Equitable Holdings Files 425 for Business Combination on March 26, 2026

TL;DR

**EQH filed a 425 for a business combination, likely a merger or acquisition, on 3/26/2026.**

AI Summary

This 425 filing from Equitable Holdings, Inc. on March 26, 2026, is a prospectus and communication related to business combinations. It includes various exhibits, such as EX-2.1 and EX-99.1, which likely detail the terms of a merger or acquisition. This matters to investors because business combinations can significantly alter a company's financial health, market position, and future growth prospects, potentially impacting stock value.

Why It Matters

This filing signals a potential merger or acquisition, which could reshape Equitable Holdings' operations and financial outlook, directly affecting shareholder value.

Risk Assessment

Risk Level: medium — Business combinations carry inherent risks related to integration, valuation, and potential debt, which could impact the company's performance.

Analyst Insight

An investor should closely monitor subsequent filings (like 8-K or S-4) for specific terms of the business combination, including valuation, synergies, and potential debt, to assess its impact on Equitable Holdings' stock.

Key Numbers

• 73338 — Size of FORM 425 document (Indicates the length of the primary filing document.)
• 759189 — Size of EXHIBIT 2.1 (Suggests significant detail in the exhibit related to the business combination agreement.)
• 59419 — Size of EXHIBIT 99.1 (Indicates additional material information provided in this exhibit.)

Key Players & Entities

• Equitable Holdings, Inc. (company) — the subject company filing the 425
• 0001333986 (company) — CIK of Equitable Holdings, Inc.
• 2026-03-26 (date) — the filing date of the 425

Forward-Looking Statements

• Equitable Holdings, Inc. will announce specific details of a merger or acquisition within the next quarter. (Equitable Holdings, Inc.) — medium confidence, target: 2026-06-30

FAQ

Key Financial Figures

• $0.01 — f (a) Equitable common stock, par value $0.01 per share (the "Equitable Common Stock"
• $1.00 — ve Perpetual Preferred Stock, par value $1.00 per share (the "Equitable Series A Pref
• $475,000,000 — e to Corebridge of a termination fee of $475,000,000 if: (a) the Merger Agreement is termina
• $0.30 — ends in the amounts of (a) no more than $0.30 per share of Equitable Common Stock per
• $328.125 — Equitable Common Stock per quarter, (b) $328.125 per share of Equitable Series A Preferr
• $268.750 — ries A Preferred Stock per quarter, (c) $268.750 per share of Equitable Series C Preferr
• $0.25 — ries C Preferred Stock per quarter, (d) $0.25 per share of Corebridge Common Stock pe
• $34.375 — orebridge Common Stock per quarter, (e) $34.375 per share of Corebridge Preferred Stock

Filing Documents

• eh260756971_425-eqh.htm (425) — 72KB
• eh260756971_ex0201.htm (EX-2.1) — 741KB
• eh260756971_ex9901.htm (EX-99.1) — 58KB
• eh260756971_ex9902.htm (EX-99.2) — 48KB
• logo.jpg (GRAPHIC) — 7KB
• image_001.jpg (GRAPHIC) — 80KB
• image_002.jpg (GRAPHIC) — 659KB
• image_003.jpg (GRAPHIC) — 494KB
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• image_006.jpg (GRAPHIC) — 214KB
• image_007.jpg (GRAPHIC) — 194KB
• image_008.jpg (GRAPHIC) — 289KB
• image_009.jpg (GRAPHIC) — 262KB
• image_010.jpg (GRAPHIC) — 305KB
• image_011.jpg (GRAPHIC) — 177KB
• image_012.jpg (GRAPHIC) — 170KB
• image_013.jpg (GRAPHIC) — 176KB
• image_014.jpg (GRAPHIC) — 175KB
• image_015.jpg (GRAPHIC) — 220KB
• image_016.jpg (GRAPHIC) — 247KB
• image_017.jpg (GRAPHIC) — 225KB
• image_018.jpg (GRAPHIC) — 223KB
• image_019.jpg (GRAPHIC) — 51KB
• image_020.jpg (GRAPHIC) — 363KB
• image_021.jpg (GRAPHIC) — 134KB
• image_022.jpg (GRAPHIC) — 162KB
• 0000950142-26-000872.txt ( ) — 8251KB

01

Item 1.01 Entry into a Definitive Material Agreement. On March 26, 2026, Equitable Holdings, Inc., a Delaware corporation ("Equitable"), entered into an Agreement and Plan of Merger (the "Merger Agreement"), by and among Equitable, Corebridge Financial, Inc., a Delaware corporation ("Corebridge"), Mountain Holding, Inc., a newly formed Delaware corporation and wholly-owned subsidiary of Corebridge ("HoldCo"), Marcy Holding, Inc., a newly formed Delaware corporation and a wholly-owned subsidiary of HoldCo ("Equitable Merger Sub"), and Palisade Holding, Inc., a newly formed Delaware corporation and a wholly-owned subsidiary of HoldCo ("Corebridge Merger Sub"). Equitable and Corebridge have agreed, subject to the terms and conditions of the Merger Agreement, to effect an all-stock merger transaction to combine their respective businesses by: (a) Corebridge Merger Sub merging with and into Corebridge, with Corebridge surviving such merger as a wholly-owned subsidiary of HoldCo (the "Corebridge Merger"), (b) immediately following the consummation of the Corebridge Merger, Equitable Merger Sub merging with and into Equitable, with Equitable surviving such merger as a wholly-owned subsidiary of HoldCo (the "Equitable Merger" and, together with the Corebridge Merger, the "Mergers"), and (c) as of the closing of the Mergers (the "Closing"), changing the name of HoldCo to "Equitable Holdings, Inc." The Merger Agreement and the consummation of the transactions contemplated by the Merger Agreement have been unanimously approved by the boards of directors of both companies. Merger Consideration At the effective time of the Equitable Merger (the "Equitable Effective Time"), each share of (a) Equitable common stock, par value $0.01 per share (the "Equitable Common Stock"), issued and outstanding immediately prior to the Equitable Effective Time (excluding (i) shares of Equitable Common Stock owned by Equitable, Corebridge or any of their respective wholly-owned subsidiarie

01

Item 8.01 Other Events. On March 26, 2026, Equitable and Corebridge jointly issued a press release in connection with the Mergers. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein. In addition, on March 26, 2026, Equitable and Corebridge held a conference call and made a joint presentation to investors to discuss the transaction. A copy of the investor presentation is attached hereto as Exhibit 99.2 and is incorporated by reference herein.

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits 2.1 Agreement and Plan of Merger, dated as of March 26, 2026, by and among Equitable Holdings, Inc., Corebridge Financial, Inc., Mountain Holding, Inc., Marcy Holding, Inc. and Palisade Holding, Inc.* 99.1 Press Release, dated March 26, 2026, jointly issued by Equitable Holdings, Inc. and Corebridge Financial, Inc. 99.2 Investor Presentation, dated March 26, 2026. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) * The schedules and exhibits have been omitted pursuant to Item 601(a)(5) or Item 601(b)(2) of Regulation S-K. Equitable agrees to furnish supplementally a copy of such schedules and exhibits, or any section thereof, to the SEC upon request; provided, however, that Equitable may request confidential treatment pursuant to Rule 24b-2 under the Exchange Act for any exhibits or schedules so furnished. 6 Cautionary Statement Regarding Forward-Looking Information This Current Report on Form 8-K includes any related oral statements, can be identified by the use of terms such as "believes," "expects," "may," "will," "shall," "should," "would," "could," "seeks," "aims," "projects," "forecasts," "intends," "targets," "plans," "estimates," "anticipates," "goals," "guidance," "formidable," "preliminary," "objective," "continue," "drive," "improve," "superior," "robust," "positioned," "resilient," "vision," "potential," "immediate," and similar expressions or the negative of those expressions or verbs. We caution you that forward-looking statements are not guarantees of future performance or outcomes. Forward-looking statements are not historical facts but instead represent only our beliefs regarding future events, which may by

View Full Filing

View this 425 filing on SEC EDGAR