AIG 10-K Annual Report Dec. 31, 2021 | Alphaminr

Effective Date August 11, 2021

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DEF 14A	Filed on April 12, 2010

TABLE OF CONTENTS

Part I, Item 1A. Risk Factors Of This Annual Report; and Item 7 | Index To Item 7 Item 7 | Use Of Non-gaap Measures Item 7 | Critical Accounting Estimates Item 7 | Executive Summary Item 7 | Consolidated Results Of Operations Item 7 | Business Segment Operations Item 7 | Business Segment Operations | General Insurance Item 7 | Business Segment Operations | Life and Retirement Item 7 | Business Segment Operations | Other Operations Item 7 | Investments Item Count Is By Cusip By Subsidiary Item 7 | Insurance Reserves Item 7 | Liquidity and Capital Resources Item 7 | Enterprise Risk Management Item 7A | Quantitative and Qualitative Disclosures About Market Risk Part II Item 8 | Financial Statements and Supplementary Data Item 8 | Report Of Independent Registered Public Accounting Firm Item 8 | Notes To Consolidated Financial Statements | 1. Basis Of Presentation Note 5. Investments Note 6. Lending Activities Note 7. Reinsurance Note 8. Deferred Policy Acquisition Costs Note 9. Variable Interest Entities Note 10. Derivatives and Hedge Accounting Note 11. Goodwill and Other Intangible Assets Note 12. Insurance Liabilities Note 13. Variable Life and Annuity Contracts Note 14. Debt Note 15. Contingencies, Commitments and Guarantees Note 17. Earnings Per Common Share Note 21. Income Taxes Item 8 | Notes To Consolidated Financial Statements | 2. Summary Of Significant Accounting Policies Item 8 | Notes To Consolidated Financial Statements | 3. Segment Information Item 8 | Notes To Consolidated Financial Statements | 4. Fair Value Measurements Item 8 | Notes To Consolidated Financial Statements | 5. Investments Item 8 | Notes To Consolidated Financial Statements | 6. Lending Activities Item 8 | Notes To Consolidated Financial Statements | 7. Reinsurance Item 8 | Notes To Consolidated Financial Statements | 8. Deferred Policy Acquisition Costs Item 8 | Notes To Consolidated Financial Statements | 9. Variable Interest Entities Item 8 | Notes To Consolidated Financial Statements | 10. Derivatives and Hedge Accounting Item 8 | Notes To Consolidated Financial Statements | 11. Goodwill and Other Intangible Assets Item 8 | Notes To Consolidated Financial Statements | 12. Insurance Liabilities Item 8 | Notes To Consolidated Financial Statements | 13. Variable Life and Annuity Contracts Item 8 | Notes To Consolidated Financial Statements | 14. Debt Item 8 | Notes To Consolidated Financial Statements | 15. Contingencies, Commitments and Guarantees Item 8 | Notes To Consolidated Financial Statements | 16. Equity Item 8 | Notes To Consolidated Financial Statements | 17. Earnings Per Common Share Item 8 | Notes To Consolidated Financial Statements | 18. Statutory Financial Data and Restrictions Item 8 | Notes To Consolidated Financial Statements | 19. Share-based Compensation Plans Item 8 | Notes To Consolidated Financial Statements | 20. Employee Benefits Item 8 | Notes To Consolidated Financial Statements | 21. Income Taxes Item 9 | Changes in and Disagreements with Accountants on Accounting and Financial Disclosure Item 9A | Controls and Procedures Item 9C | Disclosure Regarding Foreign Jurisdictions That Prevent Inspections Part III Item 10 | Directors, Executive Officers and Corporate Governance Item 11 | Executive Compensation Item 12 | Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder Matters Item 13 | Certain Relationships and Related Transactions, and Director Independence Item 14 | Principal Accounting Fees and Services Part IV Item 15 | Exhibits, Financial Statement Schedules Item 16 | Form 10-k Summary

Exhibits

(1) Membership Interest Purchase Agreement, by and among AIG, Fortitude Group Holdings, LLC, Carlyle FRL, L.P., The Carlyle Group L.P., T&D United Capital Co., LTD. And T&D Holdings, Inc., dated as of November 25, 2019 Incorporated by reference to Exhibit 2.1 to AIGs Current Report on Form 8-K filed with the SEC on November 25, 2019 (File No. 1-8787). (2)Stock Purchase Agreement, dated as of July 14, 2021, between AIG and Argon Holdco LLC (an affiliate of Blackstone Inc.) Incorporated by reference to Exhibit 10.3 to AIGs Quarterly Report on Form 10-Q filed with the SEC on August 6, 2021 (File No. 1-8787). (3)Purchase Agreement, dated as of July 14, 2021, between AIG and Aztec Holdco LLC (an affiliate of Blackstone Inc.) Incorporated by reference to Exhibit 10.4 to AIGs Quarterly Report on Form 10-Q filed with the SEC on August 6, 2021 (File No. 1-8787). 3(i) Amended and Restated Certificate of Incorporation of AIG, amended and restated May 14, 2020 Incorporated by reference to Exhibit 3.1 to AIGs Current Report on Form 8-K filed with the SEC on May 15, 2020 (File No. 1-8787). 3(ii) AIG By-laws, amended and restated December 9, 2020 Incorporated by reference to Exhibit 3.1 to AIGs Current Report on Form 8-K filed with the SEC on December 9, 2020 (File No. 1-8787). (1)Tax Asset Protection Plan, dated as of March 9, 2011, between AIG and Wells Fargo Bank, N.A., as Rights Agent, including as Exhibit A the forms of Rights Certificate and of Election to Exercise Incorporated by reference to Exhibit 4.1 to AIGs Current Report on Form 8-K filed with the SEC on March 9, 2011 (File No. 1-8787). (2)Amendment No. 1, dated as of January 8, 2014, to Tax Asset Protection Plan, between AIG and Wells Fargo Bank, National Association, as Rights Agent Incorporated by reference to Exhibit 4.1 to AIGs Current Report on Form 8-K filed with the SEC on January 8, 2014 (File No. 1-8787). (3)Amendment No. 2, dated as of December 14, 2016, to Tax Asset Protection Plan, between AIG and Wells Fargo Bank, National Association, as Rights Agent Incorporated by reference to Exhibit 4.1 to AIGs Current Report on Form 8-K filed with the SEC on December 14, 2016 (File No. 1-8787). (4) Amendment No. 3, dated as of December 11, 2019, to Tax Asset Protection Plan, between Equiniti Trust Company, as successor to Wells Fargo Shareowner Services, a former division of Wells Fargo Bank, as Rights Agent Incorporated by reference to Exhibit 4.1 to AIGs Current Report on Form 8-K filed with the SEC on December 11, 2019 (File No. 1-8787). (5) Description of Registrants Securities Filed herewith. (6) Deposit Agreement, dated March 14, 2019, among AIG, Equiniti Trust Company, as depositary, and the holders from time to time of the depositary receipts described therein Incorporated by reference to Exhibit 4.2 to AIGs Current Report on Form 8-K filed with the SEC on March 14, 2019 (File No. 1-8787). (8)Second Supplemental Indenture, dated as of June 10, 2021, to Junior Subordinated Indenture, dated as of December 1, 1996, among AIG Life Holdings, Inc. (as successor to American General Corporation), AIG and Deutsche Bank Trust Company Americas, as trustee. Incorporated by reference to Exhibit 4 to AIGs Quarterly Report on Form 10-Q, filed with the SEC on August 6, 2021 (File No. 1-8787). (1)American International Group, Inc. 2010 Stock Incentive Plan* Incorporated by reference to Appendix B in AIGs Definitive Proxy Statement, dated April 12, 2010 (Filed No. 1-8787). (2)AIG Amended Form of 2010 Stock Incentive Plan DSU Award Agreement* Incorporated by reference to Exhibit 10.14 to AIGs Quarterly Report on Form 10-Q for the quarter ended March 31, 2012 (File No. 1-8787). (3)Letter Agreement, dated August 14, 2013, between AIG and Kevin Hogan* Incorporated by reference to Exhibit 10.2 to AIGs Quarterly Report on Form 10-Q for the quarter ended March 31, 2015 (File No. 1-8787). (4)Non-Solicitation and Non-Disclosure Agreement, dated August 14, 2013, between AIG and Kevin Hogan* Incorporated by reference to Exhibit 10.3 to AIGs Quarterly Report on Form 10-Q for the quarter ended March 31, 2015 (File No. 1-8787). (5)Executive Officer Form of Release and Restrictive Covenant Agreement* Incorporated by reference to Exhibit 10.5 to AIGs Quarterly Report on Form 10-Q for the quarter ended March 31, 2016 (File No. 1-8787). (6)Master Transaction Agreement, dated as of April 19, 2011, by and among American Home Assurance Company, Chartis Casualty Company (f/k/a American International South Insurance Company), Chartis Property Casualty Company (f/k/a AIG Casualty Company), Commerce and Industry Insurance Company, Granite State Insurance Company, Illinois National Insurance Co., National Union Fire Insurance Company of Pittsburgh, Pa., New Hampshire Insurance Company, The Insurance Company of the State of Pennsylvania, Chartis Select Insurance Company (f/k/a AIG Excess Liability Insurance Company Ltd.), Chartis Specialty Insurance Company (f/k/a American International Specialty Lines Insurance Company), Landmark Insurance Company, Lexington Insurance Company, AIU Insurance Company, American International Reinsurance Company, Ltd. and American Home Assurance Company, National Union Fire Insurance Company of Pittsburgh, Pa., New Hampshire Insurance Company and Chartis Overseas Limited acting as members of the Chartis Overseas Association as respects business written or assumed by or from affiliated companies of Chartis Inc. (collectively, the Reinsureds), Eaglestone Reinsurance Company and National Indemnity Company Incorporated by reference to Exhibit 10.6 to AIGs Quarterly Report on Form 10-Q for the quarter ended March 31, 2011 (File No. 1-8787). (7)AIG 2013 Long-Term Incentive Plan (as amended September 2015)* Incorporated by reference to Exhibit 10.35 to AIGs Annual Report on Form 10-K for the year ended December 31, 2015 (File No. 1-8787). (8)Form of 2015 Performance Share Units Award Agreement* Incorporated by reference to Exhibit 10.5 to AIGs Quarterly Report on Form 10-Q for the quarter ended March 31, 2015 (File No. 1-8787). (9)AIG Clawback Policy* Incorporated by reference to Exhibit 10.3 to AIGs Current Report on Form 8-K filed with the SEC on March 27, 2013 (File No. 1-8787). (10)AIG Annual Short-Term Incentive Plan (as amended and restated effective March 1, 2016)* Incorporated by reference to Exhibit 10.43 on AIGs Annual Report on Form 10-K for the year ended December 31, 2016 (File No. 1-8787). (11)AIG 2013 Omnibus Incentive Plan* Incorporated by reference to Appendix B in AIGs Definitive Proxy Statement on Schedule 14A, dated April 4, 2013 (File No. 1-8787). (12)Form of AIG 2013 Omnibus Incentive Plan Non-Employee Director DSU Award Agreement* Incorporated by reference to Exhibit 10.52 to AIGs Annual Report on Form 10-K for the year ended December 31, 2016 (File No. 1-8787). (13)Aggregate Excess of Loss Reinsurance Agreement, dated January 20, 2017, by and between AIG Assurance Company, AIG Property Casualty Company, AIG Specialty Insurance Company, AIU Insurance Company, American Home Assurance Company, Commerce and Industry Insurance Company, Granite State Insurance Company, Illinois National Insurance Co., Lexington Insurance Company, National Union Fire Insurance Company of Pittsburgh, Pa., New Hampshire Insurance Company and The Insurance Company Of The State Of Pennsylvania and National Indemnity Company (portions of this exhibit have been redacted pursuant to a request for confidential treatment) Incorporated by reference to Exhibit 10.1 to AIG's Current Report on Form 8-K filed with the SEC on February 14, 2017 (File No. 1-8787). (14)Trust Agreement, dated January 20, 2017, by and among National Union Fire Insurance Company of Pittsburgh, Pa., National Indemnity Company, and Wells Fargo Bank, National Association (portions of this exhibit have been redacted pursuant to a request for confidential treatment) Incorporated by reference to Exhibit 10.2 to AIG's Current Report on Form 8-K filed with the SEC on February 14, 2017 (File No. 1-8787). (15)Parental Guarantee Agreement, dated January 20, 2017, by Berkshire Hathaway Inc. in favor of National Union Fire Insurance Company of Pittsburgh, Pa. Incorporated by reference to Exhibit 10.3 to AIG's Current Report on Form 8-K filed with the SEC on February 14, 2017 (File No. 1-8787). (16)Form of AIG Long Term Incentive Award Agreement (as of March 2017)* Incorporated by reference to Exhibit 10.2 to AIGs Current Report on Form 8-K filed with the SEC on March 17, 2017 (File No. 1-8787). (17)Letter Agreement, dated July 22, 2015, between AIG and Douglas A. Dachille* Incorporated by reference to Exhibit 10.9 to AIGs Quarterly Report on Form 10-Q for the quarter ended March 31, 2017 (File No. 1-8787). (18)Non-Solicitation and Non-Disclosure Agreement, dated July 22, 2015, between AIG and Douglas A. Dachille* Incorporated by reference to Exhibit 10.10 to AIGs Quarterly Report on Form 10-Q for the quarter ended March 31, 2017 (File No. 1-8787). (19)Form of Stock Option Award Agreement, between American International Group, Inc. and Brian Duperreault* Incorporated by reference to Exhibit 10.2 to AIGs Current Report on Form 8-K filed with the SEC on May 15, 2017 (File No. 1-8787). (20)Non-Solicitation and Non-Disclosure Agreement, dated July 5, 2017, between American International Group, Inc. and Peter Zaffino* Incorporated by reference to Exhibit 10.1 to AIGs Current Report on Form 8-K filed with the SEC on July 6, 2017 (File No. 1-8787). (21)Form of Stock Option Award Agreement, between American International Group, Inc. and Peter Zaffino* Incorporated by reference to Exhibit 10.2 to AIGs Current Report on Form 8-K filed with the SEC on July 6, 2017 (File No. 1-8787). (22)Form of Long Term Incentive Stock Option Award Agreement* Incorporated by reference to Exhibit 10.60 to AIGs Annual Report on Form 10-K for the year ended December 31, 2017 (File No. 1-8787). (23)AIG Long Term Incentive Plan (as amended March 2018)* Incorporated by reference to Exhibit 10.2 to AIGs Quarterly Report on Form 10-Q for the quarter ended March 31, 2018 (File No. 1-8787). (25)Letter Agreement, dated May 10, 2018, between AIG and Mark Lyons* Incorporated by reference to Exhibit 10.1 to AIGs Current Report on Form 8-K/A, Amendment No. 1, filed with the SEC on December 14, 2018 (File No. 1-8787). (26)Non-Solicitation and Non-Disclosure Agreement, dated May 13, 2018, between AIG and Mark Lyons* Incorporated by reference to Exhibit 10.2 to AIGs Current Report on Form 8-K/A, Amendment No. 1, filed with the SEC on December 14, 2018 (File No. 1-8787). (27) Form of AIG Long Term Incentive Award Agreement (as of April 2019)* Incorporated by reference to Exhibit 10.1 to AIGs Quarterly Report on Form 10-Q, filed with the SEC on May 7, 2019 (File No. 1-8787). (28) Form of AIG Long Term Incentive Award Agreement (as of January 2020)* Incorporated by reference to Exhibit 10.49 to AIGs Annual Report on Form 10-K, filed with the SEC on February 21, 2020 (File No. 1-8787). (29) Amended and Restated Combination Coinsurance and Modified Coinsurance Agreement by and between American General Life Insurance Company and Fortitude Reinsurance Company, Ltd., effective as of June 1, 2020 (portions of this exhibit have been redacted pursuant to a request for confidential treatment) Incorporated by reference to Exhibit 10.1 to AIGs Quarterly Report on Form 10-Q, filed with the SEC on August 4, 2020 (File No. 1-8787). (30) Amended and Restated Non-Qualified Pension Plan (as amended July 2020) Incorporated by reference to Exhibit 10.2 to AIGs Quarterly Report on Form 10-Q, filed with the SEC on August 4, 2020 (File No. 1-8787). (31) AIG 2012 Executive Severance Plan (as amended and restated February 2021)* Incorporated by reference to Exhibit 10.35 to AIGs Annual Report on Form 10-K, filed with the SEC on February 19, 2021 (File No. 1-8787). (32) AIG Long Term Incentive Plan (as amended and restated February 2021)* Incorporated by reference to Exhibit 10.36 to AIGs Annual Report on Form 10-K, filed with the SEC on February 19, 2021 (File No. 1-8787). (33) AIG Non-Qualified Retirement Income Plan (as amended and restated February 2021)* Incorporated by reference to Exhibit 10.37 to AIGs Annual Report on Form 10-K, filed with the SEC on February 19, 2021 (File No. 1-8787). (34) Letter Agreement, dated February 11, 2021, between AIG and Peter Zaffino* Incorporated by reference to Exhibit 10.38 to AIGs Annual Report on Form 10-K, filed with the SEC on February 19, 2021 (File No. 1-8787). (35) Letter Agreement, dated February 11, 2021, between AIG and Brian Duperreault* Incorporated by reference to Exhibit 10.39 to AIGs Annual Report on Form 10-K, filed with the SEC on February 19, 2021 (File No. 1-8787). (37) AIG Long Term Incentive Plan (as amended and restated April 2021)* Incorporated by reference to Exhibit 10.6 to AIGs Quarterly Report on Form 10-Q, filed with the SEC on May 7, 2021 (File No. 1-8787). (38) AIG Long Term Incentive Plan Form of Award Agreement (April 2021)* Incorporated by reference to Exhibit 10.7 to AIGs Quarterly Report on Form 10-Q, filed with the SEC on May 7, 2021 (File No. 1-8787). (39) AIG Long Term Incentive Plan (as amended and restated September 2021)* Incorporated by reference to Exhibit 10.3 to AIGs Quarterly Report on Form 10-Q, filed with the SEC on November 5, 2021 (File No. 1-8787). (40) AIG Long Term Incentive Plan Form of Award Agreement (September 2021)* Incorporated by reference to Exhibit 10.4 to AIGs Quarterly Report on Form 10-Q, filed with the SEC on November 5, 2021 (File No. 1-8787). (41) Form of AIG 2021 Omnibus Incentive Plan Non-Employee Director DSU Award Agreement* Filed herewith. (42) Credit Agreement, dated as of November 19, 2021, among AIG, the subsidiary borrowers party thereto, the lenders party thereto, Bank of America, N.A., as Administrative Agent, and each Several L/C Agent party thereto Incorporated by reference to Exhibit 10.1 to AIGs Current Report on Form 8-K filed with the SEC on November 22, 2021 (File No. 1-8787). (43) Letter Agreement, dated December 7, 2021, between AIG and Shane Fitzsimons* Incorporated by reference to Exhibit 10.1 to AIGs Current Report on Form 8-K/A, Amendment No. 1, filed with the SEC on December 9, 2021 (File No. 1-8787). 21 Subsidiaries of Registrant Filed herewith. 23 Consent of Independent Registered Public Accounting Firm Filed herewith. 31 Rule 13a-14(a)/15d-14(a) Certifications Filed herewith. 32 Section 1350 Certifications** Filed herewith.

* THE VALUE IS THE MARKET VALUE AS OF THE LAST DAY OF THE QUARTER FOR WHICH THE 13F WAS FILED.

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