Nippon Life Files 13D on Corebridge Financial

TL;DR

**Nippon Life just updated its stake in Corebridge Financial (CRBG). Keep an eye on this.**

AI Summary

Nippon Life Insurance Company, through its representative Kohei Sano, filed a Schedule 13D on December 13, 2024, regarding its holdings in Corebridge Financial, Inc. The filing indicates a change in the beneficial ownership of Corebridge Financial, Inc. common stock. Nippon Life Insurance Company is based in Tokyo, Japan, and has a business phone number of 81355339292.

Why It Matters

This filing signals a significant ownership update by a major stakeholder in Corebridge Financial, Inc., potentially impacting market perception and future strategic decisions for the company.

Risk Assessment

Risk Level: medium — Schedule 13D filings often precede significant corporate actions or shifts in control, warranting close monitoring.

Key Players & Entities

• Nippon Life Insurance Company (company) — Filing entity
• Corebridge Financial, Inc. (company) — Subject company
• Kohei Sano (person) — Representative for Nippon Life Insurance Company

FAQ

Key Financial Figures

• $0.01 — me of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securiti
• $3,838,012,158 — nsaction for aggregate consideration of $3,838,012,158.82, pursuant to the Purchase Agreement
• $31.4704 — Shares ”) for a purchase price of $31.4704 per share, without interest, for the ag
• $3,838,012,158.82 — st, for the aggregate purchase price of $3,838,012,158.82. The Purchase Agreement provides for, a

Filing Documents

• formsc13d.htm (SC 13D) — 86KB
• 0001493152-24-049899.txt ( ) — 87KB

From the Filing

SC 13D 1 formsc13d.htm UNITED SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Corebridge Financial, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 21871X109 (CUSIP Number) Kohei Sano Nippon Life Insurance Company 3-5-12, Imabashi, Chuo-ku Osaka 541-8501, Japan +81-3-5533-9975 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) December 9, 2024 (Date of Event Which Requires Filing of This Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the following box. Note : Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7(b) for other parties to whom copies are to be sent. * The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“ Act ”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). CUSIP No. 21871X109 13D Page 2 of 8 pages 1 NAMES OF REPORTING PERSONS Nippon Life Insurance Company 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) (b) 3 SEC USE ONLY 4 SOURCE OF FUNDS (See Instructions) WC 5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) 6 CITIZENSHIP OR PLACE OF ORGANIZATION Japan NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 7 SOLE VOTING POWER 121,989,331 8 SHARED VOTING POWER 0 9 SOLE DISPOSITIVE POWER 121,989,331 10 SHARED DISPOSITIVE POWER 0 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 121,989,331 12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 21.6% 14 TYPE OF REPORTING PERSON (See Instructions) OO CUSIP No. 21871X109 13D Page 3 of 8 pages Item 1. Security and Issuer This “ Common Stock ”), of Corebridge Financial, Inc., a Delaware corporation (the “ Issuer ”). The address of the principal executive offices of the Issuer is 2919 Allen Parkway, Woodson Tower, Houston, Texas. Item 2. Identity and Background This Schedule 13D is filed by Nippon Life Insurance Company (the “ Reporting Person ”), a mutual company ( sougogaisha ) organized under the laws of Japan, the principal address of which is 3-5-12, Imabashi, Chuo-ku, Osaka 541-8501, Japan. The Reporting Person is primarily engaged in insurance and insurance-related businesses in Japan and internationally. During the last five years, the Reporting Person has not been (i) convicted in any criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities Item 3. Source and Amount of Funds or Other Consideration On December 9, 2024 (the “ Closing Date ”), the Reporting Person used cash on hand to purchase 121,956,256 shares of Common Stock in a private transaction for aggregate consideration of $3,838,012,158.82, pursuant to the Purchase Agreement (as defined below). Item 4. Purpose of Transaction Purchase Agreement On May 16, 2024, the Reporting Person entered into a stock purchase agreement (the “ Purchase Agreement ”) with the Issuer and American International Group, Inc. (“ AIG ”) pursuant to which the Reporting Person agreed to purchase from AIG, and AIG agreed to sell to the Reporting Person, 121,956,256 shares of Common Stock (the “ Purchased Shares ”) for a purchase price of $31.4704 per share, without interest, for the aggregate purchase price of $3,838,012,158.82. The Purchase Agreement provides for, among other things, certain limitations on the transfer of Common Stock by each of the Reporting Person and AIG and an agreement that each of the Reporting Person and AIG will vote in favor of the other’s nominees to the Issuer’s board of directors (the “ Board ”). The transactions contemplated by the Purchase Agreement were consumma

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View this SC 13D filing on SEC EDGAR