Devkumar Dilip Ganguly - 23 Mar 2022 Form 4 Insider Report for Jackson Financial Inc. (JXN)

Footnote F1

The total number reflects the acquisition on March 23, 2022 of dividend equivalents in the form of 491 Restricted Share Units ("RSUs"), as well as the previously reported acquisition on December 9, 2021 of dividend equivalents in the form of 519.34 RSUs, which are subject to the same terms and conditions as the underlying equity originally granted to recipient on October 4, 2021 as part of converted unvested Prudential plc Restricted Stock received previously under the 2015 Prudential Restricted Stock Plan, where the total amount of 39,314 JFI RSUs acquired reflect: (a) JFI common stock received as a demerger dividend plus (b) JFI common stock. The RSUs fully vest on April 9, 2023, subject to continued employment through such date.

Footnote F2

The total number reflects the acquisition on March 23, 2022 of dividend equivalents in the form of 187.37 Restricted Share Units ("RSUs"), as well as the previously reported acquisition on December 9, 2021 of dividend equivalents in the form of 198.19 RSUs, which are subject to the same terms and conditions as the underlying equity originally granted to recipient on October 4, 2021 as part of Annual Award of 15,003 RSUs. These RSUs vest over 30 months in three equal installments with the first third vesting on the one-year anniversary of the grant date, October 4, 2022, the next third vesting on the two-year anniversary of the grant date, October 4, 2023, and the remaining third vesting on April 4, 2024, subject to continued employment through such dates.

Footnote F3

The total number reflects the acquisition on March 23, 2022 of dividend equivalents in the form of 70.26 Restricted Share Units ("RSUs"), as well as the previously reported acquisition on December 9, 2021 of dividend equivalents in the form of 74.32 RSUs, which are subject to the same terms and conditions as the underlying equity originally granted to recipient on October 4, 2021 as part of Celebration Award of 5,626 RSUs. These RSUs fully vest on the one-year anniversary of the grant date, October 4, 2022, subject to continued employment through such date.

Footnote F4

The total number reflects the acquisition on March 23, 2022 of dividend equivalents in the form of 422.88 Performance Share Units ("PSUs"), which are subject to the same terms and conditions as the underlying equity originally granted to recipient in 2019 from our former parent, Prudential plc, of 19,995 PSUs, which were converted into PSUs of Jackson Financial Inc. on September 13, 2021. Column 4 reflects the number of shares of common stock "earned" based on achievement of performance metrics for the period January 1, 2019 through December 31, 2021. The shares will not vest, or be delivered to Mr. Ganguly, until April 2, 2022, so long as Mr. Ganguly remains employed through such date.

Footnote F5

The total number reflects the acquisition on March 23, 2022 of dividend equivalents in the form of 138.63 Restricted Share Units ("RSUs"), which are subject to the same terms and conditions as the underlying equity originally granted to recipient on March 10, 2022 as part of the 2022 Annual Restricted Share Unit Award of 11,247 RSUs. The RSUs vest over three years in equal installments, where the first third vests 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.