time will be $25,200. If your Strategy Interim Value at the close of the eleventh Valuation Day equals $24,800, your Strategy Contract Value at that time will be $24,800. At the end of the Strategy Term, assuming no change to your Indexed Strategy Base, if an Index Credit of 5% is applied, your Strategy Contract Value will be $26,250 ($25,000 x (1 + 0.05) = $26,250). The Performance Lock feature is described in more detail under the section titled, "Performance Lock."

Proportional Reductions in Indexed Strategy Base

In addition to a Strategy Interim Value adjustment, partial withdrawals and Rider Charge deductions based on Strategy Interim Value negatively impact your future Strategy Contract Values due to immediate proportional reductions to your Indexed Strategy Base. As a result of these transactions, your Strategy Interim Values for the remainder of the Strategy Term will be lower. In addition, any positive Index Credit or Performance Credit that you later receive during the Strategy Term will be lower. These negative impacts occur because a withdrawal or Rider Charge deduction based on Strategy Interim Value proportionally reduces the Indexed Strategy Base upon which Strategy Interim Values, Index Credits, and Performance Credits are calculated. The reduction could be significantly greater than the amount withdrawn or Rider Charge deducted from the Indexed Strategy. The resulting negative impacts to the value of your Contract may be significant, and such negative impacts are in addition to any losses from Withdrawal Charges, MVAs, Strategy Interim Value adjustments, Rider Charges, and taxes and tax penalties.

The application of the Strategy Interim Value to partial withdrawals and proportional reductions to your Indexed Strategy Base, together with any Withdrawal Charges and the MVA, could significantly reduce the value of the Contract, as shown in the hypothetical example immediately below.

Partial Withdrawal Impact on Indexed Strategy Base
Indexed Strategy Base immediately prior to the Partial Withdrawal	$	100,000.00
Strategy Interim Value immediately prior to the Partial Withdrawal	$	80,000.00	⁽¹⁾
Remaining FWA	$	10,000.00
MVA Percentage		4	%
Withdrawal Charge Percentage		7	%
Gross Withdrawal	$	50,000.00
Withdrawal Charge	$	2,800.00
MVA	$	1,500.00
Net Withdrawal	$	45,700.00
Indexed Strategy Base immediately after the Partial Withdrawal⁽²⁾	$	37,500.00
Strategy Interim Value immediately after the Partial Withdrawal	$	30,000.00

(1) Assume the Derivative Asset Proxy equals $5,000 and the Fixed Income Asset Proxy equals $75,000. The MVA applies only to the portion of the Gross Withdrawal that is attributable to the Fixed Income Asset Proxy (i.e., $75,000) in this example. See "Calculation of Strategy Interim Value" in the Statement of Additional Information for explanation of the Derivative Asset Proxy and the Fixed Income Asset Proxy.

(2) Indexed Strategy Base after the partial withdrawal = Indexed Strategy Base immediately prior to the partial withdrawal * (1 – Gross Withdrawal from Strategy Interim Value / Strategy Interim Value immediately prior to the Withdrawal) = $100,000 * (1 – $50,000 / $80,000)) = $37,500. Because the Strategy Interim Value was less than the Indexed Strategy Base at the time of the withdrawal, the proportional reduction of the Indexed Strategy Base resulted in a reduction to the Indexed Strategy Base of a dollar amount ($62,500) that was greater than the dollar amount of the withdrawal ($50,000). The Strategy Interim Value for the remainder of the Strategy Term, and the Index Credit or subsequent Performance Credit, will be calculated with the new Indexed Strategy Base.

As noted above, the deduction of Rider Charges based on Strategy Interim Value will also result in a proportional reduction to your Indexed Strategy Base. For example, assume you are allocated to two Indexed Strategies and your Performance Credit Account Value is $1,000. The first Strategy Contract Value is $60,000 and first Indexed Strategy Base is $50,000. The second Strategy Contract Value is $40,000 and second Indexed Strategy Base is $50,000. When a $2,000 Rider Charge is assessed, the dollar-for-dollar reduction to the Performance Credit Account Value will be $19.80, to the first Strategy Contract Value will be $1,188.12, and to the second Strategy Contract Value will be $792.08. The first Indexed Strategy Base will be reduced by $990.10 to $49,009.90 ($50,000 * (1 – $1,188.12 / $60,000)). The second Indexed Strategy Base will be reduced by $990.10 to $49,009.90 ($50,000 * (1 – $792.08 / $40,000)).

Dollar-for-Dollar Reductions in Indexed Strategy Base

If you invest in an Indexed Strategy with an upside crediting method designated as "Growth Accelerator," you will pay an additional annual fee (Strategy Fee) for the increased upside potential associated with that Indexed Strategy. If you select multiple Indexed Strategies with Growth Accelerator, each of those Indexed Strategies will be subject to separate Strategy Fees. Strategy Fees for an Indexed Strategy with Growth Accelerator are deducted from the Indexed Strategy Base on a dollar-for-dollar basis. As a result of these reductions, if applicable, any positive Index Credit at the end of the Strategy Term (and Strategy Interim Values for the remainder of the Strategy Term) will be lower than if the Strategy Fees had not applied. For additional Information about Strategy Fees, including an example, see "Contract Charges and Adjustments — Strategy Fees for Indexed Strategies with Growth Accelerator."

INDEX CREDIT

Each Indexed Strategy takes into account the following elements to calculate the Index Credit:

• The Index Return;

• The length of the Strategy Term;

• The applicable upside crediting method (with or without Growth Accelerator) and associated rate(s); and

• The applicable downside protection feature and associated rate.

For each Indexed Strategy to which you allocate Contract Value, at the end of the Strategy Term, We will apply an Index Credit to your Indexed Strategy Base (unless the Performance Lock feature was exercised during the Strategy Term).

• If the Index Credit is positive, the dollar amount of the investment gain from the Index Return can be calculated as the Indexed Strategy Base multiplied by the Index Credit.

• If the Index Credit is negative, the dollar amount of the investment loss from the Index Return can be calculated as the Indexed Strategy Base multiplied by the Index Credit.

• If the Index Credit is equal to zero, there will be no investment gain or loss due to the Index Return.

Please note:

• For Participation Rate and Cap, Cap, Index Trigger, and Dual Directional Cap strategies, the Index Credit at the end of the Strategy Term will be either positive, negative, or equal to zero.

• For Dual Directional Trigger and Dual Directional Trigger and Cap strategies, the Index Credit at the end of the Strategy Term will be either positive or negative. It will never be zero, as explained further below.

• For Dual Directional Yield strategies, the Index Credit at the end of the Strategy Term will be either negative or zero. It will never be positive, as Dual Directional Yield offers upside potential only through quarterly Performance Credits. See "Dual Directional Yield" below.

We will apply the Index Credit to the Indexed Strategy Base at the end of the Strategy Term. The Strategy Contract Value will also be increased or decreased by the amount of the credit.

If you allocate Contract Value to multiple Indexed Strategies for a Strategy Term, separate Index Credits will be applied to all the Indexed Strategies in which you are invested at the end of the Strategy Term. Even if you receive positive Index Credit for one or more Indexed Strategies for a Strategy Term, your overall gain will be reduced by any negative Index Credit you receive for any other Indexed Strategy, and such negative Index Credit may cause you to incur an overall loss during the Strategy Term.

INDEX RETURN (POINT-TO-POINT)

To calculate the Index Credit, We first calculate the Index Return. We calculate the Index Return on a point-to-point basis. The Index Return for an Indexed Strategy is the net percentage change in the Index Value from the Starting Index Date to the Ending Index Date. If the Starting Index Date or the Ending Index Date of a Strategy Term is not a Valuation Day, the Starting Index Date or Ending Index Date will be the prior Valuation Day.

For example, assume that between the Starting Index Date and the Ending Index Date the net value of the S&P 500^® increases by 5%. Thus, the Index Return for that Indexed Strategy would be 5%. If instead the net value of the S&P 500^® decreases by 5%, the Index Return for that Indexed Strategy would be -5%.

After calculating the Index Return, We assess the application of the Indexed Strategy Parameters to determine the Index Credit, as described under "Limits on Index Losses and Gains" below.

LIMITS ON INDEX LOSSES AND GAINS

This section describes how Index losses and gains are calculated using the different downside protection features and upside crediting methods (except Performance Yield). See "Dual Directional Yield" for information about the Performance Yield upside crediting method.

Limits on Index Losses

We may limit the negative Index Return used in calculating the Index Credit applied to an Indexed Strategy at the end of a Strategy Term through the use of a Buffer or Floor.

The following table describes how Index Credits are calculated when a Buffer Percentage or Floor Percentage applies.

Downside Protection Feature				Limit on Index Losses
Buffer				Establishes the maximum amount of negative Index Return that will not be reflected in a negative Index Credit for a given Strategy Term. For example, if the Buffer Percentage is 10% and the Index Return is -25%, We will apply a -15% Index Credit (the amount of negative Index Return that exceeds the Buffer Percentage) at the end of the Strategy Term. If the Index Return is instead -5%, We will apply a 0% Index Credit (i.e., no loss) because the negative Index Return did not exceed the Buffer Percentage. Note — 1% Buffer Percentage: The Indexed Strategies with a 1% Buffer Percentage provide minimal protection from a negative Index Return. For example, if the Buffer Percentage is 1% and the Index Return is -25%, We will apply a -24% Index Credit. You could lose nearly your entire investment if the Index declines in value. For example, if the Index Return is -100%, We will apply a -99% Index Credit, meaning you would lose almost your entire investment in that Indexed Strategy. Note — 100% Buffer Percentage: If the Buffer Percentage is 100%, there is no risk of loss due to a negative Index Return at the end of the Strategy Term. The Index Credit will never be lower than 0%. Nonetheless, like any other Indexed Strategy, there may be losses due to Withdrawal Charges, negative MVAs, negative Strategy Interim Value adjustments, Rider Charges, Strategy Fees, and taxes and tax penalties.
Floor				Establishes the lowest negative Index Credit that may be applied for a given Strategy Term. For example, if the Floor Percentage is -10% and the Index Return is -25%, We will apply a -10% Index Credit (the amount of negative Index Return up to the Floor Percentage). If the Index Return is instead -5% (which is higher than the Floor Percentage), We will apply a -5% Index Credit.

It is important to understand the limits and risks of the downside protection features described in the table above.

and taxes, if applicable, will reduce the value of your Contract and are not subject to any downside protection provided by the Buffer or Floor Percentage.

The Contract currently offers Indexed Strategies with Buffer Percentages of 1%, 10%, 15%, 20%, 25%, or 100%, or a Floor Percentage of -10%. The Buffer Percentage or Floor Percentage cannot be changed for the life of the Indexed Strategy.

The limits on Index loss offered under the Contract may change from one Strategy Term to the next; however, We will always offer an Indexed Strategy with a 100% Buffer Percentage. In the future, We may not offer any Indexed Strategies with a Buffer less than 100% or a Floor, and We do not guarantee a minimum Buffer Percentage or Floor Percentage for any new Indexed Strategies that We may offer in the future. See "Indexed Strategies — General" above for additional information.

We set the Buffer Percentages and Floor Percentages at Our sole discretion. We consider various factors in declaring Buffer Percentages and Floor Percentages, including Our hedging costs and techniques, administrative expenses, regulatory and tax requirements, market conditions, and competitive factors.

Before selecting an Indexed Strategy for investment, you should consider in consultation with your financial professional which downside protection feature and level of protection may be appropriate for you. You and your financial professional may want to discuss and consider your risk tolerance, investment time horizon, and financial goals. Generally, assuming the same Index and Strategy Term length, an Indexed Strategy that provides more protection from Index losses will generally tend to have less potential for Index gains. Conversely, assuming the same Index and Strategy Term length, an Indexed Strategy that provides less protection from Index losses will generally tend to have more potential for Index gains.

Limits on Index Gains

We may limit the amount of positive Index Credits that are applied to an Indexed Strategy at the end of a Strategy Term through the use of the applicable upside crediting method, either Participation Rate and Cap, Cap, Index Trigger, Dual Directional Cap, Dual Directional Trigger, Dual Directional Trigger and Cap, or Performance Yield.

Non-Dual Directional Upside Crediting Methods. The following table describes how Index Credits are calculated using the Participation Rate and Cap, Cap, Index Trigger upside crediting methods. Unlike Indexed Strategies with Dual Directional upside crediting methods, these upside crediting methods allow for a positive Index Credit only if the Index Return is positive or, in the case of Index Trigger, zero. If the Index Return is negative, the Buffer Percentage or Floor Percentage will apply. See "Limits on Index Losses" above.

Upside Crediting Method	Positive Index Return	Zero Index Return
Participation Rate and Cap	Index Credit will equal the Participation Rate multiplied by the Index Return, subject to the Index Cap. • If the Participation Rate is less than 100%, it will decrease your participation in the positive Index Return. For example: if the Index Return is 5%, the Participation Rate is 80%, and the Index Cap is 10%, We would apply a 4% Index Credit using the Participation Rate (i.e., 5% x 80% = 4%). If the Index Return were instead 15%, We would apply a 10% Index Credit using the Index Cap, because an Index Credit using the Participation Rate (12%) would exceed the Index Cap limitation (10%). • If the Participation Rate is greater than 100%, it will increase your participation in the positive Index Return. For example: if the Index Return is 5%, the Participation Rate is 120%, and the Index Cap is 10%, We would apply a 6% Index Credit using the Participation Rate (i.e., 5% x 120% = 6%). If the Index Return were instead 15%, We would apply a 10% Index Credit using the Index Cap, because an Index Credit using the Participation Rate (18%) would exceed the Index Cap limitation (10%). • If the Participation Rate is 100%, it will neither decrease nor increase your participation in the positive Index Return. For example: if the Index Return is 5%, the Participation Rate is 100%, and the Index Cap is 10%, We would apply a 5% Index Credit using the Participation Rate (i.e., 5% x 100% = 5%). If the Index Return were instead 15%, We would apply a 10% Index Credit using the Index Cap, because an Index Credit using the Participation Rate (15%) would exceed the Index Cap limitation (10%). For Indexed Strategies with Participation Rate and Cap, if We do not declare an Index Cap for a Strategy Term, the Index Credit for that Strategy Term will not be subject to an Index Cap limitation, but will be subject to the applicable Participation Rate.	Index Credit will equal 0%.
Cap	Index Credit will equal the Index Return, subject to the Index Cap. For example, if the Index Return is 10% and the Index Cap is 6%, We will apply a 6% Index Credit.	Index Credit will equal 0%
Index Trigger	The Index Trigger will apply. For example, if the Index Return is 10% and the Index Trigger Rate is 3%, We will apply a 3% Index Credit.	The Index Trigger will apply. The Index Credit will equal the Index Trigger Rate. For example, if the Index Return is 0% and the Index Trigger Rate is 3%, the Index Credit is 3%.

Dual Directional Upside Crediting Methods (Other than Performance Yield). The following table describes how Index Credits are calculated. using the Dual Directional upside crediting methods, other than Performance Yield for Dual Directional Yield Indexed Strategies. Unlike Indexed Strategies with non-Dual Directional upside crediting methods, these upside crediting methods allow for a positive Index Credit if the Index Return is positive or to a limited extent, negative. Please note that each Indexed Strategy with a Dual Directional upside crediting method has Buffer as the downside protection feature.

If a negative Index Return exceeds the Buffer Percentage, a negative Index Credit will apply. See "Limits on Index Losses" above.

Upside Crediting Method

If Index Return is Positive or Zero

If Index Return is Negative, but does not Exceed the Trigger Level Threshold for Negative Index Returns⁽¹⁾

If Index Return is Negative and does Exceed the Trigger Level Threshold for Negative Index Returns⁽¹⁾

Dual Directional Cap

Index Credit will equal the Index Return, subject to the Index Cap.
For example, if the Index Return is 10% and the Index Cap is 6%, We will apply a 6% Index Credit.

Index Credit will be positive and equal to the inverse of the Index Return.
For example, assuming a Trigger Level threshold of -10%, if the Index Return is -5%, We will apply a 5% Index Credit.

We apply the Buffer Percentage. The Index Credit will be negative, equal to the negative Index Return in excess of the Buffer Percentage.
For example, assuming the Buffer Percentage is 10%, if the Index Return is -25%, the negative Index Credit is -15%.

Dual Directional Trigger

The Index Trigger will apply. The Index Credit will equal the Index Trigger Rate.
For example, if the Index Return is 10% and the Index Trigger Rate is 3%, We will apply a 3% Index Credit.

The Index Trigger will apply. The Index Credit will be positive and equal to the Index Trigger Rate.
For example, assuming a Trigger Level threshold of -10%, if the Index Return is -5% and the Index Trigger Rate is 3%, We will apply a 3% Index Credit.

Dual Directional Trigger and Cap

If the Index Return is equal to or greater than the positive threshold set by the Trigger Level,⁽²⁾ the Index Credit will equal the Index Return, subject to the Index Cap. If the Index Return is less than the positive threshold set by the Index Trigger Level,⁽²⁾ the Index Trigger will apply. The Index Credit will equal the Index Trigger Rate.
For example, assuming a Trigger Level threshold of 10%, if the Index Return is 8%, the Index Trigger Rate is 3%, and the Index Cap is 15%, We will apply a 3% Index Credit. If the Index Return is instead 20%, We will apply a 15% Index Credit.

(1) Each of these upside crediting methods has a Trigger Level. In the case of a negative Index Return, the Trigger Level sets a threshold that determines how Index Credits will be calculated as described in the table. The threshold equals the Trigger Level minus 1. For example, if the Trigger Level is 90%, the negative threshold will be -10% (90% – 1 = -10%). There is no gap between the negative threshold set by the Trigger Level and the downside protection limit set by the Buffer Percentage. For example, a Dual Directional strategy with a 90% Trigger Level will necessarily have a 10% Buffer, such that any negative Index Return up to and including -10% will result in a positive Index Credit, and any negative Index Return in excess of -10% will result in a negative Index Credit. As a result, unlike standard Buffer strategies, a zero Index Credit is not possible when the Index Return is negative.

(2) For Dual Directional Trigger and Cap, the Trigger Level not only sets a negative threshold for negative Index Return, it also sets a positive threshold for positive Index Return. The positive threshold determines how Index Credits are calculated when Index Return is positive as described in the table. This positive threshold equals 1 minus the Trigger Level. For example, if the Trigger Level is 90%, the positive threshold will be 10% (1 – 90% = 10%).

It is important to understand the limits and risks of the upside crediting methods described in the tables above, including the following:

• For Participation Rate and Cap, Cap, Dual Directional Cap, and Dual Directional Trigger and Cap strategies, an Index Cap represents the maximum positive Index Return that may be reflected in the Index Credit for a given Strategy Term. As such, an Index Cap may limit your gain by capping your potential Index Credit.

• For Participation Rate and Cap strategies, a Participation Rate is a percentage that is multiplied by any positive Index Return to calculate the Index Credit for a given Strategy Term, subject to the Index Cap limitation as described above. A Participation Rate may prevent you from fully participating in positive Index Return.

• For Index Trigger, Dual Directional Trigger, and Dual Directional Trigger and Cap strategies, the Index Trigger and its associated Index Trigger Rate represents a fixed amount of positive Index Credit that may be applied. The Index Trigger Rate may be lower than a positive Index Return. As such, an Index Trigger Rate may limit your gain by capping your potential Index Credit.

• For Dual Directional Cap strategies, not only is your potential investment gain due to a positive Index Return limited by the Index Cap, as described above, the potential investment gain from a negative Index Return, if any, is limited by the negative threshold set by the Trigger Level. In no event will a positive Index Credit from a negative Index Return be greater than the inverse of the negative threshold set by the Trigger Level. For example, if the negative threshold set by the Trigger Level is -10%, the investment gain from a negative Index Credit cannot be greater than 10%.

See "Indexed Strategies — General" above for the lowest rates that may be established for the upside crediting methods, as well as information on how to access online the upside crediting method rates that We are currently offering.

We set the rates for the upside crediting methods at Our sole discretion, subject to applicable guarantees. We consider various factors in declaring the rates, including Our hedging costs and techniques, administrative expenses, regulatory and tax requirements, market conditions (such as market volatility), benefit elections, and competitive factors.

Before selecting an Indexed Strategy for investment, you should consider in consultation with your financial professional whether an Indexed Strategy's limit on Index gains may be appropriate for you. You and your financial professional may want to discuss and consider your risk tolerance, investment time horizon and financial goals. Generally, assuming the same Index and Strategy Term length, an Indexed Strategy that provides less potential for Index gains will tend to have more protection from Index losses. Conversely, assuming the same Index and Strategy Term length, an Indexed Strategy that provides more potential for Index gains will generally tend to have less protection from Index losses.

EXAMPLES OF INDEX CREDIT CALCULATION FOR INDEXED STRATEGIES (EXCEPT DUAL DIRECTIONAL YIELD)

The following examples illustrate how We calculate and apply Index Credit for the different types of Indexed Strategies (other than Dual Directional Yield Indexed Strategies), assuming hypothetical Index Returns and hypothetical limits on Index gains and losses. The examples assume no withdrawals.

Participation Rate and Cap Example 1: Assume that you allocated Contract Value to a Participation Rate and Cap strategy for a Strategy Term with a Participation Rate of 80% and an Index Cap of 8%. Also assume that at the end of the Strategy Term, the Index Return is 5%. In this case, to calculate the Index Credit, We would first multiply the Index Return (5%) by the Participation Rate (80%), which equals 4%. We would then compare that amount (4%) to the Index Cap (8%). Because 4% is less than the Index Cap limitation, the Index Credit would equal 4%.

Participation Rate and Cap Example 2: Assume that you allocated Contract Value to a Participation Rate and Cap strategy for a Strategy Term with a Participation Rate of 80% and an Index Cap of 8%. Also assume that at the end of the Strategy Term, the Index Return is 15%. In this case, to calculate the Index Credit, We would first multiply the Index Return (15%) by the Participation Rate (80%), which equals 12%. We would then compare that amount (12%) to the Index Cap (8%). Because 12% is greater than the Index Cap limitation, the Index Credit would equal 8%.

Participation Rate and Cap Example 3: Assume that you allocated Contract Value to a Participation Rate and Cap strategy for a Strategy Term with a Participation Rate of 100% and there is no Index Cap (i.e., the Indexed Strategy is uncapped). Also assume that at the end of the Strategy Term, the Index Return is 12%. In this case, to calculate the Index Credit, We would multiply the Index Return (12%) by the Participation Rate (100%), which equals 12%. There is no Index Cap limitation in this example, so the Index Credit would equal 12%.

Participation Rate and Cap Example 4: Assume that you allocated Contract Value to a Participation Rate and Cap strategy for a Strategy Term with a Participation Rate of 120% and the Index Cap is 20%. Also assume that at the end of the Strategy Term, the Index Return is 50%. In this case, to calculate the Index Credit, We would first multiply the Index Return (50%) by the Participation Rate (120%), which equals 60%. We would then compare that amount (60%) to the Index Cap (20%). Because 60% is greater than the Index Cap limitation, the Index Credit would equal 20%.

Participation Rate and Cap Example 5: Assume that you allocated Contract Value to a Participation Rate and Cap strategy for a Strategy Term with a Participation Rate of 120% and there is no Index Cap (i.e., the Indexed Strategy is uncapped). Also assume that at the end of the Strategy Term, the Index Return is 50%. In this case, to calculate the Index Credit, We would multiply the Index Return (50%) by the Participation Rate (120%), which equals 60%. There is no Index Cap limitation in this example, so the Index Credit would equal 60%.

Cap Example 1: Assume that you allocated Contract Value to a Cap strategy for a Strategy Term with an Index Cap of 8%. Also assume that at the end of the Strategy Term, the Index Return is 5%. In this case, to calculate the Index Credit, We would compare the Index Return of 5% to the Index Cap of 8%. Because the Index Return (5%) is less than the Index Cap (8%), the Index Credit would equal 5%.

Cap Example 2: Assume that you allocated Contract Value to a Cap strategy for a Strategy Term with an Index Cap of 8%. Also assume that at the end of the Strategy Term, the Index Return is 15%. In this case, to calculate the Index Credit, We would compare the Index Cap of 8% to the Index Return of 15%. Because the Index Return (15%) is higher than the Index Cap (8%), the Index Credit would equal 8%.

Index Trigger Example 1: Assume that you allocated Contract Value to an Index Trigger strategy for a Strategy Term with an Index Trigger Rate of 5%. Also assume that at the end of the Strategy Term, the Index Return is 10%. Because the Index Return (10%) is positive, the Index Trigger would apply. The Index Credit would equal the Index Trigger Rate of 5%.

Index Trigger Example 2: Assume that you allocated Contract Value to an Index Trigger strategy for a Strategy Term with an Index Trigger Rate of 5%. Also assume that at the end of the Strategy Term, the Index Return is 0%. Because the Index Return is zero, the Index Trigger would apply. The Index Credit would equal the Index Trigger Rate of 5%.

Buffer Percentage Example 1: Assume that you allocated Contract Value to a non-Dual Directional Indexed Strategy that includes a Buffer Percentage of 10%, and, on the Ending Index Date, the Index Return is -5%. In this case, to calculate the Index Credit, We would compare the Buffer Percentage of 10% to the Index Return of -5%. Because the negative Index Return (-5%) does not exceed the Buffer Percentage of 10%, the Index Credit would equal 0%. In this example, the Buffer Percentage provided complete downside protection by preventing you from receiving negative Index Credit.

Buffer Percentage Example 2: Assume that you allocated Contract Value to a non-Dual Directional Indexed Strategy that includes a Buffer Percentage of 10%, and, on the Ending Index Date the Index Return is -15%. In this case, to calculate the Index Credit, We would compare the Buffer Percentage of 10% to the Index Return of -15%. Because the negative Index Return (-15%) exceeds the Buffer Percentage of 10%, an Index Credit of -5% would be applied to the Indexed Strategy Base. In this example, the Buffer Percentage provided partial downside protection because it limited your loss from -15% to -5%, but it did not provide complete downside protection.

Buffer Percentage Example 3: Assume that you allocated Contract Value to a non-Dual Directional Indexed Strategy that includes a Buffer Percentage of 1%, and, on the Ending Index Date the Index Return is -15%. Because the negative Index Return (-15%) exceeds the Buffer Percentage of 1%, an Index Credit of -14% would be applied to the Indexed Strategy Base. In this example, the Buffer Percentage provided minimal downside protection.

Buffer Percentage Example 4: Assume that you allocated Contract Value to an Indexed Strategy that includes a Buffer Percentage of 100% and, on the Ending Index Date the Index Return is -15%. Because a 100% Buffer Percentage provides complete protection from a negative Index Return at the end of the Strategy Term, an Index Credit equal to 0% would be applied to the Indexed Strategy Base.

Floor Percentage Example 1: Assume that you allocated Contract Value to an Indexed Strategy that includes a Floor Percentage of -10% and, at the end of the Strategy Term, the Index Return is -5%. In this case, to calculate the Index Credit, We would compare the Floor Percentage of -10% to the Index Return of -5%. Because the Floor Percentage (-10%) is less than the Index Return (-5%), We would apply an Index Credit equal to -5% to the Indexed Strategy Base. In this example, the Floor Percentage did not provide any downside protection.

Floor Percentage Example 2: Assume that you allocated Contract Value to an Indexed Strategy that includes a Floor Percentage of -10% and, at the end of the Strategy Term, the Index Return is -15%. In this case, to calculate the Index Credit, We would compare the Floor Percentage of -10% to the Index Return of -15%. Because the Floor Percentage limits the amount of negative Index performance to -10%, an Index Credit equal to -10% would be applied to the Indexed Strategy Base. In this example, the Floor Percentage provided partial downside protection by limiting your loss to -10%.

Dual Directional Trigger with Buffer Example 1 (Positive Index Return, Applying the Upside Crediting Method): Assume that you allocated Contract Value to a Dual Directional Trigger strategy for a Strategy Term with an Index Trigger Rate of 5%. Also assume that at the end of the Strategy Term, the Index Return is 12%. Because the Index Return is positive, the Index Trigger would apply. The Index Credit would equal the Index Trigger Rate of 5%.

Dual Directional Trigger with Buffer Example 2 (Positive Index Return, Applying the Upside Crediting Method): Assume that you allocated Contract Value to a Dual Directional Trigger strategy for a Strategy Term with an Index Trigger Rate of 5%. Also assume that at the end of the Strategy Term, the Index Return is 3%. Because the Index Return is positive, the Index Trigger would apply. The Index Credit would equal the Index Trigger Rate of 5%.

Dual Directional Trigger with Buffer Example 3 (Negative Index Return, Applying the Upside Crediting Method): Assume that you allocated Contract Value to a Dual Directional Trigger strategy for a Strategy Term with an Index Trigger Rate of 5% and a Trigger Level of 90%. Also assume that at the end of the Strategy Term, the Index Return is -10%. Because the Index Return (-10%) is greater than or equal to the Trigger Level threshold for negative Index Returns of -10% (90% – 1), the Index Trigger would apply. The Index Credit would equal the Index Trigger Rate of 5%.

Dual Directional Trigger with Buffer Example 4 (Negative Index Return, Applying the Buffer Percentage): Assume that you allocated Contract Value to a Dual Directional Trigger strategy for a Strategy Term with a Trigger Level of 90% and a Buffer Percentage of 10%. Also assume that at the end of the Strategy Term, the Index Return is -15%. Because the Index Return (-15%) exceeds the Trigger Level threshold for negative Index Returns of -10% (90% – 1), the Index Trigger would not apply. Instead, the Buffer Percentage would apply. The Index Credit would be negative, equal to the Index Return in excess of the Buffer Percentage, which would be -5% (-15% + 10%).

Dual Directional Cap with Buffer Example 1 (Positive Index Return, Applying the Upside Crediting Method): Assume that you allocated Contract Value to a Dual Directional Cap strategy for a Strategy Term with an Index Cap of 30%. Also assume that at the end of the Strategy Term, the Index Return is 35%. Because the Index Return (35%) is positive and greater than the Index Cap (30%), the Index Credit would equal the Index Cap of 30%.

Dual Directional Cap with Buffer Example 2: (Positive Index Return, Applying the Upside Crediting Method): Assume that you allocated Contract Value to a Dual Directional Cap strategy for a Strategy Term with an Index Cap of 30%. Also assume that at the end of the Strategy Term, the Index Return is 5%. Because the Index Return (5%) is positive and less than the Index Cap (30%), the Index Credit would equal the Index Return of 5%.

Dual Directional Cap with Buffer Example 3 (Negative Index Return, Applying the Upside Crediting Method): Assume that you allocated Contract Value to a Dual Directional Cap strategy for a Strategy Term with a Trigger Level of 90%. Also assume that at the end of the Strategy Term, the Index Return is -3%. Because the Index Return (-3%) is negative but greater than or equal to the Trigger Level threshold for negative Index Returns of -10% (90% – 1), the Index Credit would equal 3% (the inverse of -3%).

Dual Directional Cap with Buffer Example 4 (Negative Index Return, Applying the Buffer Percentage): Assume that you allocated Contract Value to a Dual Directional Cap strategy for a Strategy Term with a Trigger Level of 90% and a Buffer Percentage of 10%. Also assume that at the end of the Strategy Term, the Index Return is -15%. Because the Index Return (-15%) exceeds the Trigger Level threshold for negative Index Returns of -10% (90% – 1), the inverse of the Index Return would not apply. Instead, the Buffer Percentage would apply. The Index Credit would be negative, equal to the Index Return in excess of the Buffer Percentage, which would be -5% (-15% + 10%).

Dual Directional Trigger and Cap with Buffer Example 1 (Positive Index Return, Applying the Upside Crediting Method): Assume that you allocated Contract Value to a Dual Directional Trigger and Cap strategy for a Strategy Term with an Index Cap of 60%. Also assume that at the end of the Strategy Term, the Index Return is 65%. Because the Index Return (65%) is positive and greater than the Index Cap (60%), Index Credit would equal the Index Cap of 60%.

Dual Directional Trigger and Cap with Buffer Example 2 (Positive Index Return, Applying the Upside Crediting Method): Assume that you allocated Contract Value to a Dual Directional Trigger and Cap strategy for a Strategy Term with an Index Cap of 60%, an Index Trigger Rate of 15% and a Trigger Level of 85%. Also assume that at the end of the Strategy Term, the Index Return is 17%. Because the Index Return (17%) is positive, lower than the Index Cap (60%) and greater than the Trigger Level threshold for positive Index Returns of 15% (1 – 85%), the Index Credit would equal the Index Return of 17%.

Dual Directional Trigger and Cap with Buffer Example 3 (Positive Index Return, Applying the Upside Crediting Method): Assume that you allocated Contract Value to a Dual Directional Trigger and Cap strategy for a Strategy Term with an Index Trigger Rate of 15% and a Trigger Level of 85%. Also assume that at the end of the Strategy Term, the Index Return is 7%. Because the Index Return (7%) is positive and lower than or equal to the Trigger Level threshold for positive Index Returns of 15% (1 – 85%), the Index Trigger would apply. The Index Credit would equal the Index Trigger Rate of 15%.

Dual Directional Trigger and Cap with Buffer Example 4 (Negative Index Return, Applying the Upside Crediting Method): Assume that you allocated Contract Value to a Dual Directional Trigger and Cap strategy for a Strategy Term with an Index Trigger Rate of 15% and a Trigger Level of 85%. Also assume that at the end of the Strategy Term, the Index Return is -10%. Because the Index Return (-10%) is negative but greater than or equal to the Trigger Level threshold for negative Index Returns of -15% (85% – 1), the Index Trigger would apply. The Index Credit would equal the Index Trigger Rate of 15%.

Dual Directional Trigger and Cap with Buffer Example 5 (Negative Index Return, Applying the Buffer Percentage): Assume that you allocated Contract Value to a Dual Directional Trigger and Cap strategy for a Strategy Term with a Trigger Level of 85% and a Buffer Percentage of 15%. Also assume that at the end of the Strategy Term, the Index Return is -20%. Because the Index Return (-20%) exceeds the Trigger Level threshold for negative Index Returns of -15% (85% – 1), the Index Trigger will not apply. Instead, the Buffer Percentage would apply. The Index Credit would be negative, equal to the Index Return in excess of the Buffer Percentage, which would be -5% (-20% + 15%).

No upside crediting method guarantees a certain amount of Index Credit. The rates that We declare for the available Indexed Strategies' upside crediting methods may limit the amount of positive Index Credit that We may be obligated to pay for any Strategy Term. We set the rates for the available Indexed Strategies' upside crediting methods at Our discretion, subject to the guaranteed limits set forth in this prospectus. You risk the possibility that We will not set an Indexed Strategy's upside crediting method rate higher than the minimum guaranteed rate.

An Indexed Strategy's downside protection feature may provide only limited protection from negative Index Returns. You may lose money. Additionally, Rider Charges, Withdrawal Charges, Strategy Fees, advisory fees, negative MVAs, negative Strategy Interim Value adjustments, and taxes, if applicable, will reduce the value of your Contract and are not subject to the Buffer or Floor Percentage.

DUAL DIRECTIONAL YIELD

Each Dual Directional Yield strategy has a six-year Strategy Term and offers upside potential through a quarterly Performance Credit using the Performance Yield upside crediting method. Each positive Performance Credit Rate is calculated on each Quarterly Anniversary equal to 1/4^th of the Performance Yield (which is an annualized maximum rate of return) or zero. A Performance Credit is calculated each Quarterly Anniversary as the Performance Credit Rate multiplied by the Indexed Strategy Base. However, there is no guarantee that you will be credited with any positive Performance Credits. On the Strategy Term end date, an Index Credit will be applied, but it will be either negative or zero (never positive).

Quarterly Performance Credit

Performance Credit Rate: On each Quarterly Anniversary during the Strategy Term, including the Strategy Term end date, a Performance Credit Rate will be calculated. The Performance Credit Rate may be positive or equal to zero, and will be calculated based on the following elements: Index Percentage Base, Performance Trigger and Performance Yield. The Performance Credit Rate is calculated as follows:

• First, We calculate the Index Percentage Base, which measures Index performance since the beginning of the Strategy Term. The Index Percentage Base will equal (A) divided by (B), where (A) is the Index Value as of the Index Observation Date and (B) is the Index Value as of the Starting Index Date.

• Second, We determine the Performance Credit Rate by comparing the Index Percentage Base to the Performance Trigger. The Performance Trigger will be less than 100%, potentially allowing for a positive Performance Credit Rate when Index performance has been positive, zero, or to a limited extent, negative.

o If the Index Percentage Base is greater than or equal to the Performance Trigger, the Performance Credit Rate will be positive and equal to 1/4^th of the Performance Yield. The Performance Credit applied to your Contract will equal the Performance Credit Rate multiplied by the Indexed Strategy Base.

o If the Index Percentage Base is less than the Performance Trigger, the Performance Credit will be zero.

Performance Credit: On each Quarterly Anniversary during the Strategy Term, including the Strategy Term end date, a Performance Credit will be calculated. The Performance Credit Rate may be positive or equal to zero, and Performance Credit will be calculated as the Performance Credit Rate multiplied by the Indexed Strategy Base.

The amount credited to your Contract from a positive Performance Credit, if any, is immediately and automatically allocated to the Performance Credit Account, with no change to your Strategy Contract Value or Indexed Strategy Base for the Dual Directional Yield strategy. See "Performance Credit Account" earlier in this prospectus.

Index Credit

On the Strategy Term end date, in addition to a positive or zero Performance Credit as described above, We also apply the Index Credit. The Index Credit will either be negative or zero (never positive). Index Credit will be calculated as follows:

• If the Index Return is positive or zero, the Index Credit will be equal to zero.

• If the Index Return is negative, We apply the Buffer Percentage. The Index Credit will either be negative or zero depending on the Index Return and the applicable Buffer Percentage.

In light of the Indexed Strategy Parameters for Dual Directional Yield strategies that We are currently offering, if you receive a positive Performance Credit on the Strategy Term end date, the Index Credit will be zero. If you receive a zero Performance Credit on the Strategy Term end date, the Index Credit will be negative and will depend on the Index Return and the applicable Buffer Percentage.

Examples

The following examples illustrate how We calculate and apply Index Credit for Dual Directional Yield Indexed Strategies, assuming hypothetical Index Returns and hypothetical limits on Index gains and losses. The examples assume no withdrawals.

The first three examples below illustrate how We calculate the Performance Credit on a Quarterly Anniversary prior to the Strategy Term end date:

Example 1 — Positive Index performance, positive Performance Credit: Assume that you allocated $100,000 to a Dual Directional Yield strategy for a Strategy Term with a Performance Yield of 8% and a Performance Trigger of 90%. Also assume that on a Quarterly Anniversary prior to the Strategy Term end date, the Index Value as of the Index Observation Date is 1,050 and the Index Value as of the Starting Index Date is 1,000. In this case, We calculate the Index Percentage Base to be 105% (1050 / 1000). Because the Index Percentage Base (105%) is greater than or equal to the Performance Trigger (90%), the Performance Credit Rate equals 2% (8% / 4). The Performance Credit is calculated as $2,000 ($100,000 x 2%). This amount of $2,000 is immediately and automatically allocated to the Performance Credit Account.

Example 2 — Negative Index performance, positive Performance Credit: Assume that you allocated $100,000 to a Dual Directional Yield strategy for a Strategy Term with a Performance Yield of 8% and a Performance Trigger of 90%. Also assume that on a Quarterly Anniversary prior to the Strategy Term end date, the Index Value as of the Index Observation Date is 910 and the Index Value as of the Starting Index Date is 1,000. In this case, We calculate the Index Percentage Base to be 91% (910 / 1000). Because the Index Percentage Base (91%) is greater than or equal to the Performance Trigger (90%), the Performance Credit Rate equals 2% (8% / 4). The Performance Credit is calculated as $2,000 ($100,000 x 2%). This amount of $2,000 is immediately and automatically allocated to the Performance Credit Account.

Example 3 — Negative Index performance, zero Performance Credit: Assume that you allocated $100,000 to a Dual Directional Yield strategy for a Strategy Term with a Performance Yield of 8% and a Performance Trigger of 90%. Also assume that on a Quarterly Anniversary prior to the Strategy Term end date, the Index Value as of the Index Observation Date is 850 and the Index Value as of the Starting Index Date is 1,000. In this case, We calculate the Index Percentage Base to be 85% (850 / 1000). Because the Index Percentage Base (85%) is lower than the Performance Trigger (90%), the Performance Credit Rate equals 0%. The Performance Credit is calculated as $0 ($100,000 * 0%). There is no gain or loss credited to your Contract.

Provided below are examples of how We calculate the Performance Credit and Index Credit on a Strategy Term end date:

Example 4 — Positive Index performance, positive Performance Credit, zero Index Credit: Assume that you allocated $100,000 to a Dual Directional Yield strategy for a Strategy Term with a Performance Yield of 8%, a Performance Trigger of 90% and a Buffer Percentage of 10%. On the Strategy Term end date:

We would calculate the Performance Credit. Assume that the Index Value as of the Index Observation Date is 1,100 and the Index Value as of the Starting Index Date is 1,000. In this case, We calculate the Index Percentage Base to be 110% (110 / 1000). Because the Index Percentage Base (110%) is greater than or equal to the Performance Trigger (90%), the Performance Credit Rate equals 2% (8% / 4). The Performance Credit is calculated as $2,000 ($100,000 x 2%). This amount of $2,000 is immediately and automatically allocated to the Performance Credit Account.

We would also calculate the Index Credit. Consistent with the assumptions above, the Index Value on the Ending Index Date is 1,100 and the Index Value on the Starting Index Date is 1,000, resulting in an Index Return of 10%. Because the Index Return is positive or equal to zero, the Index Credit would be 0%.

Example 5 — Negative Index performance, positive Performance Credit, zero Index Credit: Assume that you allocated $100,000 to a Dual Directional Yield strategy for a Strategy Term with a Performance Yield of 8%, a Performance Trigger of 90% and a Buffer Percentage of 10%. On the Strategy Term end date:

We would calculate the Performance Credit. Assume that the Index Value as of the Index Observation Date is 950 and the Index Value as of the Starting Index Date is 1,000. In this case, We calculate the Index Percentage Base to be 95% (950 / 1000). Because the Index

Percentage Base (95%) is greater than or equal to the Performance Trigger (90%), the Performance Credit Rate equals 2% (8% / 4). The Performance Credit is calculated as $2,000 ($100,000 x 2%). This amount of $2,000 is immediately and automatically allocated to the Performance Credit Account.

We would also calculate the Index Credit. Consistent with the assumptions above, the Index Value on the Ending Index Date is 950 and the Index Value on the Starting Index Date is 1,000, resulting in an Index Return of -5%. Because the Index Return is negative but does not exceed the Buffer Percentage (10%), the Index Credit would be 0%.

Example 6 — Negative Index performance, zero Performance Credit, negative Index Credit: Assume that you allocated $100,000 to a Dual Directional Yield strategy for a Strategy Term with a Performance Yield of 8%, a Performance Trigger of 90% and a Buffer Percentage of 10%. On the Strategy Term end date:

We would calculate the Performance Credit. Assume that the Index Value as of the Index Observation Date is 800 and the Index Value as of the Starting Index Date is 1,000. In this case, We calculate the Index Percentage Base to be 80% (800 / 1000). Because the Index Percentage Base (80%) is lower than the Performance Trigger (90%), the Performance Credit Rate is 0%. The Performance Credit is calculated as $0 ($100,000 * 0%).

We would also calculate the Index Credit. Consistent with the assumptions above, the Index Value on the Ending Index Date is 800 and the Index Value on the Starting Index Date is 1,000, resulting in an Index Return of -20%. Because the Index Return is negative and exceeds the Buffer Percentage (10%), the Index Credit would be -10%.

The Performance Yield does not guarantee a certain amount of positive Performance Credit. The Performance Yield may limit the amount of positive Performance Credit that We may be obligated to pay for any Strategy Term. We set the Performance Yield at Our discretion, subject to the guaranteed limits set forth in your Contract and this prospectus. You risk the possibility that We will not set Performance Yield higher than the minimum guaranteed rate.

The Buffer Percentage provides only limited protection from downside risk. It does not provide absolute protection against negative Index Credit, and you may lose money. Additionally, Rider Charges, Withdrawal Charges, advisory fees, negative MVAs, negative Strategy Interim Value adjustments, and taxes, if applicable, will further reduce your Contract Value and are not subject to the Buffer Percentage.

PERFORMANCE LOCK

If you allocate Contract Value to an Indexed Strategy for a Strategy Term, you may exercise the Performance Lock feature.

• You may exercise the Performance Lock feature manually at any time by notifying Us prior to 4:00 p.m. Eastern Time on the fourth to last Valuation Day of the Strategy Term. We will "lock-in" the Strategy Interim Value calculated at the end of the second Valuation Day following the Valuation Day on which We received your request.

• You can also request an automatic Performance Lock based on pre-established targets you may set for any Indexed Strategy for a Strategy Term. By setting a target for automatic Performance Lock, you are authorizing Us to automatically execute a Performance Lock if and when that target is reached, if reached during the Strategy Interim Value calculation at the end of any Valuation Day on or before the fourth to last Valuation Day of the Strategy Term. If an automatic Performance Lock target is reached, We lock-in the Strategy Interim Value calculated at the end of the second Valuation Day following the target being reached. You may change your targets and/or cancel the automatic Performance Lock as long as the Performance Lock has not yet been triggered.

Alternative to the automatic Performance Lock, you may also elect performance notification. With this feature, you may set a target for any Indexed Strategy for a Strategy Term, and if and when that target is reached, you and your financial professional will receive digital notice. With performance notification, a Performance Lock will not be automatically executed; you will need to manually exercise the Performance Lock, if you choose to do so.

If a Performance Lock is exercised, either manually or automatically, it is irrevocable. Your Strategy Interim Value (which otherwise fluctuates each Valuation Day) is "locked in" at the Strategy Interim Value on the Performance Lock Date. The locked-in Strategy Interim Value will be your Strategy Contract Value as of the Performance Lock Date. After the Performance Lock Date, your Strategy Contract Value will accumulate at a fixed rate equivalent to the One-Year Fixed Strategy for the remainder of the Strategy Term. However, your Strategy Contract Value will be reduced by the dollar amount of any withdrawal and/or Rider Charges and advisory fees assessed from your Strategy Contract Value, including any applicable Withdrawal Charges, MVA, and taxes payable by Us and not previously deducted. No Index Credit for that Indexed Strategy will be credited to you at the end of the Strategy Term, regardless of whether the Index Credit would have been positive, negative or equal to zero. Additionally, for the Dual Directional Yield strategies, no additional Performance Credits will be credited on subsequent Quarterly Anniversaries during the Strategy Term.

You will not know the locked-in Strategy Interim Value upon exercising Performance Lock, because Strategy Interim Value fluctuates daily and the locked-in Strategy Interim Value will be calculated after Performance Lock is exercised, regardless of whether Performance Lock is exercised manually or automatically. If the locked-in Strategy Interim Value is higher than your Indexed Strategy Base at the beginning of the Strategy Term, you will realize positive investment return (excluding the impact of any Withdrawal Charges, MVAs or taxes if you take a withdrawal from that Indexed Strategy). If the locked-in Strategy Interim Value is lower than your Indexed Strategy Base at the beginning of the Strategy Term, you will realize a negative investment return.

You may exercise the Performance Lock feature only once each Strategy Term for each Indexed Strategy. The exercise of the Performance Lock feature is irrevocable. To exercise the Performance Lock feature upon request, or to establish an automatic Performance Lock target, you must submit a request to Us. If We receive your request on a non-Valuation Day or after the close of a Valuation Day, your request will be deemed to be received on the next Valuation Day.

For one year Strategy Terms, following the Performance Lock Date, the Strategy Contract Value will be credited daily interest at a rate equal to the One-Year Fixed Strategy. The Strategy Contract Value will remain in the same Indexed Strategy, unless directed otherwise during the Reallocation Period. See section "Reallocation Period" for additional information.

For Strategy Terms greater than one year, on the Performance Lock Date, Strategy Contract Value will be automatically transferred to the One-Year Fixed Strategy.

For example, assuming you allocated $100,000 at the start of an Indexed Strategy Term to an annual Buffer/Cap Indexed Strategy and mid-year when the Strategy Interim Value was $108,000 you elected the Performance Lock feature in your Contract. Upon election of this feature, you are no longer subject to the parameters of that Indexed Strategy and now until the end of the Strategy Term your Strategy Contract Value will grow at a fixed interest rate.

See "Contract Charges and Adjustments — Strategy Interim Value Adjustment" for a description of how Strategy Interim Values are calculated. You may contact Us at 833-ASK GA 4U (833-275-4248) to obtain your Strategy Interim Value for any Indexed Strategy to which you allocated Contract Value.

You should consider these important factors when deciding whether to exercise the Performance Lock feature:

• If you "lock-in" a negative Strategy Interim Value adjustment, you will be locking-in a loss, which could be significant. You may exercise the Performance Lock feature only once during a Strategy Term for each Indexed Strategy, and you cannot revoke your decision once you exercise the Performance Lock feature.

• You can only exercise the Performance Lock feature for the full amount of your Strategy Interim Value.

• You will not know the locked-in Strategy Interim Value in advance, regardless of how Performance Lock is exercised. If you submit a request to exercise Performance Lock, We use the Strategy Interim Value calculated at the end of the second Valuation Day after We receive your request. As a result, the locked-in Strategy Interim Value may be higher or lower than it was at the point you requested the Performance Lock. If an automatic Performance Lock target is reached, We lock-in the Strategy Interim Value calculated at the end of the second Valuation Day following the target being reached, so the locked-in Strategy Interim Value could be lower or higher than the automatic Performance Lock target you set.

• After you exercise the Performance Lock feature for an Indexed Strategy, your Strategy Contract Value will increase at a daily fixed interest rate equal to the One-Year Fixed Strategy Rate. You will not receive an Index Credit at the end of the Strategy Term, regardless of whether the Index Credit would have been positive, negative, or equal to zero. Additionally, for the Dual Directional Yield strategies, you will not receive any additional Performance Credits.

• If you take a withdrawal from Strategy Contract Value and/or an advisory fee or Rider Charge is deducted from Strategy Contract Value, during the remainder of the Strategy Term after you exercise the Performance Lock feature, your Strategy Contract Value will be reduced.

• For Indexed Strategies with an upside crediting method designated as Growth Accelerator, upon exercise of Performance Lock, a pro-rated Strategy Fee for the current annual period will be deducted from your Indexed Strategy Base prior to calculating the locked-in Strategy Interim Value. Strategy Fees for the locked Indexed Strategy will not be deducted for the remainder of the Strategy Term. Any previously-paid Strategy Fees will not be refunded.

• For Dual Directional strategies, although negative Index performance can result in positive Index Credit or Performance Credit Rate based on the applicable Indexed Strategy Parameters, if Performance Lock is exercised at a time when your Strategy Interim Value has declined, you are locking in any loss. You will not receive any positive credits upon locking-in a loss.

REALLOCATION PERIOD

During the Accumulation Period, you may reallocate Contract Value in an Indexed Strategy or the One-Year Fixed Strategy at the end of the Strategy Term, and you may reallocate Contract Value in the Performance Credit Account on any Contract Anniversary. You may not reallocate Contract Value at any other times.

In order to reallocate your Contract Value, We must receive a reallocation request in Good Order during the Reallocation Period, as follows:

• To reallocate Contract Value from an Indexed Strategy or the One-Year Fixed Strategy, you may submit your request for a period of 30 days prior to the Strategy Term end date, and We must receive your request at least two Valuation Days prior to the Strategy Term end date. Your reallocation request will be processed at the end of the Strategy Term.

• To reallocate Contract Value from the Performance Credit Account, you may submit your request for a period of 30 days prior to the Contract Anniversary, and We must receive your request at least two Valuation Days prior to the Contract Anniversary. Your reallocation request will be processed on the Contract Anniversary. When requesting a reallocation from the Performance Credit Account, you must reallocate the entire Performance Credit Account Value. Partial reallocations are not permitted.

• You may submit a reallocation request by any method allowable by Us. Although We use reasonable procedures to prevent unauthorized account access, We cannot assure you that telephone or Internet activity will be completely secure or free of delays or malfunctions. If you choose to make reallocations by telephone or Internet, you must be willing to assume the risk of loss that may occur despite Our reasonable efforts to verify identity. We are not responsible for the negligence or wrongful acts of third parties.

When reallocating Contract Value, you may reallocate such Contract Value to one or more of the available Indexed Strategies and/or the One-Year Fixed Strategy. You cannot reallocate Contract Value to the Performance Credit Account. In addition, there are restrictions on your choice of Indexed Strategies, as follows:

• An allocation to a six-year Indexed Strategy is not permitted if the Strategy Term would begin during the Withdrawal Charge Period and extend beyond the end of the Withdrawal Charge Period. For example, if you initially allocated your Premium Payment to a one-year Indexed Strategy, at the first Contract Anniversary, you may reallocate to another one-year Indexed Strategy or to the One-Year Fixed Strategy, but you may not reallocate to a six-year Indexed Strategy as the new Strategy Term would begin during the Withdrawal Charge Period and extend beyond the Withdrawal Charge Period. Therefore, six-year Indexed Strategies may be elected at issue or after the Withdrawal Charge Period ends.

• An allocation to a six-year Indexed Strategy is not permitted if the Strategy Term would extend beyond the Contract Maturity Date.

• If Contract Value is already allocated to a six-year Indexed Strategy, you may not allocate additional Contract Value to that same Indexed Strategy until the ongoing Strategy Term ends. For example, if you initially allocated 50% of your Premium Payment to a particular six-year Indexed Strategy and 50% to the One-Year Fixed Strategy, at the first Contract Anniversary, you may not allocate additional funds to the that same Indexed Strategy. At the sixth Contract Anniversary, when six-year Strategy Term ends, you may then reallocate Contract Value into that same six-year Indexed Strategy, if you choose.

• For the Dual Directional Yield strategies, Contract Value may be allocated to either the 10% or the 20% Buffer strategy, but not both.

• The amount of Contract Value allocated to a strategy at the beginning of a Strategy Term must be at least $2,500 or 10% of the Contract Value, whichever is greater. If any reallocation you request would reduce a Strategy Contract Value to less than the greater of $2,500 or 10% of the Contract Value, We will not process your reallocation.

At the end of a Strategy Term, Contract Value in the matured strategy will be reallocated, withdrawn or annuitized according to your instructions. During the Reallocation Period, if We do not receive a timely reallocation request in Good Order, Contract Value in the

matured strategy will be reinvested in the same strategy for a new Strategy Term (including a strategy subject to Strategy Fees, even if the Strategy Fee percentage has increased). If the same Indexed Strategy is not available (either because the Indexed Strategy is no longer offered or because reallocation would be impermissible as described above), Contract Value in the matured strategy will be automatically reallocated to the applicable default option, as follows:

• If the matured strategy was not designated as Growth Accelerator, the default option will be the One-Year Fixed Strategy.

• If the matured strategy was designated as Growth Accelerator, the default option will be, if available, a strategy without Growth Accelerator that is otherwise identical to the matured strategy. If no such strategy is available, the default option will be the One-Year Fixed Strategy. For this purpose, a strategy will be considered "otherwise identical" if it has the same Index, Strategy Term length, upside crediting method, and downside protection feature and associated rate. The upside rate(s) We declare for the upside crediting method for the new Strategy Term may differ compared to the matured Strategy Term.

For Contract Value in the Performance Credit Account, if We do not receive timely reallocation instructions in Good Order prior to a Contract Anniversary, no reallocation will occur and your Performance Credit Account Value will remain in the Performance Credit Account, and the interest rate that We declared for the next Contract Year will apply. The Performance Credit Account could pay as little as the guaranteed minimum interest rate.

You will receive a reallocation notice 30 days prior to the end of a Strategy Term with information about where to obtain information about available Indexed Strategies and applicable rates. At least ten days prior to the start of each Strategy Term, We will make available the applicable Participation Rates, Index Caps, Index Trigger Rates, or Performance Yields.

ACCESS TO YOUR MONEY DURING THE ACCUMULATION PERIOD

TYPES OF WITHDRAWALS

You may access your Contract Value during the Accumulation Period:

• by taking partial withdrawals, which include:

• One time withdrawals;

• Withdrawals from Contract Value to pay an advisory fee up to a maximum of 1.5% of the Contract Value;

• Systematic withdrawals; and

• Required Minimum Distributions.

• by surrendering your Contract (i.e. taking a full withdrawal)

Your Contract Value will decline whenever you take partial withdrawals. If a partial withdrawal would cause your Contract Value to be less than $2,500, We will instead pay you the Surrender Value and terminate your Contract. If you surrender your Contract, We will pay you the Surrender Value and terminate your Contract. You may not take withdrawals greater than your Surrender Value. If you do not want your Contract, including any Death Benefit, terminated without value, do not make a withdrawal that risks reducing your Contract Value below $2,500.

IMPORTANT CONSIDERATIONS RELATED TO WITHDRAWALS

• Withdrawal Charges and MVAs. Withdrawals may be subject to Withdrawal Charges and MVAs. See the section titled "Contract Charges and Adjustments" for more information about Withdrawal Charges and MVAs.

Amounts up to the Free Withdrawal Amount, which includes the Required Minimum Distribution for the Contract, that are withdrawn or surrendered during the Withdrawal Charge Period are not subject to the Withdrawal Charge and MVA. Withdrawals eligible under the bailout waiver, nursing home waiver and terminal illness waiver, and withdrawals taken via a systematic withdrawal program to pay advisory fees, also are not subject to the Withdrawal Charge and MVA. Withdrawals attributed to the Performance Credit Account are not subject to the Withdrawal Charge and MVA. See "Contract Charges and Adjustments" for additional information about the Free Withdrawal Amount and Withdrawal Charge/MVA waivers.

You could lose a significant portion of an amount withdrawn or annuitized due to a negative MVA. The application of a negative MVA may result in significant loss. In extreme circumstances, it is possible to lose 100% of the amount withdrawn from an Indexed Strategy due to a negative MVA.

• Taxes and Tax Penalties. Amounts withdrawn from the Contract may be subject to federal and state income taxes, as well as a 10% federal additional tax if taken before age 59 1/2. See the section titled "Federal Tax Considerations" for additional information.

• Rider Charges. Upon a full withdrawal, We will deduct the prorated Rider Charge from your Surrender Value, if applicable. See "Contract Charges and Adjustments — Optional Return of Premium Death Benefit Charges."

• Strategy Fees. Upon a full withdrawal or partial withdrawal from an Indexed Strategy with Growth Accelerator on any day other than a Contract Anniversary, a pro-rated Strategy Fee for the current annual period will be deducted immediately. See "Contract Charges and Adjustments — Strategy Fees For Indexed Strategies with Growth Accelerator."

• Strategy Interim Value Adjustments. Withdrawals from an Indexed Strategy before the end of a Strategy Term will be based on a Strategy Interim Value, which may result in significant loss. In this prospectus, We refer to the gain or loss reflected in a Strategy Interim Value as the "Strategy Interim Value adjustment." Strategy Interim Value could reflect loss, even when the Index is performing positively. This is because gain or loss associated with a Strategy Interim Value adjustment is not calculated the same way as Index Credits or Performance Credits. It is calculated based on Our valuation of the derivative and fixed income instruments, respectively, that We hold to support the Indexed Strategy. A Strategy Interim Value adjustment does not directly reflect the actual performance of the applicable Index and is not subject to the Buffer Percentage or Floor Percentage. A Strategy Interim Value adjustment may reflect lower gains, if the Index is performing positively, and higher losses, if the Index is performing negatively, than would apply at the end of the Strategy Term (or, for Dual Directional Yield, lower Performance Credits than would apply on a Quarterly Anniversary, or higher losses than would apply at the end of the Strategy Term). A Strategy Interim Value adjustment is generally expected to be less than the term-to-date Index performance on any Valuation Day.

See "Contract Charges and Adjustments — Strategy Interim Value Adjustment" for more information on how We calculate Strategy Interim Value adjustments. It is important to understand that even if the Index performance has been positive, it is possible that the Strategy Interim Value will have decreased. If you wish to obtain your Strategy Interim Value(s), you may contact Us at 833-ASK-GA 4U (833-275-4248).

Partial withdrawals based on Strategy Interim Value also negatively impact your future Strategy Contract Values due to immediate proportional reductions to your Indexed Strategy Base. As a result of these transactions, your Strategy Interim Values for the remainder of the Strategy Term will be lower. In addition, any positive Index Credit or Performance Credit that you later receive during the Strategy Term will be lower. Relatedly, such transactions also have a negative impact on the Performance Lock feature. After performing a partial withdrawal based on Strategy Interim Value, the Strategy Interim Values that you are able to lock-in with the Performance Lock feature will be lower than the Strategy Interim Values that would have otherwise been possible. These negative impacts occur because a withdrawal based on Strategy Interim Value proportionally reduces the Indexed Strategy Base upon which Strategy Interim Values, Index Credits, and Performance Credits are calculated. The reduction could be significantly greater than the amount withdrawn from the Indexed Strategy. The resulting negative impacts to the value of your Contract may be significant, and such negative impacts are in addition to any losses from Withdrawal Charges, MVAs, Strategy Interim Value adjustments, Rider Charges, Strategy Fees, and taxes and tax penalties. Once your Indexed Strategy Base is reduced, there is no way under the Contract to increase your Indexed Strategy Base during the remainder of the Strategy Term. This is because you cannot reallocate Contract Value into a Strategy Term after the Starting Index Date or make any additional Premium Payments. See "Indexed Strategies — Strategy Contract Value" for additional information.

You should fully understand how a withdrawal from an Indexed Strategy reduces your Strategy Contract Value and Indexed Strategy Base because such reductions could significantly reduce the value of the Contract.

• Reduction to the Death Benefit. All partial withdrawals reduce the standard Death Benefit, which is equal to Contract Value. If the optional Return of Premium Death Benefit has been elected, the Death Benefit will equal the greater of the Return of Premium Base or Contract Value. In general, partial withdrawals proportionally reduce the Return of Premium Base and, in turn, could reduce the optional Return of Premium Death Benefit by significantly more than the amount of the withdrawal. Systematic withdrawals to pay advisory fees will not reduce the Return of Premium Base, but will reduce the Contract Value. All other partial withdrawals, including Required Minimum Distributions and other systematic withdrawals under the Contract, will proportionally reduce the Return of Premium Base and also reduce the Contract Value.

This Contract is not appropriate for investors who plan to take withdrawals beyond the Free Withdrawal Amount or surrender the Contract during the first six Contract Years due to the imposition of Withdrawal Charges and the MVA, or for investors who intend to take partial withdrawals (including Free Withdrawal Amounts, systematic withdrawals, Required Minimum Distributions, or withdrawals to pay advisory fees) or surrender the Contract during a Strategy Term due to the imposition of Strategy Interim Value adjustments. The application of the Strategy Interim Value to partial withdrawals during the Strategy Term and the proportional reduction in your Indexed Strategy Base, together with any Withdrawal Charges and the MVA, could significantly reduce the value of the Contract. In addition, amounts withdrawn could be subject to federal and state income taxes, as well as a 10% federal additional tax if taken before age 59 1/2.

The Contract also is not appropriate for investors who plan to take withdrawals to pay advisory fees other than through the systematic withdrawal program. Advisory fee withdrawals outside of the systematic withdrawal program may be subject to Withdrawal Charges and negative MVAs, and will result in proportional reductions to the optional Return of Premium Death Benefit if elected. In addition, whether or not advisory fee withdrawals are taken through the systematic withdrawal program, the Contract is not appropriate for investors who plan to take such withdrawals from an Indexed Strategy before the end of a Strategy Term, as the application of Strategy Interim Value and proportional reductions to your Indexed Strategy Base could result in significant loss.

PARTIAL WITHDRAWALS

Partial withdrawals under the Contract are subject to significant risk. See "Important Considerations Related to Withdrawals" above.

During the Accumulation Period, you can make partial withdrawals from your Contract Value at any time by submitting a request. Partial withdrawals must be at least $1,000. There is no minimum withdrawal amount for amounts withdrawn from the Performance Credit Account. We will only process withdrawal requests that are received in Good Order.

Partial withdrawals, other than systematic withdrawals to pay advisory fees, will be taken from the Performance Credit Account first, if applicable. After the Performance Credit Account Value is depleted, any remaining partial withdrawal will be taken proportionally from the One-Year Fixed Strategy and Indexed Strategies based on how your Contract Value is allocated by percentage. Systematic withdrawals to pay advisory fees will be taken proportionally from the One-Year Fixed Strategy and Indexed Strategies first based on how your Contract Value is allocated by percentage. After the One-Year Fixed Strategy Value and Indexed Strategy values are depleted, any remaining systematic withdrawal to pay advisory fees will be taken from the Performance Credit Account.

The minimum Contract Value following any partial withdrawal is $2,500, and if any partial withdrawal would result in your Contract Value being less than $2,500, We will instead pay you the Surrender Value and terminate your Contract. If you surrender the Contract, We will pay you the Surrender Value and terminate your Contract.

Your withdrawal will be processed within two Valuation Days following the Valuation Day that We receive your request in Good Order. If We receive your request in Good Order on a day that is not a Valuation Day or after close of the Valuation Day, We will process it as if it was received on the following Valuation Day. In general, We will pay withdrawal requests within seven calendar days thereof, but We may delay payment for up to six months if the insurance regulatory authority of the state in which We issued the Contract approves such deferral.

SURRENDERS

A surrender under the Contract is subject to significant risk. See "Important Considerations Related to Withdrawals" above.

You can take a full withdrawal (i.e., surrender your Contract for its Surrender Value) at any time during the Accumulation Period by submitting a request in Good Order. All benefits under the Contract will be terminated as of two Valuation Days following the Valuation Day that We receive your surrender request.

Your surrender will be processed within two Valuation Days following the Valuation Day that We receive your request in Good Order. If We receive your request in Good Order on a day that is not a Valuation Day or after close of the Valuation Day, We will process it as if it was received on the following Valuation Day. In general, We will pay surrender requests within seven calendar days thereof, but We may delay payment for up to six months if the insurance regulatory authority of the state in which We issued the Contract approves such deferral.

SYSTEMATIC WITHDRAWALS TO PAY ADVISORY FEES

Owners of an I-share class Contract may request withdrawals from Contract Value to pay advisory fees up to a maximum rate of 1.5% per annum. This maximum rate will not change after the Issue Date. The financial professional through whom you purchase the Contract, may manage your Contract Value for an advisory fee. The advisory fee for this service is covered by a separate agreement between you and your financial professional, and is in addition to the fees and expenses of the Contract as described in this prospectus. Deduction of the advisory fee must be administered by means of a systematic withdrawal program that is established specifically for the deduction of

advisory fees under this provision of the Contract. Withdrawals may be taken monthly, quarterly, semi-annually or annually. Advisory fee withdrawals taken through the systematic withdrawal program are not subject to Withdrawal Charges or MVAs.

The Contract is not appropriate for investors who plan to take withdrawals to pay advisory fees other than through the systematic withdrawal program. Advisory fee withdrawals outside of the systematic withdrawal program may be subject to Withdrawal Charges and negative MVAs, and will result in proportional reductions to the optional Return of Premium Death Benefit if elected. In addition, whether or not advisory fee withdrawals are taken through the systematic withdrawal program, the Contract is not appropriate for investors who plan to take such withdrawals from an Indexed Strategy before the end of a Strategy Term, as the application of Strategy Interim Value and proportional reductions to your Indexed Strategy Base could result is significant loss. You should also understand how advisory fee withdrawals reduce the Death Benefit under the Contract. See "Important Considerations Related to Withdrawals" above.

Systematic withdrawals to pay advisory fees will be taken proportionally from the One-Year Fixed Strategy and Indexed Strategies first based on how your Contract Value is allocated by percentage. After the One-Year Fixed Strategy Value and Indexed Strategy Values are depleted, any remaining systematic withdrawal to pay advisory fees will be taken from the Performance Credit Account. Each deduction is subject to a minimum withdrawal of $100.00.

Pursuant to a Private Letter Ruling issued to the Company by the Internal Revenue Service, We will not report a withdrawal to pay advisory fees through the systematic withdrawal program as a taxable distribution for federal income tax purposes. Such partial withdrawals are limited to a maximum of 1.50% of Contract Value per Contract Year. Any amount in excess of that limit, and any advisory fee withdrawals outside of the systematic withdrawal program, will be treated as a regular partial withdrawal (i.e., it may be reported as a taxable distribution for federal income tax purposes). Once you submit a request for systematic withdrawals to pay the advisory fee, partial withdrawals from your Contract to pay advisory fees will continue, unless you instruct the Company in writing to terminate them.

The Contract Owner may terminate the systematic withdrawal program for the deduction of advisory fees at any time by instructing the Company in writing. Contract Owners may reinstate their systematic withdrawal program by instructing the Company in writing. Contract Owners should contact their financial professional prior to terminating (or, if applicable, reinstating) the systematic withdrawal program.

Advisory fee withdrawals that reduce the Contract Value below the minimum Contract Value may result in a termination of the Contract. We will pay you the Surrender Value upon such termination.

CONTRACT CHARGES AND ADJUSTMENTS

You may incur the following charges and adjustments under your Contract:

• Withdrawal Charges;

• MVAs;

• Strategy Interim Value adjustments;

• Rider Charges for the optional Return of Premium Death Benefit; and

• Strategy Fees for Indexed Strategies with Growth Accelerator.

Each of these charges and adjustments is discussed further below.

WITHDRAWAL CHARGE

A Withdrawal Charge may be imposed when you take a partial withdrawal or surrender your Contract or annuitize during the Withdrawal Charge Period. A Withdrawal Charge does not apply to amounts payable as a Death Benefit. After the Withdrawal Charge Period, there are no Withdrawal Charges under the Contract.

If a Withdrawal Charge applies to a withdrawal, the charge will be a percentage of the amount withdrawn in excess of your Free Withdrawal Amount. See "Free Withdrawal Amount" below. Partial withdrawals, full surrender and annuitization, if made or taken during a Strategy Term, are subject to an adjustment based on the Strategy Interim Value and may be subject to Withdrawal Charges and MVAs. If you take a partial withdrawal, We will deduct the Withdrawal Charge from the amount withdrawn (Gross Withdrawal) unless you tell Us to deduct the Withdrawal Charge from your remaining Contract Value (Net Withdrawal). If your remaining Contract Value is not sufficient to pay the Withdrawal Charge, We will deduct the Withdrawal Charge from the amount withdrawn. If you surrender your Contract, the Withdrawal Charge is calculated as part of your Surrender Value.

Withdrawal Charge Percentage

The applicable Withdrawal Charge percentage will depend on the Contract Year during which the withdrawal is taken and the share class of your Contract. The schedule below sets forth the Withdrawal Charge percentages under the Contract:

	Withdrawal Charge Percentage
Contract Year	B-Share			I-Share
1		8	%		2	%
2		8	%		2	%
3		7	%		2	%
4		6	%		2	%
5		5	%		2	%
6		4	%		2	%
7+		0	%		0	%

There is a Withdrawal Charge Period of six years for the B-share and the I-share Contract, during which Withdrawal Charges and MVAs may apply.

The Withdrawal Charge compensates Us for expenses incurred in connection with the promotion, sale, and distribution of the Contract. We may use revenue generated from Withdrawal Charges for any legitimate corporate purpose.

Free Withdrawal Amount

During the Withdrawal Charge Period, you may take withdrawals during each Contract Year up to your Free Withdrawal Amount without the imposition of Withdrawal Charges and the MVA. Any aggregate withdrawals in excess of your Free Withdrawal Amount may be subject to a Withdrawal Charge and the MVA. The Free Withdrawal Amount does not apply after the Withdrawal Charge Period because there are no Withdrawal Charges under the Contract after the Withdrawal Charge Period. Strategy Interim Value adjustments, taxes and tax penalties may apply to withdrawals of the Free Withdrawal Amount.

Your Free Withdrawal Amount has two components: A Free Withdrawal Amount from the One-Year Fixed Strategy and the Indexed Strategies, and a Free Withdrawal Amount from the Performance Credit Account. The Free Withdrawal Amount from the One-Year Fixed Strategy and the Indexed Strategies is calculated on the Issue Date and on each Contract Anniversary during the Withdrawal Charge Period. On the Issue Date, the Free Withdrawal Amount from the One-Year Fixed Strategy and the Indexed Strategies for the first Contract Year is equal to the greater of (i) 10% of your Premium Payment or (ii) the Required Minimum Distribution for your Contract for the Calendar Year in which the Contract Year begins. The Free Withdrawal Amount from the One-Year Fixed Strategy and the Indexed Strategies for all subsequent Contract Years is equal to the greater of (i) 10% of the difference between the Contract Value on the prior Contract Anniversary and the Performance Credit Account Value on the prior Contract Anniversary or (ii) the Required Minimum Distribution for your Contract for the Calendar Year in which the Contract Year begins less the Performance Credit Account Value on the prior Contract Anniversary.

The Free Withdrawal Amount from the Performance Credit Account is always equal to the Performance Credit Account Value.

For example, assume you purchase a Contract for a total of $200,000 of premium. In the first Contract Year, assuming the Required Minimum Distribution was $9,000, your Free Withdrawal Amount would be $20,000 (10% of your Premium Payment) as that is greater than the Required Minimum Distribution. Now assume your Contract Value at the end of year 1 is $205,000 (where Strategy Contract Value is $200,000, Performance Credit Account Value is $5,000, and One-Year Fixed Strategy Value is $0). Assuming the Required Minimum Distribution was $10,000, your Free Withdrawal Amount for the Performance Credit Account would be $5,000 and your Free Withdrawal Amount from the Indexed Strategies and the One-Year Fixed Strategy would be $20,000 (10% of the difference between the Contract Value on the prior Contract Anniversary and the Performance Credit Account Value on the prior Contract Anniversary ($20,000), which is greater than the Required Minimum Distribution) in Contract Year 2.

Finally, assume your Contract Value at the end of year 1 is $50,000 (where Strategy Contract Value is $49,000, Performance Credit Account Value is $1,000, and One-Year Fixed Strategy Value is $0). Assuming the Required Minimum Distribution was $8,000, your Free Withdrawal Amount from the Performance Credit Account is $1,000 and your Free Withdrawal Amount from the Indexed Strategies and One-Year Fixed Strategy is $7,000 (the Required Minimum Distribution less the Performance Credit Account Value ($7,000), which is greater than $4,900, calculated as 10% of the difference between the Contract Value on the prior Contract Anniversary and the Performance Credit Account Value on the prior Contract Anniversary) in Contract Year 2.

For illustrations, see "Appendix F: Examples Illustrating Calculation of the Withdrawal Charge and Free Withdrawal Amount (FWA)."

Examples of Withdrawal Charges

The following examples illustrate how We calculate Withdrawal Charges based on hypothetical assumptions, including MVAs. See "Market Value Adjustment' below for information on how We calculate MVAs.

Assume your Free Withdrawal Amount is $10,000 and your MVA percentage is 4% and Withdrawal Charge percentage of 5%. Moreover, all Contract Value is allocated to Indexed Strategies only. Your total Strategy Interim Value is $100,000, and the portion of your total Strategy Interim Value allocable to Fixed Income Asset Proxy is $95,000. If you request a Net Withdrawal (net of Withdrawal Charges and MVA) in the amount of $25,000, We will calculate the Gross Withdrawal necessary to achieve the Net Withdrawal request. In this example, the Gross Withdrawal would be $26,447.37. The gross partial withdrawal is calculated as the [Net Withdrawal – Remaining FWA * (Withdrawal Charge percentage + (Fixed Income Asset Proxy / Strategy Contract Value) * MVA Percentage)] / [1 – Withdrawal Charge Percentage – (Fixed Income Asset Proxy / Strategy Contract Value) * MVA Percentage] = [$25,000 – $10,000 * (5% + $95,000 / $100,000 * 4%)] / [1 – 5% – ($95,000 / $100,000) * 4%] = $26,447.37. The Withdrawal Charge is $822.37 (5% of Gross Withdrawal less Free Withdrawal Amount). The MVA is $625.00 (4% of Gross Withdrawal attributed to the Fixed Income Asset Proxy less Free Withdrawal Amount attributed to the Fixed Income Asset Proxy, ($25,125.00 – $9,500.00) * .04 = $625.00. The Net Withdrawal is $25,000 which is equal to the Gross Withdrawal less the Withdrawal Charge less the MVA, $26,447.37 – $822.37 – $625.00.

Another example would assume your Free Withdrawal Amount is $10,000 and your MVA percentage is 4% and Withdrawal Charge percentage of 5%. Moreover, All Contract Value is allocated to Indexed Strategies only; Strategy Interim Value is $100,000 and Fixed Income Asset Proxy is $95,000. If you request a Gross Withdrawal (prior to Withdrawal Charges and MVA) in the amount of $25,000, the amount subject to Withdrawal Charge is $15,000.00 (Gross Withdrawal less Free Withdrawal Amount), the amount subject to MVA Charge is $14,250.00 (Gross Withdrawal Amount attributed to the Fixed Income Asset Proxy less Free Withdrawal Amount attributed to the Fixed Income Asset Proxy). Thus, the Withdrawal Charge is $750 (5% of Amount Subject to Withdrawal Charge). The MVA is $570 (4% of Amount Subject to MVA Charge). The amount received by the client, Net Withdrawal, would be $23,680.00 ($25,000.00 – $750.00 – $570.00), which is equal to the Gross Withdrawal less the Withdrawal Charge less the MVA.

Withdrawal Charges and MVA will also apply if you annuitize during the Withdrawal Charge Period. For example, assume your Contract Value is $100,000, and all Contract Value is allocated to Indexed Strategies only (Strategy Interim Value is $100,000 and Fixed Income Asset Proxy is $95,000). Your Free Withdrawal Amount is $10,000, your MVA percentage is 4%, and the Withdrawal Charge percentage is 5%, and you elect to annuitize your Contract. You must apply the full Contract Value (less any applicable Withdrawal Charge, MVA, and premium taxes) to the annuity option. The Withdrawal Charge is calculated as the Contract Value less the Free Withdrawal Amount multiplied by the Withdrawal Charge percentage (($100,000 – $10,000) * 5% = $4,500), and the MVA is calculated as the Contract Value less the Free Withdrawal Amount multiplied by the product of (Fixed Income Asset Proxy / Strategy Contract Value) and MVA percentage (($100,000 – $10,000) * ($95,000 / $100,000) * 4% = $3,420). Assuming premium taxes are $0, the amount applied to the annuity option your elect will be $92,080 ($100,000 – $4,500 – $3,420).

MARKET VALUE ADJUSTMENT

Cumulative withdrawals (partial or full) that exceed the Free Withdrawal Amount for any Contract Year during the Withdrawal Charge Period may be subject to an MVA. An MVA will apply to the Contract Value that exceeds your Free Withdrawal Amount if you annuitize your Contract during the Withdrawal Charge Period. An MVA may apply on any day during the Withdrawal Charge Period, including the last day of a Strategy Term.

A negative MVA could result in significant loss. In extreme circumstances, it is possible to lose 100% of the amount withdrawn or annuitized from an Indexed Strategy due to a negative MVA.

An MVA may be positive, negative or zero. A positive MVA will increase your withdrawal proceeds or the amount annuitized. Conversely, a negative MVA will decrease your withdrawal proceeds or the amount annuitized.

An MVA will be applied to Contract Value deducted in excess of the Free Withdrawal Amount from (i) the One-Year Fixed Strategy and (ii) any Indexed Strategy to the extent that the amount deducted from the Indexed Strategy is attributable to the Fixed Income Asset Proxy (as opposed to the Derivative Asset Proxy). See "Calculation of Strategy Interim Value" in the Statement of Additional Information for explanation of the Derivative Asset Proxy and the Fixed Income Asset Proxy. The amount deducted from an Indexed Strategy that exceeds the Free Withdrawal Amount will be attributed to the Fixed Income Asset Proxy in the same proportion that the Fixed Income Asset Proxy bears to the Strategy Contract Value immediately before the deduction, subject to capping the Free Withdrawal Amount attributed to the Fixed Income Asset Proxy at the total Free Withdrawal Amount attributed to that Indexed Strategy.

The One-Year Fixed Strategy (not the Indexed Strategies) is subject to the Standard Nonforfeiture Law for Individual Deferred Annuities. Accordingly, a negative MVA will never cause the amount payable upon withdrawal, or the amount annuitized, from the One-Year Fixed Strategy to be less than the minimum non-forfeiture amount required by state law. Minimum non-forfeiture refers to the minimum value that must be available upon full surrender. It will therefore prevent a negative MVA from decreasing Surrender Value attributable to the One-Year Fixed Strategy below the minimum non-forfeiture amount, although it may also limit a positive MVA. For example, assuming the entire Contract Value is allocated to the One-Year Fixed Strategy, if the Surrender Value following the Withdrawal Charge, but prior

to the MVA, is $95,000, and the minimum non-forfeiture amount is $87,500, the MVA is guaranteed to be no greater than the difference, $7,500, positive or negative (such that the Surrender Value would be no less than $87,500, or no more than $102,500). In general, the initial minimum non-forfeiture amount will equal 87.5% (as a percentage of Premium Payment allocated to the One-Year Fixed Strategy), accumulated daily at the applicable non-forfeiture rate (a positive percentage no lower than the minimum rate permitted by state law), less taxes and withdrawals, including advisory fee withdrawals.

MVAs do not apply to amounts payable as a Death Benefit. MVAs do not apply to amounts withdrawn or annuitized from the Performance Credit Account. For the circumstances under which an MVA may be waived, see "Bailout Waiver," "Nursing Home Waiver," and "Terminal Illness Waiver" later in this section, as well as "Access to Your Money During the Accumulation Period — Systematic Withdrawals to Pay Advisory Fees" above.

The MVA is designed to approximate the change in value of fixed income instruments We hold in support of Our payment obligations under the Contract. In this regard, MVAs are not provided in consideration for any specific Contract features. MVAs shift risk from Us to Owners, protecting Us from losses on the fixed income instruments We hold when amounts are withdrawn or annuitized sooner than We anticipated (i.e., during the Withdrawal Charge Period).

MVAs are calculated using a formula. In general, if interest rates increase between the Issue Date and the date of withdrawal or annuitization, the MVA will decrease the amount you receive or annuitize. Conversely, if interest rates decline during this period, the MVA will generally increase the amount you receive or annuitize. MVA percentages are subject to limitations that may cap an MVA, positive or negative. The MVA percentage factor and the number of days remaining in the Withdrawal Charge Period will also impact the MVA. See "Calculation of Market Value Adjustment" in the Statement of Additional Information for more information about how MVAs are calculated, including examples.

Any MVA that would be applicable to a withdrawal or annuitization is not reflected in the Contract Value, Strategy Contract Value or Strategy Interim Value, but is reflected in the Surrender Value. For a withdrawal or annuitization to which an MVA applies, the MVA will be applied after any applicable Withdrawal Charges, Strategy Interim Value adjustment, Rider Charge, or Strategy Fee.

You may contact Us at 833-ASK GA 4U (833-275-4248) to obtain information about the current value of an MVA. However, MVAs fluctuate daily. The current value quoted to you may differ from the actual value calculated at the time of adjustment.

STRATEGY INTERIM VALUE ADJUSTMENT

We will apply the Strategy Interim Value if amounts are withdrawn or otherwise removed from an Indexed Strategy before the end of the Strategy Term. In this prospectus, We refer to the gain or loss reflected in a Strategy Interim Value as the "Strategy Interim Value adjustment." The types of transactions to which We may apply Strategy Interim Value include partial withdrawals (including withdrawals to pay advisory fees, systematic withdrawals and Required Minimum Distributions under the Contract), full surrender of your Contract, cancellation, annuitization, Death Benefit payments, Performance Lock, and deductions for Rider Charges.

A Strategy Interim Value adjustment could result in significant loss. In extreme circumstances, it is possible to lose 100% of your investment in an Indexed Strategy due to the application of a negative Strategy Interim Value adjustment (i.e., a complete loss of your principal and any prior earnings if amounts are withdrawn or otherwise removed from an Indexed Strategy prior to the end of a Strategy Term).

A Strategy Interim Value adjustment may be positive, negative or zero. A Strategy Interim Value adjustment will not impact your Contract unless a transaction is performed based on Strategy Interim Value, as described above. Strategy Interim Value (and Strategy Interim Value adjustments) do not apply to the One-Year Fixed Strategy or the Performance Credit Account. There are no circumstances under which a Strategy Interim Value adjustment will be waived.

The purpose of Strategy Interim Value is to provide an interim valuation for an Indexed Strategy prior to the end of its Strategy Term, such that transactions involving the withdrawal or removal of amounts from an Indexed Strategy before the end of a Strategy Term can be performed. Because these transactions involve the removal of amounts from an Indexed Strategy sooner than We generally anticipate, in order to support these transactions, We have to liquidate or otherwise adjust Our management of the derivative and fixed income assets that We hold in support of Indexed Strategy guarantees. Our methodology for calculating Strategy Interim Value is intended to shift from Us to you market risks and costs associated with Our management of those derivative and fixed income assets.

We calculate Strategy Interim Value adjustments using a formula. Several factors may cause a positive or negative adjustment based on Our formula, such as the time remaining in a Strategy Term, the applicable Indexed Strategy Parameters, market conditions (e.g., interest rates and volatility); and the market values of the hypothetical derivative and fixed income instruments that We use to manage Our obligations. See "Calculation of Strategy Interim Value" in the Statement of Additional Information for more information about how Strategy Interim Value adjustments are calculated, including examples.

Strategy Interim Value could reflect loss, even when the Index is performing positively. This is because gain or loss associated with Strategy Interim Value (i.e., the Strategy Interim Value adjustment) is not calculated the same way as Index Credits or Performance Credits. It is calculated based on Our valuation of the derivative and fixed income instruments, respectively, that We hold to support the Indexed Strategy, as noted above. Strategy Interim Value does not directly reflect the actual

performance of the applicable Index and is not subject to the Buffer Percentage or Floor Percentage. The Strategy Interim Value may reflect lower gains, if the Index is performing positively, and higher losses, if the Index is performing negatively, than would apply at the end of the Strategy Term (or, for Dual Directional Yield, lower gains than would apply on a Quarterly Anniversary, or higher losses than would apply at the end of the Strategy Term).

A Strategy Interim Value adjustment is generally expected to be less than the term-to-date Index performance on any Valuation Day. Also, because time remaining in a Strategy Term is one factor (among several other factors) in the calculation of a Strategy Interim Value adjustment, a negative Strategy Interim Value adjustment may be more severe earlier in a Strategy Term than it would be later in the Strategy Term. However, time remaining in a Strategy Term is only one factor used to calculate Strategy Interim Value adjustments. A Strategy Interim Value adjustment may be negative and may result in significant loss at any point before the end of a Strategy Term, even late in a Strategy Term. Strategy Interim Value adjustments are reflected in the Contract Value, Strategy Contract Value, Strategy Interim Value, and Surrender Value. A Strategy Interim Value adjustment will apply before any applicable Withdrawal Charges, MVAs, or Rider Charges.

The deduction of Strategy Fees will result in lower Strategy Interim Values for the remainder of the Strategy Term as the interim rate of return will be applied to a lower Indexed Strategy Base. The reduction to the Strategy Interim Value may be larger than the reduction in the Indexed Strategy Base.

You may contact Us at 833-ASK GA 4U (833-275-4248) to obtain information about the current value of a Strategy Interim Value adjustment. However, Strategy Interim Value adjustments fluctuate daily. The current value quoted to you may differ from the actual value calculated at the time of adjustment.

BAILOUT WAIVER

The bailout waiver provides option to surrender or take a partial withdrawal from your Contract without Withdrawal Charges and a MVA, if the upside Crediting Rate for an Indexed Strategy for that Strategy Term is set less favorable than the bailout rate for that strategy.

If, after the first Contract Year and during the Withdrawal Charge Period, an Indexed Strategy provides for an upside Crediting Rate for a Strategy Term that is less than the bailout rate for that strategy, then no Withdrawal Charges and MVA, if otherwise applicable, will apply to any withdrawals during that Contract Year. The bailout rate for each eligible strategy is in your Contract. Partial withdrawals and full surrenders in connection with a bailout waiver are based on the Strategy Interim Value. Any Contract Value allocated to the Indexed Strategy will be based on the Strategy Interim Value. The Strategy Interim Value may reflect lower gains, if the Index is performing positively, or higher losses, if the Index is performing negatively, than would apply at the end of the Strategy Term (or, for Dual Directional Yield, lower gains than would apply on a Quarterly Anniversary, or higher losses than would apply at the end of the Strategy Term).

If the upside Crediting Rate for an Indexed Strategy is greater than or equal to the bailout rate, it is not eligible for the bailout waiver. Six-year Indexed Strategies do not have a bailout waiver because Withdrawal Charges and MVAs do not apply after the sixth Contract Year, and after the first Contract Year, you cannot allocate Contract Value to a six-year Indexed Strategy until the Withdrawal Charge Period has expired.

You do not have to allocate your Contract Value to the Indexed Strategy that is eligible for the bailout waiver in order for you to exercise the bailout waiver and surrender your Contract. The waiver will apply automatically to any withdrawal or surrender request that occurs during a Contract Year in which the bailout provision is triggered for any Indexed Strategy. Withdrawal Charges and any applicable MVA as stated in the Contract will apply if there are no Indexed Strategies that are eligible for the bailout waiver for that Contract Year.

NURSING HOME WAIVER

If you are confined to an Approved Nursing Facility, Withdrawal Charges and MVA will be waived for a partial withdrawal or full surrender if you or the joint Owner, or Annuitant in the case of a non-natural Owner, are confined for at least 90 calendar days to an Approved Nursing Facility which: (i) provides skilled nursing care under the supervision of a physician; and (ii) has 24 hour a day nursing services by or under the supervision of a registered nurse; and (iii) keeps a daily medical record of each patient.

For this waiver to apply, you must:

• have owned the Contract continuously since it was issued,

• provide written proof of your eligibility satisfactory to us, and

• request a partial withdrawal or the full surrender within ninety-one calendar days after the last day that you are an eligible patient in a recognized facility or nursing home.

This waiver is not available if the Owner or the joint Owner is in a facility or nursing home when you purchase the Contract. We will waive any Withdrawal Charges and MVA for a partial withdrawal or full surrender of your Contract while you are in an Approved Nursing Facility. This waiver can be used any time after the first 90 days in an Approved Nursing Facility up until 91 days after exiting such a facility. This waiver may not be available in all states. Please refer to Appendix B for all state variations.

TERMINAL ILLNESS WAIVER

After the first Contract Year, if you have been diagnosed with a terminal illness, any Withdrawal Charges and MVA will be waived for a partial withdrawal or full surrender of your Contract if you or the joint Owner, or Annuitant in the case of a non-natural Owner, were diagnosed by a qualifying Physician with a life expectancy of 12 months or less.

For this waiver to apply, you must:

• provide written proof of your terminal illness satisfactory to Us (We reserve the right to require a secondary medical opinion by a qualifying Physician of Our choosing in which We will pay for such secondary medical opinion), and

• request a partial withdrawal or the full surrender of your Contract.

This waiver will terminate upon a change of any beneficial Owner. This waiver may not be available in all states. Please refer to Appendix B for all state variations.

A Physician means a medical doctor who is licensed by the state in which he/she practices medicine and is not a member of the Owner's family.

RIDER CHARGES FOR OPTIONAL RETURN OF PREMIUM DEATH BENEFIT

If you elect the optional Return of Premium Death Benefit, your Contract may be subject to Rider Charges as an additional ongoing charge. We may declare lower Indexed Strategy upside rates for Contracts with the optional Return of Premium Death Benefit compared to Contracts with the standard Death Benefit, which would represent an implicit cost for the benefit in addition to any Rider Charges. We will declare lower Indexed Strategy upside rates for Contracts with the optional Return of Premium Death Benefit when the benefit is elected for no additional charge. The costs, if any, are in exchange for the rider's minimum death benefit guarantee. See "Death Benefit — Optional Return of Premium Death Benefit" for additional information about the rider.

The Rider Charge percentage for a new election of the optional Return of Premium Death Benefit is provided in a Rate Sheet Supplement. The Rider Charge percentage may vary by Issue Age. We may offer the Return of Premium Death Benefit to certain Issue Ages or all Issue Ages for no additional charge (i.e., a Rider Charge percentage of 0.00%). The applicable Rider Charge percentage will not change for the life of the benefit.

The Rider Charge will be assessed on the Valuation Day prior to each Contract Anniversary.

The Rider Charge percentages that We may declare in a Rate Sheet Supplement are subject to the following maximums:

Maximum Rider Charge Percentage for Return of Premium Death Benefit (as an annualized percentage of Optional Death Benefit Value)
Issue Age	B-Share			I-Share
0 – 70		1.00	%		1.00	%
71+		1.50	%		1.50	%

The calculation for the amount of the annual Rider Charge, if any, is: annual Rider Charge percentage multiplied by the Optional Death Benefit Value. See description of the optional Return of Premium Death Benefit in the "Death Benefit" section for the definition of the Optional Death Benefit Value.

For Contracts subject to a Rider Charge, as the Rider Charge is not assessed until the end of the Contract Year as opposed to the beginning of the Contract Year, if the Contract is surrendered or the rider is terminated before the annual Rider Charge is normally assessed in a given Contract Year, a prorated Rider Charge will be assessed upon the surrender or termination, as applicable. We will deduct the Rider

Charge from the One-Year Fixed Strategy, the Indexed Strategies, and the Performance Credit Account in the same proportion as your Contract Value is allocated among them. Rider Charges deducted from the One-Year Fixed Strategy or the Performance Credit Account will reduce your Contract Value allocated to the One-Year Fixed Strategy or the Performance Credit Account, respectively, by the dollar amount of the Rider Charge. Likewise, if you exercised Performance Lock for an Indexed Strategy, Rider Charges deducted from the Strategy Contract Value will reduce the Strategy Contract Value by the dollar amount of the Rider Charge.

Rider Charges deducted from an Indexed Strategy (assuming no exercise of Performance Lock) will be deducted from the Strategy Interim Value as of the Valuation Day prior to a given Contract Anniversary (or the Valuation Day on which a prorated Rider Charge is assessed). The Rider Charge will reduce the Strategy Interim Value by the dollar amount of the Rider Charge; however, the charge will also result in an immediate proportional reduction to the Indexed Strategy Base. The reduction to the Indexed Strategy Base could be significantly more than the Rider Charge deducted. As a result of the reduction in your Indexed Strategy Base, any subsequent positive Performance Credit or Index Credit during the Strategy Term will be lower than it otherwise would have been, as any positive rate of return will be applied to a lower Indexed Strategy Base. The negative impacts to the value of your Contract may be significant, and such negative impacts are in addition to any losses from Withdrawal Charges, MVAs, Strategy Interim Values, Rider Charges, and taxes and tax penalties. The application of Strategy Interim Value for a Rider Charge deduction may result in significant loss. In extreme circumstances, it is possible to lose 100% of your investment in an Indexed Strategy due to the application of a Strategy Interim Value.

See Appendix G for examples illustrating calculations of the optional Return of Premium Death Benefit, including the prorated Rider Charge.

STRATEGY FEES FOR INDEXED STRATEGIES WITH GROWTH ACCELERATOR

We currently offer certain Indexed Strategies with upside crediting methods designated as "Growth Accelerator." These Indexed Strategies provide enhanced upside potential in exchange for an annual Strategy Fee. You will pay annual Strategy Fees during each Strategy Term for each Indexed Strategy with Growth Accelerator that you select for investment,. If you select multiple Indexed Strategies with Growth Accelerator, you will incur separate Strategy Fees for each of those Indexed Strategies during each Strategy Term.

The current Strategy Fee percentage(s) for new Contracts is provided in a Rate Sheet Supplement. See "Rate Sheet Supplements" later in this prospectus. The maximum Strategy Fee percentage is 2.50% (as an annualized percentage of the Strategy Fee Base). We reserve the right to charge a different Strategy Fee percentage by Indexed Strategy. The Strategy Fee percentage for an Indexed Strategy is subject to change after the Contract is issued. Upon written notice, We reserve the right to increase the Strategy Fee percentage for new Strategy Terms up to the maximum of 2.50%

Except as otherwise provided below, the annual Strategy Fee for an Indexed Strategy with Growth Accelerator is calculated and deducted on each Contract Anniversary during the Strategy Term (excluding the Strategy Term start date). For a one-year Indexed Strategy, assuming no withdrawals, annuitization, or Performance Lock, the full Strategy Fee would be deducted once, i.e., on the Contract Anniversary corresponding to the Strategy Term end date. For a six-year Indexed Strategy, assuming no withdrawals, annuitization, or Performance Lock, the annual Strategy Fee would be deducted six times, i.e., on each Contract Anniversary during the six-year Strategy Term (excluding the Strategy Term Start Date). The annual Strategy Fee is calculated as (a) the Strategy Fee Base multiplied by (b) the applicable Strategy Fee percentage.

You should understand that Strategy Fees for a Strategy Term are charged on an annual basis. For example, if you select a 6-year Strategy Term, assuming the maximum Strategy Fee and no changes to your Strategy Fee Base during the Strategy Term, Strategy Fees for the Strategy Term would total 15% (i.e., 2.50% x 6), as a percentage of your Strategy Fee Base on the Strategy Term start date. You should also understand that annual Strategy Fees will apply during each Strategy Term for an Indexed Strategy with Growth Accelerator. So long as you have Contract Value allocated to one or more Indexed Strategies with Growth Accelerator, you will continue to incur Strategy Fees.

Strategy Fees are deducted from the Indexed Strategy Base for the applicable Indexed Strategy on a dollar-for-dollar basis prior to any other Contract activity on that day. The deduction of Strategy Fees will reduce the Indexed Strategy Base and result in a lower positive Index Credit, if any, at the end of the Strategy Term, as well as lower Strategy Interim Values, if any, for the remainder of the Strategy Term.

Upon full or partial withdrawal, annuitization, or exercise of Performance Lock for an Indexed Strategy with Growth Accelerator on any day other than a Contract Anniversary, a pro-rated Strategy Fee for the current annual period will be calculated and deducted immediately prior to any other Contract activity on that day. The pro-rated Strategy Fee will be based on the number of days completed in the annual period.

On the first Valuation Day of a Strategy Term, the Strategy Fee Base will equal the amount allocated to the applicable Indexed Strategy. The Strategy Fee Base will not change for the duration of the Strategy Term, except the Strategy Fee Base will be proportionately reduced

for any partial withdrawal, including advisory fee withdrawals, from that Indexed Strategy prior to the Strategy Term end date. A reduction to the Strategy Fee Base will reduce the dollar amount of Strategy Fees incurred during the Strategy Term. The Strategy Fee Base after a proportionate reduction will be equal to: (a) the Strategy Fee Base immediately prior to the partial withdrawal, multiplied by (b) 1 — Gross Withdrawal from Strategy Interim Value / Strategy Interim Value immediately prior to the withdrawal.

The following examples demonstrate how Strategy Fees are calculated and deducted for an Indexed Strategy with Growth Accelerator.

Example of Strategy Fees

Assume:

• You invest in an Indexed Strategy with a six-year Strategy Term and a 1.25% Strategy Fee percentage

• The Strategy Term begins on May 1, 2027

• The Strategy Fee Base and Indexed Strategy Base on the Strategy Term start date are $100,000

• No withdrawals or other transactions based on Strategy Interim Value

• No exercise of Performance Lock

• No optional Return of Premium Death Benefit

Based on these assumptions, the following table shows how Strategy Fees would reduce the Indexed Strategy Base during the Strategy Term:

	Strategy Fee Base		Reduction to Indexed Strategy Base for Strategy Fee (Strategy Fee Base x Strategy Fee %)		Indexed Strategy Base (after deduction of Strategy Fee)		Cumulative Reduction to Indexed Strategy Base for Strategy Fee During Strategy Term
May, 1, 2027	$	100,000		N/A	$	100,000	$	0
May 1, 2028	$	100,000	$	1,250	$	98,750	$	1,250
May 1, 2029	$	100,000	$	1,250	$	97,500	$	2,500
May 1, 2030	$	100,000	$	1,250	$	96,250	$	3,750
May 1, 2031	$	100,000	$	1,250	$	95,000	$	5,000
May 1, 2032	$	100,000	$	1,250	$	93,750	$	6,250
May 1, 2033	$	100,000	$	1,250	$	92,500	$	7,500

As reflected in the table above, on the Strategy Term end date, a total of $7,500 in Strategy Fees were deducted from the final Indexed Strategy Base and the final Indexed Strategy Base is $92,500.

• Assuming an Index Credit of 20%, the dollar amount of the Index Credit would be $18,500 ($92,500 x 20%), with a final Indexed Strategy Value of $111,000 ($92,500 + $18,500). This would represent a net gain for the Strategy Term of $11,000 (or 11%) based on the starting investment of $100,000. In this example, Strategy Fees had the effect of decreasing gains.

• Assuming an Index Credit of 5%, the dollar amount of the Index Credit would be $4,625 ($92,500 x 5%), with a final Indexed Strategy Value of $97,125 ($92,500 + $4,625). This would represent a net loss for the Strategy Term of -$2,875 (or -2.875%) based on the starting investment of $100,000. In this example, Strategy Fees resulted in losses even though the Index Return was positive.

• Assuming an Index Credit of -20%, the dollar amount of the Index Credit would be -$18,500 ($92,500 x -20%), with a final Indexed Strategy Value of $74,000 ($92,500 – $18,500). This would represent a net loss for the Strategy Term of -$26,000 (or -26%) based on the starting investment of $100,000. In this example, the Strategy Fees had the effect of increasing losses.

ANNUITY PAYMENTS

ANNUITY PERIOD

If your Contract enters the Annuity Period, We will make Annuity Payments to the Owner based on the annuity option that you select. The value of the Annuity Payments that We make will depend in part on your Contract Value on the Annuity Commencement Date.

You will not be able to withdraw any amounts from your Contract after the Annuity Commencement Date.

ANNUITY PAYMENTS

You may begin Annuity Payments at any time after the first Contract Anniversary. Annuity Payments must begin by the Contract Maturity Date, which is the later of the tenth Contract Anniversary or the Contract Anniversary following the oldest Owner's 95^th birthday. If the Owner is a non-natural person, the Annuity Commencement Date is determined by reference to the oldest Annuitant's birthday. The Company may agree to a request to delay the Annuity Commencement Date for one year, provided the request is received within 120 days of the Contract Maturity Date. Delaying your Annuity Commencement Date may have tax consequences. You should consult your tax advisor before making a request. If you do not select an annuity option by the Contract Maturity Date, your Contract Value will be applied to a Life Annuity with Cash Refund, as described below.

You must apply full Contract Value (less any applicable Withdrawal Charge, MVA, and premium taxes) to the annuity option. Annuity Payments may be paid on a monthly, quarterly, semi-annual or annual basis, subject to a minimum modal amount of $100. All Annuity Payments will be made on a fixed basis.

In general, the less frequent the Annuity Payments, the larger each payment will be. In addition, the annuity option you select will impact the length of time you are to receive (or expected to receive) Annuity Payments. Annuity Payments may be for life or a guaranteed period. In general, the longer the duration (or expected duration) of your payments, the smaller each payment will be. Also, single life annuity options will generally result in larger Annuity Payments than joint life annuity options. The annuity purchase rates that We apply upon annuitization will never be lower than the rates shown in your Contract.

When do your Annuity Payouts begin?

Contract Value (minus any applicable premium taxes, MVA, Withdrawal Charges and prorated Rider Charges and Strategy Fees) will be annuitized on the Annuity Commencement Date. If your Annuity Commencement Date is during a Strategy Term, your Contract Value will be determined based on the One-Year Fixed Strategy Value, Performance Credit Account Value, and Strategy Contract Value.

We will apply the Strategy Interim Value if amounts in the Indexed Strategy are annuitized before the end of a Strategy Term. The application of a Strategy Interim Value adjustment or an MVA could result in significant loss. In extreme circumstances, it is possible to lose 100% of your investment in an Indexed Strategy due to the application of a Strategy Interim Value adjustment (i.e., a complete loss of your principal and any prior earnings). Also in extreme circumstances, it is possible to lose 100% of the amount annuitized from an Indexed Strategy due to a negative MVA.

Your Annuity Commencement Date cannot be earlier than your first Contract Anniversary. In no event, however, may the Annuity Commencement Date be later than:

• The later of the Contact Anniversary immediately following the oldest Owner's 95^th birthday (or if the Owner is a non- natural person, the oldest Annuitant's 95^th birthday) or 10 years from the Contract Issue Date (subject to state variation);

• The Annuity Commencement Date stated in an extension request received by Us not less than thirty days prior to a scheduled Annuity Commencement Date.

Extending your Annuity Commencement Date may have tax consequences. You should consult a qualified tax advisor before doing so.

We reserve the right, at Our discretion, to refuse to extend your Annuity Commencement Date regardless of whether We may have granted extensions in the past to you or other similarly situated investors. We will not extend the Annuity Commencement Date beyond the Contact Anniversary immediately following the oldest Owner's 100^th birthday, or, if the Owner is a non-natural person, the Annuitant's 100^th birthday.

Except as otherwise provided, the Annuity Calculation Date is when the amount of your Annuity Payment is determined. This occurs within five Valuation Days before your selected Annuity Commencement Date.

All Annuity Payments, regardless of frequency, will occur on the same day of the month as the Annuity Commencement Date. After the initial payout, if an Annuity Payment date falls on a non-Valuation Day, the Annuity Payment is computed on the prior Valuation Day. If the Annuity Payment date does not occur in a given month due to a leap year or months with only thirty days (i.e. the 31^st), the Annuity Payment will be computed on the last Valuation Day of the month.

Which Annuity Payout Option do you want to use?

Your Contract contains the Annuity Payment options described below. However, certain Annuity Payment options and/or certain period durations may not be available, depending on the age of the Annuitant and whether your Contract is a qualified Contract that is subject to limitations under the Required Minimum Distribution rules of Section 401(a)(9) of the Code. We may at times offer other Annuity Payment options. We may change these Annuity Payment options at any time. Once We begin to make Annuity Payments, the Annuity Payment option cannot be changed.

If any Owner or Annuitant dies on or after the Annuity Commencement Date and before all benefits under the Annuity Payment option you selected have been paid, We generally will pay any remaining portion of such benefits at least as rapidly as under the Annuity Payment option in effect when the Owner or Annuitant died. However, in the case of a qualified Contract, the Required Minimum Distribution rules of Code Section 401(a)(9) may require any remaining portion of such benefits to be paid more rapidly than originally scheduled. In that regard, it is important to understand that in the case of a qualified Contract, once Annuity Payments start under an Annuity Option it may be necessary to modify those payments following the Annuitant's death in order to comply with the Required Minimum Distribution rules. See the section in this prospectus on Information Regarding IRAs.

The following annuity options are available under the Contract:

Option 1: Life Annuity with Cash Refund

We will make Annuity Payments as long as the Annuitant is living. When the Annuitant dies, We will calculate the sum of all Annuity Payments that were made. If the sum of such Annuity Payments at the time of the Annuitant's death does not equal or exceed the Contract Value (minus any applicable premium taxes) at the time of annuitization, We will pay the Beneficiary the difference between the sum of the Annuity Payments and the Contract Value (minus any applicable premium taxes) at annuitization.

Option 2: Life Annuity

We make Annuity Payments as long as the Annuitant is living. When the Annuitant dies, We stop making Annuity Payments. A payee would receive only one Annuity Payment if the Annuitant dies after the first Annuity Payment, two Annuity Payments if the Annuitant dies after the second Annuity Payment and so forth. A payee would receive zero Annuity Payments if the Annuitant dies before the first Annuity Payment.

Option 3: Life Annuity with Guaranteed Payments for 10 Years

We will make Annuity Payments as long as the Annuitant is living, but We at least guarantee to make Annuity Payments for 10 years. If the Annuitant dies before 10 years have passed, then the Beneficiary may elect to continue Annuity Payments for the remainder of the guaranteed number of years.

Option 4: Joint and Last Survivor Life Annuity

We will make Annuity Payments for as long as the Annuitant and the joint Annuitant are living. When one Annuitant dies, We continue to make Annuity Payments until the second Annuitant dies. A payee would receive zero Annuity Payments if the Annuitant and joint Annuitant dies before the first Annuity Payment.

For a qualified Contract, the Joint and Last Survivor Annuity option is only available when the joint Annuitant is a spouse or not more than 10 years younger than the Annuitant.

Option 5: Joint and Survivor Life Annuity with Annuity Guaranteed Payments for 10 Years

We will make Annuity Payments as long as either the Annuitant or joint Annuitant are living, but We at least guarantee to make Annuity Payments for 10 years. If the Annuitant and the joint Annuitant both die before ten years have passed, then the Beneficiary may continue Annuity Payments for the remainder of the guaranteed number of years.

For a qualified Contract, the Joint and Last Survivor Life Annuity with Guaranteed Payments for 10 Years option is only available when the joint Annuitant is a spouse, or not more than 10 years younger than the Annuitant.

Option 6: Guaranteed Payment Period Annuity.

We agree to make payments for a specified time. The minimum period that you can select is 10 years. The maximum period that you can select is 30 years. These time periods are subject to applicable RMD limits. If, at the death of the Annuitant, Annuity Payments have been made for less than the time period selected, then the Beneficiary may elect to continue the remaining Annuity Payments.

For a qualified Contract, We agree to make payments for a specified time. The minimum period that you can select is 10 years. The maximum period that you can select is 30 years. If, at the death of the Annuitant, Annuity Payments have been made for less than the time period selected, an eligible designated Beneficiary may elect to continue the remaining Annuity Payments. If the Beneficiary is not an eligible designated Beneficiary, the remaining Annuity Payments must be taken within ten years from the date of death of the Annuitant, or the Beneficiary will receive the Commuted Value in one sum.

BENEFITS AVAILABLE UNDER THE CONTRACT

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

The availability of Contract benefits may vary depending on the selling firm through which your Contract was purchased. See Appendix I — Financial Intermediary Variations.

Name of Benefit

Purpose

Standard or
Optional

Maximum
Fee

Brief Description of Restrictions / Limitations

Standard Death Benefit

Provides for a Death Benefit equal to Contract Value upon death during the Accumulation Period.

Standard

None

• Only available during the Accumulation Period.
• Negative Strategy Interim Value adjustments could significantly reduce the benefit.
• All partial withdrawals could significantly reduce the benefit by reducing Contract Value.
• Terminates upon annuitization.

Return of Premium Death Benefit

Provides a Death Benefit equal to the greater of Contract Value and the Return of Premium Base upon death during the Accumulation Period.

Optional

1.00% for Issue Ages up to 70 1.50% for Issue Ages 71+
(as a percentage of the Optional Death Benefit Value)

• See Rate Sheet Supplement for Rider Charge percentage applicable to new elections.
• We may declare lower Indexed Strategy upside rates for Contracts with the benefit.
• Only available during the Accumulation Period.
• Negative Strategy Interim Value adjustments could significantly reduce the benefit.
• Each time the charge is deducted from an Indexed Strategy, a Strategy Interim Value adjustment and a proportional reduction to the Indexed Strategy Base will apply.
• All partial withdrawals could significantly reduce the benefit by reducing Contract Value.
• All partial withdrawals result in proportional reductions to Return of Premium Base, except advisory fee withdrawals through the systematic withdrawal program.
• Maximum Death Benefit equal to Contract Value plus $1 million.

Free Withdrawal Amount (FWA)

Amounts that may be withdrawn each Contract Year during the Withdrawal Charge Period without incurring a Withdrawal Charge or MVA.

Standard

None

• Annual FWA limit for Indexed Strategies and the One-Year Fixed Strategy.
• No annual FWA limit for Performance Credit Account.
• Unused FWA not available in future Contract Years.
• Negative Strategy Interim Value adjustments, taxes and tax penalties may apply.
• Interim withdrawals from an Indexed Strategy will proportionally reduce Indexed Strategy Base.

Name of Benefit

Purpose

Standard or
Optional

Maximum
Fee

Brief Description of Restrictions / Limitations

Growth Accelerator

Provides increased upside potential based on the current limit on Index gains We declare for a designated Indexed Strategy.

Standard

2.50% (as an annualized percentage of Strategy Fee Base for the Indexed Strategy)

• Only available with select Indexed Strategies.
• Strategy Fee applies only to Indexed Strategies with an upside crediting method designated as Growth Accelerator.
• Strategy Fees apply separately to each selected Indexed Strategy with Growth Accelerator.
• Current Strategy Fee percentage for new Contracts provided in Rate Sheet Supplement
• After Issue Date, We reserve the right to increase Strategy Fee for new Strategy Terms.
• Strategy Fees will increase losses or decrease gains
• No guarantee that the increased upside potential will result in gains at least equal to the additional fee or any gains at all.
• No guarantee that an Indexed Strategy with Growth Accelerator will outperform an Indexed Strategy without Growth Accelerator.

Performance Lock

If exercised for an Indexed Strategy, the Strategy Interim Value (which otherwise fluctuates each Valuation Day) is "locked in." After the Performance Lock Date, your Strategy Contract Value will accumulate at a fixed rate equivalent to the One-Year Fixed Strategy for the remainder of the Strategy Term.

Standard

None

• Exercise is irrevocable.
• We will not provide advice or warning to you.
• You will not know the Strategy Interim Value in advance.
• Locking-in a negative Strategy Interim Value adjustment will result in loss, which could be significant.
• Buffer Percentage or Floor Percentage will not apply.
• You will not participate in Index performance for the remainder of the Strategy Term.
• You will not receive any Index Credit on the Strategy Term end date.
• You will not receive any Performance Credits for the remainder of the Strategy Term.
• For multi-year Strategy Terms, upon exercise, the Strategy Contract Value is automatically transferred to the One-Year Fixed Strategy, and the Strategy Term will end on the next Contract Anniversary.
• Withdrawals and Rider Charges will reduce Strategy Contract Value after lock-in.
• Cannot be exercised during the last four Valuation Days during the Strategy Term.
• Cannot be exercised for only a portion of Strategy Interim Value.

Name of Benefit

Purpose

Standard or
Optional

Maximum
Fee

Brief Description of Restrictions / Limitations

Systematic Withdrawals for Advisory Fees

Allows for regular advisory fee withdrawals without incurring a Withdrawal Charge or MVA, and without proportionately reducing the optional Return of Premium Death Benefit if elected.

Standard

None

• Contract not appropriate for you if intending to take advisory fee withdrawals outside of the program.
• Only available with I-Share Contracts.
• Maximum of 1.5% of Contract Value per Contract Year.
• Minimum withdrawal amount of $100.
• Frequency may be monthly, quarterly, semi-annually, or annually.
• Taken proportionally from the One-Year Fixed Strategy and Indexed Strategies until exhausted, then from the Performance Credit Account.
• Negative Strategy Interim Value adjustments, taxes and tax penalties may apply.
• Interim withdrawals from an Indexed Strategy will proportionally reduce Indexed Strategy Base.

Bailout Waiver

Withdrawal Charge and MVA waiver for withdrawals if the rate for an Indexed Strategy's upside crediting method is set below the bailout rate.

Standard

None

• Not applicable to six-year Strategy Terms.
• Not limited to withdrawals from the Indexed Strategy that triggered the waiver.
• Waiver automatically applied to withdrawals during Contract Year.
• Negative Strategy Interim Value adjustments, taxes and tax penalties may apply.
• Interim withdrawals from an Indexed Strategy will proportionally reduce Indexed Strategy Base.

Nursing Care Waiver

Withdrawal Charge and MVA waiver for withdrawals upon becoming confined to an approved nursing facility

Standard

None

• Waiver subject to eligibility criteria.
• Waiver must be requested.
• May not be available in all states.
• Negative Strategy Interim Value adjustments, taxes and tax penalties may apply.
• Interim withdrawals from an Indexed Strategy will proportionally reduce Indexed Strategy Base.

Terminal Illness Waiver

Withdrawal Charge and MVA waiver for withdrawals upon being diagnosed with a terminal illness.

Standard

None

RATE SHEET SUPPLEMENTS

• For Indexed Strategies with an upside crediting method designated as Growth Accelerator, the current Strategy Fee percentage applicable to new Contracts.

• For the optional Return of Premium Death Benefit, the Rider Charge percentage applicable to new elections of the benefit.

You should not purchase the Contract without first obtaining the Rate Sheet Supplement that will apply to you.

In order to receive the terms offered in a Rate Sheet Supplement, that Rate Sheet Supplement must be in effect on the date that your Contract application is signed (the "application date"). If the application date falls outside the period during which that Rate Sheet Supplement is in effect, the terms offered under the Rate Sheet Supplement then in effect will apply.

We periodically issue new Rate Sheet Supplements that may reflect different terms than previous Rate Sheet Supplements. A Rate Sheet Supplement will remain in effect until it is superseded upon the effective date of a new Rate Sheet Supplement. A new Rate Sheet Supplement will be made available at least 7 calendar days prior to its effective date.

If you would like another copy of a Rate Sheet Supplement, please call Us at 833-275-4248 or visit Our website at www.FSG2Prospectus.com. Rate Sheet Supplements are also available on the SEC's EDGAR system at www.sec.gov (File No. 333-276707).

Historical terms from previous Rate Sheet Supplements can be found in Appendix D.

DEATH BENEFIT

STANDARD DEATH BENEFIT

If the Owner, joint Owner or, in the case of a non-natural Owner, the Annuitant dies during the Accumulation Period, We will pay a standard Death Benefit equal to your Contract Value as of two Valuation Days from the Valuation Day on which We receive Due Proof of Death and in Good Order payment instructions from at least one of the Beneficiaries and all information We need to process the claim. If the joint Owner is living, the Death Benefit is payable to the surviving joint Owner. If there is no surviving joint Owner, the Death Benefit is payable to the designated Beneficiary(ies). If there are no designated Beneficiary or the Beneficiary predeceased the Owner, the Death Benefit is payable to the Owner's Estate.

Contract Value will remain allocated to the One-Year Fixed Strategy, Performance Credit Account and the Indexed Strategies until We receive Due Proof of Death and in Good Order payment instructions from the Beneficiaries. This means that the Death Benefit amount will continue to fluctuate with the performance of the Indexed Strategies. Eligible recipients of the Death Benefit should notify Us of an Owner's death and provide Us Due Proof of Death as promptly as possible to limit the risk of a decline in the Death Benefit.

OPTIONAL RETURN OF PREMIUM DEATH BENEFIT

We currently offer an optional Return of Premium Death Benefit, which is available for election on the Issue Date or following spousal continuation, subject to the election rules then in place. An additional Rider Charge may apply to the optional Return of Premium Death Benefit. We may declare lower Indexed Strategy upside rates for Contracts with the optional Return of Premium Death Benefit compared to Contracts with the standard Death Benefit, which would represent an implicit cost for the benefit in addition to any Rider Charges.

The initial Return of Premium Base is equal to the Premium Payment, if elected at issue, or the Contract Value, if elected after Issue (on spousal continuation). The Return of Premium Base will be proportionally reduced for any Gross Withdrawals, except any advisory fee withdrawal taken through the systematic withdrawal program.

For example, assume upon death of the Owner the Contract Value has decreased to $77,000 from the original premium of $100,000. Assuming no withdrawals were taken, upon Due Proof of Death the Beneficiary will receive the greater of the Contract Value or the Premium Payments upon lump sum request, in this example the Premium Payment of $100,000.

If the optional Return of Premium Death Benefit has been elected, in general, partial withdrawals proportionally reduce the Return of Premium Base and, in turn, could reduce the Death Benefit by significantly more than the amount of the withdrawal. Systematic withdrawals to pay advisory fees will not reduce the Return of Premium Base, but will reduce the Contract Value. All other partial withdrawals, including Required Minimum Distributions and other systematic withdrawals under the Contract, will proportionally reduce the Return of Premium Base and also reduce the Contract Value.

For Contracts subject to a Rider Charge:

• We will assess the annual Rider Charge on the Valuation Day prior to each Contract Anniversary. If the Contract is surrendered or the rider is terminated before the annual Rider Charge is normally assessed in a given Contract Year, a prorated Rider Charge will be assessed upon the surrender or termination, as applicable. The Rider Charge will not be assessed on partial withdrawals, the payment of a Death Benefit or annuitization.

• The annual Rider Charge is equal to the Rider Charge percentage multiplied by the Optional Death Benefit Value. The Optional Death Benefit Value is equal to the Return of Premium Base.

• We will deduct the Rider Charge from the One-Year Fixed Strategy, the Indexed Strategies, and the Performance Credit Account in the same proportion as your Contract Value is allocated among them. Rider Charges deducted from the One-Year Fixed Strategy or the Performance Credit Account will reduce your Contract Value allocated to the One-Year Fixed Strategy or the Performance Credit Account, respectively, by the dollar amount of the Rider Charge. Likewise, if you exercised Performance Lock for an Indexed Strategy, Rider Charges deducted from the Strategy Contract Value will reduce the Strategy Contract Value by the dollar amount of the Rider Charge.

• Rider Charges deducted from an Indexed Strategy (assuming no exercise of Performance Lock) will be deducted from the Strategy Interim Value as of the Valuation Day prior to a given Contract Anniversary (or the Valuation Day on which a prorated Rider Charge is assessed). The Rider Charge will reduce the Strategy Interim Value by the dollar amount of the Rider Charge; however, the charge will also result in an immediate proportional reduction to the Indexed Strategy Base. The reduction to the Indexed Strategy Base could be significantly more than the Rider Charge deducted. As a result of the reduction in your Indexed Strategy Base, any subsequent positive Performance Credit or Index Credit during the Strategy Term will be lower than it otherwise would have been, as any positive rate of return will be applied to a lower Indexed Strategy Base. The negative impacts to the value of your Contract may be significant, and such negative impacts are in addition to any losses from Withdrawal Charges, MVAs, Strategy Interim Value adjustments, Rider Charges, and taxes and tax penalties. The application of a Strategy Interim Value adjustment for a Rider Charge deduction may result in significant loss. In extreme circumstances, it is possible to lose 100% of your investment in an Indexed Strategy due to the application of a Strategy Interim Value adjustment.

The optional Return of Premium Death Benefit terminates upon change of ownership or assignment of the Contract, commencement of payments under an annuity option, and termination of your Contract.

See Appendix G for a description of how the Return of Premium Death Benefit is calculated.

Death of Annuitant. Prior to the Annuity Commencement Date, upon the death of the Annuitant the Owner becomes the Annuitant. The Owner may designate a new Annuitant. If this Contract is owned by a non-natural person (e.g., a corporation or a trust), the death of the Annuitant will be treated as the death of an Owner for purposes of the Death Benefit.

TO WHOM THE DEATH BENEFIT IS PAID

Upon the death of a natural Owner during the Accumulation Period, the Death Benefit is payable to the following:

• The surviving joint Owner; or if none,

• Surviving primary Beneficiaries; or if none, then

• Surviving contingent Beneficiaries

For a Contract owned by a non-natural Owner, upon the death of the Annuitant during the Accumulation Period, the Death Benefit is payable to the following:

• Surviving primary Beneficiaries; or if none, then

• Surviving contingent Beneficiaries; or if none, then

• The non-natural Owner.

If a person entitled to receive the Death Benefit dies before the Death Benefit is distributed, We will pay the Death Benefit to that person's named Beneficiary or, if none, to that person's estate.

PAYMENT OPTIONS

We will determine the value of the Death Benefit as of two Valuation Days from the Valuation Day on which We receive Due Proof of Death and in Good Order payment instructions from at least one of the Beneficiaries and all information We need to process the claim. The Death Benefit is not subject to the Withdrawal Charge or the MVA.

Death Benefit payments, if made from an Indexed Strategy before the end of a Strategy Term, are based on the Strategy Interim Value. The application of a Strategy Interim Value adjustment could result in significant loss. In extreme circumstances, it is possible to lose 100% of your investment in an Indexed Strategy due to the application of a negative Strategy Interim Value adjustment (i.e., a complete loss of your principal and any prior earnings).

Under a non-qualified Contract, if the Owner (or Annuitant in the case of a non-natural Owner) dies before the Annuity Commencement Date, the Death Benefit will be paid in a lump sum and the entire interest must be distributed within five years of the Owner's death (or Annuitant's death in the case of a non-natural Owner); If the Beneficiary is an individual, they can elect to receive a series of payments or Annuity Payments under an annuity option over the Beneficiary's remaining life or over a period not extending beyond the Beneficiary's life expectancy provided such payments begin within one year of death. Qualified Contracts are subject to special after-death distribution rules. See the "Federal Tax Considerations" section for more information. A Beneficiary that takes the Death Benefit in a series of payments may make transfers among the One-Year Fixed Strategy and the Indexed Strategy. Amounts that remain allocated to an Indexed Strategy may decrease in value. A surviving spouse who is a sole Beneficiary may continue the Contract maintaining its characteristics. See "Spousal Continuation." We will make any adjustment to the Death Benefit prior to the continuation. If the Death Benefit is payable to the Owner's estate, We will make a lump sum payment.

SPOUSAL CONTINUATION

In limited circumstances, when the Owner dies, if the spouse of the deceased Owner is entitled to receive a Death Benefit, the spouse may have the option to continue the Contract instead. Under federal tax law, the spouse's option to continue the Contract is contingent upon whether the deceased Owner and the spouse were legally married under applicable state law.

FEDERAL TAX CONSIDERATIONS

[To be updated by amendment]

A. Introduction

The following summary of tax rules does not provide or constitute any tax advice. It provides only a general discussion of certain expected federal income tax consequences with respect to amounts contributed to, invested in or received from a Contract, based on Our understanding of the existing provisions of the Internal Revenue Code ("Code"), Treasury Regulations thereunder, and public interpretations thereof by the IRS (e.g., Revenue Rulings, Revenue Procedures or Notices) or by published court decisions. This summary discusses only certain federal income tax consequences to United States Persons, and does not discuss state, local or foreign tax consequences. The term United States Persons means citizens or residents of the United States, domestic corporations, domestic partnerships, trust or estates that are subject to United States federal income tax, regardless of the source of their income.

This summary has been prepared by Us after consultation with tax counsel, but no opinion of tax counsel has been obtained. We do not make any guarantee or representation regarding any tax status (e.g., federal, state, local or foreign) of any Contract or any transaction involving a Contract. In addition, there is always a possibility that the tax treatment of an annuity contract could change by legislation or other means (such as regulations, rulings or judicial decisions). Moreover, it is always possible that any such change in tax treatment could be made retroactive (that is, made effective prior to the date of the change). Accordingly, you should consult a qualified tax adviser for complete information and advice before purchasing a Contract.

In addition, although this discussion addresses certain tax consequences if you use the Contract in various arrangements, including Charitable Remainder Trusts and tax-qualified retirement arrangements, additional tax issues that are not discussed herein may be relevant to your situation. The tax consequences of any such arrangement may vary depending on the particular facts and circumstances of each individual arrangement and whether the arrangement satisfies certain tax qualification or classification requirements. In addition, the tax rules affecting such an arrangement may have changed recently by legislation or regulations. Therefore, if you are contemplating the use of a Contract in any arrangement the value of which to you depends in part on its tax consequences, you should consult a qualified tax adviser regarding the tax treatment of the proposed arrangement and of any Contract used in it.

If advisory fees are paid from the Contract, such deductions may be subject to federal and state income taxes and an additional 10% federal tax. Pursuant to a Private Letter Ruling issued to Us by the IRS, if advisory are paid under the systematic withdrawal program for advisory fees, We will not report the deduction of these fees as taxable distributions for federal income tax purposes.

The federal, as well as state and local, tax laws and regulations require the Company to report certain transactions with respect to your Contract (such as an exchange of or a distribution from the Contract) to the Internal Revenue Service and state and local tax authorities, and generally to provide you with a copy of what was reported. This copy is not intended to supplant your own records. It is your responsibility to ensure that what you report to the Internal Revenue Service and other relevant taxing authorities on your income tax returns is accurate based on your books and records. You should review whatever is reported to the taxing authorities by the Company against your own records, and in consultation with your own tax adviser, and should notify the Company if you find any discrepancies in case corrections have to be made.

THE DISCUSSION SET FORTH BELOW IS INCLUDED FOR GENERAL PURPOSES ONLY. SPECIAL TAX RULES MAY APPLY WITH RESPECT TO CERTAIN SITUATIONS THAT ARE NOT DISCUSSED HEREIN. EACH POTENTIAL PURCHASER OF A CONTRACT IS ADVISED TO CONSULT WITH A QUALIFIED TAX ADVISER AS TO THE CONSEQUENCES OF ANY AMOUNTS INVESTED IN A CONTRACT UNDER APPLICABLE FEDERAL, STATE, LOCAL OR FOREIGN TAX LAW.

B. Taxation of Annuities — General Provisions Affecting Contracts Not Held in Tax-Qualified Retirement Plans or as IRAs

Section 72 of the Code governs the taxation of annuities in general.

1. Non-Natural Persons as Owners

Pursuant to Code Section 72(u), an annuity contract held by a taxpayer other than a natural person generally is not treated as an annuity contract under the Code. Instead, such a non-natural Owner generally could be required to include in gross income currently for each taxable year the excess of (a) the sum of the Contract Value as of the close of the taxable year and all previous distributions under the

Contract over (b) the sum of net premiums paid for the taxable year and any prior taxable year and the amount includable in gross income for any prior taxable year with respect to the Contract under Section 72(u). However, Section 72(u) does not apply to:

• A Contract the nominal owner of which is a non-natural person but the beneficial owner of which is a natural person (e.g., where the non-natural owner holds the contract as an agent for the natural person),

• A Contract acquired by the estate of a decedent by reason of such decedent's death,

• Certain Contracts acquired with respect to tax-qualified retirement arrangements,

• Certain Contracts held in structured settlement arrangements that may qualify under Code Section 130, or

• A single premium immediate annuity contract under Code Section 72(u)(4), which provides for substantially equal periodic payments and an annuity starting date that is no later than 1 year from the date of the Contract's purchase.

A non-natural Owner that is a tax-exempt entity for federal tax purposes (e.g., a tax-qualified retirement trust or a Charitable Remainder Trust) generally would not be subject to federal income tax as a result of such current gross income under Code Section 72(u). However, such a tax-exempt entity, or any annuity contract that it holds, may need to satisfy certain tax requirements in order to maintain its qualification for such favorable tax treatment. See, e.g., IRS Tech. Adv. Memo. 9825001 for certain Charitable Remainder Trusts.

Pursuant to Code Section 72(s), if the Owner is a non-natural person, the primary Annuitant is treated as the "holder" in applying the post-death required distribution rules described below. These rules require that certain distributions be made upon the death of a "holder." In addition, for a non-natural Owner, a change in the primary Annuitant is treated as the death of the "holder." However, the provisions of Code Section 72(s) do not apply to certain contracts held in tax-qualified retirement arrangements or structured settlement arrangements.

For Contracts issued to a non-natural Owner or held for the benefit of such an entity, that entity's general interest deduction under the Code may be limited regardless of whether the interest relates to debt used to purchase or carry the Contract. However, this interest deduction disallowance does not affect Contracts where the entity is required to include an amount in gross income each year under Code Section 72(u).

2. Other Owners (Natural Persons).

An Owner is not taxed on increases in the value of the Contract until an amount is received or deemed received, e.g., in the form of a lump sum payment (full or partial value of a Contract) or as Annuity payments under the settlement option elected.

The provisions of Section 72 of the Code concerning distributions are briefly summarized below. Also summarized are special rules affecting distributions from contracts obtained in a tax-free exchange for other annuity contracts or life insurance contracts which were purchased prior to August 14, 1982.

a. Amounts Received as an Annuity

Contract payments made periodically at regular intervals over a period of more than one full year, such that the total amount payable is determinable from the start ("amounts received as an annuity") are includable in gross income to the extent the payments exceed the amount determined by the application of the ratio of the allocable "investment in the contract" to the total amount of the payments to be made after the start of the payments (the "exclusion ratio") under Section 72 of the Code. Total Premium Payments less amounts received which were not includable in gross income equal the "investment in the contract." The start of the payments may be the Annuity Commencement Date or may be an annuity starting date assigned should any portion less than the full Contract be converted to periodic payments from the Contract (Annuity Payouts).

i. When the total of amounts excluded from income by application of the exclusion ratio is equal to the allocated investment in the Contract for the Annuity Payout, any additional payments (including surrenders) will be entirely includable in gross income.

ii. Under Section 72(a)(2) of the Code, if any amount is received as an annuity (i.e., as one of a series of periodic payments at regular intervals over more than one full year) for a period of 10 or more years, or during one or more lives, under any portion of an annuity, endowment, or life insurance contract, then that portion of the Contract shall be treated as a separate contract with its own annuity starting date (otherwise referred to as a partial annuitization of the contract). This assigned annuity starting date for the new separate contract can be different from the original Annuity Commencement Date for the Contract. Also, for purposes of applying the exclusion ratio for the amounts received under the partial annuitization, the investment in the Contract before receiving any such amounts shall be allocated pro rata between the portion of the Contract from which such amounts are received as an annuity and the portion of the Contract from which amounts are not received as an annuity. These provisions apply to payments received in taxable years beginning after December 31, 2010.

b. Amounts Not Received as an Annuity

i. To the extent that the "cash value" of the Contract (ignoring any surrender charges except on a full surrender) exceeds the "investment in the contract," such excess constitutes the "income on the contract."

ii. Any amount received or deemed received prior to the Annuity Commencement Date (e.g., upon a surrender or partial withdrawal), which is non-periodic and not part of a partial annuitization, is deemed to come first from any such "income on the contract" and then from "investment in the contract," and for these purposes such "income on the contract" is computed by reference to the aggregation rule described in subparagraph 2.c. below. As a result, any such amount received or deemed received.

(1) shall be includable in gross income to the extent that such amount does not exceed any such "income on the contract," and

(2) shall not be includable in gross income to the extent that such amount does exceed any such "income on the contract." If at the time that any amount is received or deemed received there is no "income on the contract" (e.g., because the gross value of the Contract does not exceed the "investment in the contract," and no aggregation rule applies), then such amount received or deemed received will not be includable in gross income and will simply reduce the "investment in the contract."

To the extent that the value of the Contract (ignoring any surrender charges except on a full surrender) exceeds the "investment in the contract," such excess constitutes the "income on the contract". It is unclear in some cases what value should be used in determining the "income on the contract." We believe that the "income on the contract" does not include some measure of the value of certain benefits, but the IRS could take a contrary position and include such value in determining the "income on the contract."

iii. Generally, non-periodic amounts received or deemed received after the Annuity Commencement Date (or after the assigned annuity starting date for a partial annuitization) are not entitled to any exclusion ratio and shall be fully includable in gross income. However, upon a full surrender after such date, only the excess of the amount received (after any surrender charge) over the remaining "investment in the contract" shall be includable in gross income (except to the extent that the aggregation rule referred to in the next subparagraph 2.c. may apply)

iv. The receipt of any amount as a loan under the Contract or the assignment or pledge of any portion of the value of the Contract shall be treated as an amount received for purposes of this subparagraph 2.b. If the entire Contract value is assigned or pledged, subsequent increases in the Contract value are also treated as an amount received for purposes of this subparagraph 2.b. for as long as the assignment or pledge remains in place. The "investment in the contract" is increased by the amount included in income.

v. In general, the transfer of the Contract, without full and adequate consideration (e.g., a gift), will be treated as an amount received for purposes of this subparagraph 2.b. This transfer rule does not apply, however, to certain transfers of property between spouses or incident to divorce.

vi. In general, any amount actually received under the Contract as a Death Benefit, including the optional Return of Premium Death Benefit, if any, will be treated as an amount received for purposes of this subparagraph 2.b.

c. Aggregation of Two or More Annuity Contracts.

Contracts issued after October 21, 1988 by the same insurer (or affiliated insurer) to the same Owner within the same calendar year (other than certain contracts held in connection with tax-qualified retirement arrangements) will be aggregated and treated as one annuity contract for the purpose of determining the taxation of distributions prior to the Annuity Commencement Date. An annuity contract received in a tax-free exchange for another annuity contract or life insurance contract may be treated as a new contract for this purpose. We believe that for any Contracts subject to such aggregation, the values under the Contracts and the investment in the Contracts will be added together to determine the taxation under subparagraph 2.a., above, of amounts received or deemed received prior to the Annuity Commencement Date. Withdrawals will be treated first as withdrawals of income until all of the income from all such Contracts is withdrawn. In addition, the Treasury Department has specific authority under the aggregation rules in Code Section 72(e)(12) to issue regulations to prevent the avoidance of the income-out-first rules for non-periodic distributions through the serial purchase of annuity contracts or otherwise. As of the date of this prospectus, there are no regulations interpreting these aggregation provisions.

d. 10% Additional Tax — Applicable to Certain Withdrawals and Annuity Payments

i. If any amount is received or deemed received on the Contract (before or after the Annuity Commencement Date), the Code applies an additional tax equal to ten percent of the portion of the amount includable in gross income, unless an exception applies.

ii. The 10% additional tax will not apply to the following distributions:

1. Distributions made on or after the date the taxpayer has attained the age of 59 1/2.

2. Distributions made on or after the death of the holder or where the holder is not an individual, the death of the primary Annuitant.

3. Distributions attributable to a taxpayer becoming disabled (as defined in the federal tax law).

4. A distribution that is part of a scheduled series of substantially equal periodic payments (not less frequently than annually) for the life (or life expectancy) of the taxpayer (or the joint lives or life expectancies of the taxpayer and the taxpayer's Designated Beneficiary).

5. Distributions of amounts which are allocable to the "investment in the contract" prior to August 14, 1982 (see next subparagraph e.).

Certain other exceptions to the 10% additional tax as not described herein also may apply. Please consult your tax adviser.

If the taxpayer avoids this 10% additional tax by qualifying for the substantially equal periodic payments exception and later such series of payments is modified (other than by death or disability), the 10% additional tax will be applied retroactively to all the prior periodic payments (i.e., tax plus interest thereon), unless such modification is made after both (a) the taxpayer has reached age 59 1/2 and (b) 5 years have elapsed since the first of these periodic payments.

e. Special Provisions Affecting Contracts Obtained Through a Tax-Free Exchange of Other Annuity or Life Insurance Contracts Purchased Prior to August 14, 1982.

If the Contract was obtained by a tax-free exchange of an annuity contract purchased prior to August 14, 1982, then any amount received or deemed received prior to the Annuity Commencement Date shall be deemed to come (1) first from the amount of the "investment in the contract" prior to August 14, 1982 ("pre-8/14/82 investment") carried over from the prior contract, (2) then from the portion of the "income on the contract" (carried over to, as well as accumulating in, the successor contract) that is attributable to such pre-8/14/82 investment, (3) then from the remaining "income on the contract" and (4) last from the remaining "investment in the contract." As a result, to the extent that such amount received or deemed received does not exceed such pre-8/14/82 investment, such amount is not includable in gross income. In addition, to the extent that such amount received or deemed received does not exceed the sum of (a) such pre-8/14/82 investment and (b) the "income on the contract" attributable thereto, such amount is not subject to the 10% additional tax. In all other respects, amounts received or deemed received from such post-exchange contracts are generally subject to the rules described in this subparagraph e.

f. Post-Death Distributions

i. Death of Owner or Primary Annuitant

Subject to the alternative election or spouse Beneficiary provisions in ii or iii below:

1. If any Owner dies on or after the Annuity Commencement Date and before the entire interest in the Contract has been distributed, the remaining portion of such interest shall be distributed at least as rapidly as under the method of distribution being used as of the date of such death;

2. If any Owner dies before the Annuity Commencement Date, the entire interest in the Contract shall be distributed within 5 years after such death; and

3. If the Owner is not an individual, then for purposes of 1. or 2. above, the primary Annuitant under the Contract shall be treated as the Owner, and any change in the primary Annuitant shall be treated as the death of the Owner. The primary Annuitant is the individual, the events in the life of whom are of primary importance in affecting the timing or amount of the payout under the Contract.

ii. Alternative Election to Satisfy Distribution Requirements

If any portion of the interest of an Owner described in i. above is payable to or for the benefit of a designated Beneficiary, such Beneficiary may elect to have the portion distributed over a period that does not extend beyond the life or life expectancy of the Beneficiary. Such distributions must begin within a 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.

iii. Spouse Beneficiary

If any portion of the interest of an Owner is payable to or for the benefit of his or her spouse, the spouse is the sole Beneficiary, and the Annuitant is living, such spouse shall be treated as the Owner of such portion for purposes of Section i above. This spousal Contract continuation shall apply only once for this Contract.

The right of a spouse to continue the Contract and all Contract provisions relating to spousal continuation are available only to a person who meets the definition of "spouse" under federal law. The U.S. Supreme Court has held that same-sex marriages must be permitted under state law and that marriages recognized under state law will be recognized for federal law purposes.

Domestic partnerships and civil unions that are not recognized as legal marriages under state law, however, will not be treated as marriages under federal law. Consult a tax adviser for more information on this subject.

g. Addition of Rider or Material Change.

The addition of a rider to the Contract, or a material change in the Contract's provisions, could cause it to be considered newly issued or entered into for tax purposes, and thus could cause the Contract to lose certain grandfathered tax status. Please contact your tax adviser for more information.

h. 1035 Exchanges.

We may issue this Contract in exchange for another life insurance or annuity contract. Code Section 1035 permits certain tax-free exchanges of life insurance contracts and annuity contracts for another annuity contract as long as certain requirements are satisfied. If any money or other property is received in the exchange, gain (but not loss) may be recognized under the exchange. If the exchange is tax free, your investment in the contract from the prior contract will carry over to your new Contract.

The IRS, in Rev. Rul. 2003-76, confirmed that the owner of an annuity contract can direct its insurer to transfer a portion of the Contract's cash value directly to another annuity contract (issued by the same insurer or by a different insurer), and such a direct transfer can qualify for tax-free exchange treatment under Code Section 1035 (a "partial exchange").

The IRS issued additional guidance, Rev. Proc. 2011-38, that addresses partial exchanges. Rev. Proc. 2011-38 modifies and supersedes Rev. Proc. 2008-24 and applies to the direct transfer of a portion of the cash Surrender Value of an existing annuity contract for a second annuity contract, regardless of whether the two annuity contracts are issued by the same or different companies and is effective for transfers that are completed on or after October 24, 2011. The Rev. Proc. does not apply to transactions to which the rules for partial annuitization under Code Section 72(a)(2) apply.

Under Rev. Proc. 2011-38, a transfer within the scope of the Rev. Proc. will be treated as a tax-free exchange under Section 1035 if no amount, other than an amount received as an annuity for a period of 10 years or more or during one or more lives, is received under either the original contract or the new contract during the 180 days beginning on the date of the transfer (in the case of a new contract, the date the contract is placed in-force). A subsequent direct transfer of all or a portion of either contract is not taken into account for purposes of this characterization if the subsequent transfer qualifies (or is intended to qualify) as a tax-free exchange under Code Section 1035.

If a transfer falls within the scope of the Rev. Proc. but is not described above (for example — if a distribution is made from either contract within the 180 day period), the transfer will be characterized in a manner consistent with its substance, based on general tax principles and all the facts and circumstances. The IRS will not require aggregation (under Code Section 72(e)(12)) of an original, pre-existing contract with a second contract that is the subject of a tax-free exchange, even if both contracts are issued by the same insurance company but will instead treat the contracts as separate annuity contracts. The applicability of the IRS's partial exchange guidance to the splitting of an annuity contract is not clear. You should consult with a qualified tax adviser as to potential tax consequences before attempting any partial exchange or split of annuity contracts.

3. Tax Ownership of the Assets in the Separate Account

In some circumstances, the IRS and courts have recharacterized variable annuity contracts by treating the owner, for federal income tax purposes, as owning the separate account assets on which the contract is based. The IRS guidance in this area has focused on whether the owner has excessive control over the separate account assets. Such control may exist if the owner can allocate amounts under the contract to purchase specific assets within the separate account that also are available outside of the contract. In addition, the IRS and courts considered whether the variable annuity owner's position is substantially identical to what it would have been if the owner had purchased the separate account assets directly, rather than having purchased a variable annuity contract. Similar federal income tax principles also can operate to recharacterize an arrangement for income tax purposes in certain circumstances, such as if the substance

of the arrangement differs from its form. If the authorities on owner control or similar tax principles apply, the tax-deferred status of the contract may be adversely affected. For example, the owner of the contract could be taxed annually on the income and gains attributable to the assets that determine the contract values and benefits.

We do not believe that these authorities or tax principles should apply to this Contract. Although We hold certain amounts attributable to the Contract in Our Separate Account, you do not share in the investment performance of any assets in the Separate Account. Rather, Our obligations under the Contract are independent of the investment performance of the Separate Account. In addition, allocations under the Contract to the Index Strategies are distinguishable from a direct investment in the assets comprising the corresponding indexes. However, there is no IRS guidance or other authority directly addressing whether or how the rules summarized above may apply to the Contract. We reserve the right to amend this Contract, retroactively or prospectively, to reflect any changes or clarifications that may be needed or are appropriate to maintain the Contract's tax status or to conform the Contract to any applicable changes in the tax qualification requirements. Concerned Owners should consult their own financial professionals regarding the tax matter discussed above.

4. Delayed Annuity Dates

If the Contract's Annuity Commencement Date is, or has been extended to, a time when the Owner (or if the Owner is a non-natural person, the Annuitant) has reached an advanced age, it is possible that the Contract would not be treated as an annuity for federal income tax purposes. In that event, the income and gains under the Contract could be currently includable in the Owner's income.

C. Federal Income Tax Withholding

1. U.S. Citizens or Resident Aliens

• Non-Periodic Distributions. The portion of a non-periodic distribution that is includable in gross income is subject to federal income tax withholding unless an individual elects not to have such tax withheld ("election out"). We will provide such an "election out" form at the time such a distribution is requested. If the necessary "election out" form is not submitted to Us in a timely manner, generally We are required to withhold 10 percent of the includable amount of distribution and remit it to the IRS.

• Periodic Distributions (payable over a period greater than one year). The portion of a periodic distribution that is includable in gross income is generally subject to federal income tax withholding as if the payment were a payment of wages by an employer to an employee for the appropriate payroll period. An individual generally may elect out of such withholding or elect to have income tax withheld at a different rate, by providing a completed election form. We will provide such an election form at the time such a distribution is requested. If the necessary "election out" forms are not submitted to Us in a timely manner, We are required to withhold tax based on certain assumptions provided in IRS guidance and remit this amount to the IRS.

Generally, no "election out" is permitted if the distribution is delivered outside the United States and any possession of the United States, if the Payee fails to provide a taxpayer identification number ("TIN"), or We are notified by the IRS that the TIN provided by the Payee is incorrect. Regardless of any "election out" or any amount of tax actually withheld on an amount received from a Contract, the Payee is generally liable for any failure to pay the full amount of tax due on the includable portion of such amount received. A Payee also may be required to pay penalties under the estimated income tax rules, if the withholding and estimated tax payments are insufficient to satisfy the Payee's total tax liability.

2. Nonresident Aliens and Foreign Corporations

Payees that are not U.S. citizens or resident aliens will generally be subject to U.S. federal withholding tax on taxable distributions from the Contract at a 30% rate, unless a lower treaty rate applies. In addition, if the Company does not have appropriate documentation establishing the Payee's status (e.g., a Form W-9 or applicable Form W-8), the Company could be required to withhold 30% on certain payments from the Contract under the Foreign Account Tax Compliance Act (or FATCA). The FATCA rules are complex. Please consult your tax adviser.

D. Estate, Gift and Generation-Skipping Tax and Related Tax Considerations

Any amount payable upon an Owner's death, whether before or after the Annuity Commencement Date, is generally includable in the Owner's estate for federal estate tax purposes. Similarly, prior to the Owner's death, the payment of any amount from the Contract, or the transfer of any interest in the Contract, to a Beneficiary or other person for less than adequate consideration may have federal gift tax consequences. In addition, any transfer to, or designation of, a non-spouse Beneficiary who either is (1) 37¹/₂ or more years younger than an Owner or (2) a grandchild (or more remote further descendent) of an Owner may have federal generation-skipping-transfer ("GST") tax consequences under Code Section 2601. Regulations under Code Section 2662 may require Us to deduct any such GST tax from your Contract, or from any applicable payment, and pay it directly to the IRS. However, any federal estate, gift or GST tax payment with respect to a Contract could produce an offsetting income tax deduction for a Beneficiary or transferee under Code Section 691(c) (partially offsetting such federal estate or GST tax) or a basis increase for a Beneficiary or transferee under Code Section 691(c) or Section 1015(d).

In addition, as indicated above in "Distributions Prior to the Annuity Commencement Date," the transfer of a Contract for less than adequate consideration during the Owner's lifetime generally is treated as producing an amount received by such Owner that is subject to both income tax and the 10% penalty tax. To the extent that such an amount deemed received causes an amount to be includable currently in such Owner's gross income, this same income amount could produce a corresponding increase in such Owner's tax basis for such Contract that is carried over to the transferee's tax basis for such Contract under Code Section 72(e)(4)(C)(iii) and Section 1015.

E. Tax Disclosure Obligations

In some instances, certain transactions must be disclosed to the IRS or penalties could apply. See, for example, IRS Notice 2009-59. The Code also requires certain "material advisers" to maintain a list of persons participating in such "reportable transactions," which list must be furnished to the IRS upon request. It is possible that such disclosures could be required by The Company, the Owner(s) or other persons involved in transactions involving annuity contracts. It is the responsibility of each party, in consultation with their tax and legal advisers, to determine whether the particular facts and circumstances warrant such disclosures.

F. Medicare Tax

Distributions from non-qualified annuity policies will be considered "investment income" for purposes of the newly enacted Medicare tax on investment income. Thus, in certain circumstances, a 3.8% tax may be applied to some or all of the taxable portion of distributions (e.g., earnings) to taxpayers whose income exceeds certain threshold amounts. Please consult a tax adviser for more information.

INFORMATION REGARDING IRAS

This summary does not attempt to provide more than general information about the federal income tax rules associated with use of a Contract as an individual retirement annuity under Code section 408(b) or in connection with an individual retirement account under Code section 408(a). State income tax rules applicable to IRAs may differ from federal income tax rules, and this summary does not describe any of these differences. Because of the complexity of the tax rules, owners and beneficiaries are encouraged to consult their own tax advisers as to specific tax consequences. Additional information can also be obtained from your local IRS office, from IRS Publication 590A and 590-B (hereinafter referred to as Publication 590) or online at www.irs.gov.

1. Individual Retirement Annuities ("IRAs").

In addition to "traditional" IRAs governed by Code Sections 408(a) and (b) ("Traditional IRAs"), there are Roth IRAs governed by Code Section 408A, and SEP IRAs governed by Code Section 408(k). Contributions to each of these types of IRAs are subject to differing limitations. The following is a very general description of each type of IRA for which a Contract is available.

a. Traditional IRAs

Traditional IRAs are subject to limits on the amounts that may be contributed each year, the persons who may be eligible, and the time when minimum distributions must begin. Depending upon the circumstances of the individual, contributions to a Traditional IRA may be made on a deductible or non-deductible basis. Failure to make Required Minimum Distributions ("RMDs") when the Owner reaches the "applicable age" under the RMD rules or dies, as described below, may result in imposition of a 25% excise tax on any excess of the RMD amount over the amount distributed. The excise tax is reduced to 10% if a taxpayer receives a distribution, during the "correction window," of the amount of the missed RMD from the same plan to which the excise tax relates and satisfies certain other conditions. In addition, any amount received before the Owner reaches age 59 1/2 or dies is subject to a 10% additional tax on premature distributions, unless a special exception applies, as described below. Under Code Section 408(e), an IRA may not be used for borrowing (or as security for any loan) or in certain prohibited transactions, and such a transaction could lead to the complete tax disqualification of an IRA.

If you were born...	Your "applicable age" is...
Before July 1, 1949		70 1/2
On or after July 1, 1949 and before January 1, 1951		72
On or after January 1, 1951 and before January 1, 1960		73
On or after January 1, 1960		75

You (or your surviving spouse if you die) may rollover funds tax-free from certain existing qualified plans into a Traditional IRA under certain circumstances, as indicated below. In addition, under Code Section 402(c)(11) a non-spouse "designated Beneficiary" of a deceased plan participant may make a tax-free "direct rollover" (in the form of a direct transfer between plan fiduciaries, as described below in "Rollover Distributions") from certain qualified plans to a Traditional IRA for such Beneficiary, but such Traditional IRA must be designated and treated as an "inherited IRA" that remains subject to applicable RMD rules (as if such IRA had been inherited from the deceased plan participant).

IRAs generally may not invest in life insurance contracts. However, an annuity contract that is used as an IRA may provide a Death Benefit that equals the greater of the premiums paid or the Contract's cash value. The Contract offers an enhanced Death Benefit that may exceed the greater of the Contract Value or total Premium Payments. The tax rules are unclear as to what extent an IRA can provide a Death Benefit that exceeds the greater of the IRA's cash value or the sum of the premiums paid and other contributions into the IRA. Please note that the IRA rider for the Contract has provisions that are designed to maintain the Contract's tax qualification as an IRA, and therefore could limit certain benefits under the Contract (including endorsement, rider or option benefits) to maintain the Contract's tax qualification.

b. SEP IRAs

Code Section 408(k) provides for a Traditional or ROTH IRA in the form of an employer-sponsored defined contribution plan known as a Simplified Employee Pension ("SEP") or a SEP IRA. A SEP IRA can have employer contributions, and in limited circumstances employee and salary reduction contributions, as well as higher overall contribution limits than a Traditional or ROTH IRA, but a SEP is also subject to special tax qualification requirements (e.g., on participation, nondiscrimination and withdrawals) and sanctions. Otherwise, a SEP IRA is generally subject to the same tax rules as for a Traditional or ROTH IRA, which are described above and below, respectively. Please note that the IRA rider for the Contract has provisions that are designed to maintain the Contract's tax qualification as an IRA, and therefore could limit certain benefits under the Contract (including endorsement, rider or option benefits) to maintain the Contract's tax qualification.

c. Roth IRAs

Code Section 408A permits eligible individuals to establish a Roth IRA. Contributions to a Roth IRA are not deductible, but withdrawals of amounts contributed and the earnings thereon that meet certain requirements are not subject to federal income tax. In general, Roth IRAs are subject to limitations on the amounts that may be contributed by the persons who may be eligible to contribute, certain Traditional IRA restrictions, and certain RMD rules on the death of the Owner. Unlike a Traditional IRA, Roth IRAs are not subject to RMD rules during the Owner's lifetime. However, the RMD rules apply upon the Owner's death. The Owner of a Traditional IRA or other qualified plan assets may complete a conversion into a Roth IRA under certain circumstances. The conversion of a Traditional IRA or other qualified plan assets to a Roth IRA will subject the fair market value of the funds to federal income tax in the year of conversion. In addition to the amount held in the converted account, the fair market value may include the value of additional benefits provided by the annuity contract on the date of conversion, based on reasonable actuarial assumptions. Tax-free rollovers from a Roth IRA can be made only to another Roth IRA under limited circumstances, as indicated below. Distributions from eligible qualified plans can be "rolled over" directly (subject to tax) into a Roth IRA under certain circumstances. A conversion of a traditional IRA to a Roth IRA, and a rollover from any other eligible retirement plan to a Roth IRA, made after December 31, 2017, cannot be recharacterized as having been made to a traditional IRA. Anyone considering a "conversion" to a Roth IRA should consult with a qualified tax adviser. Please note that the Roth IRA rider for the Contract has provisions that are designed to maintain the Contract's tax qualification as a Roth IRA, and therefore could limit certain benefits under the Contract (including endorsement, rider or option benefits) to maintain the Contract's tax qualification.

2. Taxation of Amounts Received from IRAs

Except under certain circumstances in the case of Roth IRAs, amounts received from qualified Contracts generally are taxed as ordinary income under Code Section 72, to the extent that they are not treated as a tax-free recovery of after-tax contributions or other "investment in the contract." For Annuity Payments and other amounts received after the Annuity Commencement Date from a qualified Contract, the tax rules for determining what portion of each amount received represents a tax-free recovery of "investment in the contract" is determined by the Contract Owner.

For non-periodic amounts from certain qualified Contracts, Code Section 72(e)(8) provides special rules that generally treat a portion of each amount received as a tax-free recovery of the "investment in the contract," based on the ratio of the "investment in the contract" over the Contract Value at the time of distribution. However, in determining such a ratio, certain aggregation rules may apply and may vary, depending on the type of qualified Contract. For instance, all Traditional IRAs owned by the same individual are generally aggregated for these purposes, but such an aggregation does not include any IRA inherited by such individual or any Roth IRA owned by such individual.

3. Additional and Excise Taxes for IRAs

Unlike non-qualified Contracts, IRAs are subject to federal additional taxes not just on premature distributions, but also to excise taxes on excess contributions and failures to make Required Minimum Distributions ("RMDs").

a. Additional Taxes on Premature Distributions

Code Section 72(t) imposes an additional income tax equal to 10% of the taxable portion of a distribution from certain types of IRAs that is made before the Owner reaches age 59 1/2. However, this 10% additional tax does not apply to a distribution that is either:

(i) made to a Beneficiary (or to the Owner's estate) on or after the employee's death;

(ii) attributable to the Owner becoming disabled under Code Section 72(m)(7);

(iii) part of a series of substantially equal periodic payments (not less frequently than annually — "SEPPs") made for the life (or life expectancy) of the employee or the joint lives (or joint life expectancies) of such employee and a designated Beneficiary ("SEPP Exception");

(iv) certain qualified reservist distributions under Code Section 72(t)(2)(G) upon a call to active duty;

(v) made as a "direct rollover" or other timely rollover to an eligible retirement plan, as described below. In addition, the 10% penalty tax does not apply to a distribution from an IRA that is either:

(vi) made after separation from employment to an unemployed IRA owner for health insurance premiums, if certain conditions in Code Section 72(t)(2)(D) are met;

(vii) not in excess of the amount of certain qualifying higher education expenses, as defined by Code Section 72(t)(7);

(viii) for a qualified first-time home buyer and meets the requirements of Code Section 72(t)(8);

(ix) made on account of a qualified birth or adoption; or

(x) made to a terminally ill Owner.

The taxpayer must meet certain requirements in order for these exceptions to apply. Certain other exceptions to the 10% additional tax not described herein also may apply. Please consult your tax adviser.

If the taxpayer avoids this 10% additional tax by qualifying for the SEPP Exception and later such series of payments is modified (other than by death, disability or a method change allowed by Rev. Rul. 2022-6), the 10% additional tax will be applied retroactively to all the prior periodic payments (i.e., penalty tax plus interest thereon), unless such modification is made after both (a) the employee has reached age 59 1/2 and (b) 5 years have elapsed since the first of these periodic payments.

b. Excise Tax on RMDs

If the amount distributed from an IRA is less than the amount of the Required Minimum Distribution ("RMD") for the year, the Owner is subject to a 25% excise tax on the amount that has not been timely distributed. The excise tax is reduced to 10% if a taxpayer receives a distribution, during the "correction window," of the amount of the missed RMD from the same plan to which the excise tax relates and satisfies certain other conditions.

The 25% excise tax is also applicable to RMD amounts not distributed to beneficiaries.

c. Excise Tax on Excess Contributions

If an IRA owner deposits more than is eligible to be contributed to an IRA, the excess contribution may be subject to a 6% excise tax (Code Section 4973). Whether the excise tax applies depends on how the excess contribution is handled and when it is corrected or removed. The rules for correcting an excess contribution are complicated and the IRA Owner should consult a professional tax adviser.

4. Required Minimum Distributions

The entire interest of the individual must be distributed beginning no later than the Required Beginning Date over:

(a) the life of the individual or the lives of the individual and a designated Beneficiary (as specified in the Code), or

(b) over a period not extending beyond the life expectancy of the individual or the joint life expectancy of the individual and a designated Beneficiary (as specified by the Code).

This Contract is not appropriate for investors who plan to take Required Minimum Distributions during a Strategy Term due to the imposition of Strategy Interim Value. The application of Strategy Interim Value to Required Minimum Distributions during the Strategy Term and the proportional reduction in your Indexed Strategy Base could significantly reduce the value of the Contract. In addition, amounts withdrawn could be subject to federal and state income taxes.

For Contracts that have not been annuitized, the RMD amount for each year is determined generally by dividing the account balance by a factor determined under the IRS "Uniform Lifetime Table." This account balance is generally based upon the Contract Value as of the close of business on the last day of the previous calendar year. RMDs also can be made in the form of Annuity Payments that satisfy the rules set forth in Regulations under the Code relating to RMDs.

In addition, in computing any RMD amount based on a Contract's Contract Value, such Contract Value must include the actuarial value of certain additional benefits provided by the Contract. As a result, electing an Optional Benefit under an IRA may require the RMD amount for such IRA to be increased each year, and expose such additional RMD amount to the 25% excise tax for RMDs if such additional RMD amount is not timely distributed.

The RMD rules that apply while the Owner is alive do not apply with respect to Roth IRAs. The RMD rules applicable after the death of the Owner apply to Roth IRAs.

Congress recently changed the RMD rules for individuals who die after 2019. The after-death RMD rules are complex, and you should consult your tax adviser about how they may apply to your situation.

Effective January 1, 2020, when an IRA owner dies, any remaining interest generally must be distributed within 10 years (or in some cases 5 years) after their death, unless an exception applies. One exception permits an "eligible designated beneficiary" to take distributions over life or a period not exceeding life expectancy (determined using the IRS "Single Life Table"), subject to special rules and limitations. An "eligible designated beneficiary" includes: the IRA owner's spouse or minor child (until the child reaches age of majority/age 21), certain disabled or chronically ill individuals, and an individual who is not more than 10 years younger than the IRA owner. We may limit any payment option over life, or period not exceeding life expectancy, to certain categories of eligible designated beneficiaries, or withdraw such payment option(s), in Our discretion.

If the Owner of an IRA dies and the Owner's surviving spouse is the sole designated beneficiary, this surviving spouse may elect to treat the Traditional or Roth IRA as his or her own. The spouse must make the election by the later of (1) the end of the calendar year in which the surviving spouse reaches the applicable age, and (2) the end of the calendar year following the calendar year of the IRA owner's death. If the Owner dies before the required beginning date and the surviving spouse does not elect to treat the IRA as their own, distributions may be delayed until December 31 of the year the deceased Owner would have attained the applicable age.

If the Owner dies after Annuity Payments have already begun, any remaining payments under the contract also must be made in accordance with the RMD rules. In some cases, those rules may require that the remaining payments be made over a shorter period than originally elected or otherwise adjusted to comply with the tax law.

5. Tax Withholding for IRAs

Distributions from an IRA generally are subject to federal income tax withholding requirements. These federal income tax withholding requirements, including any "elections out" and the rate at which withholding applies, generally are the same as for periodic and nonperiodic distributions from a non-qualified Contract, as described above.

Regardless of any "election out" (or any amount of tax actually withheld) on an amount received from an IRA the payee is generally liable for any failure to pay the full amount of tax due on the includable portion of such amount received. A payee also may be required to pay penalties under the estimated income tax rules, if the withholding and estimated tax payments are insufficient to satisfy the payee's total tax liability.

6. Rollover & Transfer Distributions

Rollover rules for distributions from IRAs under Code Sections 408(d)(3) and 408A(d)(3) vary according to the type of transferor IRA and type of transferee IRA or other plan. For instance, generally no tax-free "trustee-to-trustee transfer" or "60-day rollover" can be made between a "NonRoth IRA" (Traditional, SEP or SIMPLE IRA) and a Roth IRA. A "conversion" of a NonRoth IRA to a Roth IRA, is taxable transaction and not subject to the 10% additional tax. However, if amounts are subsequently distributed from the Roth IRA they may be subject to the 10% additional tax if withdrawn in the first 5 years following the conversion.

For a non-spouse Beneficiary, no tax-free "trustee-to-trustee transfer" or "60-day rollover" can be made between an "inherited IRA" (NonRoth or Roth) and an IRA set up by that same individual as the original Owner. A Beneficiary may complete a "trustee-to-trustee transfer" to another inherited IRA account or combine inherited IRA accounts from the same deceased Owner.

Generally, any amount other than an RMD distributed from an IRA is eligible for a "60-day rollover." However, a tax-free 60-day rollover is limited to 1 per 12 month period; whereas no limit applies to "trustee-to-trustee transfers."

Similar rules apply to a "trustee-to-trustee transfer" or a "60-day rollover" of a distribution from a SIMPLE IRA to a Traditional IRA, except that any distribution of employer contributions from a SIMPLE IRA during the initial 2-year period in which the individual participates in the employer's SIMPLE plan is generally disqualified (and subject to the 25% additional tax on premature distributions) if it is not rolled into another SIMPLE IRA for that individual. Amounts other than RMDs distributed from a Traditional or SEP IRA (or SIMPLE IRA after the initial 2-year period) also are eligible for a "trustee-to-trustee transfer" or a "60-day rollover" to an eligible retirement plan (e.g., a TSA) that accepts such a rollover, but any such rollover is limited to the amount of the distribution that otherwise would be includable in gross income (i.e., after-tax contributions are not eligible).

Special rollover rules also apply to (1) transfers or rollovers for the benefit of a spouse (or ex-spouse) or a non-spouse designated Beneficiary, (2) plan distributions of property, (3) distributions from a Roth account in certain plans, (4) recontributions of certain qualified disaster distributions, (5) transfers from a Traditional or Roth IRA to certain health savings accounts under Code Section 408(d)(9), (6) obtaining a waiver of the 60-day limit for a tax-free rollover from the IRS, (7) recontributions within 3 years of qualified birth & adoptions, and (8) certain distributions made to a terminally ill Owner.

OTHER INFORMATION

GENERAL ACCOUNT

Any amounts that We are obligated to pay under the Contract, including Index Credits, Performance Credits, interest, the Death Benefit and Annuity Payments, are subject to Our financial strength and claims paying ability and Our long-term ability to make such payments. We invest the assets of the General Account according to the laws governing the investments of insurance company general accounts. The General Account is not a bank account and is not insured by the Federal Deposit Insurance Corporation (FDIC) or any other government agency. We receive a benefit from all amounts held in Our General Account. Amounts in Our General Account are available to Our general creditors. We issue other types of insurance policies and pay Our obligations under these products from Our assets in the General Account.

THE SEPARATE ACCOUNT

We place certain assets related to Indexed Strategies, the One-Year Fixed Strategy and Performance Credit Account to which you allocate Contract Value in the Separate Account. We have exclusive and absolute ownership and control of the assets of the Separate Account. You do not share in the investment performance of assets allocated to the Separate Account. The Separate Account is not registered under the Investment Company Act of 1940, as amended. The Separate Account is not insulated, the assets are considered to be part of the General Account assets and are subject to Our general creditors.

Where permitted by applicable law, We reserve the right to make certain changes to the structure and operation of the Separate Account. We will not make any such changes without receiving any necessary approval of any applicable state insurance department. We will notify you of any changes in writing. These changes include, but are not limited to:

• Manage the Separate Account under the direction of a committee at any time;

• Make any changes required by applicable law or regulation; and

• Modify the provisions of the Contract to reflect changes to the Indexed Strategies and the Separate Account and to comply with applicable law.

SUSPENSION OF PAYMENTS, PERFORMANCE LOCK REQUESTS, OR REALLOCATIONS

We may suspend or delay the payment of Death Benefits and withdrawals, the calculation of Annuity Payments, Performance Lock requests, and reallocations when We cannot calculate a Strategy Contract Value under any of the following circumstances:

• the New York Stock Exchange is closed (other than customary weekend and holiday closings);

• the closing value of an Index is not published;

• trading on the New York Stock Exchange is restricted;

• if any value, not limited to the Index Value, is unavailable for the calculation of the Strategy Interim Value;

• the calculation of the Strategy Interim Value is not reasonably practical due to an emergency; or during any other period when a regulator, by order, so permits.

If We cannot obtain a value for an Index on any day due to any of these circumstances, We will use the value of the Index as of the last Valuation Day the value is available. If the beginning day of a Strategy Term falls on a Valuation Day for which We cannot obtain a value for an Index, We will use the Index Value as of the last Valuation Day as the Index Value for the beginning day of the Strategy Term.

HOW CONTRACTS ARE SOLD

[To be updated by amendment]

We have entered into a distribution agreement with Our affiliate Global Atlantic Distributors, LLC under which it serves as the principal underwriter for the Contracts, which are offered on a continuous basis. Global Atlantic Distributors, LLC is registered with the Securities and Exchange Commission under the 1934 Act as a broker-dealer and is a member of the Financial Industry Regulatory Authority (FINRA).

We are affiliated with Global Atlantic Distributors, LLC because We are under common control. The principal business address of Global Atlantic Distributors, LLC is One Financial Plaza, 755 Main Street, 24^th Floor, Hartford, CT 06103. Global Atlantic Distributors, LLC has entered into selling agreements with affiliated and unaffiliated broker-dealers for the sale of the Contracts. We pay compensation to Global Atlantic Distributors, LLC for sales of the Contracts by broker-dealers. Global Atlantic Distributors, LLC in its role as Principal Underwriter, did not retain any underwriting commissions for the fiscal year ended December 31, 2025 with regard to the Contracts. Contracts will be sold by individuals (Financial Intermediaries) who have been appointed by Us as insurance agents and who are financial professionals. Each financial professional is affiliated with one of the selling broker-dealers. We may also make the Contracts available through independent financial professionals.

We list below types of arrangements that help to incentivize sales representatives to sell Our suite of annuities. Not all arrangements necessarily affect each registered index linked annuity. These types of arrangements could create an incentive for the selling firm or its

sales representative to recommend or sell this Contract to you. You may wish to take such incentives into account when considering and evaluating any recommendations relating to this Contract.

Broker-dealers may receive commissions from Us for selling you this Contract (described below under Commissions). Certain selected broker-dealers also receive additional compensation (described below under Additional Payments). All or a portion of the payments We make to broker-dealers may be passed on to Financial Intermediaries according to a broker-dealer's internal compensation practices.

Affiliated broker-dealers also employ individuals called wholesalers in the sales process, who provide sales support and training to sales representatives. Wholesalers typically receive commissions based on the type of contract or Optional Benefits sold. Commissions are based on a specified amount of Premium Payments or Contract Value.

Your financial professional may have a financial incentive to offer you a new Contract in place of the one you already own. You should only exchange a Contract you already own if you determine, after comparing the features, fees and risks of both Contracts, that it is better for you to purchase the new Contract rather than continue to own your existing Contract. In general, the Contract does not contain any provisions related to exchanges or conversions.

Commissions Paid by The Company

Up front commissions paid to broker-dealers generally range from 0% to up to 7.5% of each Premium Payment you make. Trail commissions (fees paid for customers that maintain their Contracts generally for more than 1 year) range up to 1% of your Contract Value. We pay different commissions based on the Contract variation that you buy. We may pay a lower commission for sales to Owners over age 75. Your registered investment adviser may be paid by you pursuant to the investment advisory agreement you entered into. Commission arrangements vary from one broker-dealer to another. We are not involved in determining your financial professional's compensation. Under certain circumstances, your financial professional may be required to return all or a portion of the commissions paid.

Check with your financial professional to verify whether your account is a brokerage or an advisory account. Your interests may differ from Ours and your financial professional (or the broker-dealer with which they are associated). Please ask questions to make sure you understand your rights and any potential conflicts of interest. If you are an advisory client, your financial professional (or the broker-dealer with which they are associated) can be paid both by you and by Us based on what you buy. Therefore, profits, and your financial professional's (or their broker-dealer's) compensation, may vary by product and over time. Contact an appropriate person at your broker-dealer with whom you can discuss these differences and inquire about any revenue sharing arrangements that We and Our affiliates may have with the selling firm.

Additional Payments

Subject to FINRA and broker-dealer rules, We or Our affiliates also pay the following types of fees to, among other things, encourage the sale of this Contract. These additional payments could create an incentive for your financial professional, and the broker-dealer with which they are associated, to recommend products that pay them more than others, which may not necessarily be to your benefit.

Additional Payment Type				What it's used for
Access				Access to Financial Intermediaries and/or broker-dealers such as one-on-one wholesaler visits or attendance at national sales meetings or similar events.
Gifts & Entertainment				Occasional meals and entertainment, tickets to sporting events and other gifts.
Marketing				Joint marketing campaigns and/or broker-dealer event advertising/participation; sponsorship of broker-dealer sales contests and/or promotions in which participants (including Financial Intermediaries) receive prizes such as travel Awards, merchandise and recognition; client generation expenses.
Marketing Expense Allowances				Pay Fund related parties for wholesaler support, training and marketing activities for certain Funds.
Support				Sales support through such things as providing hardware and software, operational and systems integration, links to Our website from a broker- dealer's website; shareholder services (including subaccounting sponsorship of broker-dealer due diligence meetings; and/or expense allowances and reimbursements).
Training				Educational (due diligence), sales or training seminars, conferences and programs, sales and service desk training, and/or client or prospect seminar sponsorships.

Additional Payment Type				What it's used for
Visibility				Inclusion of Our products on a broker-dealer's preferred list; participation in, or visibility at, national and regional conferences; and/or articles in broker-dealer publications highlighting Our products and services.
Volume				Pay for the overall volume of their sales or the amount of money investing in Our products.

As of December 31, 2025, We have entered into ongoing contractual arrangements to make additional payments to the following Financial Intermediaries: American Portfolios Financial Services; Barnabas Capital LLC; Cambridge Investment Research; Centaurus Financial, Inc.; Cetera Advisor Networks LLC; Cetera Advisors LLC; Cetera Financial Specialist LLC; Cetera Investment Services LLC; Citizens Securities, Inc.; CreativeOne Securities LLC; FSC Agency, Inc.; FSC Securities Corporation; First Palladiam; Independent Financial Group; Janney Montgomery Scott LLC; LPL Financial LLC; Lion Street Financial LLC; Morgan Stanley Smith Barney; Osaic, Inc.; Osaic Institutions, Inc. (formerly Infinex Investments, Inc.); Osaic Wealth, Inc. (formerly Royal Alliance Associates, Inc.); PNC Insurance Services, LLC; Raymond James Insurance Group, Inc.; Raymond James & Associates, Inc.; RBC Capital Markets LLC; SagePoint Financial, Inc.; Securities America; The Leaders Group, Inc.; Triad Advisors; Triad Insurance, Inc.; UBS Financial Services Insurance Agency, Inc.; U.S. Bancorp Investments, Inc.; Wells Fargo and Woodbury Financial Services, Inc.

Inclusion on this list does not imply that these sums necessarily constitute "special cash compensation" as defined by FINRA Conduct Rule 2830(l)(4). We will endeavor to update this listing annually and interim arrangements may not be reflected. We assume no duty to notify any investor whether their Financial Intermediary is or should be included in any such listing.

For the fiscal year ended December 31, 2025, additional payments did not in the aggregate exceed approximately $2,699,823 (excluding corporate-sponsorship related prerequisites and marketing expense allowances) or approximately 0.12% of total the Contract's assets. Broker-dealers that received additional payments in 2025, but do not have an ongoing contractual relationship, are listed below.

Broker-dealers that received additional payments with at least a $100 value in 2025 of items such as sponsorship of meetings, education seminars, and travel and entertainment, whether or not an ongoing contractual relationship exists: Ameritas Life Insurance Corp; Arvest Wealth Management; Avantax Wealth Management; BB&T Investment Services; BMO Harris Financial Advisors; Cambridge Investment Research; Centinel Financial Group; CETERA ADVISOR NETWORKS LLC; CETERA ADVISORS LLC; Cetera Financial; CETERA INVESTMENT SERVICES LLC; Citizens bank; Commerce Bank; Commonwealth Financial Network; CUNA Brokerage; CUSO Financial Services; DA Davidson & Company; Desert Financial; ELE Wealth Management; Family Financial Solutions; Fifth Third Securities; FINANCIAL INDEPENDENCE GROUP; FSC Securities Corporation; Futurity First; Garden State Securities; Huntington Bank; Independent Financial Group; Investacorp Inc.; Investment Professionals Inc.; JAMES SMITH; Janney Montgomery; JP Morgan Chase; Kestra Financial / NFP; Key Bank; Leonard Martin and Associates; Lincoln Investment Planning; LPL; LPL BANK; LPL INSURANCE ASSOCIATES INC; M&T Bank; Morgan Stanley; Northeast Wealth Planners; Oppenheimer & Co; Osaic; PNC Bank; PNC Investments; Private Client Services; Purshe Kaplan Sterling; Raymond James; Raymond James Financial Services; RBC Wealth Management; Regions Bank; SagePoint Financial, Inc.; Santander Securities; Securities America; SORRENTO PACIFIC FINANCIAL LLC; SREIT; SunTrust Investment Services; SYNOVUS SECURITIES INC; Triad Advisors; Truist Investment Services; UBS Financial Services Inc; Usbank; Wells Fargo; Wesbanco Securities, Inc.; Woodbury financial Services; WRP Investments.

No specific charge is assessed directly to Owners to cover commissions, additional payments or Marketing Expense Allowances described above. We do intend to recoup the sales expenses and incentives We pay, however, through fees and charges deducted under the Contract and other revenue sharing arrangements.

AMENDMENTS TO THE CONTRACT

We reserve the right to amend the Contract to meet the requirements of applicable federal or state laws or regulations. You will be notified in writing of any changes, modifications or waivers.

LEGAL PROCEEDINGS

There continues to be significant federal and state regulatory activity relating to financial services companies. We are subject to various legal proceedings and claims incidental to or arising in the ordinary course of Our business. In the future, We may be subject to additional lawsuits, arbitration proceedings and/or regulatory/legal proceedings. While it is not possible to predict with certainty the ultimate out- come of any pending or future case, legal proceeding or regulatory action, We do not expect the ultimate result of any of Our known legal proceedings or claims to likely have a material adverse effect on the Company's ability to meet its obligations under the Contracts or Global Atlantic Distributors, LLC's ability to perform its contractual responsibilities as principal underwriter.

FINANCIAL STATEMENTS

You can find financial statements for the Company in the Statement of Additional Information. To receive a copy of the Statement of Additional Information free of charge, call your financial professional or contact Us. The back cover page of this prospectus includes instructions on how to request a Statement of Additional Information from Us.

APPENDIX A: INVESTMENT OPTIONS AVAILABLE UNDER THE CONTRACT

Indexed Strategies

The following is a list of Indexed Strategies currently available under the Contract. We may change the features of the Indexed Strategies listed below (including the Index and the current limits on Index gains), offer new Indexed Strategies, and terminate existing Indexed Strategies. We will provide you with written notice before making any changes other than changes to current limits on Index gains. Information about current limits on Index gains is available at www.FSG2Prospectus.com.

Note: If amounts are removed from an Indexed Strategy before the end of its Strategy Term, We will apply a Strategy Interim Value adjustment. This may result in a significant reduction in your Strategy Contract Value that could exceed any protection from Index loss that would be in place if you waited until the end of the Strategy Term. In addition, if amounts are withdrawn or annuitized from an Indexed Strategy (even on a Strategy Term end date), We may apply an MVA. This may result in a significant reduction in your withdrawal proceeds or the amount annuitized.

See the section titled "Indexed Strategies" for a description of the Indexed Strategies' features. See the section titled "Contract Charges and Adjustments" for more information about Strategy Interim Value adjustments and MVAs.

The availability of investment options may vary depending on the selling firm through which your Contract was purchased. See Appendix I — Financial Intermediary Variations.

Index

Type of Index

Strategy
Term

Index Crediting
Methodology

Current Limit on
Index Loss
(if held until end
of Strategy
Term)

Minimum Limit
on Index Gain
(for life of the
Indexed Strategy)

Maximum
Strategy Fee

Non-Dual Directional Indexed Strategies

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

One Year

Cap

Floor: -10%

1.00 during WCP
0.50% after WCP

N/A

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

One Year

Cap
Growth Accelerator

Floor: -10%

1.00 during WCP
0.50% after WCP

2.50

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

One Year

Participation Rate and Cap

Buffer: 10%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

N/A

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

One Year

Participation Rate and Cap
Growth Accelerator

Buffer: 10%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

2.50

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

One Year

Participation Rate and Cap

Buffer: 20%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

N/A

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

One Year

Participation Rate and Cap
Growth Accelerator

Buffer: 20%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

2.50

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

One Year

Participation Rate and Cap

Buffer: 100%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

N/A

A-1

Index

Type of Index

Strategy
Term

Index Crediting
Methodology

Current Limit on
Index Loss
(if held until end
of Strategy
Term)

Minimum Limit
on Index Gain
(for life of the
Indexed Strategy)

Maximum
Strategy Fee

Non-Dual Directional Indexed Strategies

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

One Year

Participation Rate and Cap
Growth Accelerator

Buffer: 100%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

2.50

Nasdaq-100^® Price
Return Index⁽¹⁾

Market
Index

One Year

Participation Rate and Cap

Buffer: 10%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

N/A

Nasdaq-100^® Price
Return Index⁽¹⁾

Market
Index

One Year

Participation Rate and Cap
Growth Accelerator

Buffer: 10%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

2.50

Nasdaq-100^® Price
Return Index⁽¹⁾

Market
Index

One Year

Participation Rate and Cap

Buffer: 20%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

N/A

Nasdaq-100^® Price
Return Index⁽¹⁾

Market
Index

One Year

Participation Rate and Cap
Growth Accelerator

Buffer: 20%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

2.50

Nasdaq-100^® Price
Return Index⁽¹⁾

Market
Index

One Year

Participation Rate and Cap

Buffer: 100%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

N/A

Nasdaq-100^® Price
Return Index⁽¹⁾

Market
Index

One Year

Participation Rate and Cap
Growth Accelerator

Buffer: 100%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

2.50

Russell 2000^® Price
Return Index⁽¹⁾

Market
Index

One Year

Participation Rate and Cap

Buffer: 10%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

N/A

Russell 2000^® Price
Return Index⁽¹⁾

Market
Index

One Year

Participation Rate and Cap
Growth Accelerator

Buffer: 10%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

2.50

Russell 2000^® Price
Return Index⁽¹⁾

Market
Index

One Year

Participation Rate and Cap

Buffer: 20%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

N/A

A-2

Index

Type of Index

Strategy
Term

Index Crediting
Methodology

Current Limit on
Index Loss
(if held until end
of Strategy
Term)

Minimum Limit
on Index Gain
(for life of the
Indexed Strategy)

Maximum
Strategy Fee

Non-Dual Directional Indexed Strategies

Russell 2000^® Price
Return Index⁽¹⁾

Market
Index

One Year

Participation Rate and Cap
Growth Accelerator

Buffer: 20%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

2.50

Russell 2000^® Price
Return Index⁽¹⁾

Market
Index

One Year

Participation Rate and Cap

Buffer: 100%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

N/A

Russell 2000^® Price
Return Index⁽¹⁾

Market
Index

One Year

Participation Rate and Cap
Growth Accelerator

Buffer: 100%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

2.50

MSCI EAFE Price
Return Index⁽¹⁾

Market
Index

One Year

Participation Rate and Cap

Buffer: 10%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

N/A

MSCI EAFE Price
Return Index⁽¹⁾

Market
Index

One Year

Participation Rate and Cap
Growth Accelerator

Buffer: 10%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

2.50

MSCI EAFE Price
Return Index⁽¹⁾

Market
Index

One Year

Participation Rate and Cap

Buffer: 20%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

N/A

MSCI EAFE Price
Return Index⁽¹⁾

Market
Index

One Year

Participation Rate and Cap
Growth Accelerator

Buffer: 20%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

2.50

MSCI EAFE Price
Return Index⁽¹⁾

Market
Index

One Year

Participation Rate and Cap

Buffer: 100%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

N/A

MSCI EAFE Price
Return Index⁽¹⁾

Market
Index

One Year

Participation Rate and Cap
Growth Accelerator

Buffer: 100%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

2.50

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

One Year

Index Trigger

Buffer: 10%

Index Trigger:
1.00 during WCP
0.50% after WCP

N/A

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

One Year

Index Trigger

Buffer: 15%

Index Trigger:
1.00 during WCP
0.50% after WCP

N/A

A-3

Index

Type of Index

Strategy
Term

Index Crediting
Methodology

Current Limit on
Index Loss
(if held until end
of Strategy
Term)

Minimum Limit
on Index Gain
(for life of the
Indexed Strategy)

Maximum
Strategy Fee

Non-Dual Directional Indexed Strategies

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

One Year

Index Trigger

Buffer: 20%

Index Trigger:
1.00 during WCP
0.50% after WCP

N/A

Nasdaq-100^® Price
Return Index⁽¹⁾

Market
Index

One Year

Index Trigger

Buffer: 10%

Index Trigger:
1.00 during WCP
0.50% after WCP

N/A

Nasdaq-100^® Price
Return Index⁽¹⁾

Market
Index

One Year

Index Trigger

Buffer: 15%

Index Trigger:
1.00 during WCP
0.50% after WCP

N/A

Nasdaq-100^® Price
Return Index⁽¹⁾

Market
Index

One Year

Index Trigger

Buffer: 20%

Index Trigger:
1.00 during WCP
0.50% after WCP

N/A

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

Six Year

Participation Rate and Cap

Buffer: 1%⁽³⁾

Participation Rate: 100%
Index Cap: Uncapped

N/A

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

Six Year

Participation Rate and Cap
Growth Accelerator

Buffer: 1%⁽³⁾

Participation Rate: 100%
Index Cap: Uncapped

2.50

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

Six Year

Participation Rate and Cap

Buffer: 15%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

N/A

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

Six Year

Participation Rate and Cap
Growth Accelerator

Buffer: 15%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

2.50

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

Six Year

Participation Rate and Cap

Buffer: 20%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

N/A

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

Six Year

Participation Rate and Cap
Growth Accelerator

Buffer: 20%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

2.50

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

Six Year

Participation Rate and Cap

Buffer: 25%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

N/A

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

Six Year

Participation Rate and Cap
Growth Accelerator

Buffer: 25%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

2.50

A-4

Index

Type of Index

Strategy
Term

Index Crediting
Methodology

Current Limit on
Index Loss
(if held until end
of Strategy
Term)

Minimum Limit
on Index Gain
(for life of the
Indexed Strategy)

Maximum
Strategy Fee

Non-Dual Directional Indexed Strategies

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

Six Year

Participation Rate and Cap

Buffer: 100%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

N/A

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

Six Year

Participation Rate and Cap
Growth Accelerator

Buffer: 100%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

2.50

Nasdaq-100^® Price
Return Index⁽¹⁾

Market
Index

Six Year

Participation Rate and Cap

Buffer: 15%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

N/A

Nasdaq-100^® Price
Return Index⁽¹⁾

Market
Index

Six Year

Participation Rate and Cap
Growth Accelerator

Buffer: 15%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

2.50

Nasdaq-100^® Price
Return Index⁽¹⁾

Market
Index

Six Year

Participation Rate and Cap

Buffer: 20%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

N/A

Nasdaq-100^® Price
Return Index⁽¹⁾

Market
Index

Six Year

Participation Rate and Cap
Growth Accelerator

Buffer: 20%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

2.50

Nasdaq-100^® Price
Return Index⁽¹⁾

Market
Index

Six Year

Participation Rate and Cap

Buffer: 25%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

N/A

Nasdaq-100^® Price
Return Index⁽¹⁾

Market
Index

Six Year

Participation Rate and Cap
Growth Accelerator

Buffer: 25%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

2.50

Nasdaq-100^® Price
Return Index⁽¹⁾

Market
Index

Six Year

Participation Rate and Cap

Buffer: 100%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

N/A

Nasdaq-100^® Price
Return Index⁽¹⁾

Market
Index

Six Year

Participation Rate and Cap
Growth Accelerator

Buffer: 100%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

2.50

A-5

Index

Type of Index

Strategy
Term

Index Crediting
Methodology

Current Limit on
Index Loss
(if held until end
of Strategy
Term)

Minimum Limit
on Index Gain
(for life of the
Indexed Strategy)

Maximum
Strategy Fee

Non-Dual Directional Indexed Strategies

Russell 2000^® Price
Return Index⁽¹⁾

Market
Index

Six Year

Participation Rate and Cap

Buffer: 15%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

N/A

Russell 2000^® Price
Return Index⁽¹⁾

Market
Index

Six Year

Participation Rate and Cap
Growth Accelerator

Buffer: 15%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

2.50

Russell 2000^® Price
Return Index⁽¹⁾

Market
Index

Six Year

Participation Rate and Cap

Buffer: 20%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

N/A

Russell 2000^® Price
Return Index⁽¹⁾

Market
Index

Six Year

Participation Rate and Cap
Growth Accelerator

Buffer: 20%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

2.50

Russell 2000^® Price
Return Index⁽¹⁾

Market
Index

Six Year

Participation Rate and Cap

Buffer: 25%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

N/A

Russell 2000^® Price
Return Index⁽¹⁾

Market
Index

Six Year

Participation Rate and Cap
Growth Accelerator

Buffer: 25%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

2.50

Russell 2000^® Price
Return Index⁽¹⁾

Market
Index

Six Year

Participation Rate and Cap

Buffer: 100%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

N/A

Russell 2000^® Price
Return Index⁽¹⁾

Market
Index

Six Year

Participation Rate and Cap
Growth Accelerator

Buffer: 100%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

2.50

MSCI EAFE Price
Return Index⁽¹⁾

Market
Index

Six Year

Participation Rate and Cap

Buffer: 15%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

N/A

MSCI EAFE Price
Return Index⁽¹⁾

Market
Index

Six Year

Participation Rate and Cap
Growth Accelerator

Buffer: 15%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

2.50

A-6

Index

Type of Index

Strategy
Term

Index Crediting
Methodology

Current Limit on
Index Loss
(if held until end
of Strategy
Term)

Minimum Limit
on Index Gain
(for life of the
Indexed Strategy)

Maximum
Strategy Fee

Non-Dual Directional Indexed Strategies

MSCI EAFE Price
Return Index⁽¹⁾

Market
Index

Six Year

Participation Rate and Cap

Buffer: 20%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

N/A

MSCI EAFE Price
Return Index⁽¹⁾

Market
Index

Six Year

Participation Rate and Cap
Growth Accelerator

Buffer: 20%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

2.50

MSCI EAFE Price
Return Index⁽¹⁾

Market
Index

Six Year

Participation Rate and Cap

Buffer: 25%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

N/A

MSCI EAFE Price
Return Index⁽¹⁾

Market
Index

Six Year

Participation Rate and Cap
Growth Accelerator

Buffer: 25%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

2.50

MSCI EAFE Price
Return Index⁽¹⁾

Market
Index

Six Year

Participation Rate and Cap

Buffer: 100%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

N/A

MSCI EAFE Price
Return Index⁽¹⁾

Market
Index

Six Year

Participation Rate and Cap
Growth Accelerator

Buffer: 100%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

2.50

American Funds^®
The Growth Fund
of America^® —
Class F-3⁽²⁾

Mutual
Fund

Six Year

Participation Rate and Cap

Buffer: 15%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

N/A

American Funds^®
The Growth Fund
of America^® —
Class F-3⁽²⁾

Mutual
Fund

Six Year

Participation Rate and Cap
Growth Accelerator

Buffer: 15%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

2.50

American Funds^®
The Growth Fund
of America^® —
Class F-3⁽²⁾

Mutual
Fund

Six Year

Participation Rate and Cap

Buffer: 20%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

N/A

American Funds^®
The Growth Fund
of America^® —
Class F-3⁽²⁾

Mutual
Fund

Six Year

Participation Rate and Cap
Growth Accelerator

Buffer: 20%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

2.50

A-7

Index

Type of Index

Strategy
Term

Index Crediting
Methodology

Current Limit on
Index Loss
(if held until end
of Strategy
Term)

Minimum Limit
on Index Gain
(for life of the
Indexed Strategy)

Maximum
Strategy Fee

Non-Dual Directional Indexed Strategies

American Funds^®
The Growth Fund
of America^® —
Class F-3⁽²⁾

Mutual
Fund

Six Year

Participation Rate and Cap

Buffer: 25%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

N/A

American Funds^®
The Growth Fund
of America^® —
Class F-3⁽²⁾

Mutual
Fund

Six Year

Participation Rate and Cap
Growth Accelerator

Buffer: 25%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

2.50

American Funds^®
The Growth Fund
of America^® —
Class F-3⁽²⁾

Mutual
Fund

Six Year

Participation Rate and Cap

Buffer: 100%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

N/A

American Funds^®
The Growth Fund
of America^® —
Class F-3⁽²⁾

Mutual
Fund

Six Year

Participation Rate and Cap
Growth Accelerator

Buffer: 100%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

2.50

American Funds^®
New Perspective
Fund^® —
Class F-3⁽²⁾

Mutual
Fund

Six Year

Participation Rate and Cap

Buffer: 15%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

N/A

American Funds^®
New Perspective
Fund^® —
Class F-3⁽²⁾

Mutual
Fund

Six Year

Participation Rate and Cap
Growth Accelerator

Buffer: 15%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

2.50

American Funds^®
New Perspective
Fund^® —
Class F-3⁽²⁾

Mutual
Fund

Six Year

Participation Rate and Cap

Buffer: 20%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

N/A

American Funds^®
New Perspective
Fund^® —
Class F-3⁽²⁾

Mutual
Fund

Six Year

Participation Rate and Cap
Growth Accelerator

Buffer: 20%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

2.50

American Funds^®
New Perspective
Fund^® —
Class F-3⁽²⁾

Mutual
Fund

Six Year

Participation Rate and Cap

Buffer: 25%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

N/A

American Funds^®
New Perspective
Fund^® —
Class F-3⁽²⁾

Mutual
Fund

Six Year

Participation Rate and Cap
Growth Accelerator

Buffer: 25%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

2.50

A-8

Index

Type of Index

Strategy
Term

Index Crediting
Methodology

Current Limit on
Index Loss
(if held until end
of Strategy
Term)

Minimum Limit
on Index Gain
(for life of the
Indexed Strategy)

Maximum
Strategy Fee

Non-Dual Directional Indexed Strategies

American Funds^®
New Perspective
Fund^® —
Class F-3⁽²⁾

Mutual
Fund

Six Year

Participation Rate and Cap

Buffer: 100%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

N/A

American Funds^®
New Perspective
Fund^® —
Class F-3⁽²⁾

Mutual
Fund

Six Year

Participation Rate and Cap
Growth Accelerator

Buffer: 100%

Participation Rate: 10%
Index Cap:
1.00 during WCP
0.50% after WCP

2.50

Dual Directional Indexed Strategies

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

One Year

Dual Directional Cap
(Trigger Level 90%)

Buffer: 10%

Index Cap:
1.00 during WCP
0.50% after WCP

N/A

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

One Year

Dual Directional Cap
(Trigger Level 90%)
Growth Accelerator

Buffer: 10%

Index Cap:
1.00 during WCP
0.50% after WCP

2.50

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

One Year

Dual Directional Cap
(Trigger Level 85%)

Buffer: 15%

Index Cap:
1.00 during WCP
0.50% after WCP

N/A

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

One Year

Dual Directional Cap
(Trigger Level 85%)
Growth Accelerator

Buffer: 15%

Index Cap:
1.00 during WCP
0.50% after WCP

2.50

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

One Year

Dual Directional Cap
(Trigger Level 80%)

Buffer: 20%

Index Cap:
1.00 during WCP
0.50% after WCP

N/A

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

One Year

Dual Directional Cap
(Trigger Level 80%)
Growth Accelerator

Buffer: 20%

Index Cap:
1.00 during WCP
0.50% after WCP

2.50

Nasdaq-100^® Price
Return Index⁽¹⁾

Market
Index

One Year

Dual Directional Cap
(Trigger Level 90%)

Buffer: 10%

Index Cap:
1.00 during WCP
0.50% after WCP

N/A

Nasdaq-100^® Price
Return Index⁽¹⁾

Market
Index

One Year

Dual Directional Cap
(Trigger Level 90%)
Growth Accelerator

Buffer: 10%

Index Cap:
1.00 during WCP
0.50% after WCP

2.50

Nasdaq-100^® Price
Return Index⁽¹⁾

Market
Index

One Year

Dual Directional Cap
(Trigger Level 85%)

Buffer: 15%

Index Cap:
1.00 during WCP
0.50% after WCP

N/A

Nasdaq-100^® Price
Return Index⁽¹⁾

Market
Index

One Year

Dual Directional Cap
(Trigger Level 85%)
Growth Accelerator

Buffer: 15%

Index Cap:
1.00 during WCP
0.50% after WCP

2.50

A-9

Index

Type of Index

Strategy
Term

Index Crediting
Methodology

Current Limit on
Index Loss
(if held until end
of Strategy
Term)

Minimum Limit
on Index Gain
(for life of the
Indexed Strategy)

Maximum
Strategy Fee

Dual Directional Indexed Strategies

Nasdaq-100^® Price
Return Index⁽¹⁾

Market
Index

One Year

Dual Directional Cap
(Trigger Level 80%)

Buffer: 20%

Index Cap:
1.00 during WCP
0.50% after WCP

N/A

Nasdaq-100^® Price
Return Index⁽¹⁾

Market
Index

One Year

Dual Directional Cap
(Trigger Level 80%)
Growth Accelerator

Buffer: 20%

Index Cap:
1.00 during WCP
0.50% after WCP

2.50

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

One Year

Dual Directional Trigger
(Trigger Level 90%)

Buffer: 10%

Index Trigger:
1.00 during WCP
0.50% after WCP

N/A

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

One Year

Dual Directional Trigger
(Trigger Level 80%)

Buffer: 20%

Index Trigger:
1.00 during WCP
0.50% after WCP

N/A

Nasdaq-100^® Price
Return Index⁽¹⁾

Market
Index

One Year

Dual Directional Trigger
(Trigger Level 90%)

Buffer: 10%

Index Trigger:
1.00 during WCP
0.50% after WCP

N/A

Nasdaq-100^® Price
Return Index⁽¹⁾

Market
Index

One Year

Dual Directional Trigger
(Trigger Level 80%)

Buffer: 20%

Index Trigger:
1.00 during WCP
0.50% after WCP

N/A

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

Six Year

Dual Directional Cap
(Trigger Level 85%)

Buffer: 15%

Index Cap:
1.00 during WCP
0.50% after WCP

N/A

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

Six Year

Dual Directional Cap
(Trigger Level 85%)
Growth Accelerator

Buffer: 15%

Index Cap:
1.00 during WCP
0.50% after WCP

2.50

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

Six Year

Dual Directional Cap
(Trigger Level 80%)

Buffer: 20%

Index Cap:
1.00 during WCP
0.50% after WCP

N/A

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

Six Year

Dual Directional Cap
(Trigger Level 80%)
Growth Accelerator

Buffer: 20%

Index Cap:
1.00 during WCP
0.50% after WCP

2.50

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

Six Year

Dual Directional Cap
(Trigger Level 75%)

Buffer: 25%

Index Cap:
1.00 during WCP
0.50% after WCP

N/A

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

Six Year

Dual Directional Cap
(Trigger Level 75%)
Growth Accelerator

Buffer: 25%

Index Cap:
1.00 during WCP
0.50% after WCP

2.50

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

Six Year

Dual Directional
Trigger and Cap
(Trigger Level 85%)

Buffer: 15%

Index Cap:
1.00 during WCP
0.50% after WCP

N/A

A-10

Index

Type of Index

Strategy
Term

Index Crediting
Methodology

Current Limit on
Index Loss
(if held until end
of Strategy
Term)

Minimum Limit
on Index Gain
(for life of the
Indexed Strategy)

Maximum
Strategy Fee

Dual Directional Indexed Strategies

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

Six Year

Dual Directional
Trigger and Cap
(Trigger Level 85%)
Growth Accelerator

Buffer: 15%

Index Trigger and
Index Cap:
1.00 during WCP
0.50% after WCP

2.50

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

Six Year

Dual Directional
Trigger and Cap
(Trigger Level 80%)

Buffer: 20%

Index Trigger and
Index Cap:
1.00 during WCP
0.50% after WCP

N/A

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

Six Year

Dual Directional
Trigger and Cap
(Trigger Level 80%)
Growth Accelerator

Buffer: 20%

Index Trigger and
Index Cap:
1.00 during WCP
0.50% after WCP

2.50

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

Six Year

Dual Directional
Trigger and Cap
(Trigger Level 75%)

Buffer: 25%

Index Trigger and
Index Cap:
1.00 during WCP
0.50% after WCP

N/A

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

Six Year

Dual Directional
Trigger and Cap
(Trigger Level 75%)
Growth Accelerator

Buffer: 25%

Index Trigger and
Index Cap:
1.00 during WCP
0.50% after WCP

2.50

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

Six Year

Dual Directional Yield
(Performance
Trigger: 90%)

Buffer: 10%

Performance Yield:
1.00 during WCP
0.50% after WCP

N/A

S&P 500^® Price
Return Index⁽¹⁾

Market
Index

Six Year

Dual Directional Yield
(Performance
Trigger: 80%)

Buffer: 20%

Performance Yield:
1.00 during WCP
0.50% after WCP

N/A

(1) This Index is a "price return index," not a "total return index," and therefore does not reflect dividends paid on the securities composing the Index. This will reduce the Index performance and may cause the Index to underperform a direct investment in the securities composing the Index.

(2) If you select an Indexed Strategy with a mutual fund as the Index, you are not purchasing shares of the fund and you are not a shareholder or beneficial owner of the fund. You have no voting, dividend, liquidation, governance, legal, or other rights belonging to shareholders or beneficial owners of the fund. Investment results for an owner of the Contract will differ from the investment results of a shareholder or beneficial owner of the fund. The mutual fund is subject to management fees and other operating expenses, as well as transaction costs. These factors reduce the fund's performance and may cause the fund to underperform a direct investment in the securities in which the fund invests. The fund's fees, expenses, and costs are not deducted from your Contract. However, they will negatively impact Index Values, which may adversely affect an Indexed Strategy's returns.

(3) This Indexed Strategy provides minimal protection from Index losses.

We guarantee that the One-Year Fixed Strategy (see below) and an Indexed Strategy with Participation and Cap and a 100% Buffer (without Growth Accelerator) Indexed Strategy will be available. We do not guarantee the availability of any

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other strategies. From one Strategy Term to the next, We may not offer any Indexed Strategies with a Buffer less than 100%, Floor, Cap, Index Trigger, Dual Directional Cap, Dual Directional Trigger, Dual Directional Trigger and Cap, or Performance Yield. Any Indexed Strategy that make available is subject to Our right of Index replacement.

If We offer a new Indexed Strategy with one of the upside crediting methods currently offered under the Contract:

• The guaranteed minimum Index Cap for an Indexed Strategy with Participation Rate and Cap, Cap, Dual Directional Cap, or Dual Directional Trigger and Cap will be 1.00% and 0.50% during and after the Withdrawal Charge Period, respectively.

• The guaranteed minimum Participation Rate for an Indexed Strategy with Participation Rate and Cap will be 10%.

• The guaranteed minimum Index Trigger Rate for an Indexed Strategy with standard Index Trigger, Dual Directional Trigger, or Dual Directional Trigger and Cap will be 1.00% and 0.50% during and after the Withdrawal Charge Period, respectively.

• The guaranteed minimum Performance Yield for a Dual Directional Yield Indexed Strategy will be 1.00% and 0.50% during and after the Withdrawal Charge Period, respectively.

One-Year Fixed Strategy

The following is the One-Year Fixed Strategy currently available under the Contract. We may change the features of the One-Year Fixed Strategy, offer new fixed interest investment options, and terminate other fixed interest investment options that We may offer in the future. We will provide you with written notice before doing so.

Note: If amounts are withdrawn or annuitized from the One-Year Fixed Strategy, We may apply an MVA. Any such MVA will be subject to the Standard Nonforfeiture Law for Individual Deferred Annuities, which means the amount payable or annuitized will never be less than the minimum non-forfeiture amount under state law.

See the section titled "One-Year Fixed Strategy" for a description of the One-Year Fixed Strategy's features. See the section titled "Contract Charges and Adjustments — Market Value Adjustment" for more information about MVAs.

Name				Strategy Term				Minimum Guaranteed Interest Rate
One-Year Fixed Strategy				One Year				0.50% during WCP 0.10% after WCP

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APPENDIX B: STATE VARIATIONS

[To be updated by amendment]

The following information is a summary of the states where the ForeStructured Growth II and the ForeStructured Growth II Advisory Contract or certain features and/or benefits vary from the Contract's features and benefits as previously described in this prospectus. Certain provisions of the Contract may be different from the general description in this prospectus due to variations required by state law. The state in which your Contract is issued also governs whether or not certain options are available or will vary under your Contract. Any state variations will be included in your Contract or in riders or endorsements attached to your Contract. Currently, the Contract is not available in New York and Oregon.

State	Feature/Benefit	Variation
Connecticut	Right to Examine	When you return the Contract during the Right to Examine Period, We will process your refund within two Valuation Days from the Valuation Day We receive your properly completed request to cancel in Good Order and pay you the Premium Payment less any withdrawal proceeds taken.
Florida	Annuity Payments	The full Contract Value applied to an Annuity Option is not reduced for Withdrawal Charges or a Market Value Adjustment.
	Right to Examine	If for any reason you are not satisfied with your Contract, simply return it within 21 days after you receive it if the Contract is not a replacement, or within 30 days after you receive it if the Contract is a replacement, with a written request for cancellation that indicates your tax-withholding instructions.
Georgia	Right to Examine	When you return the Contract during the Right to Examine Period, We will process your refund within two Valuation Days from the Valuation Day We receive your properly completed request to cancel in Good Order and pay you the Premium Payment less any withdrawal proceeds taken.
Hawaii	Right to Examine	When you return the Contract during the Right to Examine Period, We will process your refund within two Valuation Days from the Valuation Day We receive your properly completed request to cancel in Good Order and pay you the Premium Payment less any withdrawal proceeds taken.
Idaho	Right to Examine	If for any reason you are not satisfied with your Contract, simply return it within 20 days after you receive it if the Contract is not a replacement, or within 30 days after you receive it if the Contract is a replacement, with a written request for cancellation that indicates your tax-withholding instructions.
Illinois	Market Value Adjustment	The minimum non-forfeiture amount is the minimum amount under the Contract, as required by the state in which the Contract is delivered, available for a full withdrawal of Contract Value, payable as a Death Benefit, or applied to an Annuity Option.
Louisiana	Right to Examine	When you return the Contract during the Right to Examine Period, We will process your refund within two Valuation Days from the Valuation Day We receive your properly completed request to cancel in Good Order and pay you the Premium Payment less any withdrawal proceeds taken.
Maryland	Right to Examine	When you return the Contract during the Right to Examine Period, We will process your refund within two Valuation Days from the Valuation Day We receive your properly completed request to cancel in Good Order and pay you the Premium Payment less any withdrawal proceeds taken.
Massachusetts	Right to Examine	When you return the Contract during the Right to Examine Period, We will process your refund within two Valuation Days from the Valuation Day We receive your properly completed request to cancel in Good Order and pay you the Premium Payment less any withdrawal proceeds taken.

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State	Feature/Benefit	Variation
Minnesota	Right to Examine	When you return the Contract during the Right to Examine Period, We will process your refund within two Valuation Days from the Valuation Day We receive your properly completed request to cancel in Good Order and pay you the Premium Payment less any withdrawal proceeds taken.
Missouri	Dual Directional Yield	The Dual Directional Yield Indexed Strategy is not available for Contracts issued in Missouri.
	Performance Credit Account	The Performance Credit Account is not available for Contracts issued in Missouri.
	Right to Examine	When you return the Contract during the Right to Examine Period, We will process your refund within two Valuation Days from the Valuation Day We receive your properly completed request to cancel in Good Order and pay you the Premium Payment less any withdrawal proceeds taken.
	Annuity Payments	If you do not select an annuity option by the Contract Maturity Date, your Contract Value will be applied to a Life Annuity with Guaranteed Payments for 10 Years, as described in the prospectus.
	Suspensions of Payments, Performance Lock Requests, or Reallocations	We may suspend or delay the payment of Death Benefits and withdrawals, the calculation of Annuity Payments, Performance Lock requests, and reallocations when We cannot calculate a Strategy Contract Value under any of the following circumstances: • the closing value of an Index is not published; • if any value, not limited to the Index Value, is unavailable for the calculation of the Strategy Interim Value; • the calculation of the Strategy Interim Value is not reasonably practical due to an emergency; or during any other period when a regulator, by order, so permits. If We cannot obtain a value for an Index on any day due to any of these circumstances, We will use the value of the Index as of the last Valuation Day the value is available. If the beginning day of a Strategy Term falls on a Valuation Day for which We cannot obtain a value for an Index, We will use the Index Value as of the last Valuation Day as the Index Value for the beginning day of the Strategy Term.
New Jersey	Market Value Adjustment	In general, the initial minimum non-forfeiture amount will equal 90.0% (as a percentage of Premium Payment allocated to the One-Year Fixed Strategy), accumulated daily at the applicable non-forfeiture rate (a positive percentage no lower than the minimum rate permitted by state law), less taxes and withdrawals, including advisory fee withdrawals.
Nevada	Right to Examine	When you return the Contract during the Right to Examine Period, We will process your refund within two Valuation Days from the Valuation Day We receive your properly completed request to cancel in Good Order and pay you the Premium Payment less any withdrawal proceeds taken.
New Hampshire	Right to Examine	When you return the Contract during the Right to Examine Period, We will process your refund within two Valuation Days from the Valuation Day We receive your properly completed request to cancel in Good Order and pay you the Premium Payment less any withdrawal proceeds taken.
North Carolina	Right to Examine	When you return the Contract during the Right to Examine Period, We will process your refund within two Valuation Days from the Valuation Day We receive your properly completed request to cancel in Good Order and pay you the Premium Payment less any withdrawal proceeds taken.

B-2

State	Feature/Benefit	Variation
Oklahoma	Right to Examine	When you return the Contract during the Right to Examine Period, We will process your refund within two Valuation Days from the Valuation Day We receive your properly completed request to cancel in Good Order and pay you the Premium Payment less any withdrawal proceeds taken.
Rhode Island	Right to Examine	If for any reason you are not satisfied with your Contract, simply return it within 20 days after you receive it if the Contract is not a replacement, or within 30 days after you receive it if the Contract is a replacement, with a written request for cancellation that indicates your tax-withholding instructions.
		When you return the Contract during the Right to Examine Period, We will process your refund within two Valuation Days from the Valuation Day We receive your properly completed request to cancel in Good Order and pay you the Premium Payment less any withdrawal proceeds taken.
Texas	Right to Examine	If for any reason you are not satisfied with your Contract, simply return it within 20 days after you receive it if the Contract is not a replacement, or within 30 days after you receive it if the Contract is a replacement, with a written request for cancellation that indicates your tax-withholding instructions.
	Suspension of Payments, Performance Lock Requests, or Reallocations	We may suspend or delay the payment of Death Benefits and withdrawals, the calculation of Annuity Payments, Performance Lock requests, and reallocations when We cannot calculate a Strategy Contract Value due to the New York Stock Exchange being closed (other than customary weekend and holiday closings). If a value for a Strategy Interim Value cannot be obtained on any day due to any of these circumstances, We will use the Strategy Interim Value on the first succeeding Valuation Day the value is available, unless the Strategy Interim Value cannot be obtained each of the eight scheduled Valuation Days immediately following the scheduled Valuation Day. In that case, the eighth scheduled Valuation Day shall be deemed to be the Valuation Day, notwithstanding the fact that such day the Strategy Interim Value cannot be obtained, and We shall determine the level of the Index as of the Valuation Time on that eighth scheduled Valuation Day in accordance with the formula for and method of calculating the Index last in effect prior to the occurrence of the first Valuation Day the Strategy Interim Value could not be obtained, notwithstanding the fact that the value for the Index was available on such date. page return here so there is a space between paragraphs.
Utah	Right to Examine	When you return the Contract during the Right to Examine Period, We will process your refund within two Valuation Days from the Valuation Day We receive your properly completed request to cancel in Good Order and pay you the Premium Payment less any withdrawal proceeds taken.
	Market Value Adjustment	The MVA amount is the MVA Percentage multiplied by the portion of the Withdrawal Amount that exceeds the Free Withdrawal Amount that is deducted from each Strategy Contract Value. The MVA is not applicable to amounts withdrawn from the One Year Fixed Strategy Value. The Withdrawal Amount that exceeds the Free Withdrawal Amount deducted from each Strategy Contract Value and the One Year Fixed Strategy Value is in the proportion that each Strategy Contract Value and the One Year Fixed Strategy Contract Value bears to the total Contract Value immediately before that withdrawal.
Virginia	Right to Examine	When you return the Contract during the Right to Examine Period, We will process your refund within two Valuation Days from the Valuation Day We receive your properly completed request to cancel in Good Order and pay you the Premium Payment less any withdrawal proceeds taken.

B-3

State	Feature/Benefit	Variation
Washington	Market Value Adjustment	The MVA amount is the MVA Percentage multiplied by the portion of the Withdrawal Amount that exceeds the Free Withdrawal Amount that is deducted from each Strategy Contract Value. The MVA is not applicable to amounts withdrawn from the One Year Fixed Strategy Value. The Withdrawal Amount that exceeds the Free Withdrawal Amount deducted from each Strategy Contract Value and the One Year Fixed Strategy Value is in the proportion that each Strategy Contract Value and the One Year Fixed Strategy Contract Value bears to the total Contract Value immediately before that withdrawal.
West Virginia	Right to Examine	When you return the Contract during the Right to Examine Period, We will process your refund within two Valuation Days from the Valuation Day We receive your properly completed request to cancel in Good Order and pay you the Premium Payment less any withdrawal proceeds taken.
Wyoming	Right to Examine	If for any reason you are not satisfied with your Contract, simply return it within 30 after you receive it if the Contract is not a replacement, or within 30 days after you receive it if the Contract is a replacement, with a written request for cancellation that indicates your tax-withholding instructions.
		When you return the Contract during the Right to Examine Period, We will process your refund within two Valuation Days from the Valuation Day We receive your properly completed request to cancel in Good Order and pay you the Premium Payment less any withdrawal proceeds taken.

B-4

APPENDIX C: PERFORMANCE CREDIT ACCOUNT EXAMPLES

Any positive Performance Credits under any Dual Directional Yield Indexed Strategy will be allocated to the Performance Credit Account.

The Performance Credit Account Value accrues at Performance Credit Account interest rate. A fixed Performance Credit Account interest rate with 1-year term will be declared at the beginning of the Contract Year.

Example of Performance Credits and Performance Credit Account Value

Date	Index Value		Performance Trigger for Dual Directional Yield Strategy			Index Percentage Base for Dual Directional Yield Strategy(1)			Performance Yield for Dual Directional Yield Strategy(2)			Indexed Strategy Base for Dual Directional Yield Strategy		Performance Credit Allocated to Performance Credit Account(3)		Performance Credit Account Interest Rate			Performance Credit Account Value(4)
1/3/2028		1,000		80	%
1/4/2028		1,005					100	%				$	100,000.00				1.00	%	$	0.00
4/2/2028		1,065															1.00	%	$	0.00
4/3/2028		1,065										$	100,000.00				1.00	%	$	0.00
4/4/2028		1,075					106.5	%		8.00	%	$	100,000.00	$	2,000.00		1.00	%	$	2,000.00
7/2/2028		950															1.00	%	$	2,004.86
7/3/2028		930										$	100,000.00				1.00	%	$	2,004.91
7/4/2028		975					93	%		8.00	%	$	100,000.00	$	2,000.00		1.00	%	$	4,004.97
10/2/2028		1,005															1.00	%	$	4,014.81
10/3/2028		1,025										$	100,000.00				1.00	%	$	4,014.92
10/4/2028		1,045					102.5	%		8.00	%	$	100,000.00	$	2,000.00		1.00	%	$	6,015.02
1/2/2029		1,005															1.00	%	$	6,029.80
1/3/2029		1,025										$	100,000.00				1.00	%	$	6,029.97
1/4/2029		1,045					102.5	%		8.00	%	$	100,000.00	$	2,000.00		1.50	%	$	8,030.13
4/2/2029		730															1.50	%	$	8,059.01
4/3/2029		700										$	100,000.00				1.50	%	$	8,059.34
4/4/2029		680					70	%		8.00	%	$	100,000.00	$	0.00		1.50	%	$	8,059.66

(1) The Index Percentage Base is calculated only on quarterly Index Observation Dates. The Index Percentage Base is calculated as A divided by B, where A is the Index Value as of the Index Observation Date and B is the Index Value as of the Starting Index Date = 1,065 / 1,000 = 106.5%.

(2) The Performance Yield is the annual rate that is declared in advance of each Strategy Term and is guaranteed not to change for the Strategy Term.

(3) The Performance Credit is the quarterly credit calculated for the Dual Directional Yield strategy. On an Index Observation Date, the Performance Credit Rate is calculated. If the Index Percentage Base is greater than or equal to the Performance Trigger, the Performance Rate will be positive, calculated as the Performance Yield divided by 4. Otherwise, the Performance Credit Rate is equal to zero. The Performance Credit Rate is calculated as the Performance Credit Rate multiplied by the Indexed Strategy Base. At 4/4/2028, the Performance Credit will be positive since 106.5% >= 80%. The Performance Credit Rate is equal to 8.0% / 4 = 2.00. The Performance Credit is equal to the Performance Credit Rate multiplied by the Indexed Strategy Base = 2.00% x 100,000 = $2,000.

(4) The Performance Credit Account Value is calculated as the Performance Credit plus the (Performance Credit Account Value of preceding Valuation Day multiplied by sum of one and Performance Credit Account interest rate to the power of the number of calendar days between the current Valuation Day and preceding Valuation Day over the number of calendar days during the current Strategy Term). For this example, the Performance Credit Account interest rate is 1.00% during the first year of the Strategy Term and 1.50% during the second year of the Strategy Term.

At 4/4/2028, the Performance Credit Account Value is calculated as $2,000.00 + $0.00 * (1 + 1.00%) ^ (1 / 365) = $2,000.00

At 7/4/2028, the Performance Credit Account Value is calculated as $2,000.00 + $2,004.91 * (1 + 1.00%) ^ (1 / 365) = $4,004.97

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At 10/4/2028, the Performance Credit Account Value is calculated as $2,000.00 + $4,014.92 * (1 + 1.00%) ^ (1 / 365) = $6,015.02

At 1/4/2029, the Performance Credit Account Value is calculated as $2,000.00 + $6,029.97 * (1 + 1.00%) ^ (1 / 365) = $8,030.13

At 4/4/2029, the Performance Credit Account Value is calculated as $0.00 + $8,059.34 * (1 + 1.50%) ^ (1 / 365) = $8,059.66

Performance Credit Account Value with Partial Withdrawal

Date	Performance Credit		Performance Credit Account Interest Rate			Performance Credit Account Value prior to Withdrawal(1)		Strategy Interim Value prior to Withdrawal		Gross Withdrawal		Gross Withdrawal from Performance Credit Account Value(2)		Gross Withdrawal from Strategy Interim Value(3)		Performance Credit Account Value after Withdrawal(4)		Strategy Interim Value after Withdrawal(5)
1/3/2028
1/4/2028				1.00	%	$	0.00	$	100,027.03							$	0.00	$	100,027.03
4/2/2028				1.00	%	$	0.00	$	100,036.18							$	0.00	$	100,036.18
4/3/2028				1.00	%	$	0.00	$	100,052.63							$	0.00	$	100,052.63
4/4/2028	$	2,000.00		1.00	%	$	2,000.00	$	100,021.98							$	2,000.00	$	100,021.98
7/2/2028				1.00	%	$	2,004.86	$	99,965.86							$	2,004.86	$	99,965.86
7/3/2028				1.00	%	$	2,004.91	$	100,078.70							$	2,004.91	$	100,078.70
7/4/2028	$	2,000.00		1.00	%	$	4,004.97	$	99,907.33							$	4,004.97	$	99,907.33
10/2/2028				1.00	%	$	4,014.81	$	100,017.08							$	4,014.81	$	100,017.08
10/3/2028				1.00	%	$	4,014.92	$	100,081.26							$	4,014.92	$	100,081.26
10/4/2028	$	2,000.00		1.00	%	$	6,015.02	$	100,051.99							$	6,015.02	$	100,051.99
1/2/2029				1.00	%	$	6,029.80	$	99,987.52							$	6,029.80	$	99,987.52
1/3/2029				1.00	%	$	6,029.97	$	100,005.40							$	6,029.97	$	100,005.40
1/4/2029	$	2,000.00		1.50	%	$	8,030.13	$	99,918.82							$	8,030.13	$	99,918.82
4/2/2029				1.50	%	$	8,059.01	$	100,049.58							$	8,059.01	$	100,049.58
4/3/2029				1.50	%	$	8,059.34	$	100,049.91	$	5,000.00	$	5,000.00	$	0.00	$	3,059.34	$	100,049.91
4/4/2029	$	0.00		1.50	%	$	3,059.46	$	99,997.40	$	28,059.46	$	3,059.46	$	25,000.00	$	0.00	$	74,997.40

For this example, assume $5,000 and $28,059.46 partial withdrawals were requested on 4/1/2029 and 4/2/2029 prior to the end of the Valuation Day. The withdrawal would be processed on 4/3/2029 and 4/4/2029, respectively.

(1) The Performance Credit Account Value is calculated as the Performance Credit plus the (Performance Credit Account Value of preceding Valuation Day multiplied by sum of one and Performance Credit Account interest rate to the power of the number of calendar days between the current day and preceding Valuation Day over the number of calendar days during the current Strategy Term). For this example, the Performance Credit Account interest rate is 1.00% during the first year of the Strategy Term and 1.50% during the second year of the Strategy Term.

At 4/3/2029, the Performance Credit Account Value prior to withdrawal is calculated as $8,059.01 * (1 + 1.50%) ^ (1 / 365) = $8,059.34

At 4/4/2029, the Performance Credit Account Value prior to withdrawal is calculated as $3,059.34 * (1 + 1.50%) ^ (1 / 365) = $3,059.46

(2) The Gross Withdrawal from Performance Credit Account Value is calculated as the minimum between withdrawal and Performance Credit Account Value prior to withdrawal.

At 4/3/2029, the Gross Withdrawal from Performance Credit Account Value is calculated as Min ($5,000.00, $8,059.34) = $5,000.00

At 4/4/2029, the Gross Withdrawal from Performance Credit Account Value is calculated as Min ($28,59.46, $3,059.46) = $3,059.46

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(3) The Gross Withdrawal from Strategy Interim Value is calculated as Gross Withdrawal minus withdrawal from Performance Credit Account Value

At 4/3/2029, the Gross Withdrawal from Strategy Interim Value is calculated as $5,000.00 – $5,000.00 = $0

At 4/4/2029, the Gross Withdrawal from Strategy Interim Value is calculated as $28,059.46 – $3,059.46 = $25,000.00

(4) The Performance Credit Account Value after withdrawal is calculated as the Performance Credit Account Value prior to withdrawal minus withdrawal from Performance Credit Account Value

At 4/3/2029, the Performance Credit Account Value after withdrawal is calculated as $8,059.34 – $5,000.00 = $3,059.34

At 4/4/2029, the Performance Credit Account Value after withdrawal is calculated as $3,059.46 – $3,059.46 = $0

(5) The Strategy Interim Value after withdrawal is calculated as the Strategy Interim Value prior to withdrawal minus the withdrawal from Strategy Interim Value

At 4/3/2029, the Strategy Interim Value after withdrawal is calculated as $100,049.91 – $0 = $100,049.91

At 4/4/2029, the Strategy Interim Value after withdrawal is calculated as $99,997.40 – $25,000 = $74,997.40

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APPENDIX D: HISTORICAL RATES FROM RATE SHEET SUPPLEMENTS

As of the date of this prospectus, there are no historical rates from Rate Sheet Supplements that are no longer effective. This appendix will be updated in the future to contain historical rates for prior Rate Sheet Supplements.

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APPENDIX E: EXAMPLES ILLUSTRATING CALCULATION OF PERFORMANCE CREDIT FOR DUAL DIRECTIONAL YIELD STRATEGY

The Contract offers the Dual Directional Yield strategy that uses a Buffer strategy to establish the protection provided against negative Index Return for the purpose of calculating the Index Credit at the end of the Strategy Term. Performance Credits are applied quarterly based on the Index performance since the beginning of the Strategy Term. You should consult with your financial professional to determine which Indexed Strategy is right for you.

Example of Performance Credits Up Market

Date	Index Value		Dual Directional Yield Indexed Strategy Base			Beg Performance Credit Account Value		Performance Yield			Perform. Trigger			Performance Credit Account Interest Rate			Index Percentage Base			Performance Credit Rate			Perform. Credits			Performance Credit Account Value Interest			End Performance Credit Account Value
5/15/27		1,000		0			—		8.00	%		90.00	%		1.75	%		n/a			—			—			—			—
5/16/27		1,005		100,000	(1)		—		8.00	%		90.00	%		1.75	%		100	%		—			—			0.00			—
8/15/27		1,050		100,000			—		8.00	%		90.00	%		1.75	%		n/a			—			—			0.00			—
8/16/27		1,050		100,000			—		8.00	%		90.00	%		1.75	%		105	%(2)		2.0	%(3)		2,000	(4)		0.00			2,000.00
11/14/27		1,075		100,000			2,000.00		8.00	%		90.00	%		1.75	%		n/a			—			—			8.57	(5)		2,008.57	(6)
11/16/27		1,075		100,000			2,008.57		8.00	%		90.00	%		1.75	%		107.5	%		2.0	%		2,000			0.19			4,008.76
2/13/28		1,050		100,000			4,008.76		8.00	%		90.00	%		1.75	%		n/a			—			—			16.99			4,025.76
2/16/28		1,045		100,000			4,025.76		8.00	%		90.00	%		1.75	%		105	%		2.0	%		2,000			0.57			6,026.33
5/15/28		950		100,000			6,026.33		8.00	%		90.00	%		1.75	%		n/a			—			—			25.26			6,051.59
5/16/28		950		100,000			6,051.59		8.00	%		90.00	%		1.75	%		95	%		2.0	%		2,000			0.29			8,051.88

(1) Dual Directional Yield Indexed Strategy Base. The Dual Directional Yield Indexed Strategy Base is equal to the amount allocated to the strategy on the Strategy Term start date.

(2) Index Percentage Base. On a Quarterly Anniversary, the Index Percentage Base is calculated as A divided by B, where A is the Index Value as of the Index Observation Date for that Quarterly Anniversary and B is the Index Value as of the Starting Index Date = 1,050 / 1,000 = 105%.

(3) Performance Credit Rate. On a Quarterly Anniversary, the Performance Credit Rate is calculated. If the Index Percentage Base is greater than or equal to the Performance Trigger, the Performance Credit Rate will be positive, equal to the Performance Yield divided by 4. Otherwise, the Performance Credit Rate is equal to zero. Since 105% >= 90%, the Performance Credit Rate is positive. The Performance Credit Rate is calculated as 8.00% / 4 = 2.00%.

(4) Performance Credit. On a Quarterly Anniversary, the Performance Credit is calculated as the Performance Credit Rate multiplied by the Indexed Strategy Base, 2.0% * $100,000 = $2,000.

(5) Performance Credit Account Value Interest. The Performance Credit Account Value Interest is equal to the daily interest earned on the Performance Credit Account Value since the prior period calculated using the Performance Credit Account Value interest rate = 2000 x (1 + 1.75%) ^ (90 / 365) – 2,000 = 8.57.

(6) Ending Performance Credit Account Value. The ending Performance Credit Account Value is equal to the beginning Performance Credit Account Value plus Performance Credits plus interest earned on the prior Performance Credit Account Value = $2,000 + 0 + $8.57 = $2,008.57.

E-1

Example of Index Credit Up Market

Date	Index Value		Beg Dual Directional Yield Indexed Strategy Base			Beg Dual Directional Yield Strategy Value			Buffer Percentage			Index Return			Index Credit			End Dual Directional Yield Strategy Value
5/15/27		1,000		—			—			10	%		n/a			n/a			—
5/16/27		1,005		100,000.00	(1)		100,000.00	(1)		10	%		n/a			n/a			100,000.00
5/15/28		950		100,000.00			100,000.00			10	%		n/a			n/a			100,000.00
5/16/28		950		100,000.00			100,000.00			10	%		n/a			n/a			100,000.00
5/14/29		1,050		100,000.00			100,000.00			10	%		n/a			n/a			100,000.00
5/16/29		1,045		100,000.00			100,000.00			10	%		n/a			n/a			100,000.00
5/15/30		1,300		100,000.00			100,000.00			10	%		n/a			n/a			100,000.00
5/16/30		1,295		100,000.00			100,000.00			10	%		n/a			n/a			100,000.00
5/15/31		950		100,000.00			100,000.00			10	%		n/a			n/a			100,000.00
5/16/31		955		100,000.00			100,000.00			10	%		n/a			n/a			100,000.00
5/15/32		1,050		100,000.00			100,000.00			10	%		n/a			n/a			100,000.00
5/16/32		1,055		100,000.00			100,000.00			10	%		n/a			n/a			100,000.00
5/15/33		1,325		100,000.00			100,000.00			10	%		n/a			n/a			100,000.00
5/16/33		1,330		100,000.00			100,000.00			10	%		33	%(2)		0	%(3)		100,000.00	(4)

(1) Beginning Dual Directional Yield strategy value and beginning Dual Directional Indexed Strategy Base. The beginning Dual Directional Yield Strategy Value and Dual Directional Indexed Strategy Base are equal to the amount allocated to the strategy on the Strategy Term start date.

(2) Index Return. The Index Return is the ending Index Value divided by the beginning Index Value minus one = 1,330 / 1,000 – 1 = 33.0%.

(3) Index Credit. Since the Index Return is positive, the Index Credit is 0%.

(4) End Dual Directional Yield strategy value. The ending Dual Directional Yield value is equal to the Dual Directional Yield Indexed Strategy Base multiplied by one plus any Index Credit = 100,000 * (1 + 0) = 100,000.

Example of Performance Credits Down Market

Date	Index Value		Dual Directional Yield Indexed Strategy Base			Beg Performance Credit Account Value		Performance Yield			Perform. Trigger			Performance Credit Account Value Interest Rate			Index Percentage Base			Performance Credit Rate			Perform. Credits			Performance Credit Account Value Interest			End Performance Credit Account Value
5/15/27		1,000		0			0.00		8.00	%		90	%		1.75	%		n/a			—			—			—			—
5/16/27		1,005		100,000	(1)		0.00		8.00	%		90	%		1.75	%		100	%		—			—			0.00			—
8/15/27		890		100,000			0.00		8.00	%		90	%		1.75	%		n/a			—			—			0.00			—
8/16/27		890		100,000			0.00		8.00	%		90	%		1.75	%		89	%(2)		0.0	%(3)		0	(4)		0.00			0.00
11/14/27		1,000		100,000			0.00		8.00	%		90	%		1.75	%		n/a			—			—			0.00			0.00
11/16/27		1,000		100,000			0.00		8.00	%		90	%		1.75	%		100	%		2.0	%		2,000			0.00			2,000.00
2/13/28		975		100,000			2,000.00		8.00	%		90	%		1.75	%		n/a			—			0			8.48	(5)		2,008.48	(6)
2/16/28		975		100,000			2,008.48		8.00	%		90	%		1.75	%		97.5	%		2.0	%		2,000			0.29			4,008.76
5/15/28		1,000		100,000			4,008.76		8.00	%		90	%		1.75	%		n/a			—			0			16.80			4,025.57
5/16/28		1,000		100,000			4,025.57		8.00	%		90	%		1.75	%		100	%		2.0	%		2,000			0.19			6,025.76

E-2

(1) Dual Directional Yield Indexed Strategy Base. The Dual Directional Yield Indexed Strategy Base is equal to the amount allocated to the strategy on the Strategy Term start date.

(4) Performance Credit. On a Quarterly Anniversary, the Performance Credit is calculated as the Performance Credit Rate multiplied by the Indexed Strategy Base, 0% * $100,000 = $0.

Example of Index Credit Down Market

Date	Index Value		Beg Dual Directional Yield Indexed Strategy Base			Beg Dual Directional Yield Strategy Value			Buffer Percentage			Index Return			Index Credit			End Dual Directional Yield Strategy Value
5/15/27		1,000		—			—			10	%		n/a			n/a			—
5/16/27		1,005		100,000.00	(1)		100,000.00	(1)		10	%		n/a			n/a			100,000.00
5/15/28		1,000		100,000.00			100,000.00			10	%		n/a			n/a			100,000.00
5/16/28		1,005		100,000.00			100,000.00			10	%		n/a			n/a			100,000.00
5/14/29		900		100,000.00			100,000.00			10	%		n/a			n/a			100,000.00
5/16/29		905		100,000.00			100,000.00			10	%		n/a			n/a			100,000.00
5/15/30		775		100,000.00			100,000.00			10	%		n/a			n/a			100,000.00
5/16/30		780		100,000.00			100,000.00			10	%		n/a			n/a			100,000.00
5/15/31		885		100,000.00			100,000.00			10	%		n/a			n/a			100,000.00
5/16/31		880		100,000.00			100,000.00			10	%		n/a			n/a			100,000.00
5/15/32		850		100,000.00			100,000.00			10	%		n/a			n/a			100,000.00
5/16/32		845		100,000.00			100,000.00			10	%		n/a			n/a			100,000.00
5/15/33		850		100,000.00			100,000.00			10	%		n/a			n/a			100,000.00
5/16/33		855		100,000.00			100,000.00			10	%		-15	%(2)		-5	%(3)		95,000.00	(4)

(1) Beginning Dual Directional Yield strategy Value and Dual Directional Yield Indexed Strategy Base. The beginning Dual Directional Yield strategy value and Dual Directional Yield Indexed Strategy Base are equal to amount allocated to the strategy on the Strategy Term start date.

(2) Index Return. The Index Return is the ending Index Value divided by the beginning Index Value minus one = 850 / 1,000 – 1 = -15.0%.

(3) Index Credit. Since the Index Return is negative, the Index Credit is equal to minimum of 0% and the Index Return plus the Buffer Percentage = Minimum (0%, -15% + 10%) = -5%.

(4) End Dual Directional Yield strategy value. The ending Dual Directional Yield value is equal to the beginning Dual Directional Yield Indexed Strategy Base multiplied by one plus the Index Credit = 100,000 x (1 -5%) = 95,000.

E-3

APPENDIX F: EXAMPLES ILLUSTRATING CALCULATION OF THE WITHDRAWAL CHARGE AND FREE WITHDRAWAL AMOUNT (FWA)

Gross Partial Withdrawal in year 3: 7% Withdrawal Charge
Indexed Strategy Base	$	100,000.00
Derivative Asset Proxy immediately prior to the Partial Withdrawal	$	5,000.00
Fixed Income Asset Proxy immediately prior to the Partial Withdrawal	$	95,000.00
Strategy Interim Value immediately prior to the Partial Withdrawal	$	100,000.00
Performance Credit Account Value immediately prior to the Partial Withdrawal	$	5,000.00
Remaining FWA from Performance Credit Account Value immediately prior to the Partial Withdrawal (1)	$	5,000.00
Remaining FWA from Strategy Interim Value immediately prior to the Partial Withdrawal	$	5,000.00
Total Remaining FWA (2)	$	10,000.00
MVA Percentage		4	%
Withdrawal Charge Percentage		7	%
Gross Withdrawal	$	25,000.00
Gross Withdrawal from Performance Credit Account (3)	$	5,000.00
Gross Withdrawal from Strategy Interim Value	$	20,000.00
Amount Subject to Withdrawal Charge (4)	$	15,000.00
Amount Subject to MVA (5)	$	14,250.00
Withdrawal Charge (6)	$	1,050.00
MVA (7)	$	570.00
Withdrawal Proceeds (8)	$	23,380.00
Performance Credit Account Value after the Partial Withdrawal (9)	$	0.00
Indexed Strategy Base after the Partial Withdrawal (10)	$	80,000.00
Strategy Interim Value after Partial Withdrawal (11)	$	80,000.00

(1) Remaining FWA from Performance Credit Account Value prior to the partial withdrawal = Performance Credit Account Value prior to the partial withdrawal * 100% = $5,000 * 100% = $5,000.

(2) Total remaining FWA = remaining FWA from Performance Credit Account Value prior to the partial withdrawal + remaining FWA from Strategy Interim Value prior to the partial withdrawal = $5,000 + $5,000 = $10,000.

(3) Gross Withdrawal from Performance Credit Account = remaining FWA from Performance Credit Account Value prior to the partial withdrawal – MAX($0, remaining FWA from Performance Credit Account Value prior to the partial withdrawal – Gross Withdrawal) = $5,000 – MAX($0, $5,000 – $25,000) = $5,000.

(4) Amount subject to Withdrawal Charge = Gross Withdrawal – remaining FWA = $25,000 – $10,000 = $15,000.

(5) Amount subject to MVA = amount subject to Withdrawal Charge * (Fixed Income Asset Proxy immediately prior to the partial withdrawal / Strategy Interim Value immediately prior to the partial withdrawal) = $15,000 * $95,000 / 100,000 = $14,250.

(6) Withdrawal Charge = amount subject to Withdrawal Charge * Withdrawal Charge percentage = $15,000 * 7% = $1050.

(7) MVA = amount subject to MVA * MVA percentage = $14,250 * 4% = $570.

(8) Withdrawal proceeds = Gross Withdrawal – Withdrawal Charge – MVA = $25,000 – $1050 – $570 = $23,380.

(9) Performance Credit Account Value after the partial withdrawal = Performance Credit Account Value prior to the partial withdrawal – Gross Withdrawal from Performance Credit Account = $5,000 – $5,000 = $0.

F-1

(10) Indexed Strategy Base after the partial withdrawal = Indexed Strategy Base – Indexed Strategy Base * (Gross Withdrawal from Strategy Interim Value / Strategy Interim Value prior to the partial withdrawal) = $100,000 – $100,000 * ($20,000 / $100,000) = $80,000.

(11) Strategy Interim Value after partial withdrawal = Strategy Interim Value prior to the partial withdrawal – Gross Withdrawal from Strategy Interim Value = $100,000 – $20,000 = $80,000.

Full Surrender in year 4: 6% Withdrawal Charge
Indexed Strategy Base	$	100,000.00
Derivative Asset Proxy prior to Surrender	$	5,000.00
Fixed Income Asset Proxy prior to Surrender	$	95,000.00
Strategy Interim Value prior to Surrender	$	100,000.00
Performance Credit Account Value prior to Surrender	$	5,000.00
Remaining FWA from Performance Credit Account Value prior to Surrender (1)	$	5,000.00
Remaining FWA from Strategy Interim Value prior to Surrender	$	5,000.00
Total Remaining FWA (2)	$	10,000.00
MVA Percentage		4	%
Withdrawal Charge Percentage		6	%
Gross Withdrawal	$	105,000.00
Gross Withdrawal from Performance Credit Account (3)	$	5,000.00
Gross Withdrawal from Strategy Interim Value	$	100,000.00
Amount Subject to Withdrawal Charge (4)	$	95,000.00
Amount Subject to MVA Charge (5)	$	90,250.00
Withdrawal Charge (6)	$	5,700.00
MVA Charge (7)	$	3,610.00
Withdrawal Proceeds (8)	$	95,690.00
Performance Credit Account Value after Surrender (9)	$	0.00
Indexed Strategy Base after Surrender (10)	$	0.00
Strategy Interim Value after Surrender (11)	$	0.00

(1) Remaining FWA from Performance Credit Account Value prior to surrender = Performance Credit Account Value prior to surrender * 100% = $5,000 * 100% = $5,000.

(2) Total remaining FWA = remaining FWA from Performance Credit Account Value prior to surrender + remaining FWA from Strategy Interim Value prior to surrender = $5,000 + $5,000 = $10,000.

(3) Gross Withdrawal from Performance Credit Account = remaining FWA from Performance Credit Account Value prior to surrender – MAX($0, remaining FWA from Performance Credit Account Value prior to surrender – Gross Withdrawal) = $5,000 – MAX($0, $5,000 – $25,000) = $5,000.

(4) Amount subject to Withdrawal Charge = MAX($0, Gross Withdrawal – total remaining FWA) = MAX($0, $105,000 – $10,000) = $95,000.

(5) Amount subject to MVA = amount subject to Withdrawal Charge * (Fixed Income Asset Proxy prior to surrender / Strategy Interim Value prior to surrender) = $95,000 * ($95,000 / $100,000) = $90,250.

(6) Withdrawal Charge = amount subject to Withdrawal Charge * Withdrawal Charge percentage = $95,000 * 6% = $5,700.

(7) MVA = amount subject to MVA * MVA percentage = $90,250 * 4% = $3,610.

(8) Withdrawal proceeds = Gross Withdrawal – Withdrawal Charge – MVA = $105,000 – $5,700 – $3,610 = $95,690.

F-2

(9) Performance Credit Account Value after surrender = Performance Credit Account Value prior to surrender – Gross Withdrawal from Performance Credit Account Value = $5,000 – $5,000 = $0.

(10) Indexed Strategy Base after surrender = Indexed Strategy Base – Indexed Strategy Base * (Gross Withdrawal from Strategy Interim Value / Strategy Interim Value prior to surrender) = $100,000 – $100,000 * ($100,000 / $100,000) = $0.

(11) Strategy Interim Value after surrender = Strategy Interim Value prior to surrender – Gross Withdrawal from Strategy Interim Value = $100,000 – $100,000 = $0.

Net Partial Withdrawal in year 3: 7% Withdrawal Charge
Indexed Strategy Base	$	100,000.00
Derivative Asset Proxy prior to the Partial Withdrawal	$	5,000.00
Fixed Income Asset Proxy prior to the Partial Withdrawal	$	95,000.00
Strategy Interim Value prior to the Partial Withdrawal	$	100,000.00
Performance Credit Account Value prior to the Partial Withdrawal	$	5,000.00
Remaining FWA from Performance Credit Account Value prior to the Partial Withdrawal (1)	$	5,000.00
Remaining FWA from Strategy Interim Value prior to the Partial Withdrawal	$	5,000.00
Total Remaining FWA (2)	$	10,000.00
MVA Percentage		4	%
Withdrawal Charge Percentage		7	%
Net Withdrawal	$	23,380.00
Gross Withdrawal (3)	$	25,000.00
Gross Withdrawal from Performance Credit Account (4)	$	5,000.00
Gross Withdrawal from Strategy Interim Value	$	20,000.00
Amount Subject to Withdrawal Charge (5)	$	15,000.00
Amount Subject to MVA Charge (6)	$	14,250.00
Withdrawal Charge (7)	$	1,050.00
MVA Charge (8)	$	570.00
Withdrawal Proceeds (9)	$	23,380.00
Performance Credit Account Value after the Partial Withdrawal (10)	$	0.00
Indexed Strategy Base after the Partial Withdrawal (11)	$	80,000.00
Strategy Interim Value after the Partial Withdrawal (12)	$	80,000.00

(1) Remaining FWA from Performance Credit Account Value prior to the partial withdrawal = Performance Credit Account Value prior to the partial withdrawal * 100% = $5,000 * 100% = $5,000.

(3) Gross Withdrawal = [Net Withdrawal – total remaining FWA * (Withdrawal Charge Percentage + (Fixed Income Asset Proxy / Strategy Interim Value) * MVA percentage)] / (1 – Withdrawal Charge Percentage – (Fixed Income Asset Proxy / Strategy Interim Value) * MVA percentage) = [$23,380 – $10,000 * (7% + ($95,000 / $100,000) * 4%)] / (1 – 7% – ($95,000 / $100,000) * 4%) = $25,000.

(4) Gross Withdrawal from Performance Credit Account = remaining FWA from Performance Credit Account Value prior to the partial withdrawal – MAX($0, remaining FWA from Performance Credit Account Value prior to the partial withdrawal – Gross Withdrawal) = $5,000 – MAX($0, $5,000 – $25,000) = $5,000.

(5) Amount subject to Withdrawal Charge = MAX($0, Gross Withdrawal – remaining FWA) = MAX($0, $25,000 – $10,000) = $15,000.

F-3

(6) Amount subject to MVA = amount subject to Withdrawal Charge * (Fixed Income Asset Proxy / Strategy Interim Valu) = $15,000 * ($95,000 / $100,000) = $14,250.

(7) Withdrawal Charge = amount subject to Withdrawal Charge * Withdrawal Charge percentage = $15,000 * 7% = $1,050.

(8) MVA Charge = amount subject to MVA * MVA percentage = $14,250 * 4% = $570.

(9) Withdrawal proceeds = Gross Withdrawal – Withdrawal Charge – MVA = $25,000 – $1,050 – $570 = $23,380.

(10) Performance Credit Account Value after the partial withdrawal = Performance Credit Account Value prior to the partial withdrawal – Gross Withdrawal from Performance Credit Account Value = $5,000 – $5,000 = $0.

(11) Indexed Strategy Base after the partial withdrawal = Indexed Strategy Base – Indexed Strategy Base * (Gross Withdrawal from Strategy Interim Value / Strategy Interim Value prior to the partial withdrawal) = $100,000 – $100,000 * ($20,000 / $100,000) = $80,000.

(12) Strategy Interim Value after the partial withdrawal = Strategy Interim Value prior to the partial withdrawal – Gross Withdrawal from Strategy Interim Value = $100,000 – $20,000 = $80,000.

Advisory fee (Systematic Withdrawal) in year 3: 2% Withdrawal Charge
Indexed Strategy Base	$	100,000.00
Derivative Asset Proxy prior to the Withdrawal	$	5,000.00
Fixed Income Asset Proxy prior to the Withdrawal	$	95,000.00
Strategy Interim Value prior to the Withdrawal	$	100,000.00
Performance Credit Account Value prior to the Withdrawal	$	5,000.00
Remaining FWA from Performance Credit Account Value prior to the Withdrawal (1)	$	5,000.00
Remaining FWA from Strategy Interim Value prior to the Withdrawal	$	10,000.00
Total Remaining FWA (2)	$	15,000.00
MVA Percentage		4	%
Withdrawal Charge Percentage		2	%
Advisory Fee	$	1,500.00
Non-Advisory Fee Gross Withdrawal	$	0.00
Gross Withdrawal (3)	$	1,500.00
Gross Withdrawal from Performance Credit Account Value (4)	$	0.00
Gross Withdrawal from Strategy Interim Value (5)	$	1,500.00
Amount Subject to Withdrawal Charge (6)	$	0.00
Amount Subject to MVA (7)	$	0.00
Withdrawal Charge (8)	$	0.00
MVA (9)	$	0.00
Withdrawal Proceeds (10)	$	1,500.00
Performance Credit Account Value after the Withdrawal (11)	$	5,000.00
Indexed Strategy Base after the Withdrawal (12)	$	98,500.00
Strategy Interim Value after the Withdrawal (13)	$	98,500.00
Remaining FWA from Performance Credit Account Value after the Withdrawal	$	5,000.00
Remaining FWA from Strategy Interim Value after the Withdrawal	$	10,000.00

(1) Remaining FWA from Performance Credit Account Value prior to the withdrawal = Performance Credit Account Value prior to the withdrawal * 100% = $5,000 * 100% = $5,000.

F-4

(2) Total remaining FWA = remaining FWA from Performance Credit Account Value prior to the withdrawal + remaining FWA from Strategy Interim Value prior to the withdrawal = $5,000 + $10,000 = $15,000.

(3) Gross Withdrawal = advisory fee + non-advisory fee Gross Withdrawal = $1,500 + $0 = $1,500.

(4) Since advisory fee withdrawal does not reduce Performance Credit Account Value, Gross Withdrawal from Performance Credit Account Value = $0.

(5) Since advisory fee is not subject to Withdrawal Charge, Gross Withdrawal from Strategy Interim Value = Gross Withdrawal – Gross Withdrawal from Performance Credit Account Value = $1,500 – $0 = $1,500.

(6) Amount subject to Withdrawal Charge = MAX($0, (Gross Withdrawal – advisory fee) – total remaining FWA) = MAX($0, ($1,500 – $1,500) – $15,000) = $0.

(7) Amount subject to MVA = amount subject to Withdrawal Charge * (Fixed Income Asset Proxy prior to the withdrawal / Strategy Interim Value prior to the withdrawal) = $0 * ($95,000 / $100,000) = $0.

(8) Withdrawal Charge = amount subject to Withdrawal Charge * Withdrawal Charge percentage = $0 * 2% = $0.

(9) MVA = amount subject to MVA * MVA percentage = $0 * 4% = $0.

(10) Withdrawal proceeds = Gross Withdrawal – Withdrawal Charge – MVA Charge = $1,500 – $0 – $0 = $1,500.

(11) Performance Credit Account Value after the withdrawal = Performance Credit Account Value prior to the withdrawal – Gross Withdrawal from Performance Credit Account Value = $5,000 – $0 = $5,000.

(12) Indexed Strategy Base after the withdrawal = Indexed Strategy Base – Indexed Strategy Base * (Gross Withdrawal from Strategy Interim Value / Strategy Interim Value prior to the withdrawal) = $100,000 – $100,000 * ($1,500 / $100,000) = $98,500.

(13) Strategy Interim Value after the withdrawal = Strategy Interim Value prior to the withdrawal – Gross Withdrawal from Strategy Interim Value = $100,000 – $1,500 = $98,500.

F-5

APPENDIX G: EXAMPLES ILLUSTRATING CALCULATION OF THE OPTIONAL RETURN OF PREMIUM DEATH BENEFIT

Example for calculation of the Rider Charge

Optional Return of Premium Death Benefit — Rider Charge
Indexed Strategy Base prior to Rider Charge	$	95,000.00
Strategy Contract Value prior to Rider Charge	$	104,500.00
Return of Premium Base	$	100,000.00
Rider Charge Percentage		0.15	%
Rider Charge (1)	$	1500.00
Indexed Strategy Base after the Rider Charge (3)	$	94,863.64
Strategy Contract Value after the Rider Charge (2)	$	104.350.00

(1) The Rider Charge for the optional Return of Premium Death Benefit rider is assessed annually at the end of the Contract Year. Rider Charge = Return of Premium Base * Rider Charge percentage = $100,000 * 0.15% = $150.

(2) The Strategy Contract Value after the Rider Charge = Strategy Contract Value prior to Rider Charge – Rider Charge = $104,500 – $150 = $104,350.

(3) The Indexed Strategy Base is reduced by the Rider Charge in the same proportion that the Strategy Contract Value is reduced by the Rider Charge. The factor for the reduction is derived as [1 – (Rider Charge) / (Strategy Contract Value prior to Rider Charge)] = [1 – ($150) / ($104,500)] = 0.9985646. The Indexed Strategy Base after the Rider Charge is calculated as the Indexed Strategy Base prior to the Rider Charge multiplied by this factor, $95,000 * 0.9985646 = $94,863.64.

Example for calculation of prorated Rider Charge

Optional Return of Premium Death Benefit — Prorated Rider Charge at Full Surrender
Anniversary Date		1/4/2028
Full Surrender Date		8/1/2028
Indexed Strategy Base prior to Rider Charge	$	100,000.00
Strategy Contract Value prior to Rider Charge	$	105,000.00
Return of Premium Base	$	100,000.00
Rider Charge Percentage		0.15	%
Prorated Rider Charge (1)	$	85.89
Indexed Strategy Base after the Rider Charge	$	99,918.20
Strategy Contract Value after the Rider Charge	$	104,914.11
Remaining Free Withdrawal Amount	$	0
Withdrawal Charge Percentage		6.0	%
Withdrawal Charge (2)	$	6,294.85
Withdrawal Proceeds (3)	$	98,619.26

(1) A prorated Rider Charge is assessed if the rider is terminated for any reason other than for death or annuitization. In this example, the rider is terminated at a request for full surrender. The prorated Rider Charge is calculated as the Rider Charge percentage multiplied by the Return of Premium Base multiplied by number of days since Contract Anniversary divided by the number of days in the Contract Year: 0.15% * $100,000 * (209 / 365) = $85.89.

(2) The prorated Rider Charge is reduced from the Strategy Contract Value prior to the application of the Withdrawal Charge percentage. The Withdrawal Charge is calculated as the (Strategy Contract Value minus the remaining Free Withdrawal Amount) times the Withdrawal Charge percentage: ($104,914.11 – 0) * 6.0% = $6,294.85.

G-1

(3) The withdrawal proceeds are calculated as the Strategy Contract Value minus the Withdrawal Charge: $104,914.11 – $6,294.85 = $98,619.26.

Impact of Withdrawals on Return of Premium Base (B – Share/I – Share)

Optional Return of Premium Death Benefit — Withdrawals
Contract Value prior to Withdrawal	$	95,000.00
Return of Premium Base prior to Withdrawal	$	100,000.00
Partial Withdrawal	$	25,000.00
Contract Value after the Withdrawal (1)	$	70,000.00
Return of Premium Base after the Withdrawal (2)	$	73,684.21

(1) Contract Value is reduced by the partial withdrawal, $95,000 – $25,000 = $70,000.

(2) The Return of Premium Base is reduced for withdrawals in the same proportion that the Contract Value is reduced by the withdrawal. The factor for the reduction is derived as [1 – (partial withdrawal) / (Contract Value prior to withdrawal)] = [1 – ($25,000) / ($95,000)] = 0.7368421. The Return of Premium Base after the withdrawal is calculated as the Return of Premium Base prior to the withdrawal multiplied by this factor, $100,000 * 0.7368421 = $73,684.21.

Impact of advisory fees on Return of Premium Base (I – Share)

Optional Return of Premium Death Benefit — Advisory Fees Withdrawn Through the Systematic Withdrawal Program
Contract Value prior to Advisory Fee	$	95,000.00
Return of Premium Base prior to Advisory Fee	$	100,000.00
Advisory Fee	$	950.00
Contract Value after the deduction of Advisory Fee (1)	$	94,050.00
Return of Premium Base after of Advisory Fee (2)	$	100,000.00

(1) Contract Value is reduced by the advisory fee, $95,000 – $950 = $94,050.

(2) The Return of Premium Base is not reduced for advisory fees withdrawn through the systematic withdrawal program. The Return of Premium Base following the withdrawal is $100,000.

Example of Death Benefit in Market Scenario

Date	Premium		Beginning Indexed Strategy Base		Beginning Contract Value		Return of Premium Base		Rider Charge(1)		Index Credit			Ending Indexed Strategy Base(3)		Ending Contract Value(2)(4)		Death Benefit(5)
1/4/2028		100,000.00		100,000.00		100,000.00		100,000.00				0.00	%						100,000.00
1/3/2029				100,000.00		105,000.00		100,000.00		150		0.00	%		99,857.14		104,850.00		104,850.00
1/4/2029				99,857.14		99,857.14		100,000.00		0		7.00	%		106,847.14		106,847.14		106,847.14
1/3/2030				106,847.14		98,299.37		100,000.00		150		0.00	%		106,684.10		98,149.37		100,000.00
1/4/2030				106,684.10		98,149.37		100,000.00		0		-10.00	%		96,015.69		96,015.69		100,000.00

(1) The Rider Charge is calculated at the end of the Contract Year. The Rider Charge is calculated as the Rider Charge percentage multiplied by the Return of Premium Base. For this example, the Rider Charge percentage is 0.15%

On 1/3/2029, the Rider Charge is calculated as 0.15% * $100,000 = $150

On 1/3/2030, the Rider Charge is calculated as 0.15% * $100,000 = $150

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The Strategy Contract Value is reduced by the dollar amount of the Rider Charge.

On 1/3/2029, the ending Strategy Contract Value is $105,000 – $150 = $104,850.00

On 1/3/2030, the ending Strategy Contract Value is $98,299.37 – $150 = $98,149.37

(2) The Indexed Strategy Base is reduced by the Rider Charge in the same proportion that the Strategy Contract Value is reduced by the Rider Charge. The factor for the reduction is derived as [1 – (Rider Charge) / (Strategy Contract Value prior to Rider Charge)].

On 1/3/2029, the ending Indexed Strategy Base is calculated as $100,000 * [1 – ($150) / ($105,000)] = $99,857.14

On 1/3/2030, the ending Indexed Strategy Base is calculated as $106,847.14 * [1 – ($150) / ($98,299.37)] = $106,684.10

(3) The Strategy Contract Value on the date the Index Credit is applied is calculated as one plus the Index Credit multiplied by the Indexed Strategy Base.

On 1/4/2029, the ending Strategy Contract Value is $98,857.14 * (1 + 7%) = $106,847.14

On 1/4/2030, the ending Strategy Contract Value is $106,684.10 * (1 + (-10%) = $96,015.69

(4) The Death Benefit is the greater of the Contract Value and the Return of Premium Base.

On 1/4/2029, the Death Benefit is $106,847.14. The Death Benefit is equal to the greater of the Contract Value, $106,847.14, and the Return of Premium Base, $100,000.00.

On 1/4/2030, the Death Benefit is $100,000.00. The Death Benefit is equal to the greater of the Contract Value, $98,149.37, and the Return of Premium Base, $100,000.00.

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APPENDIX H: EXAMPLES ILLUSTRATING CALCULATION OF PERFORMANCE LOCK

Manual Performance Lock for Indexed Strategies with 6-Year Strategy Term
Date	Contract Transaction	Index Value		Strategy Contract Value		One-Year Fixed Strategy Value
1/5/2028			1000	$	100,000	$	0
1/6/2028	Issue Date		1005	$	100,000	$	0
7/1/2030	Request for Performance Lock (1)		1150	$	104,000	$	0
7/2/2030			980	$	105,150	$	0
7/3/2030	Performance Lock Date (2)		1050	$	98,750	$	98,750
1/5/2031			1070	$	0	$	99,252
1/6/2031	Contract Anniversary		950	$	0	$	99,255	(3)

When manually electing Performance Lock, We use the Strategy Interim Value calculated at the end of the second Valuation Day after We receive your request. This means you will not be able to determine in advance your "locked in" Strategy Interim Value, and it may be higher or lower than it was at the point in time you requested the Performance Lock.

In this example, assume a request for Performance Lock is submitted on 7/1/2030. The Performance Lock will be processed on 7/3/2030. The Strategy Interim Value on 7/3/2030 will not be known at the time the Performance Lock is processed.

(1) The Performance Lock request was submitted on 7/1/2030. On this day, the Strategy Interim Value was $104,000.

(2) The Performance Lock Date is 7/3/2030. The Strategy Interim Value on this day is $98,750. This is the Strategy Interim Value that is "locked-in". This Strategy Contract Value will be automatically transferred to the One-Year Fixed Strategy.

(3) On the Contract Anniversary on 1/6/2031, the One-Year Fixed Strategy Value increased to $99,255, assuming a 1.00% fixed interest rate.

Manual Performance Lock for Indexed Strategies with a 1-Year Strategy Term
Date	Contract Transaction	Index Value		Strategy Contract Value			One-Year Fixed Strategy Value
1/3/2028			1000	$	100,000		$	0
1/4/2028	Issue Date		1010	$	100,000		$	0
6/28/2028	Request for Performance Lock (1)		1090	$	103,000		$	0
6/29/2028			1100	$	105,150		$	0
6/30/2028	Performance Lock Date (2)		1050	$	101,000		$	0
1/3/2029			1060	$	101,516		$	0
1/4/2029	Contract Anniversary		1110	$	101,519	(3)	$	0

In this example, assume a request for Performance Lock is submitted on 6/28/2028. The Performance Lock will be processed on 6/30/2028. The Strategy Contract Value on 6/30/2028 will not be known at the time the withdrawal request was submitted.

(1) The Performance Lock request was submitted on 6/28/2028. On this day, the Strategy Interim Value was $103,000.

(2) The Performance Lock Date is 6/30/2028. The Strategy Interim Value on this day is $101,000. This is the Strategy Interim Value that is "locked-in". For Indexed Strategies with a 1-year Strategy Term, on the Performance Lock Date, the 'locked-in" amount remains within the Indexed Strategy.

(3) Following the Performance Lock Date, the Strategy Interim Value will be credited daily interest at a rate equal to the One-Year Fixed Strategy. No Index Credit will be credited at the end of the Strategy Term. On the Contract Anniversary on 1/4/2029, the Strategy Contract Value has increased to $101,519, assuming a fixed interest rate of 1.00%. At this Contract Anniversary, the Strategy Contract Value may remain within the strategy or be reallocated among the Indexed Strategies or between the Index Strategies and the One Year Fixed Strategy.

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Automatic Performance Lock for Indexed Strategies with a 6-Year Strategy Term
Date	Contract Transaction	Indexed Strategy Base		Strategy Contract Value		Strategy Contract Value Growth			One-Year Fixed Strategy Value
1/5/2028		$	100,000	$	100,000		0.0	%	$	0
1/6/2028	Issue Date	$	100,000	$	100,000		0.0	%	$	0
6/30/2029		$	100,000	$	111,500		11.5	%	$	0
7/1/2029	Performance Lock Target Triggered (1)	$	100,000	$	112,500		12.5	%	$	0
7/2/2029		$	100,000	$	111,000		11.0	%	$	0
7/3/2029	Performance Lock Date (2)	$	100,000	$	109,500		9.5	%	$	109,500
1/5/2030		$	100,000	$	0		N/A		$	110,057
1/6/2030	Contract Anniversary	$	100,000	$	0		N/A		$	110,060	(3)

When electing automatic Performance Lock, We use the Strategy Interim Value calculated at the end of the second Valuation Day after the Valuation Day upon which your automatic Performance Lock target is reached. This means you will not be able to determine in advance your "locked in" Strategy Interim Value, and it may be higher or lower than your target.

In this example, assume you set a target of 12.0%. The Strategy Contract Value growth, calculated as the Strategy Contract Value / Indexed Strategy Base minus 1, on 7/1/2029 is 12.5% ($112,500 / $100,000 – 1), triggering a Performance Lock. The Performance Lock will be processed on 7/3/2029. The Strategy Interim Value on 7/3/2029 will not be known at the time the Performance Lock is triggered, and the Strategy Contract Value growth on that day may be lower than the target.

(1) The automatic Performance Lock target was triggered on 7/1/2029. On this day, the Strategy Interim Value was $112,500.

(2) The Performance Lock Date is 7/3/2029. The Strategy Interim Value on this day is $109,500. This is the Strategy Interim Value that is "locked-in". This Strategy Contract Value will be automatically transferred to the One-Year Fixed Strategy.

(3) On the Contract Anniversary on 1/6/2030, the One-Year Fixed Strategy Value increased to $110,060, assuming a 1.00% fixed interest rate.

Automatic Performance Lock for Indexed Strategies with a 1-Year Strategy Term
Date	Contract Transaction	Indexed Strategy Base		Strategy Contract Value			Strategy Contract Value Growth			One-Year Fixed Strategy Value
1/3/2025		$	100,000	$	100,000			0.0	%	$	0
1/4/2025	Issue Date	$	100,000	$	100,000			0.0	%	$	0
6/28/2025	Performance Lock Target Triggered (1)	$	100,000	$	105,100			5.1	%	$	0
6/29/2025		$	100,000	$	104,500			4.5	%	$	0
6/30/2025	Performance Lock Date (2)	$	100,000	$	104,200			4.2	%	$	0
1/3/2029		$	100,000	$	104,733			N/A		$	0
1/4/2029	Contract Anniversary	$	100,000	$	104,735	(3)		N/A		$	0

In this example, assume you set a target of 5.0%. The Strategy Contract Value growth, calculated as the Strategy Contract Value / Indexed Strategy Base minus 1, on 6/28/2028 is 5.1% ($105,100 / $100,000 – 1), triggering a Performance Lock. The Performance Lock will be processed on 6/30/2028. The Strategy Interim Value on 6/30/2028 will not be known at the time the Performance Lock is triggered, and the Strategy Contract Value growth on that day may be lower than the target.

(1) The automatic Performance Lock target was triggered on 6/28/2028. On this day, the Strategy Interim Value was $105,100.

(2) The Performance Lock Date is 6/30/2028. The Strategy Interim Value on this day is $104,200. This is the Strategy Interim Value that is "locked-in". For Indexed Strategies with a 1-year Strategy Term, on the Performance Lock Date, the 'locked-in" amount remains within the Indexed Strategy.

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(3) Following the Performance Lock Date, the Strategy Contract Value will be credited daily interest at a rate equal to the One-Year Fixed Strategy. No Index Credit will be credited at the end of the Strategy Term. On the Contract Anniversary on 1/4/2029, the Strategy Contract Value has increased to $104,735, assuming a fixed interest rate of 1.00%. At this Contract Anniversary, the Strategy Contract Value may remain within the strategy or be reallocated among the Indexed Strategies or between the Index Strategies and the One Year Fixed Strategy.

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APPENDIX I: FINANCIAL INTERMEDIARY VARIATIONS

[To be updated by amendment]

The following table describes variations in the availability of investment options, Contract benefits, and other Contract features described in this Prospectus — including restrictions, limitations, and other variations — which may apply depending on the broker-dealer through which your contract was purchased or continues to be serviced.

Firm

Feature or Benefit

Features Currently Not Availabe

Please note that there may be other variations of which we are not aware, as variations may be imposed by some broker-dealers without our knowledge. For example, your financial professional may not recommend a particular investment option or Contract benefit to you. Based on several considerations (e.g., that we do not administer financial intermediary variations, the large number of broker-dealers through whom the Contracts are distributed, and the terms of our existing selling agreements), we cannot identify such other variations, if any, without unreasonable effort or incurring unreasonable expense.

You should discuss with your financial professional any limitations, restrictions, or other variations related to the investment options, Contract benefits, or other Contract features available to you through your financial professional.

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APPENDIX J: INDEX DISCLOSURES

[To be updated by amendment]

AMERICAN FUNDS^® THE GROWTH FUND OF AMERICA^® and AMERICAN FUNDS^® NEW PERSPECTIVE FUND^®

[ American Funds^® The Growth Fund of America^® — Class F-3 or American Funds^® New Perspective Fund^® — Class F-3 is not a market Index. It is a mutual fund, and its Index Value reflects the mutual fund's total return. If you select a mutual fund-linked Index Strategy for investment, you will not be investing in the linked mutual fund. You will not be a shareholder or beneficial owner of the fund and you will have no rights with respect to the fund.

The Index Strategies linked to The Growth Fund of America^® or New Perspective Fund^® from American Funds^® are not market indexes. They are based on a retail mutual fund whose investment returns are used to determine the performance of the associated Index Strategies. You will not become a shareholder of the mutual fund by investing in the Index Strategies, nor will you have any voting, dividend, liquidation, or any other rights typically afforded to the mutual fund's shareholders. Actual investment results as a shareholder of the mutual fund may differ. American Funds' The Growth Fund of America or New Perspective Fund and their trademarks and data have been licensed for use by [xx]. All Capital Group trademarks mentioned are owned by The Capital Group Companies, Inc. ("Capital Group") or an affiliated company or fund. All other company and product names mentioned are the property of their respective companies. This Product is not sponsored, endorsed, recommended, offered, sold, issued or promoted by Capital Group or any of its affiliates, or any of their respective third-party licensors. Capital Group has no obligation or liability in connection with the administration or marketing of this Product. Capital Group makes no representation or warranty, express or implied, to the owners of this Product or any member of the public regarding the suitability or advisability of investing in this Product or any Index Strategy. Capital Group has not prepared any part of this document and no statements made herein should be attributed to Capital Group.]

MSCI EAFE INDEX

[THIS PRODUCT IS NOT SPONSORED, ENDORSED, SOLD OR PROMOTED BY MSCI INC. ("MSCI"), ANY OF ITS AFFILIATES, ANY OF ITS INFORMATION PROVIDERS OR ANY OTHER THIRD PARTY INVOLVED IN, OR RELATED TO, COMPILING, COMPUTING OR CREATING ANY MSCI INDEX (COLLECTIVELY, THE "MSCI PARTIES"). THE MSCI INDEXES ARE THE EXCLUSIVE PROPERTY OF MSCI. MSCI AND THE MSCI INDEX NAMES ARE SERVICE MARK(S) OF MSCI OR ITS AFFILIATES AND HAVE BEEN LICENSED FOR USE FOR CERTAIN PURPOSES BY FORETHOUGHT LIFE INSURANCE COMPANY. NONE OF THE MSCI PARTIES MAKES ANY REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, TO THE ISSUER OR OWNERS OF THIS PRODUCT OR ANY OTHER PERSON OR ENTITY REGARDING THE ADVISABILITY OF INVESTING IN PRODUCTS GENERALLY OR IN THIS PRODUCT PARTICULARLY OR THE ABILITY OF ANY MSCI INDEX TO TRACK CORRESPONDING STOCK MARKET PERFORMANCE. MSCI OR ITS AFFILIATES ARE THE LICENSORS OF CERTAIN TRADEMARKS, SERVICE MARKS AND TRADE NAMES AND OF THE MSCI INDEXES WHICH ARE DETERMINED, COMPOSED AND CALCULATED BY MSCI WITHOUT REGARD TO THIS PRODUCT OR THE ISSUER OR OWNERS OF THIS PRODUCT OR ANY OTHER PERSON OR ENTITY. NONE OF THE MSCI PARTIES HAS ANY OBLIGATION TO TAKE THE NEEDS OF THE ISSUER OR OWNERS OF THIS PRODUCT OR ANY OTHER PERSON OR ENTITY INTO CONSIDERATION IN DETERMINING, COMPOSING OR CALCULATING THE MSCI INDEXES. NONE OF THE MSCI PARTIES IS RESPONSIBLE FOR OR HAS PARTICIPATED IN THE DETERMINATION OF THE TIMING OF, PRICES AT, OR QUANTITIES OF THIS PRODUCT TO BE ISSUED OR IN THE DETERMINATION OR CALCULATION OF THE EQUATION BY OR THE CONSIDERATION INTO WHICH THIS PRODUCT IS REDEEMABLE. FURTHER, NONE OF THE MSCI PARTIES HAS ANY OBLIGATION OR LIABILITY TO THE ISSUER OR OWNERS OF THIS PRODUCT OR ANY OTHER PERSON OR ENTITY IN CONNECTION WITH THE ADMINISTRATION, MARKETING OR OFFERING OF THIS PRODUCT.

ALTHOUGH MSCI SHALL OBTAIN INFORMATION FOR INCLUSION IN OR FOR USE IN THE CALCULATION OF THE MSCI INDEXES FROM SOURCES THAT MSCI CONSIDERS RELIABLE, NONE OF THE MSCI PARTIES WARRANTS OR GUARANTEES THE ORIGINALITY, ACCURACY AND/OR THE COMPLETENESS OF ANY MSCI INDEX OR ANY DATA INCLUDED THEREIN. NONE OF THE MSCI PARTIES MAKES ANY WARRANTY, EXPRESS OR IMPLIED, AS TO RESULTS TO BE OBTAINED BY THE ISSUER OF THE PRODUCT, OWNERS OF THE PRODUCT, OR ANY OTHER PERSON OR ENTITY, FROM THE USE OF ANY MSCI INDEX OR ANY DATA INCLUDED THEREIN. NONE OF THE MSCI PARTIES SHALL HAVE ANY LIABILITY FOR ANY ERRORS, OMISSIONS OR INTERRUPTIONS OF OR IN CONNECTION WITH ANY MSCI INDEX OR ANY DATA INCLUDED THEREIN. FURTHER, NONE OF THE MSCI PARTIES MAKES ANY EXPRESS OR IMPLIED WARRANTIES OF ANY KIND, AND THE MSCI PARTIES HEREBY EXPRESSLY DISCLAIM ALL WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO EACH MSCI INDEX AND ANY DATA INCLUDED THEREIN. WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENT SHALL ANY OF THE MSCI PARTIES HAVE ANY LIABILITY FOR ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, CONSEQUENTIAL OR ANY OTHER DAMAGES (INCLUDING LOST PROFITS) EVEN IF NOTIFIED OF THE POSSIBILITY OF SUCH DAMAGES.]

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NASDAQ-100 INDEX^®

The Product(s) is not sponsored, endorsed, sold or promoted by Nasdaq, Inc., its licensors or Nasdaq or its licensors affiliates (Nasdaq, its licensors with their affiliates, are referred to as the "Corporations"). The Corporations have not passed on the legality or suitability of, or the accuracy or adequacy of descriptions and disclosures relating to, the Product(s). The Corporations make no representation or warranty, express or implied to the owners of the Product(s) or any member of the public regarding the advisability of investing in securities generally or in the Product(s) particularly, or the ability of the Nasdaq-100 Index^® to track general stock market performance. The Corporations' only relationship to [Insert Name of Licensee] ("Licensee") is in the licensing of the Nasdaq^®, Nasdaq-100 Index^®, NDX^®, Nasdaq-100^® and certain trade names of the Corporations and the use of the Nasdaq-100 Index^® which is determined, composed and calculated by Nasdaq without regard to Licensee or the Product(s). Nasdaq has no obligation to take the needs of the Licensee or the owners of the Product(s) into consideration in determining, composing or calculating the Nasdaq-100 Index^®. The Corporations are not responsible for and have not participated in the determination of the timing of, prices at, or quantities of the Product(s) to be issued or in the determination or calculation of the equation by which the Product(s) is to be converted into cash. The Corporations have no liability in connection with the administration, marketing or trading of the Product(s). THE CORPORATIONS DO NOT GUARANTEE THE ACCURACY AND/OR UNINTERRUPTED CALCULATION OF THE Nasdaq-100 Index^® OR ANY DATA INCLUDED THEREIN. THE CORPORATIONS MAKE NO WARRANTY, EXPRESS OR IMPLIED, AS TO RESULTS TO BE OBTAINED BY LICENSEE, OWNERS OF THE PRODUCT(S), OR ANY OTHER PERSON OR ENTITY FROM THE USE OF THE Nasdaq-100 Index^® OR ANY DATA INCLUDED THEREIN. THE CORPORATIONS MAKE NO EXPRESS OR IMPLIED WARRANTIES, AND EXPRESSLY DISCLAIM ALL WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE WITH RESPECT TO THE Nasdaq-100 Index^® OR ANY DATA INCLUDED THEREIN. WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENT SHALL THE CORPORATIONS HAVE ANY LIABILITY FOR ANY LOST PROFITS OR SPECIAL, INCIDENTAL, PUNITIVE, INDIRECT, OR CONSEQUENTIAL DAMAGES, EVEN IF NOTIFIED OF THE POSSIBILITY OF SUCH DAMAGES.

RUSSELL 2000^® INDEX

[Frank Russell Company ("Russell") is the source and owner of the trademarks, service marks and copyrights related to the Russell Indexes. Russell^® is a trademark of Frank Russell Company. Neither Russell nor its licensors accept any liability for any errors or omissions in the Russell Indexes and/or Russell ratings or underlying data and no party may rely on any Russell Indexes and/or Russell ratings and/or underlying data contained in this communication. No further distribution of Russell Data is permitted without Russell's express written consent. Russell does not promote, sponsor or endorse the content of this communication.

The Russell 2000^® Index (the "Index") is a trademark of Frank Russell Company ("Russell") and have been licensed for use by Forethought Life Insurance Company. "The Forethought Fixed Index Annuity is/are not in any way sponsored, endorsed, sold or promoted by Russell or the London Stock Exchange Group companies ("LSEG") (together the "Licensor Parties") and none of the Licensor Parties make any claim, prediction, warranty or representation whatsoever, expressly or impliedly, either as to (i) the results to be obtained from the use of the Index (upon which the Forethought Fixed Index Annuity is based), (ii) the figure at which the Index is said to stand at any particular time on any particular day or otherwise, or (iii) the suitability of the Index for the purpose to which it is being put in connection with the Forethought Fixed Index Annuity. None of the Licensor Parties have provided or will provide any financial or investment advice or recommendation in relation to the Index to FORETHOUGHT LIFE INSURANCE COMPANY or to its clients. The Index is calculated by Russell or its agent. None of the Licensor Parties shall be (a) liable (whether in negligence or otherwise) to any person for any error in the Index or (b) under any obligation to advise any person of any error therein.]

S&P 500^® INDEX

The "S&P 500^® Index" is a product of S&P Dow Jones Indices LLC or its affiliates ("SPDJI") and has been licensed for use by Forethought Life Insurance Company ("Forethought"). S&P^®, S&P 500^®, US 500^TM, The 500^®, SPX^®, SPY^®, iBoxx^®, iTraxx^® and CDX^® are trademarks of S&P Global, Inc. or its affiliates ("S&P"); Dow Jones^® is a registered trademark of Dow Jones Trademark Holdings LLC ("Dow Jones") and these trade- marks have been licensed for use by SPDJI and sublicensed for certain purposes by Forethought. It is not possible to invest directly in an index. Forethought's products are not sponsored, endorsed, sold or promoted by SPDJI, Dow Jones, S&P, any of their respective affiliates (collectively, "S&P Dow Jones Indices"). Neither S&P Dow Jones Indices does not make any representation or warranty, express or implied, to the Owners of Forethought's Products or any member of the public regarding the advisability of investing in securities generally or in Forethought's Products particularly or the ability of the S&P 500^® Index to track general market performance. Past performance of an Index is not an indication or guarantee of future results. S&P Dow Jones Indices' only relationship to Forethought with respect to the S&P 500^® Index is the licensing of the Index and certain trademarks, service marks and/or trade names of S&P Dow Jones Indices and/or its licensors. The S&P 500^® Index is determined, composed and calculated by S&P Dow Jones Indices without regard to Forethought or Forethought's Products. S&P Dow Jones Indices has no obligation to take the needs of Forethought or the Owners of Forethought's Products into consideration in determining, composing or calculating the S&P 500^® Index. S&P Dow Jones Indices has no obligation or liability in connection with the administration, marketing or trading of Forethought's Products. There is no assurance that investment products based on the S&P 500^® Index will accurately track Index performance or provide positive investment returns. S&P Dow Jones Indices LLC is not an investment adviser, commodity trading advisory, commodity pool operator, broker dealer, fiduciary, promoter" (as defined in the Investment Company Act of 1940, as amended), "expert" as enumerated within 15 U.S.C. § 77k(a) or tax

J-2

advisor. Inclusion of a security, commodity, crypto currency or other asset within an Index is not a recommendation by S&P Dow Jones Indices to buy, sell, or hold such security, commodity, crypto currency or other asset, nor is it considered to be investment advice or commodity trading advice.

NEITHER S&P DOW JONES INDICES NOR THIRD PARTY LICENSOR GUARANTEES THE ADEQUACY, ACCURACY, TIMELINESS AND/OR THE COMPLETENESS OF THE S&P 500^® INDEX OR ANY DATA RELATED THERETO OR ANY COMMUNICATION, INCLUDING BUT NOT LIMITED TO, ORAL OR WRITTEN COMMUNICATION (INCLUDING ELECTRONIC COMMUNICATIONS) WITH RESPECT THERETO. S&P DOW JONES INDICES SHALL NOT BE SUBJECT TO ANY DAMAGES OR LIABILITY FOR ANY ERRORS, OMISSIONS, OR DELAYS THEREIN. S&P DOW JONES INDICES MAKES NO EXPRESS OR IMPLIED WARRANTIES, AND EXPRESSLY DISCLAIMS ALL WARRANTIES, OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE OR AS TO RESULTS TO BE OBTAINED BY FORETHOUGHT OWNERS OF THE FORETHOUGHT'S PRODUCTS OR ANY OTHER PERSON OR ENTITY FROM THE USE OF THE S&P 500^® INDEX OR WITH RESPECT TO ANY DATA RELATED THERETO. WITHOUT LIM- ITING ANY OF THE FOREGOING, IN NO EVENT WHATSOEVER SHALL S&P DOW JONES INDICES BE LIABLE FOR ANY INDI- RECT, SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES INCLUDING BUT NOT LIMITED TO, LOSS OF PROFITS, TRADING LOSSES, LOST TIME OR GOODWILL, EVEN IF THEY HAVE BEEN ADVISED OF THE POSSIBLITY OF SUCH DAMAGES, WHETHER IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE. S&P DOW JONES INDICES HAS NOT REVIEWED, PREPARED AND/OR CERTIFIED ANY PORTION OF, NOR DOES S&P DOW JONES INDICES HAVE ANY CONTROL OVER, THE LICENSEE PRODUCT REGISTRATION STATEMENT, PROSPECTUS OR OTHER OFFERING MATERIALS. THERE ARE NO THIRD-PARTY BENEFICIARIES OF ANY AGREEMENTS OR ARRANGEMENTS BETWEEN S&P DOW JONES INDICES AND FOREHTOUGHT, OTHER THAN THE LICENSORS OF S&P DOW JONES INDICES.

J-3

The Statement of Additional Information (SAI), dated [ ], includes additional information about the Contract and the Company. The SAI is incorporated by reference into this prospectus. The SAI is available, without charge, upon request. For a free copy, or to request other information about the Contract or make other inquiries, contact Us at the Annuity Service Center:

• By Phone: 833-ASK GA 4U (833-275-4248) Mon to Fri 8:30 AM – 6:00 PM EST

• sai.globalatlantic@email.gafg.com

EDGAR Contract Identifier No. [ ]

STATEMENT OF ADDITIONAL INFORMATION

FORETHOUGHT LIFE INSURANCE COMPANY
10 West Market Street, Suite 2300
Indianapolis, IN 46204

ForeStructured Growth II Contract

ForeStructured Growth II Advisory Contract

(For applications signed on or after [ ], 2027)

ForeStructured Growth II Contract
ForeStructured Growth II Advisory Contract
(For applications signed before [ ], 2027)

B Share and I-Share

This Statement of Additional Information contains additional information to the prospectuses for the above-referenced ForeStructured Growth II and ForeStructured Growth II Advisory Contracts, each an individual single premium deferred index-linked annuity contract ("Contract"). This Statement of Additional Information is not a prospectus, and it should be read only in conjunction with the prospectus for the applicable Contract.

The prospectus for each Contract is dated the same date as this Statement of Additional Information. Unless otherwise indicated, all terms used in this Statement of Additional Information have the same meaning as when used in the prospectus. You may obtain a copy of the prospectus by writing us at our Annuity Service Center at 123 Town Square PL, PMB 711, Jersey City, NJ 07310 or by calling 1-833-275-4248. You may also email: GAOperations@mail.gafg.com.

Dated: [ ], 2027

Table of Contents

Non-Principal Risks of Investing in the Contract		1
Calculation of Strategy Interim Value		1
Calculation of Market Value Adjustment		6
General Information		9
The Company		9
Independent Auditor		9
Experts		9
Non-Participating		9
Misstatement of Age or Sex		9
Other Service Providers		9
Principal Underwriter		9
Additional Payments to Broker-Dealers		10
Financial Statements		10

Non-Principal Risks of Investing in the Contract

All non-principal risks are disclosed in the prospectus.

Calculation of Strategy Interim Value

We calculate the Strategy Interim Value on each Valuation Day other than the first and last day of the Strategy Term. We will apply the Strategy Interim Value if amounts are withdrawn or otherwise removed from an Indexed Strategy before the end of a Strategy Term, which may result in significant loss. The types of transactions to which We may apply Strategy Interim Value include partial withdrawals (including withdrawals to pay advisory fees, systematic withdrawals and Required Minimum Distributions under the Contract), full surrender of your Contract, cancellation, annuitization, Death Benefit payments, Performance Lock, and deductions for Rider Charges. We also use the Strategy Interim Value to determine how much the Indexed Strategy Base is reduced following a Strategy Interim Value transaction.

The Strategy Interim Value reflects the current value of each Indexed Strategy, taking into account market data for referenced Index and the time elapsed in the Strategy Term. It estimates the value of option contracts We may purchase that replicate Our obligation to calculate the Index Credit at the end of a Strategy Term and to assure We can meet Our payment obligations under the Indexed Strategy.

The Strategy Interim Value fluctuates daily. In the prospectus, We refer to the gain or loss reflected in a Strategy Interim Value as the “Strategy Interim Value adjustment.”

The Strategy Interim Value may be less than the beginning Strategy Contract Value even when the term-to-date Index performance is positive. This is due to, among other factors, external market inputs for volatilities, interest rates and dividends used in the valuation. The Strategy Interim Value is generally expected to be less than the term-to-date Index performance on any Valuation Day, reflecting the possibility, among other factors, that if the Contract Value remained invested in the Indexed Strategy, the Index Return may be lower or negative at the end of the Strategy Term. The Strategy Interim Value reflects the amortization of the beginning Strategy Interim Value which represents the estimated cost of entering into the hypothetical derivatives at the beginning of the Strategy Term for each strategy. As a result, the estimated cost of entering and exiting the hypothetical derivatives results in a lower Strategy Interim Value.

On each Valuation Day that We calculate Strategy Interim Value, Strategy Interim Value will be equal to the sum of: (i) the Derivative Asset Proxy and (ii) the Fixed Income Proxy.

●

The Derivative Asset Proxy reflects Our valuation of a hypothetical portfolio of derivative instruments that replicates the derivative assets We hold to support an Indexed Strategy. For each Indexed Strategy, it is calculated each Valuation Day based on the Indexed Strategy Base and the Market Value of Options which, as described further below, is Our valuation of derivative instruments that We hold to support Our payment obligations.

●

The Fixed Income Asset Proxy is a component of the Strategy Interim Value formula and is also used in the calculation of MVAs. It reflects Our valuation of a hypothetical portfolio of fixed income instruments that replicates the fixed income assets We hold to support an Indexed Strategy. For each Indexed Strategy, it is calculated each Valuation Day based on the Indexed Strategy Base, the Market Value of Options on the Starting Index Date, the number of days elapsed in the Strategy Term, and the Daily Fixed Income Asset Proxy Interest Rate, as described further below.

For example, assume you are halfway through the Contract Year and all of your premium is allocated to an Indexed Strategy. Furthermore, assume that you elect to take a full surrender before the end of the Strategy Term, at which time the Derivative Asset Proxy is $7,500 and the Fixed Income Asset Proxy is $97,500. The Strategy Interim Value is calculated as the sum of the Derivative Asset Proxy and Fixed Income Asset Proxy, so your Strategy Interim Value is $105,000. Upon the full surrender in this example, you may also be subject to Withdrawal Charges and an MVA.

We calculate the Derivative Asset Proxy and the Fixed Income Asset Proxy on each Valuation Day during the Strategy Term, not only the Valuation Days on which We calculate Strategy Interim Value, as the Derivative Asset Proxy and Fixed Income Asset Proxy values on any given Valuation Day are used for calculating potential MVAs and/or future Strategy Interim Values.

On the first day of the Strategy Term, the Strategy Contract Value is equal to the Indexed Strategy Base. The Indexed Strategy Base on that day will be used to determine the initial Derivative Asset Proxy and Fixed Income Asset Proxy values for the Strategy Term, as follows:

The Derivative Asset Proxy on the first day of the Strategy Term is determined as [A x B], where

A = Indexed Strategy Base
B = Market Value of Options as of the Starting Index Date that We purchase to replicate Our obligations

The Fixed Income Asset Proxy on the first day of the Strategy Term is determined as [A x (1 – B)], where

A = Indexed Strategy Base
B = Market Value of Options as of the Starting Index Date that We purchase to replicate Our obligations

On each Valuation Day on which We calculate Strategy Interim Value, the Strategy Interim Value is equal to [(3) + (4)], where

(3) = Derivative Asset Proxy is determined as [A x D], where

A = Indexed Strategy Base
D = Market Value of Options as of the end of the preceding Valuation Day

(4) = Fixed Income Asset Proxy on any Valuation Day prior to the end of the Strategy Term. It is determined as [A * (1 – B) x (1 + F)^E], where

A = Indexed Strategy Base
B = Market Value of Options as of the Starting Index Date that We purchase to replicate Our obligations
E = Number of calendar days elapsed in the Strategy Term

F = A rate of interest referred to as the Daily Fixed Income Asset Proxy Interest Rate. It is determined as , where
B = Market Value of Options as of the Starting Index Date that We purchase to replicate Our obligations
G= Number of calendar days in the Strategy Term

On the last Valuation Day of the Strategy Term, We calculate the Derivative Asset Proxy and Fixed Income Asset Proxy in the same manner as a Valuation Day on which We calculate Strategy Interim Value, as described above.

The Market Value of Options is Our valuation of derivative instruments that We hold to support Our payment obligations and is intended to reflect Our risk that the Index will suffer a loss at the end of the Strategy Term based on the current volatility of the Index, Index performance, the time remaining in the Strategy Term and changes in prevailing interest rates. The calculation may result in values that are higher or lower than the values obtained from using other methodologies and models. It may also be higher or lower than actual market prices of similar or identical derivatives. As a result, the Strategy Interim Value you receive may be higher or lower than what other methodologies and models would produce.

We determine the methodology used to value the options contracts, which methodology may result in values that may vary higher or lower from other valuation estimates or from the actual selling price of identical options contract. Such variances may differ from Indexed Strategy to Indexed Strategy and from day to day.

The Derivative Asset Proxy uses a market value methodology to value the replicating portfolio of options that support this product. For each strategy, methods for valuing derivatives are based on market consistent inputs, such as from third party vendors.

The Fixed Income Asset Proxy accrues at the Daily Fixed Income Asset Proxy Interest Rate and represents the Indexed Strategy Base adjusted by amortization of the value of Derivative Asset Proxy as of the Issue Date that We purchase to support Our payment obligations on the first day of the Strategy Term.

Example of Strategy Interim Value for any Indexed Strategies Other than Dual Directional Yield

Date	Index Value		Market Value of Options				Derivative Asset Proxy(1)			Fixed Income Asset Proxy(2)		Daily Fixed Income Asset Proxy Interest Rate			Indexed Strategy Base		Strategy Interim Value(3)
1/3/2025		1,000		5.00	%
1/4/2025		1,005		5.20	%		$	5,000.00		$	95,000.00		0.01405	%	$	100,000.00	$	100,000.00
1/5/2025		1,010		5.50	%		$	5,200.00		$	95,013.35				$	100,000.00	$	100,213.35
1/6/2025		1,015		5.75	%		$	5,500.00		$	95,026.70				$	100,000.00	$	100,526.70
6/29/2025		1,020		4.55	%					$	97,378.95
6/30/2025		980		(1.00	%)		$	4,550.00		$	97,392.64				$	100,000.00	$	101,942.64
7/1/2025		1,080		8.40	%	(	$	1,000.00	)	$	97,406.33				$	100,000.00	$	96,406.33
7/2/2025		1,070		7.90	%		$	8,400.00		$	97,420.02				$	100,000.00	$	105,820.02

(1)

The Derivative Asset Proxy is calculated as Market Value of Options multiplied by Indexed Strategy Base. The Derivative Asset Proxy used in the calculation of the Strategy Interim Value is based on the Market Value of Options at the end of the preceding Valuation Day. The Market Value of Options after Issue Date represents bid-side price if We would unwind the options in market.

At 6/30/2025, the Derivative Asset Proxy is calculated as 4.55% * $100,000 = $4,550

At 7/1/2025, the Derivative Asset Proxy is calculated as (1.00%) * $100,000 = ($1,000)

At 7/2/2025, the Derivative Asset Proxy is calculated as 8.40% * $100,000 = $8,400

(2)

The Fixed Income Asset Proxy is calculated as the Indexed Strategy Base multiplied by one minus the Market Value of Options as of the Starting Index Date multiplied by sum of one and the Daily Fixed Income Asset Proxy Interest Rate to the power of the number of calendar days elapsed in the Strategy Term. For this example, the Strategy Term begins on 1/4/2025, and is one year. The number of days in the Strategy Term is 365.

At 6/30/2025, the Fixed Income Asset Proxy is calculated as $100,000*(1 – 5%) * (1 + 0.01405%) ^ 177 = $97,392.64

At 7/1/2025, the Fixed Income Asset Proxy is calculated as $100,000 *(1 – 5%)* (1 + 0.01405%) ^ 178 = $97,406.33

At 7/2/2025, the Fixed Income Asset Proxy is calculated as $100,000 *(1 – 5%)* (1 + 0.01405%) ^ 179 = $97,420.02

(3)

The Strategy Interim Value is calculated as the Derivative Asset Proxy plus the Fixed Income Asset Proxy. The Derivative Asset Proxy used in the calculation of the Strategy Interim Value is based on the Market Value of Options at the end of the preceding Valuation Day. The Fixed Income Asset Proxy used in the calculation of the Strategy Interim Value is based on the number of calendar days elapsed in the Strategy Term.

At 6/30/2025, the Strategy Interim Value is calculated as $4,550 + $97,392.64 = $101,942.64

At 7/1/2025, the Strategy Interim Value is calculated as ($1,000) + $97,406.33 = $96,406.33

At 7/2/2025, the Strategy Interim Value is calculated as $8,400 + $97,420.02 = $105,820.02

The Strategy Interim Value on a particular Valuation Day is not the Strategy Interim Value that the Contract would transact at. You will not know the Strategy Interim Value the Contract will transact at when you notify Us to transact on the Contract. For example, if you submit a withdrawal request on 6/29/2025, the withdrawal will be processed on 7/1/2025 at a Strategy Interim Value of $96,406.33.

The Strategy Interim Value on 7/1/2025 will not be known at the time the withdrawal request was submitted.

Example of Strategy Interim Value for Dual Directional Yield

Date	Index Value		Market Value of Options			Derivative Asset Proxy(1)			Fixed Income Asset Proxy(2)		Daily Fixed Income Asset Proxy Interest Rate			Indexed Strategy Base		Strategy Interim Value(3)		Performance Credit(4)
1/3/2025		1,000		26.00	%
1/4/2025		1,005		25.00	%	$	26,000.00		$	74,000.00		0.01374	%	$	100,000.00	$	100,000.00
1/5/2025		1,010		25.50	%	$	25,000.00		$	74,010.17				$	100,000.00	$	99,010.17
1/6/2025		1,015		26.25	%	$	25,500.00		$	74,020.34				$	100,000.00	$	99,520.34
4/2/2025		1,065		28.00	%				$	74,900.37
4/3/2025		1,065		26.00	%	$	28,000.00		$	74,910.66				$	100,000.00	$	102,910.66
4/4/2025		1,075		26.50	%	$	26,000.00		$	74,920.96				$	100,000.00	$	100,920.96	$	2,000
4/5/2025		1,070		25.75	%	$	26,500.00		$	74,931.25				$	100,000.00	$	101,431.25
4/2/2026		730		1.00	%				$	78,753.29
4/3/2026		700		(3.00	%)	$	1,000.00		$	78,764.11				$	100,000.00	$	79,764.11
4/4/2026		680		(5.50	%)	$	(3,000.00	)	$	78,774.94				$	100,000.00	$	75,774.94	$	0
4/5/2026		720		(0.50	%)	$	(5,500.00	)	$	78,785.76				$	100,000.00	$	73,285.76

(1)

The Derivative Asset Proxy is calculated as Market Value of Options multiplied by Indexed Strategy Base. The Derivative Asset Proxy used in the calculation of the Strategy Interim Value is based on the Market Value of Options at the end of the preceding Valuation Day. The Market Value of Options after Issue Date (1/4/2025 in this Example) represents bid-side price if We would unwind the options in market.

At 1/5/2025, the Derivative Asset Proxy is calculated as 25.00% * $100,000 = $25,000

At 1/6/2025, the Derivative Asset Proxy is calculated as 25.50% * $100,000 = $25,500

At 4/3/2025, the Derivative Asset Proxy is calculated as 28.00% * $100,000 = $28,000

At 4/4/2025, the Derivative Asset Proxy is calculated as 26.00% * $100,000 = $26,000

At 4/5/2025, the Derivative Asset Proxy is calculated as 26.50% * $100,000 = $26,500

At 4/3/2026, the Derivative Asset Proxy is calculated as 1.00% * $100,000 = $1,000

At 4/4/2026, the Derivative Asset Proxy is calculated as (3.00%) * $100,000 = ($3,000)

At 4/5/2026, the Derivative Asset Proxy is calculated as (5.50%) * $100,000 = ($5,500)

(2)

The Fixed Income Asset Proxy is calculated as the Indexed Strategy Base multiplied by one minus the Market Value of Options as of the Starting Index Date multiplied by sum of one and the Daily Fixed Income Asset Proxy Interest Rate to the power of the number of calendar days elapsed in the Strategy Term. For this example, the Strategy Term begins on 1/4/2025, and is six years. The number of days in the Strategy Term is 2,191.

At 1/5/2025, the Fixed Income Asset Proxy is calculated as $100,000*(1 – 26%) * (1 + 0.01374%) ^ 1 = $74,010.17

At 1/6/2025, the Fixed Income Asset Proxy is calculated as $100,000*(1 – 26%) * (1 + 0.01374%) ^ 2 = $74,020.34

At 4/3/2025, the Fixed Income Asset Proxy is calculated as $100,000*(1 – 26%) * (1 + 0.01374%) ^ 89 = $74,910.66

At 4/4/2025, the Fixed Income Asset Proxy is calculated as $100,000*(1 – 26%) * (1 + 0.01374%) ^ 90 = $74,920.96

At 4/5/2025, the Fixed Income Asset Proxy is calculated as $$100,000*(1 – 26%) * (1 + 0.01374%) ^ 91 = $74,931.25

At 4/3/2026, the Fixed Income Asset Proxy is calculated as $$100,000*(1 – 26%) * (1 + 0.01374%) ^ 454 = $78,764.11

At 4/4/2026, the Fixed Income Asset Proxy is calculated as $$100,000*(1 – 26%) * (1 + 0.01374%) ^ 455 = $78,774.94

At 4/5/2026, the Fixed Income Asset Proxy is calculated as $$100,000*(1 – 26%) * (1 + 0.01374%) ^ 456 = $78,785.76

(3)

The Strategy Interim Value is calculated as the Derivative Asset Proxy plus the Fixed Income Asset Proxy. The Derivative Asset Proxy used in the calculation of the Strategy Interim Value is based on the Market Value of Options as the end of the preceding Valuation Day. The Fixed Income Asset Proxy used in the calculation of the Strategy Interim Value is based on the number of calendar days elapsed in the Strategy Term.

At 1/5/2025, the Strategy Interim Value is calculated as $25,000 + $74,010.17 = $99,010.17

At 1/6/2025, the Strategy Interim Value is calculated as $25,500 + $74,020.34 = $99,520.34

At 4/3/2025, the Strategy Interim Value is calculated as $28,000 + $74,910.66 = $102,910.66

At 4/4/2025, the Strategy Interim Value is calculated as $26,000 + $74,920.96 = $100,920.96

At 4/5/2025, the Strategy Interim Value is calculated as $26,500 + $74,931.25 = $101,431.25

At 4/3/2026, the Strategy Interim Value is calculated as $1,000 + $78,764.11 = $79,764.11

At 4/4/2026, the Strategy Interim Value is calculated as ($3,000) + $78,774.94 = $75,774.94

At 4/5/2026, the Strategy Interim Value is calculated as ($5,500) + $78,785.76 = $73,285.76

(4)

A Performance Credit is calculated as the Performance Credit Rate multiplied by Indexed Strategy Base

At the 4/4/2025 Quarterly Anniversary, the Index Value on the Index Observation Date for that Quarterly Anniversary is 1,065. The Index Percentage Base is calculated as Index Value as of the Index Observation Date (1065) divided by the Index Value as of the Starting Index Date (1000):1065/1000=106.5% which is higher than Performance Trigger (80%). The Performance Credit Rate is calculated as 2%, equal to the Performance Yield (8%) divided by 4. The Performance Credit is calculated as the Performance Credit Rate multiplied by the Indexed Strategy Base, 2%* $100,000 = $2,000.

At the 4/4/2026 Quarterly Anniversary, the Index Value on the Index Observation Date for that Quarterly Anniversary is 700. The Index Percentage Base is 700/1000=70% which is less than Performance Trigger (80%). The Performance Credit Rate is calculated as 0%. The Performance Credit is calculated as the Performance Credit Rate multiplied by the Indexed Strategy Base, 0%* $100,000 = $0.

Example of Strategy Interim Value with Partial Withdrawal

Date	Market Value of Options			Derivative Asset Proxy prior to Withdrawal(4)			Fixed Income Asset Proxy prior to Withdrawal(5)		Indexed Strategy Base prior to Withdrawal		Strategy Interim Value prior to Withdrawal(1)(6)		Gross Withdrawal from Strategy Interim Value		Indexed Strategy Base after Withdrawal(3)		Strategy Interim Value after Withdrawal(2)
1/3/2025		5.00	%
1/4/2025		5.20	%	$	5,000.00		$	95,000.00	$	100,000.00	$	100,000.00			$	100,000.00	$	100,000.00
1/5/2025		5.50	%	$	5,200.00		$	95,013.35	$	100,000.00	$	100,213.35			$	100,000.00	$	100,213.35
1/6/2025		5.75	%	$	5,500.00		$	95,026.70	$	100,000.00	$	100,526.70			$	100,000.00	$	100,526.70
6/29/2025		4.55	%				$	97,378.95
6/30/2025		(1.00	%)	$	4,550.00		$	97,392.64	$	100,000.00	$	101,942.64			$	100,000.00	$	101,942.64
7/1/2025		8.40	%	$	(1,000.00	)	$	97,406.33	$	100,000.00	$	96,406.33	$	25,000.00	$	74,068.09	$	71,406.33
7/2/2025		7.90	%	$	6,221.72		$	72,157.15	$	74,068.09	$	78,378.87			$	74,068.09	$	78,378.87

For this example, assume a $25,000 partial withdrawal was requested on 6/29/2025 prior to the end of the Valuation Day. The withdrawal would be processed 7/1/2025.

(1)

The Strategy Interim Value prior to withdrawal is calculated as the Derivative Asset Proxy prior to withdrawal plus the Fixed Income Asset Proxy prior to withdrawal.

At 7/1/2025, the Strategy Interim Value prior to withdrawal is calculated as ($1,000) + $97,406.33 = $96,406.33

(2)

The $25,000 partial withdrawal is reduced from the Strategy Interim Value.

At 7/1/2025, the Strategy Interim Value after the withdrawal is calculated as $96,406.33 – $25,000 = $71,406.33

(3)

The Indexed Strategy Base after withdrawal is reduced by the withdrawal in the same proportion that the Strategy Interim Value is reduced by the withdrawal.

At 7/1/2025, the residual factor after withdrawal is derived as [1 – (partial withdrawal) / (Strategy Interim Value prior to the withdrawal)] = (1 – ($25,000 / $96,406.33)] = 0.7406809.

At 7/1/2025, the Indexed Strategy Base after the withdrawal is calculated as the Indexed Strategy Base prior to the withdrawal multiplied by this residual factor after withdrawal, $100,000 * 0.7406809 = $74,068.09

(4)

The Derivative Asset Proxy prior to withdrawal is calculated as the Market Value of Options as of the prior Valuation Day prior to withdrawal multiplied by the Indexed Strategy Base prior to withdrawal.

At 7/2/2025, the Derivative Asset Proxy prior to withdrawal is calculated as 8.4% * $74,068.09 = $6,221.72

(5)

On 7/2/2025, The Fixed Income Asset Proxy is calculated as Indexed Strategy Base multiplied by one minus the Market Value of Options as of the Starting Index Date multiplied by sum of one plus the Daily Fixed Income Asset Proxy Interest Rate to the power of the number of calendar days elapsed in the Strategy Term.

At 7/2/2025, the Fixed Income Asset Proxy is calculated as $74,068.09 * (1 – 5%) * (1 + 0.01405%)^179 = $72,157.15

(6)

The Strategy Interim Value is calculated as the Derivative Asset Proxy plus the Fixed Income Asset Proxy.

At 7/2/2025, the Strategy Interim Value is calculated as $6,221.72 + $72,157.15 = $78,378.87

Calculation of Market Value Adjustment

An MVA will be applied to Contract Value deducted in excess of the Free Withdrawal Amount from (i) the One-Year Fixed Strategy and (ii) any Indexed Strategy to the extent that the amount deducted from the Indexed Strategy is attributable to the Fixed Income Asset Proxy (as opposed to the Derivative Asset Proxy). See “Calculation of Strategy Interim Value” above for explanation of the Derivative Asset Proxy and the Fixed Income Asset Proxy. The amount deducted from an Indexed Strategy that exceeds the Free Withdrawal Amount will be attributed to the Fixed Income Asset Proxy in the same proportion that the Fixed Income Asset Proxy bears to the Strategy Contract Value immediately before the deduction, subject to capping the Free Withdrawal Amount attributed to the Fixed Income Asset Proxy at the total Free Withdrawal Amount attributed to that Indexed Strategy.

The MVA is calculated using the following formula:

MVA = A x (B – C) x N/365 where

A = MVA Percentage Factor shown in the Contract;

B = effective annual interest rate equal to MVA Index on the MVA Index date associated with the withdrawal, surrender or annuitization;

C = effective annual interest rate equal to MVA Index on the MVA Index date associated with the Issue Date;

N = number of days remaining in the Withdrawal Charge Period.

A positive MVA will reduce your Contract Surrender Value, while a negative MVA will increase your Contract Surrender Value. The MVA calculated using the above formula is subject to contractual provisions that may limit the MVA, positive or negative, applied to amounts withdrawn or annuitized from an Indexed Strategy. For example, assume that using the formula above a negative MVA is initially calculated as -20%. Upon application of these contractual provisions, it is possible that the final negative MVA could be limited to less than -20%, in which case you would experience less gain from the negative MVA than if those contractual limitations did not apply.

The MVA Index is a measure of market interest rates. The MVA Index is identified on each Valuation Day during the Withdrawal Charge Period as the sum of the prior Valuation Day's closing values of:

(a)

the Daily Constant Maturity Treasury Rate for the fixed maturity time interval equal to the whole number of months remaining in the Withdrawal Charge Period plus

(b)

the Option Adjusted Spread of the Bloomberg U.S. Intermediate Corporate Bond Index

If the Option Adjusted Spread of the Bloomberg U.S. Intermediate Corporate Bond Index or the Daily Constant Maturity Treasury Rate is not published on a day for which an Index number is required, the nearest preceding published Index number will be used. With respect to the Daily Constant Maturity Treasury Rate, We will use an interpolation method to establish closing values for a fixed maturity time interval equal to the whole number of months remaining in the Withdrawal Charge Period for maturities that are not available.

For example, assume the MVA Index increased by 2.00% halfway through the 6 year Withdrawal Charge Period for a B-share Contract. In this example, the MVA would be 6.00% (100%*2.00%*1095/365). The MVA and any applicable Withdrawal Charges will reduce your Contract Surrender Value.

Examples Illustrating Calculation of MVA For an Indexed Strategy

Issue date: 9/3/2024

Allocation: S&P 500^® Six Year Dual Directional Yield 10% Buffer

Surrender date: 6/1/2025

Full Surrender — Positive MVA Percentage

Derivative Asset Proxy prior to Surrender	$	4,750.00
Fixed Income Asset Proxy prior to Surrender	$	90,250.00
Strategy Interim Value prior to Surrender	$	95,000.00
Performance Credit Account Value prior to Surrender	$	5,000.00
Contract Value prior to Surrender	$	100,000.00
Remaining FWA from Performance Credit Account Value prior to Surrender (1)	$	5,000.00
Remaining FWA from Strategy Interim Value prior to Surrender	$	5,000.00
Total Remaining FWA (2)	$	10,000.00
Amount Subject to Withdrawal Charge (3)	$	90,000.00
Amount Subject to MVA (4)	$	85,500.00
Withdrawal Charge Percentage		8	%
Withdrawal Charge (5)	$	7,200.00
MVA Percentage (6)		3.9452	%

MVA (7)		$	3,373.15
Withdrawal Proceeds (8)		$	89,426.85

(1)

Remaining FWA from Performance Credit Account Value prior to surrender = Performance Credit Account Value prior to surrender * 100% = $5,000 * 100% = $5,000.

(2)

Total remaining FWA = remaining FWA from Performance Credit Account Value prior to surrender + remaining FWA from Strategy Interim Value prior to surrender = $5,000 + $5,000 = $10,000.

(3)

Amount subject to Withdrawal Charge = Contract Value prior to Surrender – remaining FWA = $100,000 – $10,000 = $90,000.

(4)

Amount subject to MVA = (Contract Value prior to Surrender – remaining FWA) * (Fixed Income Asset Proxy prior to surrender / Strategy Interim Value prior to surrender) = ($100,000 – $10,000) * ($90,250) / ($95,000) = $85,500.

(5)

Withdrawal Charge = amount subject to Withdrawal Charge * Withdrawal Charge percentage = $90,000 * 8% = $7,200.

(6)

MVA percentage = A*(B – C)*(N/365) where

A = MVA percentage factor = 100%

B = MVA Index number on the MVA Index date associated with date of withdrawal = .0275

C = MVA Index number on the MVA Index date associated with the Issue Date = .02

N = Number of days remaining in Withdrawal Charge Period = 1920

=100%*(0.0275 – 0.02)*(1920/365) = 3.9452%

(7)

MVA = MVA percentage * amount subject to MVA = 3.9452% * $85,500 = $3,373.15.

(8)

Withdrawal proceeds = Contract Value prior to Surrender – Withdrawal Charge – MVA = $100,000 – $7,200 – $3,373.15 = $89,426.85.

Issue date: 9/3/2024

Allocation: S&P 500^® Six Year Dual Directional Yield 10% Buffer

Surrender date: 6/1/2025

Full Surrender — Negative MVA Percentage
Derivative Asset Proxy prior to Surrender	$	4,750.00
Fixed Income Asset Proxy prior to Surrender	$	90,250.00
Strategy Interim Value prior to Surrender	$	95,000.00
Performance Credit Account Value prior to Surrender	$	5,000.00
Contract Value prior to Surrender	$	100,000.00
Remaining FWA from Performance Credit Account Value prior to Surrender (1)	$	5,000.00
Remaining FWA from Strategy Interim Value prior to Surrender	$	5,000.00
Total Remaining FWA (2)	$	10,000.00
Amount Subject to Withdrawal Charge (3)	$	90,000.00
Amount Subject to MVA (4)	$	85,500.00
Withdrawal Charge Percentage		8	%
Withdrawal Charge (5)	$	7,200.00
MVA Percentage (6)		(2.6301	%)
MVA (7)	$	(2,248.77	)
Withdrawal Proceeds (8)	$	95,048.77

(1)

Remaining FWA from Performance Credit Account Value prior to surrender = Performance Credit Account Value prior to surrender * 100% = $5,000 * 100% = $5,000.

(2)

Total remaining FWA = remaining FWA from Performance Credit Account Value prior to surrender + remaining FWA from Strategy Interim Value prior to surrender = $5,000 + $5,000 = $10,000.

(3)

Amount subject to Withdrawal Charge = Contract Value prior to Surrender – remaining FWA = $100,000 – $10,000 = $90,000.

(4)

(5)

Withdrawal Charge = amount subject to Withdrawal Charge * Withdrawal Charge percentage = $90,000 * 8% = $7,200.

(6)

MVA percentage = A*(B – C) * (N/365) where

A = MVA percentage factor = 100%

B = MVA Index number on the MVA Index date associated with date of withdrawal = 0.0275

C = MVA Index number on the MVA Index date associated with the Issue Date = 0.0325

N = Number of days remaining in Withdrawal Charge Period = 1920

=100%*(0.0275 – 0.0325) * (1920/365) = -2.6301%

(7)

MVA = MVA percentage * amount subject to MVA = -2.6301% * $85,500 = -$2,248.77.

(8)

Withdrawal proceeds = Contract Value prior to Surrender – Withdrawal Charge – MVA = $100,000 – $7,200 – (-$2,248.77) = $95,048.77.

Issue date: 9/3/2024

Allocation: S&P 500^® Six Year Dual Directional Yield 10% Buffer

Surrender date: 6/1/2025

Full Surrender — Positive MVA Percentage Capped by MVA Limit
Derivative Asset Proxy prior to Surrender	$	4,750.00
Fixed Income Asset Proxy prior to Surrender	$	90,250.00
Strategy Interim Value prior to Surrender	$	95,000.00
Performance Credit Account Value prior to Surrender	$	5,000.00
Contract Value prior to Surrender	$	100,000.00
Remaining FWA from Performance Credit Account Value prior to Surrender (1)	$	5,000.00
Remaining FWA from Strategy Interim Value prior to Surrender	$	5,000.00
Total Remaining FWA (2)	$	10,000.00
Amount Subject to Withdrawal Charge (3)	$	90,000.00
Amount Subject to MVA (4)	$	85,500.00
Withdrawal Charge Percentage		8	%
Withdrawal Charge (5)	$	7,200.00
Preliminary MVA Percentage (6)		9.2055	%
MVA Percentage Limit (7)		5.4400	%
MVA Percentage (8)		5.4400	%
MVA (9)	$	4,651.18
Withdrawal Proceeds (10)	$	88,148.82

(1)

Remaining FWA from Performance Credit Account Value prior to surrender = Performance Credit Account Value prior to surrender * 100% = $5,000 * 100% = $5,000.

(2)

Total remaining FWA = remaining FWA from Performance Credit Account Value prior to surrender + remaining FWA from Strategy Interim Value prior to surrender = $5,000 + $5,000 = $10,000.

(3)

Amount subject to Withdrawal Charge = Contract Value prior to Surrender – remaining FWA = $100,000 – $10,000 = $90,000.

(4)

(5)

Withdrawal Charge = amount subject to Withdrawal Charge * Withdrawal Charge percentage = $90,000 * 8% = $7,200.

(6)

Preliminary MVA percentage = A*(B – C)*(N/365) where

A = MVA percentage factor = 100%

B = MVA Index number on the MVA Index date associated with date of withdrawal = 0.0375

C = MVA Index number on the MVA Index date associated with the Issue Date = 0.02

N = Number of days remaining in Withdrawal Charge Period = 1920

=100%*(0.0375 – 0.02)*(1920/365) = 9.2055%

(7)

MVA Percentage Limit = (Contract Value prior to Surrender – Withdrawal Charge – minimum amount payable) / amount subject to MVA = $5,300 / $85,500 = 6.1988%.

(8)

MVA percentage = minimum(preliminary MVA percentage, MVA percentage limit) = minimum(9.2055%, 6.1988%) = 6.1988%.

(9)

MVA = MVA percentage * amount subject to MVA charge = 6.1988% * $85,500 = $5,300.

(10)

Withdrawal proceeds = Contract Value prior to Surrender – Withdrawal Charge – MVA = $100,000 – $7,200 – $5,300 = $87,500.

General Information

The Company

We are a life insurance company engaged in the business of writing life insurance and individual variable, fixed, fixed index, and registered index-linked annuities. Forethought Life Insurance Company is authorized to do business in 49 states of the United States and the District of Columbia. Forethought Life Insurance Company was incorporated under the laws of Indiana on July 10, 1986. Our home office is located at 10 West Market Street, Suite 2300, Indianapolis, Indiana 46204. Commonwealth Annuity and Life Insurance Company ("CWA"), a Massachusetts-domiciled stock insurance company, owns 100% of the Company. CWA is a direct, wholly owned subsidiary of Global Atlantic (Fin) Company ("FinCo"), which in turn is a direct, wholly owned subsidiary of Global Atlantic Limited (Delaware) ("GALD"), which in turn is a direct, wholly owned subsidiary of Global Atlantic Financial Group Limited ("GAFGL"). GAFGL is a direct, wholly owned subsidiary of The Global Atlantic Financial Group LLC ("TGAFGL"), which is wholly owned by KKR Magnolia Holdings LLC, which in turn is an indirect subsidiary of KKR & Co. Inc.

Independent Auditor

[To be updated by amendment.]

The independent auditor for the Company is Deloitte & Touche LLP, 115 Federal Street, Boston, MA 02110.

Experts

[To be updated by amendment.]

Independent Auditor

The statutory-basis financial statements of Forethought Life Insurance Company as of December 31, 2025 and 2024 and for each of the three years in the period ended December 31, 2025, included in this Statement of Additional Information, have been audited by Deloitte & Touche LLP, independent auditor, as stated in their report, which express an unmodified opinion on the statutory-basis financial statements and an adverse opinion on accounting principles generally accepted in the United States of America. Such financial statements are included in reliance upon the report of such firm given their authority as experts in accounting and auditing.

Non-Participating

The Contract is non-participating and We pay no dividends.

Misstatement of Age or Sex

If an Owner or Annuitant's age or sex was misstated on the Contract, any Contract payments or benefits will be determined using the correct age and sex. If We have overpaid Annuity Payouts, an adjustment, including interest on the amount of the overpayment, will be made to the next Annuity Payout or Payouts. If We have underpaid due to a misstatement of age or sex, We will credit the next Annuity Payout with the amount We underpaid and credit interest.

Other Service Providers

We have entered into a service agreement with ExlService Holdings, Inc., 320 Park Avenue, Floor 29, New York, NY 10022, whereby ExlService Holdings, Inc. provides the primary services required for the service and administration of the Contract. These services include, but are not limited to: document management services, new business processing, transfer, withdrawal, and death benefit processing as well as customer service call handling for all calls from both registered representatives and Contract Owners. Pursuant to the administrative services agreement, We pay ExlService Holdings, Inc. a monthly fee for each inforce contract.

Principal Underwriter

[To be updated by amendment.]

The Contracts, which are offered continuously, are distributed by Global Atlantic Distributors, LLC. Global Atlantic Distributors, LLC serves as Principal Underwriter for the offering of the Contracts. Global Atlantic Distributors, LLC is registered with the Securities and Exchange Commission under the Securities Exchange Act of 1934 as a Broker-Dealer and is a member of the Financial Industry Regulatory Authority, Inc. KKR & Co. Inc. is the ultimate controlling entity of Global Atlantic Distributors, LLC. We are affiliated with Global Atlantic Distributors, LLC because We are under common control. The principal business address of Global Atlantic Distributors, LLC is One Financial Plaza, 755 Main Street, 24th Floor, Hartford, CT 06103.

Forethought Life Insurance Company currently pays Global Atlantic Distributors, LLC underwriting commissions for its role as Principal Underwriter of the Contracts. The offering of the Contracts began in 2024. For the years 2024, 2025, and 2026, the aggregate dollar amount of underwriting commissions paid to Global Atlantic Distributors, LLC in its role as Principal Underwriter was as follows: [$1,714,740.00], of which $0 was retained in 2024, [$44,422,656.00], of which $0 was retained in 2025, and $[ ], of which $[ ] was retained in 2026.

Additional Payments to Broker-Dealers

[To be updated by amendment.]

As stated in the prospectuses, We (or Our affiliates) may pay additional payments to broker-dealers in the future. In addition to the broker-dealers listed in the prospectus with whom We have an ongoing contractual arrangement to make additional payments, listed below are all broker-dealers that received additional payments with at least a $100 value in 2026 of items such as sponsorship of meetings, education seminars, and travel and entertainment, whether or not an ongoing contractual relationship exists: Ameritas Life Insurance Corp; Arvest Wealth Management; Avantax Wealth Management; BB&T Investment Services; BMO Harris Financial Advisors; Cambridge Investment Research; Centinel Financial Group; CETERA ADVISOR NETWORKS LLC; CETERA ADVISORS LLC; Cetera Financial; CETERA INVESTMENT SERVICES LLC; Citizens bank; Commerce Bank; Commonwealth Financial Network; CUNA Brokerage; CUSO Financial Services; DA Davidson & Company; Desert Financial; ELE Wealth Management; Family Financial Solutions; Fifth Third Securities; FINANCIAL INDEPENDENCE GROUP; FSC Securities Corporation; Futurity First; Garden State Securities; Huntington Bank; Independent Financial Group; Investacorp Inc.; Investment Professionals Inc.; JAMES SMITH; Janney Montgomery; JP Morgan Chase; Kestra Financial / NFP; Key Bank; Leonard Martin and Associates; Lincoln Investment Planning; LPL; LPL BANK; LPL INSURANCE ASSOCIATES INC; M&T Bank; Morgan Stanley; Northeast Wealth Planners; Oppenheimer & Co; Osaic; PNC Bank; PNC Investments; Private Client Services; Purshe Kaplan Sterling; Raymond James; Raymond James Financial Services; RBC Wealth Management; Regions Bank; SagePoint Financial, Inc.; Santander Securities; Securities America; SORRENTO PACIFIC FINANCIAL LLC; SREIT; SunTrust Investment Services; SYNOVUS SECURITIES INC; Triad Advisors; Truist Investment Services; UBS Financial Services Inc; Usbank; Wells Fargo; Wesbanco Securities, Inc.; Woodbury financial Services; WRP Investments.

Financial Statements

[To be updated by amendment.]

PART C

OTHER INFORMATION

ITEM 27. EXHIBITS

	(a)	Board of Directors Resolution. Not applicable.

	(b)	Custodian Agreements. Not applicable.

	(c)	Underwriting Contracts.

	(c)(1)	Amended and Restated Principal Underwriting Agreement. Incorporated by reference to exhibit (1)(i) filed with the Form S-1 pre-effective amendment no. 2, filed by Forethought Life Insurance Company, File No. 333-257394 on February 2, 2022.

	(c)(2)	Broker-Dealer Sales and Supervisory Agreement. Incorporated by reference to exhibit (1)(ii) filed with the Form S-1 pre-effective amendment no. 2, filed by Forethought Life Insurance Company, File No. 333-257394 on February 2, 2022.

	(d)	Contracts.

	(d)(1)	Individual Single Premium Deferred Indexed-Linked Annuity Contract. Incorporated by reference to exhibit (4)(i) filed with the Form S-1 pre-effective amendment no. 1, filed by Forethought Life Insurance Company, File No. 333-276707 on August 6, 2024.

	(d)(2)	One-Year Fixed Strategy Rider. Incorporated by reference to exhibit (4)(ii) filed with the Form S-1 pre-effective amendment no. 1, filed by Forethought Life Insurance Company, File No. 333-276707 on August 6, 2024.

	(d)(3)	Advisory Fee Withdrawal Rider. Incorporated by reference to exhibit (4)(iii) filed with the Form S-1 pre-effective amendment no. 1, filed by Forethought Life Insurance Company, File No. 333-276707 on August 6, 2024.

	(d)(4)	Market Value Adjustment Rider. Incorporated by reference to exhibit (4)(iv) filed with the Form S-1 pre-effective amendment no. 1, filed by Forethought Life Insurance Company, File No. 333-276707 on August 6, 2024.

	(d)(5)	Return of Premium Death Benefit Rider. Incorporated by reference to exhibit (4)(v) filed with the Form S-1 pre-effective amendment no. 1, filed by Forethought Life Insurance Company, File No. 333-276707 on August 6, 2024.

	(d)(6)	Point-to-Point Cap with Aggregate Floor Indexed Strategy Rider. Incorporated by reference to exhibit (4)(vi) filed with the Form S-1 pre-effective amendment no. 1, filed by Forethought Life Insurance Company, File No. 333-276707 on August 6, 2024.

	(d)(7)	Point-to-Point Cap with Buffer Indexed Strategy Rider. Incorporated by reference to exhibit (4)(vii) filed with the Form S-1 pre-effective amendment no. 1, filed by Forethought Life Insurance Company, File No. 333-276707 on August 6, 2024.

	(d)(8)	Point-to-Point Cap with Floor Indexed Strategy Rider. Incorporated by reference to exhibit (4)(viii) filed with the Form S-1 pre-effective amendment 1, filed by Forethought Life Insurance Company, File No. 333-276707 on August 6, 2024.

	(d)(9)	Point-to-Point Participation Rate with Buffer Indexed Strategy Rider. Incorporated by reference to exhibit (4)(ix) filed with the Form S-1 pre-effective amendment no. 1, filed by Forethought Life Insurance Company, File No. 333-276707 on August 6, 2024.

	(d)(10)	Point-to-Point Tiered Participation Rate with Buffer Indexed Strategy Rider. Incorporated by reference to exhibit (4)(x) filed with the Form S-1 pre-effective amendment no. 1, filed by Forethought Life Insurance Company, File No. 333-276707 on August 6, 2024.

	(d)(11)	Point-to-Point Index Trigger with Buffer Indexed Strategy Rider. Incorporated by reference to exhibit (4)(xi) filed with the Form S-1 pre-effective amendment no. 1, filed by Forethought Life Insurance Company, File No. 333-276707 on August 6, 2024.

	(d)(12)	Dual Directional Point-to-Point Cap with Buffer Indexed Strategy Rider. Incorporated by reference to exhibit (4)(xii) filed with the Form S-1 pre-effective amendment no. 1, filed by Forethought Life Insurance Company, File No. 333-276707 on August 6, 2024.

	(d)(13)	Dual Directional Yield with Buffer Indexed Strategy Rider. Incorporated by reference to exhibit (4)(xiii) filed with the Form S-1 pre-effective amendment no. 1, filed by Forethought Life Insurance Company, File No. 333-276707 on August 6, 2024.

	(d)(14)	Dual Directional Point-to-Point Index Trigger and Cap with Buffer Indexed Strategy Rider. Incorporated by reference to exhibit (4)(xiv) filed with the Form S-1 pre-effective amendment no. 1, filed by Forethought Life Insurance Company, File No. 333-276707 on August 6, 2024.

	(d)(15)	Dual Directional Point-to-Point Index Trigger with Buffer Indexed Strategy Rider. Incorporated by reference to exhibit (4)(xv) filed with the Form S-1 pre-effective amendment no. 1, filed by Forethought Life Insurance Company, File No. 333-276707 on August 6, 2024.

	(d)(16)	Performance Lock Rider. Incorporated by reference to exhibit (4)(xvi) filed with the Form S-1 pre-effective amendment no. 1, filed by Forethought Life Insurance Company, File No. 333-276707 on August 6, 2024.

	(d)(17)	Performance Credit Account Rider. Incorporated by reference to exhibit (4)(xvii) filed with the Form S-1 pre-effective amendment no. 1, filed by Forethought Life Insurance Company, File No. 333-276707 on August 6, 2024.

	(d)(18)	Bailout Rider. Incorporated by reference to exhibit (4)(xviii) filed with the Form S-1 pre-effective amendment no. 1, filed by Forethought Life Insurance Company, File No. 333-276707 on August 6, 2024.

	(d)(19)	Nursing Care Waiver Rider. Incorporated by reference to exhibit (4)(xix) filed with the Form S-1 pre-effective amendment no. 1, filed by Forethought Life Insurance Company, File No. 333-276707 on August 6, 2024.

	(d)(20)	Terminal Illness Rider. Incorporated by reference to exhibit (4)(xx) filed with the Form S-1 pre-effective amendment no. 1, filed by Forethought Life Insurance Company, File No. 333-276707 on August 6, 2024.

	(d)(21)	Growth Accelerator Rider. [To be filed by amendment]

	(d)(22)	Point-to-Point Participation Rate and Cap with Buffer Indexed Strategy. [To be filed by amendment]

	(e)	Form of Application. Incorporated by reference to exhibit (e) filed with Form N-4 post-effective amendment no. 2, filed by Forethought Life Insurance Company, File No. 333-276707 on April 17, 2025.

	(f)	Insurance Company’s Certificate of Incorporation and By-Laws.

	(f)(1)	Articles of Incorporation of Forethought Life Insurance Company. Incorporated by reference to exhibit (6)(a) filed with the initial filing to the Form N-4 Registration Statement, File No. 333-182946, filed on July 31, 2012.

	(f)(2)	Bylaws of Forethought Life Insurance Company. Incorporated by reference to exhibit 6(b) filed with the initial filing to the Form N-4 Registration Statement, File No. 333-182946, filed on July 31, 2012.

	(g)	Reinsurance Contracts. None.

	(h)	Participation Agreements. Not applicable.

	(i)	Administrative Contracts.

	(i)(1)	Master Services Agreement between Global Atlantic Financial Company and ExlService Holdings, Inc. Incorporated by reference to exhibit (10) filed with the Form S-1 pre-effective amendment no. 2, filed by Forethought Life Insurance Company, File No. 333-257394 on February 2, 2022. (1)

	(j)	Other Material Contracts. None.

	(k)	Legal Opinion.

	(k)(1)	Opinion and Consent of Sarah M. Patterson, Managing Director, General Counsel for Individual Markets, and Assistant Secretary. [To be filed by amendment]

	(l)	Other Opinions.

	(l)(1)	Consent of Independent Registered Public Accounting Firm. [To be filed by amendment]

	(m)	Omitted Financial Statements. Not applicable.

	(n)	Initial Capital Agreements. Not applicable.

	(o)	Form of Initial Summary Prospectus. Not applicable. The Contract is for sale to new investors, but the Registrant currently does not intend to rely on Rule 498A with respect to this Registration Statement.

	(p)	Powers of Attorney.

	(p)(1)	Billy Butcher. Incorporated by reference to exhibit (p)(1) filed with Form N-4 post-effective amendment no. 2, filed by Forethought Life Insurance Company, File No. 333-276707 on April 17, 2025.

	(p)(2)	Brian Korbesmeyer. Incorporated by reference to exhibit (p)(2) filed with Form N-4 post-effective amendment no. 2, filed by Forethought Life Insurance Company, File No. 333-276707 on April 17, 2025.

	(p)(3)	Jason Bickler. Incorporated by reference to exhibit (p)(3) filed with Form N-4 post-effective amendment no. 3, filed by Forethought Life Insurance Company, File No. 333-276707 on April 21, 2026.

	(p)(4)	Jason Kao. Incorporated by reference to exhibit (p)(4) filed with Form N-4 post-effective amendment no. 3, filed by Forethought Life Insurance Company, File No. 333-276707 on April 21, 2026.

	(p)(5)	Emily LeMay. Incorporated by reference to exhibit (p)(5) filed with Form N-4 post-effective amendment no. 2, filed by Forethought Life Insurance Company, File No. 333-276707 on April 17, 2025.

	(p)(6)	Manu Sareen. Incorporated by reference to exhibit (p)(6) filed with Form N-4 post-effective amendment no. 2, filed by Forethought Life Insurance Company, File No. 333-276707 on April 17, 2025.

	(q)	Letter Regarding Change in Certifying Accountant. Not applicable.

	(r)	Historical Current Limits on Index Gains. Incorporated by reference to exhibit (r) filed with Form N-4 post-effective amendment no. 3, filed by Forethought Life Insurance Company, File No. 333-276707 on April 21, 2026.

(1) Portions of this exhibit have been omitted.

ITEM 28. DIRECTORS AND OFFICERS OF THE INSURANCE COMPANY

Name and Principal Business Address		Positions and Offices with Forethought Life Insurance Company
Belonozhko, Natalya (4)		Senior Vice President
Bickler, Jason Alexander (1)		Director, Chief Distribution Officer
Burke, Zachary (2)		Managing Director
Butcher, Billy (2)		Director, Co-President and Chairman
Capalbo, David (6)		Vice President, SEC 38a-1 Chief Compliance Officer and Deputy Anti-Money Laundering Officer
Constant, Elizabeth (1)		Vice President, Assistant General Counsel and Assistant Secretary
Cox, Marvin (5)		Vice President
DeMayo, Eileen (1)		Senior Vice President
DeTurck, Gary (1)		Vice President, Assistant General Counsel and Assistant Secretary
Dillard, Brian (2)		Co-Chief Investment Officer
Egan, Robert James (6)		Senior Vice President, Valuation and Appointed Actuary
Fiengo, Susan Lorraine (1)		Managing Director
Finkler, Ilya (2)		Managing Director
Freeman, Andrew (2)		Senior Vice President
Gabor, Csaba (1)		Vice President, Assistant General Counsel and Assistant Secretary
Gordon, Risa (2)		Managing Director, Associate General Counsel and Assistant Secretary
Grey, Gabrielle (4)		Senior Vice President
Hendry, Brian (2)		Managing Director and Chief Audit Executive
Hoppe, Leah Marie (3)		Managing Director
Howard, Rodney Richard (1)		Senior Vice President
Jeffreys, Cameron		Senior Vice President
Kao, Jason (2)		Director
Kaul, Rahul (2)		Vice President
Kim, Phil (2)		Chief Risk Officer
Kimmerling, Kevin Michael (2)		Senior Vice President, Associate General Counsel and Assistant Secretary
Korbesmeyer, Brian (2)		Chief Financial Officer
Lau, Victoria (2)		Managing Director and Chief Operating Officer - Technology
LeMay, Emily Anne (3)		Director, Chief Operations Officer
Magnuson, Rob (2)		Managing Director
McKelvey, Dillon (1)		Senior Vice President, Illustration Actuary and Product Actuary
Messina, Genevieve (6)		Anti-Money Laundering Officer and Special Investigative Unit Officer
Milgram, Katherine (2)		Chief Legal Officer and General Counsel
Molloy, Regina (1)		Vice President, Assistant General Counsel and Assistant Secretary
Morreale, Michael (4)		Senior Vice President
Moskovich, Barrie Ribet (2)		Managing Director
Patterson, Sarah Marie (1)		Managing Director, General Counsel for Individual Markets and Assistant Secretary
Poon, Peggy (2)		Managing Director and Treasurer
Reed, John (2)		Co-Chief Investment Officer
Robidoux, Scott (2)		Managing Director
Rutherford, Kelly June (1)		Managing Director
Sangalang, Mark (4)		Senior Vice President
Sareen, Manu (2)		Director and Co-President
Schwerzmann, Erin (1)		Senior Vice President, Associate General Counsel and Assistant Secretary
Scott, Lauren Taylor (2)		Managing Director
Sethi, Rohit (2)		Managing Director

Seymour, Erin (3)		Vice President
Shaffer, Alison (6)		Chief Accounting Officer
Silber, Gary Phillip (2)		Managing Director, General Counsel for Investments, Risk and Corporate and Assistant Secretary
Thomas, Carrie (3)		Vice President and Co-Secretary
Todd, Eric (5)		Director, Managing Director and Chief Product Officer
Valeri, Catherine (6)		Privacy Officer
Vaseghi, Alireza (2)		Managing Director
Walk, Christian (3)		Senior Vice President, Associate General Counsel and Assistant Secretary
Weiss, David Lee (1)		Vice President and Tax Officer
Westall, Drew (6)		Tax Officer

* Denotes Board of Directors

Unless otherwise indicated, the principal business address of each of the above individuals is 10 West Market Street, Suite 2300, Indianapolis, IN 46204.

(1) One Financial Plaza, 755 Main Street, 24th Floor, Hartford, CT 06103

(2) 30 Hudson Yards, 500 West 33^rd Street, New York, NY 10001

(3) Davis Brown Tower, 215 10th Street, 11th Floor, Des Moines, IA 50309

(4) 20 Guest Street, Brighton, MA 02135

(5) One Forethought Center, Batesville, IN 47006

(6) KKR 2 International Place, Suite 1400, Boston, MA 02110

ITEM 29. PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH THE INSURANCE COMPANY

[To be filed by amendment.]

ITEM 30. INDEMNIFICATION

The Company may indemnify any person who is or was a director, officer, employee or agent of the Company, or is or was serving at the request of the Company as a director, officer, employee or agent of another corporation, partnership, joint venture, trust, or other enterprise against expenses reasonably incurred by such person in connection with the defense of any action, suit or proceeding, civil or criminal, in which he is made or threatened to be made, a party by reason of being or having been in any such capacity, or arising out of his status as such, except in relation to matters as to which he is adjudged in such action, suit or proceeding, civil or criminal, to be liable for negligence or misconduct in the performance of duty to the Company; provided however, that such indemnification shall not be deemed exclusive of any other rights to which those indemnified may be entitled under any provision of the Articles of Incorporation, By-Laws, resolution, or other authorization heretofore or hereafter adopted, after notice by a majority vote of all the voting shares then issued and outstanding.

Insofar as indemnification for liability arising under the Securities Act of 1933 may be permitted to directors, officers and controlling persons of the registrant pursuant to the foregoing provisions, or otherwise, the registrant has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the registrant of expenses incurred or paid by a director, officer or controlling person of the registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issue.

ITEM 31. PRINCIPAL UNDERWRITER

(a)   Global Atlantic Distributors, LLC acts as principal underwriter for the following investment companies:

Forethought Life Insurance Company

•

Forethought Life Insurance Company Separate Account A

Forethought Variable Insurance Trust

Commonwealth Annuity and Life Insurance Company

•

Commonwealth Annuity Separate Account A, Commonwealth Select Separate Account, Commonwealth Select Separate Account II, Commonwealth Select Account III, Fulcrum Separate Account, Fulcrum Variable Life Separate Account, Group VEL Account, Inheiritage Account, Separate Account FUVUL, Separate Account IMO, Separate Account KG, Separate Account KGC, Separate Account SPL-D, Separate Account VA-A, Separate Account VA-B, Separate Account VA-C, Separate Accounts D E F, Separate Account VA-G, Separate Account VA-H, Separate Account VA-K, Separate Account VA-P, VEL Account, VEL II Account, and VEL Account III of Commonwealth Annuity & Life Insurance Co

First Allmerica Financial Life Insurance Company

•

Allmerica Select Separate Account, Allmerica Select Separate Account II, Commonwealth Select Separate Account, Fulcrum Separate Account, Group VEL Account, Inheiritage Account, Separate Account IMO, Separate Account I, Separate Account KG, Separate Account KGC, Separate Account

SPVL, Separate Account VA-K, Separate Account VA-P, VEL II Account of First Allmerica Financial Life Insurance Co

Global Atlantic Distributors, LLC does not act depositor, sponsor, or investment adviser for any investment company.

(b)   Directors, Officers or Partners of Global Atlantic Distributors, LLC

NAME AND PRINCIPAL BUSINESS ADDRESS		POSITIONS AND OFFICES WITH UNDERWRITER
Bickler, Jason Alexander		President, Manager, Chairman, and Designated Licensed Responsible Producer
Milgram, Katherine (1)		General Counsel and Secretary
Moorcroft, William		Chief Compliance Officer
Patterson, Sarah Marie		Assistant Secretary
Rip, Olga (1)		Chief Financial Officer
Rutherford, Kelly June		Managing Director
Siegel, Dean		Senior Vice President

Unless otherwise indicated, the principal business address of each of the above individuals is One Financial Plaza, 755 Main Street, 24th Floor, Hartford, CT 06103.

(1) 30 Hudson Yards, 500 West 33^rd Street, New York, NY 10001

(c)   Compensation received by Global Atlantic Distributors, LLC with respect to all registered linked annuities issued by Forethought Life Insurance Company during 2025. [To be updated by amendment.]

Net Underwriting

Name of Principal

Discounts and

Compensation on

Brokerage

Underwriter

Commissions

Redemption

Commissions

Other Compensation

Global Atlantic Distributors, LLC

44,422,656.00

[0]

* Global Atlantic Distributors, LLC in its role as Principal Underwriter, did not receive, and therefore did not retain any underwriting commissions for the fiscal year ended with regard to the Contracts.

ITEM 31A. INFORMATION ABOUT CONTRACTS WITH INDEX-LINKED OPTIONS AND FIXED OPTIONS SUBJECT TO A CONTRACT ADJUSTMENT

[To be updated by amendment.]

(a)

Name of Contract	Number of Contracts Outstanding		Total Value Attributable to the Indexed-Linked Option and/or Fixed Option Subject to a Contract Adjustment		Number of Contracts Sold During the Prior Calendar Year		Gross Premiums Received During the Prior Calendar Year		Amount of Contract Value Redeemed During the Prior Calendar Year		Combination Contract (Yes/No)
ForeStructured Growth II (B Share)		5866	$	1,437,872,200.00		5693	$	1,292,287,549.00	$	9,975,287.00	No
ForeStructured Growth II Advisory Contract (I Share)		9	$	2,637,932.00		9	$	2,470,563.00	$	0	No

(b)

See Exhibit 27(r).

ITEM 32. LOCATION OF ACCOUNTS AND RECORDS

Not applicable.

ITEM 33. MANAGEMENT SERVICES

All management contracts are discussed in Part A and Part B of this Registration Statement. None.

ITEM 34. FEE REPRESENTATION AND UNDERTAKINGS

With regard to the offering of the Indexed Strategies under this Registration Statement, the Company undertakes:

To file, during any period in which offers or sales are being made, a post-effective amendment to the Registration Statement to include any prospectus required by section 10(a)(3) of the Securities Act; and

That, for the purpose of determining any liability under the Securities Act, each such post-effective amendment shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof.

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant has duly caused the Registration Statement to be signed on its behalf by the undersigned, duly authorized, in the city of Hartford and State of Connecticut on this 15th day of October, 2026.

	FORETHOUGHT LIFE INSURANCE COMPANY
	(Registrant)

	By:	/s/ Sarah M. Patterson
		Sarah M. Patterson
		Managing Director, General Counsel for Individual Markets and Assistant Secretary

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.

Signatures	Title	Date

Billy Butcher*	Director, President and Chairman of the Board (principal executive officer)	October 15, 2026

Brian Korbesmeyer*	Chief Financial Officer (principal financial and accounting officer)	October 15, 2026
Jason Bickler*	Director and Chief Distribution Officer	October 15, 2026
Jason Kao*	Director	October 15, 2026
Emily LeMay*	Director and Chief Operations Officer	October 15, 2026
Manu Sareen*	Director	October 15, 2026

*Sarah M. Patterson, by signing her name hereto, does hereby sign this document on behalf of each of the above-named Directors and Officers of the Registrant pursuant to the Powers of Attorney duly executed by such persons.

/s/ Sarah M. Patterson
Sarah M. Patterson, Attorney-in-Fact