0001934850false801 Grand AvenueSuite 2600Des MoinesIowa50309515330-334000019348502024-05-082024-05-080001934850us-gaap:CommonStockMember2024-05-082024-05-080001934850fg:A7.950SeniorNotesDue2053Member2024-05-082024-05-08

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): May 8, 2024
F&G Annuities & Life, Inc. 
(Exact Name of Registrant as Specified in its Charter)
001-41490
(Commission File Number)
Delaware85-2487422
(State or Other Jurisdiction of 
Incorporation)
(IRS Employer Identification No.)
801 Grand Avenue, Suite 2600
Des Moines, Iowa 50309
(Address of Principal Executive Offices)
(515) 330-3340
(Registrant’s Telephone Number, Including Area Code)
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of Each ClassTrading SymbolName of Each Exchange on Which Registered
F&G Common Stock, $0.001 par valueFGNew York Stock Exchange
7.950% Senior Notes due 2053FGNNew York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company  ☐
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 13(a) of the Exchange Act.   ☐


Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On May 8, 2024, the Board of Directors of F&G Annuities & Life, Inc. (“F&G” or the “Company”) appointed John D. Currier, Jr. to serve as President of F&G. Christopher O. Blunt, who served as President of F&G prior to Mr. Currier’s appointment, will continue to serve as F&G’s Chief Executive Officer.

Prior to his appointment as President of F&G, Mr. Currier, who is 53, served as President of Retail Markets of the Company since February 2021. In that role, he was responsible for business unit profit and loss, and oversaw sales, operations, marketing, new business profitability and in-force management. Mr. Currier joined F&G in May 2015 as Deputy Chief Actuary, was named Chief Actuary in October 2016 and was promoted to Chief Actuary and Chief Product Officer in March 2019. Mr. Currier has over 30 years of industry experience. Mr. Currier is not a party to any related person transactions with the Company.

On May 8, 2024, in recognition of Mr. Currier’s increased responsibilities and the Company’s interest in retaining his services, the Company entered into a new Retention Agreement with Mr. Currier. Pursuant to the Retention Agreement, if Mr. Currier continues his employment with the Company through the second anniversary of the date of the Retention Agreement (May 8, 2026), he will receive a retention bonus of $1,500,000, to be paid in a lump sum cash payment, minus statutorily required deductions. The foregoing description of the Amended and Restated Retention Agreement does not purport to be complete and is qualified in its entirety by reference to Exhibit 10.1 hereto.

Item 8.01. Other Events

On May 13, 2024, F&G issued a press release announcing Mr. Currier’s appointment as President of F&G. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits.
(d)     Exhibits.


SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
F&G Annuities & Life, Inc.
Date: May 13, 2024
By:/s/ Jodi Ahlman
Name: Jodi Ahlman
Title: Senior Vice President, General Counsel & Secretary

image_0a.jpg        Exhibit 10.1        


RETENTION AGREEMENT        

This RETENTION AGREEMENT (the “Agreement”), which is effective as of May 8, 2024 (the “Effective Date”), by and between Fidelity & Guaranty Life Business Services, Inc. and its affiliates (the “Company”), and John Currier (“Employee”), an Iowa resident.

WHEREAS, due to business needs, the Company considers it essential to its best interests to foster the continuous employment of key personnel, such as Employee; and

WHEREAS, on May 8, 2024, the Board of Directors of the Company determined to appoint Employee to serve as President of the Company and, in connection with Employee’s new position and the additional responsibilities Employee will undertake in connection therewith, the Compensation Committee of the Board of Directors has determined that Employee should receive a new retention-based bonus opportunity of $1,500,000 (One Million Five-Hundred Thousand Dollars and No Cents, USD) (the “Retention Bonus Opportunity”).

NOW, THEREFORE, in consideration of the retention bonus opportunity set forth herein, continued employment through a Retention Period and the covenants and agreements herein contained, the sufficiency of which are acknowledged, the parties agree as follows:

1.RETENTION PERIOD: The Retention Period shall begin on the Effective Date and expire upon the earlier to occur of (1) the termination of your employment without Cause or (2) two (2) years from the date of this Agreement, (“Retention Period”), subject to the terms and conditions of the Agreement.

2.RETENTION BONUS OPPORTUNITY: The Company offers Employee a Retention Bonus Opportunity in the total amount of $1,500,000.00 (One Million Five-Hundred Thousand Dollars and No Cents, USD), herein referred to as the “Retention Bonus,” payable in a lump sum payment, minus statutorily required deductions, if Employee continues his employment through the end of the Retention Period. Subject to Employee’s continued employment through the Retention Period and otherwise fulfilling the terms of this Agreement, the Company shall pay Employee the Retention Bonus within thirty (30) business days of the end of the Retention Period. Nothing in this Agreement shall be construed to obligate the Company to offer additional retention bonus opportunities. Employee acknowledges that the Retention Bonus Opportunity is compensation to which he is not otherwise entitled.

3.CONDITIONS: In order to earn and receive payment of the Retention Bonus, Employee must (1) remain actively employed and in compliance with the Company’s policies and directives concerning job performance and conduct through the Retention Period, (2) keep the existence and terms of this Retention
Fidelity & Guaranty Life Insurance Company
801 Grand Ave., Suite 2600, Des Moines, IA 50309
1.888.697.LIFE • fglife.com
“F&G” is the marketing name for Fidelity & Guaranty Life Insurance Company issuing insurance in the United States outside of New York.
Life insurance and annuities issued by Fidelity & Guaranty Life Insurance Company, Des Moines, IA.
image_0a.jpg        Exhibit 10.1        


Bonus confidential, except that you may discuss it with your spouse and/or your accountant or other financial advisor, and (3) provide assistance to the Company (including the Board of Directors and any special committees of the Board of Directors) and its counsel and accountants in any financial audits or internal investigation involving securities, financial, accounting, or other matters, and in its defense of, or other participation in, any administrative, judicial, or other proceeding arising from any charge, complaint or other action which has been or may be filed relating to the period during which you have been or continue to be employed by the Company.

For the avoidance of doubt, Employee shall be deemed to satisfied the condition of active employment with the Company through the Retention Period if Employee’s employment with the Company is terminated by the Company without Cause during the Retention Period. Employee shall not earn and shall not be eligible to receive payment of the Retention Bonus if Employee voluntarily resigns or is terminated for Cause during the Retention Period. For the purposes of this Agreement, Cause shall be defined as neglect of duties, insubordination, material violations of Company policies or procedures or participation in a pre-trial diversion program relating to a crime of dishonesty/conviction of a crime involving dishonesty.

4.AT-WILL EMPLOYMENT: Employees’ employment with the Company shall be “at will”. This means that, just as Employee may resign from the Company at any time with or without Cause, and the Company has the right to terminate the employment relationship with or without Cause. Nothing in this Retention Agreement shall be construed as a guarantee of continued employment or a contract of employment for any period of time. Likewise, nothing in this Agreement shall be construed to obligate the Company to offer or pay Employee additional bonus payments of any character.

5.SUCCESSORS AND ASSIGNS: This Agreement may not be assigned by Employee. This Agreement is binding upon, and inures to the benefit of, the Company and its affiliates and their successors and assigns.

6.RELEASE. Upon payment of any portion of the Retention Bonus hereunder, Employee shall have automatically, unconditionally and irrevocably released and discharged the Company, any member of the Company Group and any and all of the Company's affiliates, successors and assigns and any and all of its and their past and present officers, directors, managers, partners, members, shareholders, agents, employees and representatives from any and all claims which may be released in connection with, or in any manner related to or arising under, this Agreement with respect to the Retention Bonus.

7.OTHER BENEFITS. The Retention Bonus is a special incentive arrangement and will not be taken into account in computing the amount of salary or compensation for purposes of determining any bonus,
Fidelity & Guaranty Life Insurance Company
801 Grand Ave., Suite 2600, Des Moines, IA 50309
1.888.697.LIFE • fglife.com
“F&G” is the marketing name for Fidelity & Guaranty Life Insurance Company issuing insurance in the United States outside of New York.
Life insurance and annuities issued by Fidelity & Guaranty Life Insurance Company, Des Moines, IA.
image_0a.jpg        Exhibit 10.1        


incentive, retirement, death or other benefit under any other bonus, incentive, retirement, insurance or other employee benefit plan of the Company Group, unless such plan or agreement expressly provides otherwise.

8.UNFUNDED ARRANGEMENT. The Retention Bonus hereunder shall not be deemed to create a trust or other funded arrangement. Employee's rights with respect to the Retention Bonus shall be those of a general unsecured creditor of the Company, and under no circumstances shall the Employee have any other interest in any assets of the Company by virtue of the award of the Retention Bonus.

9.ENTIRE AGREEMENT: This Agreement constitutes the entire agreement between the parties and supersedes all oral or written negotiations of the parties with respect to the subject matter hereof, except as specifically stated herein.

10.AMENDMENTS: This Agreement may not be amended, modified, or changed in any way except by written document executed by each of the parties.

11.GOVERNING LAW: This Agreement shall be interpreted, construed, and governed by the laws of the State of Delaware, regardless of its place of execution or performance and without regard to principles of conflict of laws.


Agreed and Accepted:

Fidelity & Guaranty Life Business Services, Inc.

By: /s/ Karen Krug     Title: VP, Total Rewards & HR Operations

Employee: John Currier

Signature: /s/ John Currier

    
Fidelity & Guaranty Life Insurance Company
801 Grand Ave., Suite 2600, Des Moines, IA 50309
1.888.697.LIFE • fglife.com
“F&G” is the marketing name for Fidelity & Guaranty Life Insurance Company issuing insurance in the United States outside of New York.
Life insurance and annuities issued by Fidelity & Guaranty Life Insurance Company, Des Moines, IA.
F&G Annuities & Life Announces Appointment of John Currier to President Des Moines, Iowa, (May 13, 2024) – F&G Annuities & Life, Inc. (NYSE: FG) (F&G or the Company) a leading provider of insurance solutions serving retail annuity and life customers and institutional clients, today announced the appointment of John Currier to the position of President, continuing to report to Chris Blunt, Chief Executive Officer. In addition to his role as President of F&G, Mr. Currier will continue to have responsibility for the Retail Markets business unit. Chris Blunt, Chief Executive Officer, commented, “Over the past nine years, John has been an invaluable member of our team having demonstrated exceptional leadership, strategic vision, and a deep understanding of our industry as we have experienced a period of significant growth and transformation. As we continue to expand our reach, grow our business and adapt to the dynamic landscape of our industry, it is imperative that we thoughtfully expand the management of our business to ensure that we continue to execute at a high level given the many opportunities that we have in front of us. I have every confidence in John’s ability to lead the day-to-day management of our operations as I focus on F&G’s many strategic initiatives and the next evolution of our growth journey.” Prior to his appointment to President of F&G, Mr. Currier served as President of Retail Markets since February 2021 and was responsible for the Retail business unit’s sales, operations, marketing, new business profitability and inforce management. He joined F&G in May 2015 as Deputy Chief Actuary, was named Chief Actuary in October 2016 and was promoted to Chief Actuary and Chief Product Officer in March 2019. Mr. Currier is a seasoned executive in the insurance industry with more than 30 years of experience. His previous positions include tenures as EVP & Chief Actuary of Aviva USA, Chief Product Officer for AmerUs Group and Chief Actuary for Life Companies of Farm Bureau Financial Services. About F&G F&G Annuities and Life, Inc. is committed to helping Americans turn their aspirations into reality. F&G is a leading provider of insurance solutions serving retail annuity and life customers and institutional clients and is headquartered in Des Moines, Iowa. For more information, please visit fglife.com. Forward-Looking Statements and Risk Factors This press release contains forward-looking statements that are subject to known and unknown risks and uncertainties, many of which are beyond our control. Some of the forward-looking statements can be identified by the use of terms such as “believes”, “expects”, “may”, “will”, “could”, “seeks”, “intends”, “plans”, “estimates”, “anticipates” or other comparable terms. Statements that are not historical facts, including statements regarding our expectations, hopes, intentions or strategies regarding the future are forward-looking statements. Forward-looking statements are based on management's beliefs, as well as assumptions made by, and information currently available to, management. Because such statements are based on expectations as to future financial and operating results and are not statements of fact, actual results may differ materially from those projected. We undertake no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise. The risks

 
and uncertainties which forward-looking statements are subject to include, but are not limited to: general economic conditions and other factors, including prevailing interest and unemployment rate levels and stock and credit market performance; natural disasters, public health crises, international tensions and conflicts, geopolitical events, terrorist acts, labor strikes, political crisis, accidents and other events; concentration in certain states for distribution of our products; the impact of interest rate fluctuations; equity market volatility or disruption; the impact of credit risk of our counterparties; changes in our assumptions and estimates regarding amortization of our deferred acquisition costs, deferred sales inducements and value of business acquired balances; regulatory changes or actions, including those relating to regulation of financial services affecting (among other things) underwriting of insurance products and regulation of the sale, underwriting and pricing of products and minimum capitalization and statutory reserve requirements for insurance companies, or the ability of our insurance subsidiaries to make cash distributions to us; and other factors discussed in “Risk Factors” and other sections of F&G's Form 10-K and other filings with the Securities and Exchange Commission (SEC). SOURCE: F&G Annuities & Life, Inc. Contact: Lisa Foxworthy-Parker SVP of Investor & External Relations Investor.relations@fglife.com 515.330.3307

 
v3.24.1.1.u2
Cover
May 08, 2024
Cover [Abstract]  
Document Type 8-K
Document Information [Line Items]  
Document Period End Date May 08, 2024
Entity Registrant Name F&G Annuities & Life, Inc.
Entity File Number 001-41490
Entity Incorporation, State or Country Code DE
Entity Tax Identification Number 85-2487422
Entity Address, Address Line One 801 Grand Avenue
Entity Address, Address Line Two Suite 2600
Entity Address, City or Town Des Moines
Entity Address, State or Province IA
Entity Address, Postal Zip Code 50309
City Area Code 515
Local Phone Number 330-3340
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Entity Central Index Key 0001934850
Amendment Flag false
Common Stock  
Document Information [Line Items]  
Title of 12(b) Security F&G Common Stock, $0.001 par value
Trading Symbol FG
Security Exchange Name NYSE
7.950% Senior Notes due 2053  
Document Information [Line Items]  
Title of 12(b) Security 7.950% Senior Notes due 2053
Trading Symbol FGN
Security Exchange Name NYSE
F&g Annuities and Life (NYSE:FGN)
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