Jackson Financial Inc. — Director's Dealing 2023

Dec 18, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Jackson Financial Inc. (JXN)
CIK: 0001822993
Period of Report: 2023-12-14

Reporting Person: Chelko Carrie (EVP, General Counsel)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-12-14	Common Stock	A	55.56	$0.00	Acquired	52197.33	Direct
2023-12-14	Common Stock	A	26.04	$0.00	Acquired	52223.37	Direct
2023-12-14	Common Stock	A	95.77	$0.00	Acquired	52319.14	Direct
2023-12-14	Common Stock	A	135.96	$0.00	Acquired	52463.54	Direct

Footnotes

F1: Acquired dividend equivalents in the form of Restricted Share Units ("RSUs"), which are subject to the same terms and conditions as the underlying equity granted to the recipient as the October 2021 Annual Grant. These RSUs vest over 30 months in three installments. The first third vested on the one-year anniversary of the grant date, October 4, 2022, the next third vested on the two-year anniversary of the grant date, October 4, 2023, and the remaining third vests on April 4, 2024, subject to continued employment through such dates. Upon vesting, full shares are distributed and fractional shares are applied to shares withheld to cover tax obligations.

F2: Acquired dividend equivalents in the form of Restricted Share Units ("RSUs"), which are subject to the same terms and conditions as the underlying equity granted to the recipient in October 2021 as a Sign-On Award. These RSUs vest over 29 months on the following schedule and original amounts (i.e., prior to dividend equivalents being added): 6,376 vested March 4, 2022, 10,877 vested March 4, 2023, and 1,875 vest March 4, 2024, subject to continued employment through such dates. Upon vesting, full shares are distributed and fractional shares are applied to shares withheld to cover tax obligations.

F3: Acquired dividend equivalents in the form of Restricted Share Units ("RSUs"), which are subject to the same terms and conditions as the underlying equity granted to the recipient as part of the March 2022 Annual Grant. These RSUs vest over three years. The first third vested on the one-year anniversary of the grant date, March 10, 2023, the next third vests on the two-year anniversary of the grant date, March 10, 2024, and the remaining third vests on the three-year anniversary of the grant date, March 10, 2025, subject to continued employment through such dates. Upon vesting, full shares are distributed and fractional shares are applied to shares withheld to cover tax obligations.

F4: Acquired dividend equivalents in the form of Restricted Share Units ("RSUs"), which are subject to the same terms and conditions as the remaining underlying equity granted to the recipient as part of the March 2023 Annual Grant. These RSUs vest over three years, where the first third vests on the one-year anniversary of the grant date, March 10, 2024, the next third vests on the two-year anniversary of the grant date, March 10, 2025, and the remaining third vests on the three-year anniversary of the grant date, March 10, 2026, subject to continued employment through such dates. Upon vesting, full shares are distributed and fractional shares are applied to shares withheld to cover tax obligations.

F5: The total reflects adjustments to correct inadvertent errors in the number of shares awarded in the March 10, 2023, equity grant, and subsequent accruals of dividend equivalent units in March, June, and September.