Scott Romine - Mar 23, 2023 Form 4 Insider Report for Jackson Financial Inc. (JXN)

Role
President and CEO, JNLD
Signature
/s/ Kristan L. Richardson, as Attorney-in-Fact
Stock symbol
JXN
Transactions as of
Mar 23, 2023
Transactions value $
$0
Form type
4
Date filed
3/27/2023, 07:58 PM
Previous filing
Mar 14, 2023
Next filing
Apr 11, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction JXN Common Stock Award $0 +131 +0.13% $0.00 101K Mar 23, 2023 Direct F1
transaction JXN Common Stock Award $0 +641 +0.64% $0.00 101K Mar 23, 2023 Direct F2
transaction JXN Common Stock Award $0 +102 +0.1% $0.00 101K Mar 23, 2023 Direct F3
transaction JXN Common Stock Award $0 +205 +0.2% $0.00 101K Mar 23, 2023 Direct F4
transaction JXN Common Stock Award $0 +279 +0.28% $0.00 102K Mar 23, 2023 Direct F5

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 +214 +1.79% $0.00 12.2K Mar 23, 2023 Common Stock 214 Direct F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Acquired on March 23, 2023, dividend equivalents in the form of Restricted Share Units ("RSUs"), which are subject to the same terms and conditions as the underlying equity originally granted to the recipient on October 4, 2021, as part of the 2021 Annual Award of 10,502 RSUs. 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 vests on the two-year anniversary of the grant date, October 4, 2023, and the remaining third vests on April 4, 2024. Upon vesting, full shares will be distributed, and the vested fractional shares will be used for share withholding to cover tax obligations.
F2 Acquired on March 23, 2023, 75% of the 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 recipient on February 13, 2023, as shares "earned" based on achievement of performance metrics of the converted 2020 PLTIP Performance Share Units that remain "restricted," subject to vesting based on the passage of time and the Section 16 Officer's continued employment by the Company. These RSUs fully vest on April 9, 2023. Upon vesting, 75% of the total number of RSUs will settle in shares, and the remaining 25% of the RSUs will be paid out in cash (see Footnote 6). Upon vesting, this portion of the dividend equivalents will be distributed in shares, based on the underlying 75% portion of equity that also is settled in shares, and any fractional shares will be applied to share withholding to cover tax obligations.
F3 Acquired on March 23, 2023, 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 on December 27, 2021, of 8,266 RSUs, which reflected an adjustment to Mr. Romine's annual grant received on October 4, 2021, in connection with his promotion. These RSUs vest over 30 months in three equal installments. The first third vested on the one-year anniversary of the grant date, December 27, 2022, the next third vests on the two-year anniversary of the grant date, December 27, 2023, and the remaining third vests on June 27, 2024. Upon vesting, full shares will be distributed, and the vested fractional shares will be used for share withholding to cover tax obligations.
F4 Acquired on March 23, 2023, dividend equivalents in the form of Restricted Share Units ("RSUs"), which are subject to the same terms and conditions as the underlying equity originally granted to the recipient on March 10, 2022, as part of the 2022 Annual Restricted Share Unit Award of 16,615 RSUs. 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. Upon vesting, full shares will be distributed, and the vested fractional shares will be used for share withholding to cover tax obligations.
F5 Acquired on March 23, 2023, dividend equivalents in the form of Restricted Share Units ("RSUs"), which are subject to the same terms and conditions as the underlying equity originally granted to the recipient on March 10, 2023, as part of the 2023 Annual Restricted Share Unit Award of 15,632 RSUs. 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 will be distributed, and the vested fractional shares will be used for share withholding to cover tax obligations.
F6 Acquired on March 23, 2023, 25% of the 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 described in Footnote 2, above. Upon vesting, this portion of the dividend equivalents will settle in cash, based on the underlying 25% portion of equity that also is settled in cash.

Remarks:

Power of Attorney on file.