Mark D. Nerud - Oct 4, 2021 Form 4 Insider Report for Jackson Financial Inc. (JXN)

Role: President and CEO of JNAM
Signature: /s/ Kristan L. Richardson, as Attorney-in-Fact
Stock symbol: JXN
Transactions as of: Oct 4, 2021
Transactions value $: $0
Form type: 4
Date filed: 10/6/2021, 09:28 PM
Previous filing: Aug 6, 2021
Next filing: Dec 13, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	JXN	Common Stock						2.12K	Oct 4, 2021	Direct	F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	JXN	Restricted Share Units	Award	$0	+12K		$0.00	12K	Oct 4, 2021	Common Stock	12K		Direct	F2
transaction	JXN	Restricted Share Units	Award	$0	+1.88K		$0.00	1.88K	Oct 4, 2021	Common Stock	1.88K		Direct	F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Prudential plc American Depositary Receipts (ADRs) were acquired previously as part of participant's long-term incentive compensation prior to the demerger. In connection with the JFI demerger from Prudential plc, the participant acquired Jackson Financial Inc. (JFI) common stock (shares distributed equally on all securities of a class) where holders of vested Prudential plc ADRs received one JFI share of common stock for every 20 vested Prudential plc ADRs.
F2	Acquired Jackson Financial Inc. (JFI) Restricted Share Units (RSU) and Performance Share Units (PSU) pursuant to the Jackson Financial Inc. 2021 Omnibus Incentive Plan, which was approved by shareholders on April 21, 2021. The JFI 2021 Annual Incentive Awards were approved by JFI's Board of Directors' Compensation Committee on September 20, 2021. The RSUs vest over three years in three installments with the first third vesting on the one-year anniversary of the Grant Date on October 4, 2022, the next third vesting on the two-year anniversary of the Grant Date on October 4, 2023, and the remaining third vesting on April 4, 2024, subject to the Officer's continued employment through such dates.
F3	Acquired Jackson Financial Inc. (JFI) Restricted Share Units (RSU) pursuant to the JFI 2021 Omnibus Incentive Plan, which was approved by shareholders on April 21, 2021. The Celebration Award was approved by JFI's Board of Directors' Compensation Committee on September 20, 2021. The RSUs granted under the Celebration Award fully vest on the one-year anniversary of the Grant Date on October 4, 2022, subject to the Officer's continued employment through such date. Each RSU may be paid out in either shares (1 RSU equals 1 share of common stock) or cash equal to the Fair Market Value of one share of JFI common stock.

Remarks:

Power of Attorney on file.