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BCS

Current Report · Items 5.02, 7.01, 9.01 · 8-K

Jackson Financial Inc.

JXNNYSEEQUITYCurrent

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · Regulation FD Disclosure

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On July 16, 2026, Jackson Financial Inc.’s (the “Company”) Board of Directors approved the following actions, each effective October 1, 2026: the appointment of Don W. Cummings to serve as Chief Executive Officer and President and a director of the Company;…

Filed Jul 22, 2026Accepted Jul 22, 2026, 4:37 PM EDTCIK 1822993Accession 0001104659-26-085839
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Company context

Jackson ® (NYSE: JXN) is committed to helping clarify the complexity of retirement planning - for financial professionals and their clients. Through our range of annuity products, financial know-how, history of award-winning service* and streamlined experiences, we strive to reduce the confusion that complicates retirement planning. We take a balanced, long-term approach to responsibly serving all our stakeholders, including customers, shareholders, distribution partners, employees, regulators and community partners. We believe by providing clarity for all today, we can help drive better outcomes for tomorrow. For more information, visit www.jackson.com.

Current securities

Recent company filings

  1. 3 filingOct 16, 2026
  2. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · Regulation FD DisclosureOct 14, 2026
  3. 4 filingSep 28, 2026
  4. 4 filingSep 28, 2026
  5. 4 filingSep 28, 2026

Registered securities in this filing

Jackson Financial Inc. · 8-K · Filed 2026-07-22

As filed in this accession. Current/historical status below comes from the governed listing record; the cover itself remains exact to this filing.

Common Stock, Par Value $0.01 Per Share

Symbol
JXN
Exchange
NYSE
Classification
COMMON
Status
Current
Filing context

Context: From2026-07-162026-07-16_us-gaap_CommonStockMember

Dimensions: us-gaap:StatementClassOfStockAxis

Depositary Shares, each representing a 1/1,000th interest in a share of Fixed-Rate Reset Noncumulative Perpetual Preferred Stock, Series A

Symbol
JXN PRA
Exchange
NYSE
Classification
PREFERRED
Status
Current
Filing context

Context: From2026-07-162026-07-16_custom_DepositaryShareseachrepresentinga11000thInterestinashareofFixedRateResetNoncumulativePerpetualPreferredStockSeriesAMember

Dimensions: us-gaap:StatementClassOfStockAxis

Accession 000110465926085839 · 2 registered-security cover members

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Disclosure sections

Items 5.02, 7.01, 9.01

Select an item to read the extracted section. The as-filed document remains the primary evidence.

Item 5.02Item 5.02 - Departure/Election of Directors
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On July 16, 2026, Jackson Financial Inc.’s (the “Company”) Board of Directors approved the following actions, each effective October 1, 2026: the appointment of Don W. Cummings to serve as Chief Executive Officer and President and a director of the Company; and the appointment of Brian M. Walta to serve as Executive Vice President and Chief Financial Officer of the Company. Mr. Cummings is currently Executive Vice President and Chief Financial Officer of the Company, a position he has held since June 2024. Previously, he served as the Company’s Senior Vice President, Controller and Chief Accounting Officer beginning December 2020. Previously, Mr. Cummings served as interim Chief Financial Officer at Fortitude Reinsurance Company Ltd. and Global Corporate Controller at American International Group, Inc. Mr. Cummings is age 63. Mr. Walta is currently Senior Vice President, Planning and Asset Liability Management of the Company’s principal operating subsidiary, Jackson National Life Insurance Company (“JNLIC”), a position he has held since 2024. He has experience in hedging, asset liability management, capital modeling, and business plan forecasting. Previously, he served as Vice President, Asset Liability Management beginning in 2016. He has held various positions with JNLIC with increasing responsibilities for asset liability management over a twenty-year period. He holds a Chartered Financial Analyst certification from the CFA Institute, is a Fellow of the Society of Actuaries, and a member of the American Academy of Actuaries. Mr. Walta is age 50. Laura L. Prieskorn, who is currently Chief Executive Officer and President and a director of the Company, announced her intention to retire from those positions and as a director effective as of the end of the day on September 30, 2026. Thereafter, Ms. Prieskorn is expected to continue as an advisor to the Company until December 31, 2026, to facilitate the transition in senior management. As Chief Executive Officer and President, Mr. Cummings will receive a compensation package including $1,050,000 base salary, a target bonus opportunity of 200% of base salary, and a target annual long-term incentive award of $7,850,000. As Executive Vice President and Chief Financial Officer, Mr. Walta will receive a compensation package including $600,000 base salary, a target bonus opportunity of 150% of base salary, and a target annual long-term incentive award of $1,900,000. In both cases, the target bonus and long-term incentive awards for 2026 will be prorated based upon the individual’s existing pre-promotion opportunity and the noted post-promotion opportunity. Both Mr. Cummings and Mr. Walta also will receive other compensation pursuant to certain plans provided by the Company, including health and welfare, retirement, and benefits typically available to our executives. Ms. Prieskorn is expected to continue to receive her current base salary in respect of her advisory services. Her target bonus opportunity for 2026 will be pro rated through September 30, 2026.
Item 7.01Item 7.01 - Regulation FD Disclosure
Item 7.01. Regulation FD Disclosure. On July 22, 2026, the Company issued a press release announcing the changes in executive leadership. A copy of that press release is furnished as Exhibit 99.1 to this Report. The information in this Item (including Exhibit 99.1) shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act, except as shall be expressly set forth in such a filing. ************ SAFE HARBOR The information in this report contains forward-looking statements about future events and circumstances and their effects upon revenues, expenses and business opportunities. Generally speaking, any statement in this report not based upon historical fact is a forward-looking statement. Forward-looking statements can also be identified by the use of forward-looking or conditional words, such as “could,” “should,” “can,” “continue,” “estimate,” “forecast,” “intend,” “look,” “may,” “expect,” “believe,” “anticipate,” “plan,” “predict,” “remain,” “future,” “confident” and “commit” or similar expressions. In particular, statements regarding plans, strategies, prospects, targets and expectations regarding the business and industry are forward-looking statements. They reflect expectations, are not guarantees of performance and speak only as of the dates the statements are made. We caution investors that these forward-looking statements are subject to known and unknown risks and uncertainties that may cause actual results to differ materially from those projected, expressed or implied. Other factors that could cause actual results to differ materially from those in the forward-looking statements include those reflected in Part I, Item 1A. Risk Factors and Part II, Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the year ended December 31, 2025, as filed with the U.S. Securities and Exchange Commission (the “SEC”) on February 24, 2026, and elsewhere in the Company’s reports filed with the SEC. Except as required by law, Jackson Financial Inc. does not undertake to update such forward-looking statements. You should not rely unduly on forward-looking statements. WEBSITE INFORMATION Visit investors.jackson.com to view information regarding Jackson Financial Inc. We routinely use our investor relations website as a primary channel for disclosing key information to our investors. We may use our website as a means of disclosing material, non-public information and for complying with our disclosure obligations. Accordingly, investors should monitor our investor relations website, in addition to following our press releases, filings with the SEC, public conference calls, presentations, and webcasts. We and certain of our senior executives may also use social media channels to communicate with our investors and the public about our Company and other matters, and those communications could be deemed to be material information. The information contained on, or that may be accessed through, our website, our social media channels, or our executives’ social media channels is not incorporated by reference into and is not part of this report.
Filed exhibits (1)
EX-99.1 (by filename) tm2621047d1_ex99-1.htm

EX-99.1 2 tm2621047d1_ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE Jackson Announces CEO Retirement and Executive Leadership Succession Plan Don Cummings to succeed Laura Prieskorn as President and CEO; Brian Walta to become EVP and CFO LANSING, Mich. - July 22, 2026 - Jackson Financial Inc. 1 (NYSE: JXN) (Jackson®) today announced Laura Prieskorn, President and Chief Executive Officer, has shared her plans to retire at the end of 2026. Don Cummings, Executive Vice President and Chief Financial Officer, will succeed Prieskorn as President and CEO and as a member of the JFI Board of Directors, effective October 1, 2026. Brian Walta will succeed Cummings as Executive Vice President and Chief Financial Officer, also effective October 1, 2026. Prieskorn will serve as an advisor through December 31, 2026, to ensure a smooth leadership transition. “Serving as CEO has been an incredible honor and the highlight of my nearly 40 years with Jackson. I am deeply grateful to have worked alongside so many talented colleagues and am proud of what we have accomplished together,” said Prieskorn. “Having partnered closely with Don and Brian for many years, I have every confid…

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