NasdaqFinancialsLife & Health InsuranceS&P MidCap 400
$42.60
+1.50 (+3.65%)
Close of Nov 06, 2026 · end-of-day data
BHF 8-K filings in 2025
Every material Form 8-K Brighthouse Financial filed with the SEC in 2025, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
Brighthouse Financial reported third-quarter 2025 net income available to shareholders of $453 million, or $7.89 per diluted share, up from $150 million, or $2.47 per share, a year earlier, including a $316 million net favorable impact from the annual actuarial review. The same day, the company agreed to a definitive merger in which an affiliate of Aquarian Capital LLC will acquire it for $70.00 per share in cash, a transaction valued at about $4.1 billion. The company also canceled its earnings conference call because of the pending deal.
Aquarian Capital affiliate to acquire Brighthouse Financial for $70.00 per share in an all-cash deal valued at about $4.1 billion
Net income available to shareholders of $453 million, or $7.89 per diluted share, versus $150 million, or $2.47, in Q3 2024
Adjusted earnings, less notable items, of $261 million, or $4.54 per diluted share, versus $243 million, or $3.99, in Q3 2024
Estimated combined RBC ratio of 435% to 455%; holding company liquid assets of $1.0 billion as of September 30, 2025
On November 6, 2025, Brighthouse Financial agreed to be acquired by an affiliate of Aquarian Capital for $70.00 per common share in cash, a transaction valued at about $4.1 billion. The price is a 37.0% premium to the unaffected share price of $51.09 on January 27, 2025, and the closing is expected in 2026, subject to stockholder approval, antitrust clearance and insurance regulatory approvals.
Merger consideration of $70.00 per share in cash, about $4.1 billion in total value
Price is a 37.0% premium to the unaffected share price of $51.09 on January 27, 2025
Company would pay a termination fee of about $143.5 million in specified circumstances; Parent would pay about $225.5 million in specified circumstances
Merger may be terminated if not closed by September 6, 2026, extendable to December 6, 2026 in certain cases; the company also cancelled its Q3 2025 earnings call and gave preliminary metrics, including $5.4 billion of statutory total adjus
Brighthouse Financial appointed Myles J. Lambert as Executive Vice President and Chief Operating Officer, effective August 30, 2025, and named Melissa Pavlovich as Chief Accounting Officer effective the same day. The filing discloses Lambert's base salary of $700,000 and a $1.0 million special cash award, and Pavlovich's base salary of $425,000, showing how the company is staffing its senior operations and accounting roles.
Myles J. Lambert, previously Executive Vice President and Chief Distribution and Marketing Officer since August 2017, becomes COO effective August 30, 2025
Lambert's annual base salary is $700,000, with a $1.0 million special cash award payable July 1, 2027, subject to conditions
Melissa Pavlovich succeeds Richard Cook as Chief Accounting Officer effective August 30, 2025; Cook becomes Deputy CAO
Pavlovich's annual base salary is $425,000; she previously led the Company's Tax department
Brighthouse Financial reported second-quarter 2025 net income available to shareholders of $60 million, or $1.02 per diluted share, up from $9 million, or $0.12 per share, a year earlier. Adjusted earnings, the measure management uses to evaluate performance, fell to $198 million, or $3.43 per diluted share, from $346 million, or $5.57 per share, in the second quarter of 2024.
Net income available to shareholders: $60 million ($1.02 per diluted share) vs. $9 million ($0.12) in Q2 2024
Adjusted earnings: $198 million ($3.43 per diluted share) vs. $346 million ($5.57) in Q2 2024
Annuity sales of $2.6 billion, including $1.9 billion of Shield Level Annuities; repurchased $43 million of common stock in the quarter
Estimated combined RBC ratio between 405% and 425%; holding company liquid assets of $0.9 billion as of June 30, 2025
At its June 12, 2025 annual meeting, Brighthouse Financial stockholders elected nine director nominees to one-year terms, ratified Deloitte & Touche LLP as auditor for fiscal 2025, and approved an advisory say-on-pay vote on executive compensation. Stockholders also approved the amended and restated 2017 Stock and Incentive Compensation Plan, with the full plan filed as Exhibit 10.1. The filing reports routine governance outcomes and does not describe any change in company leadership or financial results.
Nine director nominees elected to one-year terms ending at the 2026 Annual Meeting
Deloitte & Touche LLP ratified as independent auditor for fiscal 2025 with 42,787,295 votes for
Say-on-pay approved with 35,210,082 votes for and 2,536,631 against
Amended 2017 Stock and Incentive Compensation Plan approved with 33,168,708 votes for and 4,579,152 against
Brighthouse Financial reported a first-quarter 2025 net loss available to shareholders of $294 million, or $5.04 per diluted share, narrowing from a $519 million loss a year earlier. Adjusted earnings were $235 million, or $4.01 per diluted share, compared with an adjusted loss of $98 million in the first quarter of 2024. Annuity sales fell 21% from the prior quarter, a decline shareholders may weigh against the improved profit figures.
Net loss available to shareholders of $294 million, or $5.04 per diluted share, versus a net loss of $519 million, or $8.22 per share, in Q1 2024.
Adjusted earnings of $235 million, or $4.01 per diluted share, versus an adjusted loss of $98 million a year earlier; includes a $10 million unfavorable notable item.
Annuity sales decreased 21% quarter-over-quarter to $2.3 billion; life sales rose 24% quarter-over-quarter to $36 million.
Repurchased $59 million of common stock in Q1 2025 and a further $26 million through May 6, 2025; holding company liquid assets were $1.0 billion.
Brighthouse Financial reported fourth-quarter 2024 net income available to shareholders of $646 million, or $10.79 per diluted share, compared with a net loss of $942 million, or $14.70 per share, a year earlier. Adjusted earnings were $304 million, or $5.07 per diluted share, up from $177 million, or $2.73, while annuity sales fell 5% year over year. For shareholders, the company also repurchased $250 million of stock in 2024, reducing shares outstanding by about 8%.
Q4 2024 net income available to shareholders: $646 million ($10.79 per diluted share), versus a net loss of $942 million ($14.70) in Q4 2023
Q4 2024 adjusted earnings: $304 million ($5.07 per diluted share), versus $177 million ($2.73) in Q4 2023; includes a $48 million unfavorable notable item
Full-year 2024 net income available to shareholders: $286 million ($4.64 per diluted share), versus a net loss of $1,214 million in 2023
Company repurchased $250 million of common stock in 2024 and about $25 million more through February 7, 2025; holding company liquid assets were $1.1 billion
Briefs are written by AI from the filing text (each brief's own page names the model) and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the model's reading of the filing for shareholders, not a price forecast. Not investment advice.
Only material 8-Ks get a brief: results, deals, executive changes, restructuring, impairments, delisting notices, restatements, cybersecurity incidents and other disclosed events. Routine filings (vote results, exhibits only) are skipped. Every Brighthouse Financial filing is on SEC EDGAR ↗. 8-K briefs of other companies →