Craig Donald Smith - Mar 10, 2025 Form 4 Insider Report for Jackson Financial Inc. (JXN)

Signature
/s/ Kristan L. Richardson, as Attorney-in-Fact
Stock symbol
JXN
Transactions as of
Mar 10, 2025
Transactions value $
-$2,466,005
Form type
4
Date filed
3/12/2025, 04:10 PM
Previous filing
Feb 25, 2025
Next filing
Mar 24, 2025

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction JXN Common Stock Tax liability -$232K -2.86K -1.83% $81.19 153K Mar 10, 2025 Direct F1
transaction JXN Common Stock Tax liability -$1.14M -14K -9.16% $81.19 139K Mar 10, 2025 Direct F2
transaction JXN Common Stock Tax liability -$253K -3.12K -2.24% $81.19 136K Mar 10, 2025 Direct F3
transaction JXN Common Stock Tax liability -$200K -2.46K -1.81% $81.19 133K Mar 10, 2025 Direct F4
transaction JXN Common Stock Award $0 +11.3K +8.5% $0.00 145K Mar 10, 2025 Direct F5
transaction JXN Common Stock Sale -$644K -7.97K -5.51% $80.75 137K Mar 11, 2025 Direct F6, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 Shares withheld to pay the reporting person's tax withholding obligation upon vesting of the third and final first tranche of the March 10, 2022 restricted share units ("RSUs"). The RSUs will convert 1:1 into common stock. Upon vesting, net shares were distributed and the related fractional share was applied to cover the tax obligation for the reporting person.
F2 Shares withheld to pay the reporting person's tax withholding obligation upon cliff vesting of the earned March 10, 2022 performance share units ("PSUs"). The PSUs will convert 1:1 into common stock. Upon vesting, net shares were distributed and the related fractional share was applied to cover the tax obligation for the reporting person.
F3 Shares withheld to pay the reporting person's tax withholding obligation upon vesting of the second tranche of the March 10, 2023 restricted share units ("RSUs"). The RSUs will convert 1:1 into common stock. Upon vesting, net shares were distributed and the related fractional share was applied to cover the tax obligation for the reporting person.
F4 Shares withheld to pay the reporting person's tax withholding obligation upon vesting of the first tranche of the March 10, 2024 restricted share units ("RSUs"). The RSUs will convert 1:1 into common stock. Upon vesting, net shares were distributed and the related fractional share was applied to cover the tax obligation for the reporting person.
F5 On March 10, 2025, the reporting person was granted 11,338 restricted share units ("RSUs"), vesting in three equal annual installments beginning on the first anniversary of the grant date. The RSUs will convert 1:1 into common stock.
F6 Shares were sold, pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 8, 2024, in multiple transactions, each transaction at $80.75. The reporting person undertakes to provide, upon request by Jackson Financial Inc., any security holder of Jackson Financial Inc., or the staff of the U.S. Securities and Exchange Commission, full information regarding the number of shares sold at the price set forth in this footnote.
F7 These shares are held in a brokerage account in the name of Craig D Smith TTEE Craig D Smith TR dated May 8, 2023, U/A 5/8/03 FBO Craig D. Smith, where reporting person is the trustee and beneficiary.

Remarks:

Power of Attorney on file.