METLIFE INC — Director's Dealing 2019

Feb 28, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: METLIFE INC (MET)
CIK: 0001099219
Period of Report: 2019-02-26

Reporting Person: O'DONNELL WILLIAM C (EVP & Chief Accounting Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-02-26	Common Stock	A	2364	$44.65	Acquired	13324	Direct
2019-02-26	Common Stock	F	917	$44.65	Disposed	12407	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-02-26	Employee Stock Option (Right to Buy)	$44.65	A	10081	Acquired	2029-02-25	Common Stock (10081)	Direct
2019-02-26	Restricted Stock Units	$	A	3360	Acquired		Common Stock (3360)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1292	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Common Stock Equivalent Units	$		Common Stock ()	313	Direct

Footnotes

F1: Shares acquired from the payout of the 2016-2018 Performance Share Award following determination of the performance factor for such award.

F2: Shares withheld to satisfy the Reporting Person's tax withholding obligation due on the Performance Share payout.

F3: Between March 1, 2018 and February 27, 2019, the reporting person acquired 103 shares in the MetLife, Inc. common stock fund of the MetLife 401(k) Plan. The information in this report is based on plan information as of February 27, 2019.

F4: The reported holding reflects interests in a MetLife, Inc. common stock fund allocated to and indirectly held by the reporting person under the MetLife 401(k) Plan, a "Qualified Plan" under Rule 16b-3(b)(4).

F5: The options become exercisable in three installments on February 26, 2020, 2021 and 2022.

F6: Each Restricted Stock Unit is the contingent right to receive one share of MetLife, Inc. common stock.

F7: The Restricted Stock Units vest in three installments on March 2, 2020, March 1, 2021 and March 1, 2022.

F8: Each Common Stock Equivalent Unit is the economic value of one share of MetLife, Inc. common stock. Common Stock Equivalent Units were acquired pursuant to the MetLife Auxiliary Match Plan, an "Excess Benefit Plan" under Rule 16b-3(b)(2). When such Common Stock Equivalent Units are distributed, they are settled in cash.

F9: Between February 3, 2018 and February 27, 2019, the reporting person acquired 37 Common Stock Equivalents under the MetLife Auxiliary Match Plan. The information in this report is based on plan information as of February 27, 2019.