Item 5.02
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
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To assist in maintaining leadership continuity and retaining critical talent, on September 19, 2025 (the "Grant Date"), the Compensation and Management Development Committee (the "Compensation Committee") of the Board of Directors of Corebridge Financial, Inc. (the "Company") approved grants of special retention equity awards ("Retention Equity Awards") in the form of time-vested restricted stock units ("RSUs") to each of (1) Elias Habayeb with a Grant Date value of $2,000,000 and (2) Lisa Longino with a Grant Date value of $1,500,000.
One hundred percent (100%) of each Retention Equity Award will cliff vest on September 30, 2027, subject to the applicable grantee's continued employment with the Company through the vesting date, subject to accelerated vesting upon the applicable grantee's termination of employment without Cause (without regard to the grantee's date of hire) or resignation for Good Reason, each as defined in the 2022 Plan (as defined below).
The Retention Equity Awards were granted under, and pursuant to the terms and conditions of, the Corebridge Financial, Inc. 2022 Omnibus Incentive Plan, as amended and restated, the Corebridge Financial, Inc. Long-Term Incentive Plan, as amended and restated, and the Form of Corebridge Financial, Inc. Long Term Incentive Plan, Long Term Incentive Award Agreement, which is filed as Exhibit 10.55 to the Company's Annual Report on Form 10-K filed with the SEC on February 13, 2025 (collectively, the "2022 Plan").